PIPER FUNDS INC
N-30D, 1995-11-24
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<PAGE>

          PIPER

         INCOME

          FUNDS

          [LOGO]

           1995

       ANNUAL REPORT


                                [LOG CABIN PHOTO]

<PAGE>

                                TABLE OF CONTENTS


GOVERNMENT INCOME FUND
This fund seeks high current income to the extent consistent with preservation
of capital. To achieve its objective, the fund invests primarily in securities
issued or guaranteed as to payment of principal and interest by the U.S.
government, its agencies or instrumentalities, including mortgage-related
securities. (Keep in mind that these securities, not the fund itself, are
guaranteed as to payment of principal and interest.) The fund may also invest in
mortgage-related securities issued by private entities. The fund's investments
in mortgage-related securities may include derivative mortgage securities. As
with other mutual funds, there can be no assurance that the fund will achieve
its objective. Government Income Fund's Nasdaq symbol is PJGIX.

Letter to Shareholders . . . . . . . . . . . . . . . . . . .2
Investments in Securities. . . . . . . . . . . . . . . . . .8
Financial Statements and Notes . . . . . . . . . . . . . . .10
Independent Auditors' Report . . . . . . . . . . . . . . . .19
Federal Tax Information. . . . . . . . . . . . . . . . . . .20



SHORT-INTERMEDIATE BOND FUND
This fund seeks current income consistent with the fund's stated maturity limits
and quality standards and preservation of capital. To achieve its objective, the
fund invests primarily in a broad range of investment-quality debt securities
with remaining maturities of five years or less. Under normal market conditions,
the dollar-weighted average maturity of the fund's investments will range from
two to four years. As with other mutual funds, there can be no assurance that
the fund will achieve its objective. Short-Intermediate Bond Fund's proposed
Nasdaq symbol is PJSBX.

Letter to Shareholders . . . . . . . . . . . . . . . . . . .5
Investments in Securities. . . . . . . . . . . . . . . . . .7
Financial Statements and Notes . . . . . . . . . . . . . . .10
Independent Auditors' Report . . . . . . . . . . . . . . . .19
Federal Tax Information. . . . . . . . . . . . . . . . . . .20



  THIS REPORT IS INTENDED FOR SHAREHOLDERS OF PIPER GOVERNMENT INCOME FUND
  AND PIPER SHORT-INTERMEDIATE BOND FUND, BUT IT MAY ALSO BE USED AS SALES
  LITERATURE IF PRECEDED OR ACCOMPANIED BY A PROSPECTUS. THE PROSPECTUS GIVES
  DETAILS ABOUT THE CHARGES, INVESTMENT RESULTS, RISKS AND OPERATING POLICIES
  OF THE FUNDS.

<PAGE>

                              SHAREHOLDER SERVICES


AS A SHAREHOLDER IN PIPER FUNDS, YOU HAVE ACCESS TO A FULL RANGE OF SERVICES AND
BENEFITS. CHECK YOUR PROSPECTUS FOR DETAILS ABOUT SERVICES AND ANY LIMITATIONS
THAT MIGHT APPLY TO YOUR FUND.


LOW MINIMUM INVESTMENTS
You can open a Piper mutual fund account with a minimum investment of $250.


QUANTITY DISCOUNTS
If your initial investment exceeds a specified amount, if an investment combined
with the value of your existing Piper shares exceeds a specified amount, or if
your investments combined during a 13-month period exceed a specified amount,
you can reduce or even eliminate the front-end sales charge.


WAIVER OF SALES CHARGES
Money market funds carry no sales charges.*
Sales charges on other Piper funds are waived on purchases of $500,000 or more.
However, a contingent deferred sales charge may be imposed. See your prospectus
for details.


AUTOMATIC REINVESTMENT OF DIVIDENDS
For maximum growth of your assets, you can reinvest dividends and capital gains
automatically in additional shares of your fund without a sales charge.


CROSS-REINVESTMENT OF DISTRIBUTIONS
Diversify your holdings by reinvesting dividends and capital gains from one
Piper fund to another.


CASH DISTRIBUTIONS
If you prefer, take your dividends and/or capital gains in cash.


AUTOMATIC MONTHLY INVESTMENT PROGRAM
You may automatically transfer $25 or more each month from any Piper money
market fund into many other Piper funds.*


AUTOMATIC MONTHLY MONEY TRANSFER PROGRAM
If you are starting a savings discipline or seeking a convenient way to invest,
you can transfer a minimum of $100 automatically from your bank, savings and
loan or other financial institution into many of the Piper funds.


EXCHANGE PRIVILEGES
Revise your investment plan without incurring a sales charge by moving assets
from one Piper fund to another with the same fee structure. See your prospectus
for restrictions involving exchanges between funds with different sales charges.


REINVESTMENT PRIVILEGES
If you buy a fund with a sales charge and later redeem your shares, you may
reinvest all or part of the proceeds in shares of that fund or another Piper
fund within 30 days and pay no additional sales charge, subject to each fund's
minimum investment requirements.


SYSTEMATIC WITHDRAWAL PLAN
If your account has a value of $5,000 or more, you can elect to receive periodic
payments of $100 or more, at no cost, excluding money market funds.


ACCOUNT STATEMENTS
Whenever you add to or withdraw money from your account, you'll receive a
monthly statement from Piper Jaffray. Accounts with no activity receive a
quarterly statement instead. Periodic dividend and capital gain distributions,
if any, also appear on your statement.


CONFIRMATION OF TRANSACTIONS
You receive a confirmation statement following every transaction, except in the
money market funds. All transactions are reflected on your account statement.


$25 MILLION SHAREHOLDER PROTECTION
If you have a Piper Jaffray PRIME or PAT account, you are protected up to $25
million in the unlikely event that Piper Jaffray were to fail financially. This
is in addition to basic Securities Investor Protection Corporation (SIPC)
coverage, which protects up to $500,000 in cash and securities ($100,000 in cash
only) per customer. This protection does not cover market loss.


*  AN INVESTMENT IN A PIPER MONEY MARKET FUND IS NEITHER INSURED NOR GUARANTEED
   BY THE U.S. GOVERNMENT, AND THERE CAN BE NO ASSURANCE THAT THE FUND WILL BE
   ABLE TO MAINTAIN A STABLE NET ASSET VALUE OF $1 PER SHARE.


                                        1

<PAGE>

                             GOVERNMENT INCOME FUND


[BRUCE SALVOG PHOTO]

[BRAD STONE PHOTO]

BRUCE SALVOG, (ABOVE)
SHARES PRIMARY RESPONSIBILITY FOR THE MANAGEMENT OF GOVERNMENT INCOME FUND. HE
HAS 25 YEARS OF FINANCIAL EXPERIENCE.

BRAD STONE, CFA (BELOW)
SHARES PRIMARY RESPONSIBILITY FOR THE MANAGEMENT OF GOVERNMENT INCOME FUND. HE
HAS SEVEN YEARS OF FINANCIAL EXPERIENCE.

David Steele, (pictured on page 5)
SHARES PRIMARY RESPONSIBILITY FOR THE MANAGEMENT OF GOVERNMENT INCOME FUND. HE
HAS 16 YEARS OF FINANCIAL EXPERIENCE.


November 15, 1995


Dear Shareholders:


SPURRED BY DECLINING INTEREST RATES, THE BOND MARKET RALLIED DURING THE FISCAL
YEAR ENDED SEPTEMBER 30, 1995, HELPING PIPER GOVERNMENT INCOME FUND ACHIEVE A
TOTAL RETURN OF 14.87%.* This return includes reinvested distributions but not
the fund's sales charge. During the same time frame, the Lipper U.S. Mortgage
Funds Average had a return of 11.68% and the Merrill Lynch 5-10 Year Treasury
Index had a return of 15.64%.


DURING 1995, THE YIELD CURVE FLATTENED AS THE RESULT OF A RELATIVELY STABLE
FEDERAL RESERVE POLICY ON THE SHORT END OF THE CURVE AND LOWER INTERMEDIATE- AND
LONG-TERM RATES. (See the yield curve comparison chart on opposite page.) In a
flat yield curve environment, there is not much difference between the yields on
short-term and long-term securities. However, the lower intermediate- and long-
term rates benefited the fund as prices generally rose on fixed income
securities.


GOVERNMENT INCOME FUND OUTPERFORMED THE LIPPER U.S. MORTGAGE FUNDS AVERAGE
DURING THE FISCAL YEAR FOR TWO REASONS.
First, the fund had a 19% position in U.S. Treasury securities, which
outperformed mortgage securities during the period. Second, we maintained an
effective duration in the fund that ranged from approximately seven years as of
September 30, 1994, to approximately five years as of September 30, 1995. (See
page 4 for an explanation of effective duration.) Fixed income securities with
longer effective durations are more sensitive to changes in interest rates than
securities with shorter effective durations. In a period of declining interest
rates like we've experienced this year, securities with longer effective
durations generally appreciate in value more. Conversely, the value of
securities with longer effective durations decreases more when interest rates
rise.

PORTFOLIO COMPOSITION
SEPTEMBER 30, 1995

[PIE CHART]

INVESTMENT CATEGORIES REFLECT PERCENTAGE OF TOTAL ASSETS.


