FUNDAMENTAL FIXED INCOME FUND
N-30D/A, 1996-04-22
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                          FUNDAMENTAL FIXED INCOME FUND
                      U.S. GOVERNMENT STRATEGIC INCOME FUND

Dear Fellow Shareholder:

    Financial assets scored remarkable gains in 1995. For example, the Dow Jones
Industrial  Average  ended the year  above  5,000 for a gain of about  33%.  The
Treasury  bellweather  thirty year "long" bond ended 1995 with a yield less than
6%, and the Bond Buyer lndex of forty actively traded municipal bonds registered
a 15% rise.

    A plethora of favorable  developments  was behind these gains.  The economic
fundamentals  of modest growth and low inflation not only remained in tact,  but
actually began to be thought of as an enduring phenomenon. Rhetoric flowing from
the White House and Congress  seemed to indicate that genuine  progress could be
made toward erasing the federal budget  deficit.  Finally,  the Federal  Reserve
began to reverse its tightfisted  policy of 1994 by modestly reducing short term
interest rates,  for the first time in July, and then again in December.  Saving
and investment seemed to become fashionable again, as wage earners poured record
sums into IRA and 401K retirement plans.

    Importantly,  unlike 1993 when the Federal Reserve actively lowered interest
rates to stimulate  business  activity,  the Fed pursued a different strategy in
1995.  Indeed,  throughout  the year the Central Bank was being accused of being
too stringent rather than too lenient. The upshot was that market interest rates
fell  faster than the Federal  Reserve cut rates,  such that the spread  between
short and long term interest rates narrowed dramatically throughout the year.

    This is important for 1996 in two  respects.  First,  the  narrowness of the
interest rate spread  discourages  speculation and leverage.  Second,  since the
spread  itself is a  reflection  of a stringent  monetary  policy,  it is highly
unlikely  that either  economic  activity or inflation  will get off the ground.
Indeed, while the economy may well skirt a recession in 1996, the downside risks
to the economy seem greater than the upside potential.

    Thus,  in our  view,  the  credit  easing  that  began in 1995 is  likely to
continue in 1996.  As a result,  interest  rates are likely to continue to trend
down while bond prices trend up. Unlike 1995, though, we would expect short term
interest rates to begin falling somewhat faster than long term rates in 1996.

    Investors in the US Government  Strategic  Income Fund earned a 15.43% total
return  for 1995.  This  placed the Fund in the top 3% in its class as ranked by
Lipper Analytical Services. In addition,  the Fund's yield consistently exceeded
7% in the second half of the year, ranking it first among its peers according to
Lipper. The fund provided investors with a yield significantly above that of the
benchmark Treasury long bond.

    The composition of the Fund's portfolio  changed in 1995. The purpose was to
reduce  volatility  and  increase  yield.  To this end all  holdings  of inverse
floating  rate bonds were  replaced with higher coupon fixed rate and two tiered
floating rate  obligations.  These will maintain high fixed coupon rates as long
as Federal Reserve policy does not swing significantly toward restraint.

    In addition,  because we were and for that matter still are  conservative on
the interest rate outlook,  the Fund's duration was  consistently  maintained at
between 2.5 and 3 years. With this duration, the Fund's Net Asset Value was able
to rise somewhat as bond prices  appreciated.  As we entered 1996,  duration was
still generally being maintained  close to but never exceeding,  three years, as
we believe the Federal Reserve will continue lowering interest rates.

    While the Fund will always  incur  interest  rate risk,  credit and currency
risk has  effectively  been  eliminated by our strategy of only  investing in US
Government  and US Government  Agency  securities.  Nonetheless,  the issue of a
credit default by the US Government  has recently  arisen as the Congress has at
various times objected to an increase in the federal debt ceiling.

    In our view, this is just part of the political  gamesmanship  that is being
played in Washington as  negotiations  over a plan to balance the federal budget
move into the home stretch.  In fact, the prospect of a US Government default is
absolutely  preposterous,  and in the end no elected official will allow such an
event to occur.

    Thus, the Fund will continue to invest in US Government obligations,  and we
feel  confident  that  continued  strong returns and a high current yield can be
maintained.  Our hedging  operation proved successful in 1995. We believe as the
spread  between short and long term interest  rates begins to widen in 1996, the
success of our past hedging strategy will be repeated.

    Of  course,  interest  rates  and bond  prices  will  always  fluctuate,  so
investors are urged to undertake an investment  program over time rather than in
one lump sum.  Meanwhile,  we thank you for your  continued  trust,  and we look
forward to continuing to serve you in the future.