*  PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE INVESTMENT RETURN AND
   PRINCIPAL VALUE OF AN INVESTMENT WILL FLUCTUATE SO THAT FUND SHARES, WHEN
   SOLD, MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST.


                                        2

<PAGE>

                             GOVERNMENT INCOME FUND


BECAUSE THE FUND HAD ONLY A 19% POSITION IN TREASURY SECURITIES, IT LAGGED THE
MERRILL LYNCH TREASURY INDEX, WHICH IS MADE UP SOLELY OF FIVE- TO 10-YEAR U.S.
TREASURY BONDS. In a period of declining interest rates, U.S. Treasury
securities often outperform mortgage-backed securities because of prepayment
uncertainty as many homeowners have the opportunity to refinance their
mortgages. This refinancing uncertainty causes the prices of mortgage-backed
securities to increase less than similar duration Treasury securities.


OVER THE PAST YEAR, WE TOOK STEPS TO REDUCE THE VOLATILITY OF THE FUND. We
reduced our holdings of inverse floaters and inverse interest-only securities
from 6% of total assets last September to 4% as of September 30, 1995. We also
have continued to reduce the sale-forward (dollar-roll) program which has
dropped from 33% of total assets last September 30 to 12% of total assets as of
September 30, 1995. These actions, in addition to buying shorter duration
securities, gradually reduced the fund's effective duration to approximately
five years. These steps should make the fund less sensitive to future interest
rate changes.


CURRENTLY, WE ARE INCREASING THE PERCENTAGE OF MORTGAGE-BACKED SECURITIES IN THE
FUND. We believe mortgage-backed securities are undervalued and are offering a
high level of income. We are also emphasizing 30-year mortgage-backed securities
in order to capture additional income.


OUR OUTLOOK IS FOR A PERIOD OF RELATIVE INTEREST RATE STABILITY AS WE CONTINUE
TO EXPERIENCE A SLOW-GROWTH, LOW INFLATION ECONOMY. Over the next 12 months, we
believe that the economy will grow at an annual rate of 2% to 3%. We do not
anticipate a recession, and so we do not believe that the Federal Reserve will
need to stimulate the economy by


VALUE OF $10,000 INVESTED
SEPTEMBER 30, 1995

[GRAPH]

$10,000 INVESTED IN MARCH 1987 AND HELD THROUGH SEPTEMBER 30, 1995, WOULD HAVE
GROWN TO $17,660. THE FUND'S PERFORMANCE REFLECTS THE MAXIMUM SALES CHARGE OF
4%, WHILE NO SUCH CHARGES ARE REFLECTED IN THE INDEXES OR THE AVERAGE. ALL
PERFORMANCE FIGURES INCLUDE REINVESTED DISTRIBUTIONS. PAST PERFORMANCE DOES NOT
GUARANTEE FUTURE RESULTS.


AVERAGE ANNUALIZED TOTAL RETURNS
THROUGH 9/30/95, INCLUDING 4% SALES CHARGE

One Year . . . . . . . . . . . . . . . . . . 10.27%
Five Year. . . . . . . . . . . . . . . . . . .7.65%
Since Inception (3/16/87). . . . . . . . . . .6.88%

SINCE THE FUND'S INCEPTION, THE FUND'S DISTRIBUTOR HAS VOLUNTARILY LIMITED 12b-1
FEES. HAD THE LIMITATION NOT BEEN IN EFFECT, RETURNS WOULD HAVE BEEN LOWER. ALL
RETURNS INCLUDE REINVESTED DISTRIBUTIONS. PAST PERFORMANCE DOES NOT GUARANTEE
FUTURE RESULTS.



YIELD CURVE CHART
SEPTEMBER 30, 1994 VERSUS SEPTEMBER 29, 1995

[GRAPH]


                                        3

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                             GOVERNMENT INCOME FUND


significantly lowering the federal funds rate. Although inflation can never be
counted out entirely, we do not see it as a near-term threat to the markets. We
believe this environment will allow fixed income investors to continue to enjoy
a high rate of income in relation to inflation, particularly those investors who
hold a high proportion of mortgage-backed securities.


BECAUSE WE EXPECT INTEREST RATES TO REMAIN RELATIVELY STABLE, WE PLAN TO KEEP
THE FUND'S MORE CONSERVATIVE PROFILE INTO 1996. We anticipate maintaining the
fund's exposure to the sale-forward (dollar-roll) program and continuing to
reduce the fund's small holdings of inverse floating rate and inverse interest-
only securities. The fund's current five-year effective duration reflects this
slightly defensive posture. Should interest rates rise, we will consider
lengthening the fund's effective duration.


Thank you for investing in Government Income Fund. We appreciate the opportunity
to serve your investment needs.


Sincerely,


/s/Bruce Salvog                /s/David M. Steele              /s/Brad Stone

Bruce Salvog                   David Steele                    Brad Stone
Portfolio Manager              Portfolio Manager               Portfolio Manager


EFFECTIVE DURATION
Effective duration estimates the interest rate risk of a security, in other
words how much the value of the security is expected to change with a given
change in interest rates. The longer a security's effective duration, the more
sensitive its price is to changes in interest rates. For example, if interest
rates were to increase by 1%, the market value of a bond with an effective
duration of five years would decrease by about 5%, with all other factors being
constant.


It is important to understand that, while a valuable measure, effective duration
is based upon certain assumptions and has several limitations. It is most
effective as a measure of interest rate risk when interest rate changes are
small, rapid and occur equally across all the different points of the yield
curve.


In addition, effective duration is difficult to calculate precisely for bonds
with prepayment options, such as mortgage-backed securities, because the
calculation requires assumptions about prepayment rates. For example, when
interest rates go down, homeowners may prepay their mortgages at a higher rate
than assumed in the initial effective duration calculation, thereby shortening
the effective duration of the fund's mortgage-backed securities. Conversely, if
rates increase, prepayments may decrease to a greater extent than assumed,
extending the effective duration of such securities. For these reasons, the
effective durations of funds that invest a significant portion of their assets
in mortgage-backed securities can be greatly affected by changes in interest
rates.


                                        4

<PAGE>

                          SHORT-INTERMEDIATE BOND FUND



[DAVID STEELE PHOTO]
FPO
66%

[NANCY OLSEN PHOTO]
FPO
65%

DAVID STEELE, (ABOVE)
SHARES PRIMARY RESPONSIBILITY FOR THE MANAGEMENT OF SHORT-INTERMEDIATE BOND
FUND. HE HAS 16 YEARS OF FINANCIAL EXPERIENCE.

NANCY OLSEN, (BELOW)
SHARES PRIMARY RESPONSIBILITY FOR THE MANAGEMENT OF SHORT-INTERMEDIATE BOND
FUND. SHE HAS 16 YEARS OF FINANCIAL EXPERIENCE.

Bruce Salvog, (pictured on page 2)
SHARES PRIMARY RESPONSIBILITY FOR THE MANAGEMENT OF SHORT-INTERMEDIATE BOND
FUND. HE HAS 25 YEARS OF FINANCIAL EXPERIENCE.


November 15, 1995


Dear Shareholders:


PIPER SHORT-INTERMEDIATE BOND FUND WAS LAUNCHED ON APRIL 10, 1995, WITH AN
OBJECTIVE OF PROVIDING SHAREHOLDERS WITH CURRENT INCOME CONSISTENT WITH THE
FUND'S STATED MATURITY LIMITS AND QUALITY STANDARDS AND PRESERVATION OF CAPITAL.
Typically, the fund will offer higher income than a money market fund in
exchange for some principal fluctuation -- although not as much volatility as
investments in longer-term bond funds. The fund will be invested in securities
with remaining maturities of no more than five years. Generally, investors in
the fund should have an investment horizon between two and four years. We expect
to maintain an overall average credit quality in the fund's investments of Aa or
AA as rated by Moody's or Standard & Poor's, respectively.


FROM ITS INCEPTION ON APRIL 10 THROUGH SEPTEMBER 30, 1995, SHORT-INTERMEDIATE
BOND FUND GENERATED A TOTAL RETURN OF 3.73%.*
This return includes reinvested distributions but not the fund's sales charge.
During that same time frame, the Merrill Lynch 1-5 Year Government Corporate
Index produced a return of 4.51% and the Lipper Short Investment-Grade Debt
Funds Average had a return of 4.05%. Note that these returns are not annualized.


THE FUND'S UNDERPERFORMANCE COMPARED TO THE LIPPER AVERAGE AND THE MERRILL LYNCH
INDEX WAS PRIMARILY DUE TO ITS SHORTER EFFECTIVE DURATION. A shorter effective
duration generally reduces a fund's volatility, causing it to underperform when
interest rates are falling and outperform when rates are rising. (See page 4 for
an explanation of effective duration.) The performance of the fund was also
hampered by its slow accumulation of assets in the initial funding process.


SINCE THE FUND'S INCEPTION, THE SLOPE OF THE YIELD CURVE HAS FLATTENED AS THE
RESULT OF A RELATIVELY STABLE FEDERAL RESERVE POLICY ON THE SHORT END OF THE
CURVE AND LOWER INTERMEDIATE- AND LONG-TERM RATES. This flatter yield curve
means that the one- to five-year securities the fund invests in are yielding
about the same as money market securities. As the yield curve steepens,
securities in the one- to five-year maturity range should typically provide 1%
to 2% of additional yield over money market securities.


PORTFOLIO COMPOSITION
SEPTEMBER 30, 1995

[PIE CHART]

INVESTMENT CATEGORIES REFLECT PERCENTAGE OF TOTAL ASSETS.


*  PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE INVESTMENT RETURN
   AND PRINCIPAL VALUE OF AN INVESTMENT WILL FLUCTUATE SO THAT FUND SHARES,
   WHEN SOLD, MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST.


                                        5

<PAGE>

                          SHORT-INTERMEDIATE BOND FUND


WE WILL CONTINUE TO FOCUS THE PORTFOLIO ON EARNING INCOME THROUGH INVESTMENTS IN
CORPORATE BONDS, ASSET-BACKED SECURITIES, AGENCY AND PRIVATELY ISSUED MORTGAGE
SECURITIES, AND U.S. TREASURY SECURITIES THAT ARE WITHIN THE FUND'S FIVE-YEAR
MATURITY LIMITS. During the third quarter, we increased the fund's holdings of
high-quality corporate bonds from 16% in June to 28% by the end of September. We
also reduced the fund's holdings of U.S. Treasury securities from 72% at the end
of June to 62% as of September 30.


WE EXPECT INFLATION TO REMAIN CONTROLLED, INTEREST RATES TO REMAIN RELATIVELY
STABLE AND THE ECONOMY TO EXPAND AT A SLOW TO MODERATE RATE. Over the next 12
months, we expect the Gross Domestic Product to grow about 2% to 3%, a growth
rate that should keep inflation subdued. We do not believe the economy will slip
into a recession. Therefore, the Federal Reserve Board is unlikely to lower
interest rates significantly.


AN ENVIRONMENT OF STABLE TO SLIGHTLY RISING INTEREST RATES FAVORS PORTFOLIOS
WITH SHORTER EFFECTIVE DURATIONS SUCH AS SHORT-INTERMEDIATE BOND FUND. Because
we expect the economy to continue to strengthen throughout 1995, and because it
appears the bond market has over-anticipated the degree of weakness the economy
will actually experience, we believe yields on taxable bonds may adjust upward
to accommodate slightly stronger economic growth. Therefore, we are maintaining
a modestly defensive approach to managing the fund's interest rate sensitivity
by keeping the portfolio's effective duration at around two years, which is
slightly shorter than the Merrill Lynch 1-5 Year Government Corporate Index's
effective duration.


Thank you for choosing the Short-Intermediate Bond Fund. We appreciate the
opportunity to serve your investment needs.



Sincerely,


/s/Bruce Salvog                /s/David M. Steele              /s/Nancy S. Olsen

Bruce Salvog                   David Steele                    Nancy Olsen
Portfolio Manager              Portfolio Manager               Portfolio Manager


VALUE OF $10,000 INVESTED
SEPTEMBER 30, 1995

[GRAPH]

$10,000 INVESTED ON APRIL 10, 1995, AND HELD THROUGH SEPTEMBER 30, 1995, WOULD
HAVE GROWN TO $10,217. THE FUND'S PERFORMANCE REFLECTS THE MAXIMUM SALES CHARGE
OF 1.5%, WHILE NO SUCH CHARGES ARE REFLECTED IN THE INDEX OR THE AVERAGE. ALL
PERFORMANCE FIGURES INCLUDE REINVESTED DISTRIBUTIONS. PAST PERFORMANCE DOES NOT
GUARANTEE FUTURE RESULTS.


CUMULATIVE TOTAL RETURNS
THROUGH 9/30/95, INCLUDING 1.5% SALES CHARGE

Third Quarter. . . . . . . . . . . . . . 0.19%
Since Inception (4/10/95). . . . . . .  2.17%*

*  FROM INCEPTION (APRIL 10, 1995) THROUGH JUNE 30, 1995, CLIENTS COULD
PURCHASE SHORT-INTERMEDIATE BOND FUND WITH NO INITIAL OR DEFERRED SALES CHARGES.

DURING THE PERIOD FROM INCEPTION (APRIL 10, 1995) THROUGH SEPTEMBER 30, 1995,
THE ADVISER AND DISTRIBUTOR WAIVED CERTAIN EXPENSES WHICH MAY OR MAY NOT BE
WAIVED IN THE FUTURE. OTHERWISE, THE CUMULATIVE TOTAL RETURNS FOR THE THIRD
QUARTER AND SINCE INCEPTION WOULD HAVE BEEN 0.00% AND 1.77%, RESPECTIVELY. ALL
RETURNS INCLUDE REINVESTED DISTRIBUTIONS. PAST PERFORMANCE DOES NOT GUARANTEE
FUTURE RESULTS.


                                        6
<PAGE>
- --------------------------------------------------------------------------------
                           INVESTMENTS IN SECURITIES

SHORT-INTERMEDIATE BOND FUND
SEPTEMBER 30, 1995

<TABLE>
<CAPTION>
                                                           Principal       Market
Name of Issuer                                              Amount       Value (a)
- ---------------------------------------------------------  ---------     ----------
<S>                                                        <C>           <C>
(PERCENTAGES OF EACH INVESTMENT CATEGORY RELATE TO TOTAL NET ASSETS)

CORPORATE BONDS (27.8%):
  American Brands, 7.50%, 5/15/99 ..................... $      9,000          9,265
  Associates Corporation of N.A., 6.75%, 7/15/97 ........     10,000         10,106
  Household Finance Corporation, 7.75%, 6/15/97 .........      5,000          5,119
  Nordstrom Incorporated, 8.88%, 2/15/98                       5,000          5,269
  Norwest Financial, 6.20%, 9/15/99 .....................      5,000          4,968
  Sears Mortgage Securities, Series 1992-19, Class P,
   9.25%, 4/15/98 .......................................      5,000          5,341
                                                                         ----------

   Total Corporate Bonds
    (cost: $40,046)  ....................................                    40,068
                                                                         ----------

U.S. GOVERNMENT SECURITIES (62.7%):
  U.S. Treasury Note, 6.38%, 6/30/97 ....................     25,000         25,232
  U.S. Treasury Note, 5.13%, 12/31/98 ...................     30,000         29,286
  U.S. Treasury Note, 6.25%, 8/31/96 ....................     10,000         10,040
  U.S. Treasury Note, 7.38%, 11/15/97 ...................     25,000         25,737
                                                                         ----------
                                                                             90,295
                                                                         ----------

   Total U.S. Government Securities
    (cost: $89,800)  ...............................................         90,295
                                                                         ----------
</TABLE>

<TABLE>
<CAPTION>
                                                           Principal       Market
Name of Issuer                                              Amount       Value (a)
- ---------------------------------------------------------  ---------     ----------
<S>                                                        <C>           <C>

ASSET-BACKED SECURITIES (5.3%):
  Ford Credit Grantor Trust, Series 1993-B, Class A,
   4.30%, 7/15/98
   (cost: $7,556) ..................................... $      7,711          7,606
                                                                         ----------

   Total Investments in Securities (95.7%)
    (cost: $137,402)(b)  ................................                   137,969
                                                                         ----------

   Other assets in excess of liabilities (4.3%)  ........                     6,141
                                                                         ----------
   Net assets (100.0%) ................................ $                   144,110
                                                                         ----------
                                                                         ----------
</TABLE>

NOTES TO INVESTMENTS IN SECURITIES:

(A)  SECURITIES ARE VALUED BY PROCEDURES DESCRIBED IN NOTE 2 TO THE
     FINANCIAL STATEMENTS.
(B)  ALSO APPROXIMATES COST FOR FEDERAL INCOME TAX PURPOSES. THE AGGREGATE GROSS
     UNREALIZED APPRECIATION AND DEPRECIATION OF INVESTMENTS IN SECURITIES BASED
     ON THIS COST WERE AS FOLLOWS:

<TABLE>
      <S>                                   <C>
      GROSS UNREALIZED APPRECIATION .... $         731
      GROSS UNREALIZED DEPRECIATION ......        (164)
                                                 -----
        NET UNREALIZED APPRECIATION .... $         567
                                                 -----
                                                 -----
</TABLE>

                                       7
<PAGE>
- --------------------------------------------------------------------------------
                           INVESTMENTS IN SECURITIES

GOVERNMENT INCOME FUND
SEPTEMBER 30, 1995

<TABLE>
<CAPTION>
                                                           Principal       Market
Name of Issuer                                              Amount       Value (a)
- ---------------------------------------------------------  ---------     ----------
<S>                                                        <C>           <C>
(PERCENTAGES OF EACH INVESTMENT CATEGORY RELATE TO TOTAL NET ASSETS)