Sincerely,



Dr. Vincent J. Malanga
President


                                       1
<PAGE>


FUNDAMENTAL U.S. GOVERNMENT STRATEGIC INCOME FUND

(chart material)

               The Fundamental
               U.S. Government
            Strategic Income Fund

         Average Annual Total Return
              Ended on 12/31/95

                      Since Inception
        1 Year           (2/18/92)

        15.43%             0.12%

13.0
12.5
12.0
11.5
11.0
10.5
10.0
 9.5
 9.0
 8.5
 8.0
 7.5
 7.0
 6.5
 6.0
 5.5
 5.0
 4.5
 4.0
 3.5
 3.0
 2.5
 2.0
 1.5
 1.0
 0.5
   0

Thousands ($)

$12,455
Lehman Brothers
1-3 Year Government
Bond Index*

$11,055
Consumer
Price Index

$10,045
Fundamental U.S.
Government
Strategic Income
Fund



2/18/92         12/31/92        12/31/93        12/31/94        12/31/95

Past performance is not predictive of future performance.

The above  illustration  compares a $10,000  investment  made in The Fundamental
U.S.  Government  Strategic Income Fund on 2/18/92 (Inception Date) to a $10,000
investment  made in the Lehman  Brothers 1-3 Year  Government Bond Index on that
date. For comparative  purposes the value of the Index on 2/24/92 is used as the
beginning  value on 2/18/92.  All dividends and capital gain  distributions  are
reinvested.

The Fund invests  primarily in U.S.  Government  securities and its  performance
takes into account fees and expenses.  Unlike the Fund, the Lehman  Brothers 1-3
Year Government Bond Index is an unmanaged  total return  performance  benchmark
for the  short-term,  U.S.  Government  bond  market  calculated  by using bonds
selected  to be  representative  of the  market.  The  Index  does not take into
account fees and expenses.  Further  information  relating to Fund  performance,
including  expense  reimbursements,  if  applicable,  is  contained in the Funds
Prospectus and elsewhere in this report.

*Source:Lehman Brothers.

The Consumer  Price Index is a commonly used measure of  inflation;  it does not
represent an investment return.

                                       2


<PAGE>

FUNDAMENTAL U.S. GOVERNMENT STRATEGIC INCOME FUND

(left column)

STATEMENT OF ASSETS AND LIABILITIES
December 31, 1995
- --------------------------------------------------------------------------------
ASSETS
  Investment in securities, at value (cost
    $19,364,775) (Notes 5 and 6) .........                          $22,828,137
  Interest receivable ....................                              110,989
                                                                    -----------
        Total assets .....................                           22,939,126
                                                                    -----------
LIABILITIES
  Notes payable ..........................                               63,000
  Options written at value (premiums
    received $62,325) (Note 5) ...........                               93,360
  Securities sold subject to repurchase
    (Note 6) .............................                            7,431,045
  Payables:
    Capital stock redeemed ...............                                7,962
    Dividends declared ...................                               23,784
    Accrued expenses .....................                               99,265
    Variation margin .....................                               26,481
                                                                    -----------
        Total liabilities ................                            7,744,897
                                                                    -----------

NET ASSETS consisting of:
  Accumulated  net realized loss .........      $(18,337,748)
  Unrealized  appreciation of securities .         3,463,362
  Unrealized depreciation of options
    written ..............................           (31,035)
  Unrealized depreciation of open future
    contracts ............................          (183,771)
  Paid-in-capital applicable to
    10,191,431 shares of beneficial
    interest .............................        30,283,421
                                                ------------
                                                                    $15,194,229
                                                                    ===========
NET ASSET VALUE PER SHARE ................                                $1.49
                                                                          =====

(Right Column)

STATEMENT OF OPERATIONS
Year Ended December 31, 1995
- --------------------------------------------------------------------------------
INVESTMENT INCOME
  Interest income, net of $455,877 of
    interest expense .....................                          $ 1,491,430

EXPENSES (Notes 2, 3 and 6)
  Investment advisory fees ...............         $ 121,770
  Custodian and accounting fees ..........            47,886
  Transfer agent fees ....................            62,540
  Professional fees ......................           305,365
  Trustees' fees .........................            16,893
  Printing and postage ...................             2,393
  Interest on bank borrowing .............            32,761
  Distribution expenses ..................            40,695
  Other ..................................            60,789
  Less: Expenses waived or reimbursed
    by manager and affiliate .............          (162,388)
                                                 -----------
        Total expenses                                                  528,704
                                                                    -----------
        Net investment income ............                              962,726