U.S. GOVERNMENT SECURITIES (22.5%):
   U.S. Treasury Bond, 7.25%, 5/15/16 ................. $  5,000,000(d)   5,346,000
   U.S. Treasury Bond, 8.13%, 8/15/19 ...................  1,500,000      1,760,415
   U.S. Treasury Note, 6.50%, 4/30/99 ...................  5,000,000      5,084,600
   U.S. Treasury Note, 7.25%, 5/15/04 ...................  7,000,000      7,478,660
   U.S. Treasury Note, 7.50%, 10/31/99 ..................  2,000,000      2,106,320
   U.S. Treasury Note, 7.38%, 11/15/97 ..................  2,000,000      2,058,980
                                                                         ----------

    Total U.S. Government Securities
     (cost: $22,680,784) ................................                23,834,975
                                                                         ----------

MORTGAGE-BACKED SECURITIES (90.8%):
 COLLATERALIZED MORTGAGE OBLIGATIONS (C) (17.2%):
  U.S. AGENCY FIXED RATE (0.4%):
   10.00%, FNMA, Series 1989-15,
    Class D, 9/25/18 ....................................    455,769        469,405
                                                                         ----------

 U.S. AGENCY FLOATING RATE (3.6%):
   5.89%, FNMA, Series 1993-210,
    Class FC, COFI, 9/25/23 .............................  4,000,000      3,757,440
                                                                         ----------

 U.S. AGENCY INVERSE INTEREST-ONLY (0.8%):
   14.21%, FHLMC G, Series 12,
    Class AB, LIBOR, 12/25/08 ...........................         --        881,940
                                                                         ----------

 U.S. AGENCY INVERSE FLOATER (3.4%):
   14.68%, FHLMC, Series 1134, Class I, COFI, 9/15/96 ...    690,870        716,605
   3.45%, FHLMC, Series 1419, Class G, LIBOR,
    11/15/97 ............................................  1,502,900      1,374,642
   8.08%, FNMA, Series 1993-210,
    Class SC, COFI, 9/25/23 .............................  2,000,000      1,476,000
                                                                         ----------
                                                                          3,567,247
                                                                         ----------

 U.S. AGENCY Z-TRANCHE (9.0%):
   8.36%, FHLMC, Series 1339,
    Class PZ, 7/15/22 ...................................  6,479,057      6,466,423
   7.64%, FHLMC, Series 1677,
    Class Z, 7/15/23 ....................................  3,398,123      3,063,204
                                                                         ----------
                                                                          9,529,627
                                                                         ----------

 U.S. AGENCY FIXED RATE MORTGAGES (73.6%):
   7.50%, FHLMC, 11/1/09 ................................  2,882,020      2,933,319
   7.50%, FHLMC, 10/1/09 ................................  2,869,613      2,920,692
   7.50%, FHLMC, 12/1/09 ................................  3,779,142      3,846,411
   8.00%, FNMA, 1/1/21 ..................................  5,000,000(b)   5,128,050
   5.80%, FNMA, 12/10/03 ................................  2,000,000      1,919,040
   11.00%, FNMA, 10/1/20 ................................  1,997,958      2,218,952
   7.00%, FNMA, 12/1/07 .................................  10,884,870    10,942,559
   6.50%, FNMA, 8/1/23 ..................................  7,761,014      7,484,411
   8.00%, FNMA, 2/1/25 ..................................  3,150,781      3,223,596
   8.00%, FNMA, 8/1/24 ..................................  2,501,422      2,559,230
   8.00%, FNMA, 12/1/24 .................................  3,273,203      3,348,847
</TABLE>

<TABLE>
<CAPTION>
                                                           Principal       Market
Name of Issuer                                              Amount       Value (a)
- ---------------------------------------------------------  ---------     ----------
<S>                                                        <C>           <C>
   8.00%, FNMA, 11/1/24 ............................... $  3,880,920      3,970,608
   6.50%, FNMA, 9/14/25 .................................  5,000,000(b)   4,821,800
   9.50%, FNMA, 8/1/22 ..................................  5,000,000(b)   5,332,750
   7.00%, GNMA, 7/15/08 .................................    610,816        615,391
   7.00%, GNMA, 7/15/23 .................................  3,694,031      3,652,436
   7.00%, GNMA, 3/15/09 .................................  1,897,937      1,912,153
   9.00%, GNMA, 10/15/24 ................................    980,001      1,031,441
   7.00%, GNMA, 2/15/09 .................................  2,040,957      2,056,244
   7.00%, GNMA, 3/15/09 .................................  2,227,245      2,243,927
   10.00%, GNMA, 1/15/10 ................................  1,497,910      1,633,636
   9.00%, GNMA, 8/15/25 .................................  3,920,003      4,125,764
                                                                         ----------
                                                                         77,921,257
                                                                         ----------

    Total Mortgage-Backed Securities
     (cost: $94,792,611)  ...............................                96,126,916
                                                                         ----------

SHORT-TERM SECURITIES (0.4%):
   Repurchase agreement with Goldman Sachs in a joint
    trading account, collateralized by U.S. government
    agency securities, acquired on 9/29/95, accrued
    interest at repurchase date of $219, 6.44%, 10/2/95.
    (cost: $408,000) ....................................    408,000        408,000
                                                                         ----------

    Total Investments in Securities (113.7%)
     (cost: $117,881,395)(e)  ...........................                120,369,892
                                                                         ----------

    Liabilities in excess of other assets (-13.7%)  .....                (14,505,766)
                                                                         ----------
    Net assets (100.0%) ............................... $                105,864,126
                                                                         ----------
                                                                         ----------
</TABLE>

NOTES TO INVESTMENTS IN SECURITIES:

(A)  SECURITIES ARE VALUED BY PROCEDURES DESCRIBED IN NOTE 2 TO THE FINANCIAL
     STATEMENTS.
(B)  ON SEPTEMBER 30, 1995, THE TOTAL COST OF INVESTMENTS PURCHASED ON A
     WHEN-ISSUED BASIS WAS $15,246,094.
(C)  DESCRIPTIONS OF CERTAIN COLLATERALIZED MORTGAGE OBLIGATIONS ARE AS FOLLOWS:
         LIBOR - LONDON INTERBANK OFFERED RATE
         COFI (11TH DISTRICT) - COST OF FUNDS INDEX OF THE FEDERAL RESERVE'S
          11TH DISTRICT
         INVERSE FLOATER - REPRESENTS SECURITIES THAT PAY INTEREST AT RATES THAT
          INCREASE (DECREASE) WITH A DECLINE (INCREASE) IN THE SPECIFIED INDEX.
          THE INTEREST RATE PAID BY THE INVERSE FLOATER WILL GENERALLY CHANGE AT
          A MULTIPLE OF ANY CHANGE IN THE INDEX. INTEREST RATES DISCLOSED ARE
          RATES IN EFFECT ON SEPTEMBER 30, 1995.
         INVERSE INTEREST-ONLY - REPRESENTS SECURITIES THAT ENTITLE HOLDERS TO
          RECEIVE ONLY INTEREST PAYMENTS ON THE UNDERLYING MORTGAGES. INTEREST
          IS PAID AT A RATE THAT INCREASES (DECREASES) WITH A DECLINE (INCREASE)
          IN THE SPECIFIED INDEX. THE YIELD TO MATURITY OF AN INVERSE
          INTEREST-ONLY IS EXTREMELY SENSITIVE TO THE RATE OF PRINCIPAL PAYMENTS
          ON THE UNDERLYING MORTGAGE ASSETS. A RAPID (SLOW) RATE

                                       8
<PAGE>
- --------------------------------------------------------------------------------
                           INVESTMENTS IN SECURITIES

<TABLE>
<S>  <C>
          OF PRINCIPAL REPAYMENTS MAY HAVE AN ADVERSE (POSITIVE) EFFECT ON YIELD
          TO MATURITY. INTEREST RATES DISCLOSED REPRESENT CURRENT YIELDS BASED
          UPON THE CURRENT COST BASIS AND ESTIMATED TIMING AND AMOUNT OF FUTURE
          CASH FLOWS.
         Z-TRANCHE - REPRESENTS SECURITIES THAT PAY NO INTEREST OR PRINCIPAL
          DURING THEIR INITIAL ACCRUAL PERIODS, BUT ACCRUE ADDITIONAL PRINCIPAL
          AT SPECIFIED RATES. INTEREST RATE DISCLOSED REPRESENTS CURRENT YIELD
          BASED UPON ESTIMATED TIMING OF FUTURE CASH FLOWS.
(D)  THIS  ISSUE IS PARTIALLY PLEDGED AS INITIAL MARGIN DEPOSIT ON THE FOLLOWING
     OPEN INTEREST RATE  FUTURES SALES CONTRACTS  (SEE NOTE 7  TO THE  FINANCIAL
     STATEMENTS):
</TABLE>

<TABLE>
<S>  <C>                                                 <C>          <C>
                                                          NUMBER OF
     TYPE OF CONTRACT                                     CONTRACTS    PAR VALUE
     --------------------------------------------------  -----------  -----------
     U.S. TREASURY NOTES, 10 YEAR, DECEMBER 1995              150     $15,000,000
</TABLE>

(E)  AT SEPTEMBER 30, 1995, THE COST OF INVESTMENTS FOR FEDERAL INCOME TAX
     PURPOSES WAS $118,235,589. THE AGGREGATE GROSS UNREALIZED APPRECIATION AND
     DEPRECIATION OF INVESTMENTS BASED ON THIS COST WERE AS FOLLOWS:

<TABLE>
      <S>                                   <C>
      GROSS UNREALIZED APPRECIATION .... $   3,445,585
      GROSS UNREALIZED DEPRECIATION ......  (1,311,282)
                                            ----------
        NET UNREALIZED APPRECIATION .... $   2,134,303
                                            ----------
                                            ----------
</TABLE>

                                       9
<PAGE>
- --------------------------------------------------------------------------------
                              FINANCIAL STATEMENTS

STATEMENTS OF ASSETS AND LIABILITIES
SEPTEMBER 30, 1995

<TABLE>
<CAPTION>
                                                                 Short-
                                                              Intermediate    Government
                                                                Bond Fund    Income Fund
                                                              -------------  ------------

<S>                                                           <C>            <C>
ASSETS:
  Investments in securities at market value* (note 2)
  (including repurchase agreements of $0 and $408,000,
    respectively) ........................................ $      137,969    120,369,892
  Cash in bank on demand deposit ...........................        4,741        100,933
  Receivable for investment securities sold ................           --      2,181,413
  Receivable for fund shares sold ..........................          191         92,906
  Accrued interest receivable ..............................        2,351      1,082,015
                                                              -------------  ------------
      Total assets .........................................      145,252    123,827,159
                                                              -------------  ------------

LIABILITIES:
  Dividends payable to shareholders ($0.080 and $0.046 per
    share, respectively) ...................................        1,142        538,989
  Payable for investment securities purchased - when issued
    (note 2) ...............................................           --     15,246,094
  Payable for investment securities purchased ..............           --      1,941,949
  Payable for fund shares redeemed .........................           --         62,672
  Accrued investment management fee ........................           --         43,878
  Accrued distribution fee .................................           --         26,326
  Variation margin payable .................................           --        103,125
                                                              -------------  ------------
      Total liabilities ....................................        1,142     17,963,033
                                                              -------------  ------------
Net assets applicable to outstanding capital stock ....... $      144,110    105,864,126
                                                              -------------  ------------
                                                              -------------  ------------

REPRESENTED BY:
  Capital stock - authorized 2 billion shares of $0.01 par
    value; outstanding, 14,283 and 11,775,112 shares,
    respectively ......................................... $          143        117,751
  Additional paid-in capital ...............................      142,997    120,203,614
  Undistributed net investment income ......................           --          4,190
  Accumulated net realized gain (loss) on investments ......          403    (16,912,426 )
  Unrealized appreciation of investments ...................          567      2,450,997
                                                              -------------  ------------
      Total - representing net assets applicable to
        outstanding capital stock ........................ $      144,110    105,864,126
                                                              -------------  ------------
                                                              -------------  ------------

Net asset value per share of outstanding capital stock ... $        10.09           8.99
                                                              -------------  ------------
                                                              -------------  ------------

* Investments in securities at identified cost ........... $      137,402    117,881,395
                                                              -------------  ------------
                                                              -------------  ------------
</TABLE>

                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.

                                       10
<PAGE>
- --------------------------------------------------------------------------------
                              FINANCIAL STATEMENTS

STATEMENTS OF OPERATIONS
FOR THE YEAR ENDED SEPTEMBER 30, 1995

<TABLE>
<CAPTION>
                                                                 Short-
                                                              Intermediate     Government
                                                               Bond Fund*     Income Fund
                                                              -------------   ------------

<S>                                                           <C>             <C>
INCOME:
  Interest ............................................... $       4,106        8,441,590
  Fee income (note 2) ......................................          --          928,132
                                                              -------------   ------------
      Total investment income ..............................       4,106        9,369,722
                                                              -------------   ------------

EXPENSES (NOTE 5):
  Investment management fee ................................         268          576,359
  Distribution fee .........................................         132          575,955
  Custodian, accounting and transfer agent fees ............      10,891          185,483
  Registration fees ........................................          --           19,712
  Reports to shareholders ..................................       1,560           30,925
  Shareholder servicing fees ...............................          51           47,536
  Directors' fees ..........................................          --            2,149
  Audit and legal fees .....................................       2,468           38,794
  Federal excise taxes .....................................          --            4,190
  Other expenses ...........................................         100            7,658
                                                              -------------   ------------
      Total expenses .......................................      15,470        1,488,761
  Less expenses waived by the distributor ..................        (134)        (210,196 )
  Less expenses waived by the adviser ......................     (15,300)              --
                                                              -------------   ------------
      Net expenses before expenses paid indirectly .........          36        1,278,565
  Less expenses paid indirectly ............................         (36)         (17,044 )
                                                              -------------   ------------
      Total net expenses ...................................          --        1,261,521
                                                              -------------   ------------

      Net investment income ................................       4,106        8,108,201
                                                              -------------   ------------

NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
  Net realized gain (loss) on investments (note 3) .........         403       (1,127,762 )
  Net realized loss on closed futures contracts ............          --       (1,577,525 )
                                                              -------------   ------------
    Net realized gain (loss) on investments ................         403       (2,705,287 )
  Net change in unrealized appreciation or depreciation of
    investments ............................................         567       10,672,394
                                                              -------------   ------------
    Net gain on investments ................................         970        7,967,107
                                                              -------------   ------------

      Net increase in net assets resulting from
        operations ....................................... $       5,076       16,075,308
                                                              -------------   ------------
                                                              -------------   ------------

* PERIOD FROM APRIL 10, 1995, (COMMENCEMENT OF OPERATIONS) TO SEPTEMBER 30, 1995.
</TABLE>

                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.

                                       11
<PAGE>
- --------------------------------------------------------------------------------
                              FINANCIAL STATEMENTS

STATEMENTS OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
                                                                 Short-
                                                              Intermediate
                                                               Bond Fund             Government
                                                              ------------          Income Fund
                                                                             --------------------------
                                                              Period from
                                                              4/10/95* to     Year Ended    Year Ended
                                                                9/30/95        9/30/95        9/30/94
                                                              ------------   ------------   -----------

<S>                                                           <C>            <C>            <C>
OPERATIONS:
  Net investment income .................................. $        4,106      8,108,201     10,911,378
  Net realized gain (loss) on investments ..................          403     (2,705,287)   (12,620,352)
  Net change in unrealized appreciation or depreciation of
    investments ............................................          567     10,672,394    (12,511,011)
                                                              ------------   ------------   -----------

    Net increase (decrease) in net assets resulting from
      operations ...........................................        5,076     16,075,308    (14,219,985)
                                                              ------------   ------------   -----------

DISTRIBUTIONS TO SHAREHOLDERS:
  From net investment income ...............................       (4,106)    (8,513,085)   (10,747,436)
  From net realized gains ..................................           --             --       (330,790)
                                                              ------------   ------------   -----------
    Total distributions ....................................       (4,106)    (8,513,085)   (11,078,226)
                                                              ------------   ------------   -----------

CAPITAL SHARE TRANSACTIONS:
  Proceeds from sales ......................................      195,285     16,092,604     23,398,953
  Proceeds from shares issued for reinvestment of
    distributions ..........................................        2,867      5,730,718      7,300,216
  Payments for shares redeemed .............................      (56,012)   (49,494,075)   (39,289,350)
                                                              ------------   ------------   -----------
    Increase (decrease) in net assets from capital share
      transactions .........................................      142,140    (27,670,753)    (8,590,181)
                                                              ------------   ------------   -----------
      Total increase (decrease) in net assets ..............      143,110    (20,108,530)   (33,888,392)

Net assets at beginning of period ..........................        1,000    125,972,656    159,861,048
                                                              ------------   ------------   -----------

Net assets at end of period .............................. $      144,110    105,864,126    125,972,656
                                                              ------------   ------------   -----------
                                                              ------------   ------------   -----------

Undistributed net investment income ...................... $           --          4,190        404,884
                                                              ------------   ------------   -----------
                                                              ------------   ------------   -----------
</TABLE>

                 * COMMENCEMENT OF OPERATIONS.
                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.

                                       12
<PAGE>
- --------------------------------------------------------------------------------
                         NOTES TO FINANCIAL STATEMENTS

(1) ORGANIZATION
                 Piper Funds Inc. (the company) was
                 incorporated on November 12, 1986, and is
                 registered under the Investment Company Act of
                 1940 (as amended) as a single, open-end
                 management investment company that currently
                 includes a series of 13 individual funds
                 including Government Income Fund and
                 Short-Intermediate Bond Fund, which are
                 classified as diversified funds. The company's
                 articles of incorporation permit the board of
                 directors to create additional funds in the
                 future.
                 The Short-Intermediate Bond Fund commenced
                 operations on April 10, 1995 when its shares
                 were first offered for sale to the public.

(2) SUMMARY OF
    SIGNIFICANT
    ACCOUNTING
    POLICIES
                 INVESTMENTS IN SECURITIES
                 The values of fixed income securities are
                 determined using pricing services or prices
                 quoted by independent brokers. Exchange-listed
                 options are valued at the last sales price,
                 and open financial futures contracts are
                 valued at the last settlement price. When
                 market quotations are not readily available,
                 securities are valued at fair value according
                 to methods selected in good faith by the board
                 of directors. Such fair values are determined
                 using pricing services or prices quoted by
                 independent brokers. Short-term securities
                 with maturities of 60 days or less are valued
                 at amortized cost which approximates market
                 value.

                 Security transactions are accounted for on the
                 date the securities are purchased or sold.
                 Realized gains and losses are calculated on
                 the identified cost basis. Interest income,
                 including amortization of bond discount and
                 premium computed on a level yield basis, is
                 accrued daily.

                 OPTIONS TRANSACTIONS
                 For hedging purposes, Government Income Fund
                 may buy and sell put and call options, write
                 covered-call options on portfolio securities,
                 write cash-secured puts, and write call
                 options that are not covered for cross-hedging
                 purposes. The risk in writing a call option is
                 that the fund gives up the opportunity of
                 profit if the market price of the security
                 increases. The risk in writing a put option is
                 that the fund may incur a loss if the market
                 price of the security decreases and the option
                 is exercised. The risk in buying an option is
                 that the fund pays a premium whether or not
                 the option is exercised. The fund also has the
                 additional risk of not being able to enter
                 into a closing transaction if a liquid
                 secondary market does not exist. Government
                 Income Fund also may write over-the-counter
                 options where the completion of the obligation
                 is dependent upon the credit standing of the
                 other party.

                 Option contracts are valued daily and
                 unrealized appreciation or depreciation is
                 recorded. Government Income Fund will realize
                 a gain or loss upon expiration or closing of
                 the option transaction. When an option is
                 exercised, the proceeds on the sale of a
                 written call option, the purchase cost for a
                 written put option, or the cost of a security
                 for purchased put and call options is adjusted
                 by the amount of premium received or paid.

                 Short-Intermediate Bond Fund is not permitted
                 to engage in options transactions.

                 FUTURES TRANSACTIONS
                 In order to gain exposure to or protect from
                 changes in the market, Government Income Fund
                 may buy and sell financial futures contracts
                 and related options. Risks of entering into
                 futures contracts and related options include
                 the possibility there may be an illiquid
                 market and that a change in the value of the
                 contract or option may not correlate with
                 changes in the value of the underlying
                 securities.

                                       13
<PAGE>
- --------------------------------------------------------------------------------
                         NOTES TO FINANCIAL STATEMENTS

                 Upon entering into a futures contract,
                 Government Income Fund is required to deposit
                 either cash or securities in an amount
                 (initial margin) equal to a certain percentage
                 of the contract value. Subsequent payments
                 (variation margin) are made or received by the
                 fund each day. The variation margin payments
                 are equal to the daily changes in the contract
                 value and are recorded as unrealized gains and
                 losses. The fund recognizes a realized gain or
                 loss when the contract is closed or expires.

                 Short-Intermediate Bond Fund is not permitted
                 to engage in futures transactions.

                 SECURITIES PURCHASED ON A WHEN-ISSUED BASIS
                 Delivery and payment for securities that have
                 been purchased by the funds on a
                 forward-commitment or when-issued basis can
                 take place a month or more after the
                 transaction date. During this period, such
                 securities do not earn interest, are subject
                 to market fluctuation, and may increase or
                 decrease in value prior to their delivery. The
                 funds maintain, in a segregated account with
                 their custodian, assets with a market value
                 equal to the amount of their purchase
                 commitments. The purchase of securities on a
                 when-issued or forward-commitment basis may
                 increase the volatility of the funds' NAVs to
                 the extent the funds make such purchases while
                 remaining substantially fully invested. As of
                 September 30, 1995, Government Income Fund had
                 entered into outstanding when-issued or
                 forward commitments of $15,246,094.

                 In connection with their ability to purchase
                 securities on a when-issued or forward-
                 commitment basis, the funds may enter into
                 mortgage "dollar rolls" in which the funds
                 sell securities for delivery in the current
                 month and simultaneously contract with the
                 same counterparty to repurchase similar (same
                 type, coupon and maturity) but not identical
                 securities on a specified future date. Each
                 fund will hold and maintain in a segregated
                 account until the settlement date cash or
                 liquid high-grade debt securities in an amount
                 equal to the forward purchase price.
                 Short-Intermediate Bond Fund will hold only
                 cash or cash equivalent securities in such
                 account. As an inducement to "roll over" their
                 purchase commitments, the funds receive
                 negotiated fees. For the year ended September
                 30, 1995, such fees earned by Government
                 Income Fund amounted to $928,132.

                 FEDERAL TAXES
                 Each fund is treated as a separate entity for
                 federal income tax purposes. The funds intend
                 to comply with the requirements of the
                 Internal Revenue Code applicable to regulated
                 investment companies and not be subject to
                 federal income tax. Therefore, no income tax
                 provision is required. However, Government
                 Income Fund incurred federal excise taxes of
                 $4,190 on income retained by the fund during
                 the 1994 excise tax year.

                 Net investment income and net realized gains
                 (losses) may differ for financial statement
                 and tax purposes primarily because of the
                 deferral of losses on certain futures
                 contracts (Government Income Fund) and losses
                 deferred due to "wash sale" transactions and
                 the timing of recognition of income on certain
                 interest only securities (Government Income
                 Fund). The character of distributions made
                 during the year from net investment income or
                 net realized gains may also differ from their
                 ultimate characterization for federal income
                 tax purposes. In addition, due to the timing
                 of dividend distributions, the fiscal year in
                 which amounts are distributed may differ from
                 the year that the income or realized gains
                 (losses) were recorded by the funds.

                                       14
<PAGE>
- --------------------------------------------------------------------------------
                         NOTES TO FINANCIAL STATEMENTS

                 On the statement of assets and liabilities, as
                 a result of permanent book-to-tax differences,
                 reclassification adjustments have been made to
                 increase undistributed net investment income
                 and to decrease additional paid-in-capital by
                 $4,190 for Government Income Fund.

                 DISTRIBUTIONS TO SHAREHOLDERS
                 Distributions to shareholders from net
                 investment income for Government Income Fund
                 and Short-Intermediate Bond Fund are declared
                 daily and paid monthly in cash or reinvested
                 in additional shares. Distributions from net
                 realized gains, if any, will be made at least
                 once annually.

                 REPURCHASE AGREEMENTS
                 The funds, along with other affiliated
                 registered investment companies, may transfer
                 uninvested cash balances into a joint trading
                 account, the daily aggregate of which is
                 invested in repurchase agreements secured by
                 U.S. government or agency obligations.
                 Securities pledged as collateral for all
                 individual and joint repurchase agreements are
                 held by the funds' custodian bank until
                 maturity of the repurchase agreement.
                 Procedures for all agreements ensure that the
                 daily market value of the collateral is in
                 excess of the repurchase amount, including
                 accrued interest, in the event of a default.

(3) INVESTMENT
    SECURITY
    TRANSACTIONS
                 Cost of purchases and proceeds from sales of
                 securities, other than temporary investments
                 in short-term securities, for the year ended
                 September 30, 1995, were $125,764,550 and
                 $185,930,346, respectively, for Government
                 Income Fund, and $180,496 and $43,497,
                 respectively, for Short-Intermediate Bond
                 Fund.

                 For the year ended September 30, 1995,
                 brokerage commissions paid to Piper Jaffray
                 Inc. (Piper Jaffray), the fund's distributor,
                 amounted to $1,700 for the Government Income
                 Fund.

(4) CAPITAL SHARE
    TRANSACTIONS
                 Transactions in shares of Government Income
                 Fund for the years ended September 30, 1995
                 and 1994, and of Short-Intermediate Bond Fund
                 for the period from inception, April 10, 1995,
                 to September 30, 1995, were as follows:

<TABLE>
<CAPTION>
                                                                         Government
                                                      Short-Intermediate   Income
                                                          Bond Fund         Fund
                                                      -----------------  -----------
<S>                                                   <C>                <C>
1995
  Sold .............................................         19,569       1,896,575
  Issued for reinvested distributions ..............            284         670,492
  Redeemed .........................................         (5,570)     (5,760,853)
                                                            -------      -----------
    Increase (decrease) ............................         14,283      (3,193,786)
                                                            -------      -----------
                                                            -------      -----------

1994
  Sold .............................................             --       2,480,768
  Issued for reinvested distributions ..............             --         785,376
  Redeemed .........................................             --      (4,275,183)
                                                            -------      -----------
    Decrease .......................................             --      (1,009,039)
                                                            -------      -----------
                                                            -------      -----------
</TABLE>

(5) FEES AND
   EXPENSES
                 The company has entered into an investment
                 advisory and management agreement with Piper
                 Capital Management Incorporated (Piper
                 Capital) under which Piper Capital manages
                 each fund's assets and furnishes related
                 office facilities, equipment, research and
                 personnel. The agreement requires each fund to
                 pay Piper Capital a monthly fee based on
                 average daily net assets. The fee for the
                 Government Income Fund is equal to an annual
                 rate of 0.50% of the first $250 million in net
                 assets and decreases in percentages thereafter
                 to 0.40% of net assets in excess of $500
                 million. The fee for the Short-Intermediate
                 Bond Fund is 0.40% of all net assets.

                                       15
<PAGE>
- --------------------------------------------------------------------------------
                         NOTES TO FINANCIAL STATEMENTS

                 The funds also pay Piper Jaffray, the funds'
                 distributor, a monthly fee in connection with
                 the servicing of each fund's shareholder
                 accounts and in connection with
                 distribution-related services provided to each
                 fund. Such fee is charged on a monthly basis
                 and is limited to a maximum of 1/12 of 0.50%
                 for the Government Income Fund and 0.20% for
                 the Short-Intermediate Bond Fund. The 0.50%
                 fee for Government Income Fund includes 0.25%
                 payable as a servicing fee and 0.25% payable
                 as a distribution fee. The entire 0.20% fee
                 for Short-Intermediate Bond Fund represents a
                 servicing fee. For the year ended September
                 30, 1995, Piper Jaffray voluntarily agreed to
                 limit the fee to an annual rate of 0.32% of
                 average daily net assets for the Government
                 Income Fund.

                 Each of the funds has also entered into
                 shareholder account servicing agreements under
                 which Piper Jaffray performs various transfer
                 and dividend disbursing agent services. The
                 fee, which is paid monthly to Piper Jaffray
                 for providing such services, is equal to an
                 annual rate of $7.50 per active shareholder
                 account, and $1.60 per closed shareholder
                 account.

                 In addition to the above fees, the funds are
                 responsible for paying most other operating
                 expenses including outside directors' fees and
                 expenses, custodian fees, registration fees,
                 printing and shareholder reports, transfer
                 agent fees and expenses, legal, auditing and
                 accounting services, insurance, interest,
                 taxes and other miscellaneous expenses.

                 For Short-Intermediate Bond Fund, for the
                 period from inception, April 10, 1995, to
                 September 30, 1995, the advisor and the
                 distributor agreed to waive all fees.

                 Expenses paid indirectly represent a reduction
                 of custodian fees for earnings on cash
                 balances maintained by the funds.

                 Sales charges by Piper Jaffray for
                 distributing the funds' shares were $111,536
                 for Government Income Fund for the year ended
                 September 30, 1995, and $440 for
                 Short-Intermediate Bond Fund for the period
                 from inception, April 10, 1995, to September
                 30, 1995.

(6) CAPITAL LOSS
    CARRYOVER
                 For federal income tax purposes, Government
                 Income Fund had a capital loss carryover at
                 September 30, 1995, of $16,870,235 which, if
                 not offset by subsequent capital gains, will
                 expire September 30, 2002-2004. It is unlikely
                 the board of directors will authorize a
                 distribution of any net realized capital gains
                 until the available capital loss carryover has
                 been offset or expires.

(7) INTEREST RATE
    FUTURES CONTRACT
                 Government Income Fund pledges securities or
                 cash as collateral when making initial margin
                 deposits on open futures contracts. At
                 September 30, 1995, Government Income Fund had
                 securities valued at $1,389,960 that were
                 pledged to cover initial margin deposits on
                 150 interest rate contracts. The market value
                 of the open contracts at September 30, 1995,
                 was $16,537,500 with a net unrealized loss of
                 $37,500.

                                       16
<PAGE>
- --------------------------------------------------------------------------------
                         NOTES TO FINANCIAL STATEMENTS

(8) FINANCIAL
    HIGHLIGHTS
                 Per-share data for a share of capital stock
                 outstanding throughout each period and
                 selected information for each period are as
                 follows:
                 SHORT-INTERMEDIATE BOND FUND

<TABLE>
<CAPTION>
                                                     Period from
                                                     4/10/95* to
                                                       9/30/95
                                                    --------------
<S>                                                 <C>
PER-SHARE DATA

Net asset value, beginning of period ........... $       10.00
                                                        ------
Operations:
  Net investment income...........................        0.28
  Net realized and unrealized gains on
   investments....................................        0.09
                                                        ------
    Total from operations.........................        0.37
                                                        ------
Distributions to shareholders from:
  Net investment income...........................       (0.28)
                                                        ------
    Total distributions...........................       (0.28)
                                                        ------
Net asset value, end of period ................. $       10.09
                                                        ------
                                                        ------

SELECTED INFORMATION

Total return**....................................        3.73%

Net assets end of period (in millions) ......... $         0.1
Ratio of expenses to average daily net
  assets***.......................................         0.0%+
Ratio of net investment income to average daily
  net assets***...................................        6.12%+
Portfolio turnover rate (excluding short-term
  securities).....................................          31%
</TABLE>

*    COMMENCEMENT OF OPERATIONS.
**   TOTAL RETURN IS BASED ON THE CHANGE IN NET ASSET VALUE DURING THE PERIOD,
     ASSUMES REINVESTMENT OF ALL DISTRIBUTIONS AND DOES NOT REFLECT A SALES
     CHARGE.
***  THE ADVISER AND DISTRIBUTOR VOLUNTARILY AGREED TO WAIVE ALL FEES FOR THE
     FUND DURING THE PERIOD FROM APRIL 10, 1995, (COMMENCEMENT OF OPERATIONS) TO
     SEPTEMBER 30, 1995. HAD FEES NOT BEEN WAIVED THE RATIO OF EXPENSES AND NET
     INVESTMENT INCOME TO AVERAGE DAILY NET ASSETS WOULD HAVE BEEN 23%/(16.88%).
     THE EXPENSE RATIO REFLECTS THE EFFECT OF GROSS EXPENSES PAID INDIRECTLY BY
     THE FUND.
+    ADJUSTED TO AN ANNUAL BASIS.

                                       17
<PAGE>
- --------------------------------------------------------------------------------
                         NOTES TO FINANCIAL STATEMENTS

(8) FINANCIAL
HIGHLIGHTS
(CONTINUED)
                 Per-share data for a share of capital stock
                 outstanding throughout each period and
                 selected information for each period are as
                 follows:
                 GOVERNMENT INCOME FUND

<TABLE>
<CAPTION>
                                                                   Fiscal year ended September 30,
                                                    --------------------------------------------------------------
                                                       1995         1994         1993         1992         1991
                                                    ----------   ----------   ----------   ----------   ----------
<S>                                                 <C>          <C>          <C>          <C>          <C>
PER-SHARE DATA

Net asset value, beginning of period ........... $      8.42        10.01         9.86         9.69         9.02
                                                    ----------   ----------   ----------   ----------   ----------
Operations:
  Net investment income...........................      0.60         0.69         0.80         0.90         0.84
  Net realized and unrealized gains (losses) on
   investments....................................      0.60        (1.58)        0.15         0.17         0.67
                                                    ----------   ----------   ----------   ----------   ----------
    Total from operations.........................      1.20        (0.89)        0.95         1.07         1.51
                                                    ----------   ----------   ----------   ----------   ----------
Distributions to shareholders from:
  Net investment income...........................     (0.63)       (0.68)       (0.80)       (0.90)       (0.84)
  Net realized gains..............................        --        (0.02)          --           --           --
                                                    ----------   ----------   ----------   ----------   ----------
    Total distributions...........................     (0.63)       (0.70)       (0.80)       (0.90)       (0.84)
                                                    ----------   ----------   ----------   ----------   ----------
Net asset value, end of period ................. $      8.99         8.42        10.01         9.86         9.69
                                                    ----------   ----------   ----------   ----------   ----------
                                                    ----------   ----------   ----------   ----------   ----------

SELECTED INFORMATION

Total return*.....................................     14.87%       (9.26%)      10.06%       11.57%       17.51%

Net assets at end of year (in millions) ........ $       106          126          160          124           76
Ratio of expenses to average daily net
  assets**++......................................      1.11%        1.05%        1.09%        1.11%        1.18%
Ratio of net investment income to average daily
  net assets......................................      7.02%        7.43%        8.10%        9.15%        9.00%
Portfolio turnover rate (excluding short-term
  securities).....................................        87%         121%         191%         118%         110%
</TABLE>

*    TOTAL RETURN IS BASED ON THE CHANGE IN NET ASSET VALUE DURING THE PERIOD,
     ASSUMES REINVESTMENT OF ALL DISTRIBUTIONS AND DOES NOT REFLECT A SALES
     CHARGE.
**   THE RATIO OF EXPENSES TO AVERAGE DAILY NET ASSETS EXCLUDES INTEREST EXPENSE
     WHICH HAS BEEN PRESENTED NET OF THE RELATED INTEREST INCOME IN THE
     FINANCIAL STATEMENTS.
++   DURING THE YEARS REFLECTED ABOVE, THE FUND'S DISTRIBUTION FEE WAS
     VOLUNTARILY LIMITED. HOWEVER, HAD THE MAXIMUM FEE OF 0.50% BEEN IN EFFECT,
     THE RATIOS OF EXPENSES AND NET INVESTMENT INCOME TO AVERAGE DAILY NET
     ASSETS WOULD HAVE BEEN 1.29%/6.84% IN FISCAL 1995, 1.24%/7.24% IN FISCAL
     1994, 1.27%/7.92% IN FISCAL 1993, 1.29%/8.97% IN FISCAL 1992 AND
     1.36%/8.82% IN FISCAL 1991. BEGINNING IN FISCAL 1995, THE EXPENSE RATIO
     REFLECTS THE EFFECT OF GROSS EXPENSES PAID INDIRECTLY BY THE FUND. PRIOR
     PERIOD EXPENSE RATIOS HAVE NOT BEEN ADJUSTED.

                                       18
<PAGE>
- --------------------------------------------------------------------------------
                          INDEPENDENT AUDITORS' REPORT

                 THE BOARD OF DIRECTORS AND SHAREHOLDERS
                 PIPER FUNDS INC.:

                 We have audited the accompanying statements of
                 assets and liabilities, including the
                 schedules of investments in securities, of
                 Piper Government Income Fund and Piper
                 Short-Intermediate Bond Fund (funds within
                 Piper Funds Inc.) as of September 30, 1995,
                 and the related statements of operations for
                 the year then ended (the period from April 10,
                 1995, commencement of operations, to September
                 30, 1995 for Short-Intermediate Bond Fund),
                 the statements of changes in net assets for
                 each of the years in the two-year period then
                 ended (the period from April 10, 1995,
                 commencement of operations, to September 30,
                 1995 for Short-Intermediate Bond Fund) and the
                 financial highlights for each of the years in
                 the five-year period ended September 30, 1995
                 (the period from April 10, 1995, commencement
                 of operations, to September 30, 1995 for
                 Short-Intermediate Bond Fund). These financial
                 statements and the financial highlights are
                 the responsibility of the portfolios'
                 management. Our responsibility is to express
                 an opinion on these financial statements and
                 the financial highlights based on our audits.

                 We conducted our audits in accordance with
                 generally accepted auditing standards. Those
                 standards require that we plan and perform the
                 audit to obtain reasonable assurance about
                 whether the financial statements and the
                 financial highlights are free of material
                 misstatement. An audit includes examining, on
                 a test basis, evidence supporting the amounts
                 and disclosures in the financial statements.
                 Investment securities held in custody are
                 confirmed to us by the custodian. As to
                 securities purchased and sold but not received
                 or delivered, we request confirmations from
                 brokers and where replies are not received, we
                 carry out other appropriate auditing
                 procedures. An audit also includes assessing
                 the accounting principles used and significant
                 estimates made by management, as well as
                 evaluating the overall financial statement
                 presentation. We believe that our audits
                 provide a reasonable basis for our opinion.

                 In our opinion, the financial statements and
                 the financial highlights referred to above
                 present fairly, in all material respects, the
                 financial position of Piper Government Income
                 Fund and Piper Short-Intermediate Bond Fund as
                 of September 30, 1995, the results of their
                 operations for the year then ended (the period
                 from April 10, 1995, commencement of
                 operations, to September 30, 1995 for
                 Short-Intermediate Bond Fund), the changes in
                 their net assets for each of the years in the
                 two-year period then ended (the period from
                 April 10, 1995, commencement of operations, to
                 September 30, 1995 for Short-Intermediate Bond
                 Fund) and the financial highlights for the
                 periods stated in the first paragraph above,
                 in conformity with generally accepted
                 accounting principles.

                 KPMG Peat Marwick LLP
                 Minneapolis, Minnesota
                 November 10, 1995

                                       19
<PAGE>
- --------------------------------------------------------------------------------
                            FEDERAL TAX INFORMATION

                 FISCAL YEAR ENDED SEPTEMBER 30, 1995

                 Distributions shown below are taxable as
                 dividend income. None qualify for corporate
                 dividends received deduction. By early
                 February 1996, each shareholder will receive a
                 breakdown of income earned by investment
                 category on a calendar-year basis.

                 Information for federal income tax purposes is
                 presented as an aid to shareholders in
                 reporting the distributions shown below.
                 Shareholders should consult a tax adviser on
                 how to report these distributions for state
                 and local income taxes.

                 GOVERNMENT INCOME FUND

<TABLE>
<CAPTION>
Payable Date                                                       Per Share
- ----------------------------------------------------------------  -----------
<S>                                                               <C>
October 5, 1994 .............................................. $      0.0580
November 3, 1994 ...............................................      0.0580
December 5, 1994 ...............................................      0.0580
January 5, 1995 ................................................      0.0580
February 3, 1995 ...............................................      0.0560
March 3, 1995 ..................................................      0.0530
April 5, 1995 ..................................................      0.0530
May 5, 1995 ....................................................      0.0522
June 1, 1995 ...................................................      0.0515
July 3, 1995 ...................................................      0.0492
August 1, 1995 .................................................      0.0484
September 1, 1995 ..............................................      0.0486
                                                                  -----------
  Total ...................................................... $      0.6439
                                                                  -----------
                                                                  -----------
</TABLE>

                 SHORT-INTERMEDIATE BOND FUND

<TABLE>
<CAPTION>
Payable Date                                                       Per Share
- ----------------------------------------------------------------  -----------
<S>                                                               <C>
May 5, 1995 .................................................. $      0.0143
June 1, 1995 ...................................................      0.0476
July 3, 1995 ...................................................      0.0452
August 1, 1995 .................................................      0.0453
September 1, 1995 ..............................................      0.0475
                                                                  -----------
  Total ...................................................... $      0.1999
                                                                  -----------
                                                                  -----------
</TABLE>

                                       20
<PAGE>
- --------------------------------------------------------------------------------
                             DIRECTORS AND OFFICERS

<TABLE>
<S>                       <C>
DIRECTORS                 David T. Bennett, CHAIRMAN, HIGHLAND HOMES, INC., USL PRODUCTS, INC., KIEFER
                              BUILT, INC., OF COUNSEL, GRAY, PLANT, MOOTY, MOOTY & BENNETT, P.A.
                          Jaye F. Dyer, PRESIDENT, DYER MANAGEMENT COMPANY
                          William H. Ellis, PRESIDENT, PIPER JAFFRAY COMPANIES INC., PIPER CAPITAL
                              MANAGEMENT INCORPORATED
                          Karol D. Emmerich, PRESIDENT, THE PARACLETE GROUP
                          Luella G. Goldberg, DIRECTOR, TCF FINANCIAL, RELIASTAR FINANCIAL CORP.,
                              HORMEL
                              FOODS CORP.
                          George Latimer, DIRECTOR, SPECIAL ACTIONS OFFICE, OFFICE OF THE SECRETARY,
                              DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT

OFFICERS                  William H. Ellis, CHAIRMAN OF THE BOARD
                          Paul A. Dow, PRESIDENT
                          Worth Bruntjen, SENIOR VICE PRESIDENT
                          Richard W. Filippone, SENIOR VICE PRESIDENT
                          Marijo A. Goldstein, SENIOR VICE PRESIDENT
                          Steven V. Markusen, SENIOR VICE PRESIDENT
                          Robert H. Nelson, SENIOR VICE PRESIDENT
                          Edward P. Nicoski, SENIOR VICE PRESIDENT
                          Nancy S. Olsen, SENIOR VICE PRESIDENT
                          Ronald R. Reuss, SENIOR VICE PRESIDENT
                          Bruce D. Salvog, SENIOR VICE PRESIDENT
                          Sandra K. Shrewsbury, SENIOR VICE PRESIDENT
                          David M. Steele, SENIOR VICE PRESIDENT
                          Douglas J. White, SENIOR VICE PRESIDENT
                          J. Bradley Stone, VICE PRESIDENT
                          Marcy K. Winson, VICE PRESIDENT
                          David E. Rosedahl, SECRETARY
                          Charles N. Hayssen, TREASURER

INVESTMENT ADVISER        Piper Capital Management Incorporated
                          222 SOUTH NINTH STREET, MINNEAPOLIS, MN 55402-3804

DISTRIBUTOR               Piper Jaffray Inc.
                          222 SOUTH NINTH STREET, MINNEAPOLIS, MN 55402-3804

CUSTODIAN AND             Investors Fiduciary Trust Company
TRANSFER AGENT            127 WEST 10TH STREET, KANSAS CITY, MO 64105-1716

INDEPENDENT AUDITORS      KPMG Peat Marwick LLP
                          4200 NORWEST CENTER, MINNEAPOLIS, MN 55402

LEGAL COUNSEL             Dorsey & Whitney P.L.L.P.
                          220 SOUTH SIXTH STREET, MINNEAPOLIS, MN 55402
</TABLE>

                                       21
<PAGE>

       ---------------------
           PIPER CAPITAL                                       -----------------
            MANAGEMENT                                             Bulk Rate
       ---------------------                                      U.S. Postage
                                                                      PAID
       PIPER CAPITAL MANAGEMENT INCORPORATED                    Permit No. 3008
       222 SOUTH NINTH STREET                                      Mpls., MN
       MINNEAPOLIS, MN 55402-3804                              -----------------


       PIPER JAFFRAY INC., FUND DISTRIBUTOR AND NASD MEMBER.
[LOGO] THIS DOCUMENT IS PRINTED ON PAPER MADE FROM
       100% TOTAL RECOVERED FIBER, INCLUDING 15% POST-CONSUMER WASTE.

       012-96  XIF-01  11/95


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