REALIZED AND UNREALIZED GAIN
  (LOSS) ON INVESTMENTS
  Net realized loss on:
    Investments ..........................       (10,482,851)
    Future and options on futures ........        (3,905,275)       (14,388,126)
                                                 -----------
  Change in unrealized appreciation
    (depreciation) of investments,
    options and futures contracts
    for the year:
      Investments ........................        15,547,752
      Open option contracts written ......           (12,178)
      Open futures contracts .............           127,400         15,662,974
                                                 -----------        -----------
  Net gain on investments ................                            1,274,848
                                                                    -----------
NET INCREASE IN NET ASSETS
  FROM OPERATIONS ........................                          $ 2,237,574
                                                                    ===========


(Bottom)

STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>

                                                                                             Year Ended        Year Ended
                                                                                              December          December
                                                                                              31, 1995          31, 1994
                                                                                              --------          --------
INCREASE (DECREASE) IN NET ASSETS FROM:
OPERATIONS
<S>                                                                                         <C>               <C>         
  Net investment income ................................................................... $    962,726      $  3,223,702
  Net realized gain (loss) on investments .................................................  (14,388,126)        6,321,524
  Unrealized appreciation (depreciation) on investments, options and futures contracts ....   15,662,974       (21,438,948)
                                                                                            ------------      ------------
        Net increase (decrease) in net assets from operations .............................    2,237,574       (11,893,722)

DIVIDENDS PAID TO SHAREHOLDERS FROM
  Investment income .......................................................................     (962,726)       (3,223,702)

CAPITAL SHARE TRANSACTIONS (Note 4) .......................................................   (5,170,959)      (28,974,362)
                                                                                            ------------      ------------
        Total decrease ....................................................................   (3,896,111)      (44,091,786)

NET ASSETS
  Beginning of year .......................................................................   19,090,340        63,182,126
                                                                                            ------------      ------------
  End of year ............................................................................. $ 15,194,229      $ 19,090,340
                                                                                            ============      ============
</TABLE>

                       See Notes to Financial Statements.

                                       3

<PAGE>

FUNDAMENTAL U.S. GOVERNMENT STRATEGIC INCOME FUND

STATEMENT OF OPTIONS WRITTEN
December 31, 1995
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>

 Number of                                                                       Expiration
Contracts++                              Options Written                            Month          Value
- -----------                              ---------------                         ----------       --------
 
    <S>      <C>                                                                <C>               <C>     
    25       U.S. Treasury Bonds, Call @ $122                                   February 1996     $ 20,703
    50       U.S. Treasury Bonds, Call @ $122                                     March 1996        72,657
                                                                                                  --------
                                                                                                  $ 93,360
                                                                                                  ========
<FN>
++Each contract represents $100,000 face value of U.S. Treasury Bond Futures.
</FN>
</TABLE>



STATEMENT OF CASH FLOWS
Year Ended December 31, 1995
- --------------------------------------------------------------------------------

INCREASE (DECREASE) IN CASH
<TABLE>
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                                                                             <C>        
    Net increase in net assets from operations ...............................  $ 2,237,574
Adjustments to reconcile net increase in net assets from operations to
  net cash provided by operating activities:
    Purchase of investment securities ........................................  (30,993,645)
    Proceeds on sale of securities ...........................................   42,446,029
    Premiums received for options written ....................................    1,043,355
    Premiums paid to close options written ...................................   (2,410,864)
    Decrease in interest receivable ..........................................      372,942
    Decrease in variation margin receivable ..................................       59,294
    Decrease in accrued expenses .............................................      (63,798)
    Net accretion of discount on securities ..................................     (337,697)
    Net realized (gain) loss:
      Investments ............................................................   10,482,161
      Options written ........................................................    1,016,659
    Unrealized appreciation on securities and options written for the period .  (15,535,574)
                                                                                -----------
        Total adjustments ....................................................    6,078,862
                                                                                -----------
        Net cash provided by operating activities ............................    8,316,436
                                                                                -----------

CASH FLOWS FROM FINANCING ACTIVITIES:*
  Net repayments of note payable and securities sold subject to repurchase ...   (2,177,075)
  Proceeds on shares sold ....................................................    1,819,736
  Payment on shares repurchased ..............................................   (7,761,803)
  Cash dividends paid ........................................................     (237,526)
                                                                                -----------
        Net cash provided by financing activities ............................   (8,356,668)
                                                                                -----------
        Net decrease in cash .................................................      (40,232)

CASH AT BEGINNING OF YEAR ....................................................       40,232
                                                                                ----------- 
CASH AT END OF YEAR ..........................................................  $         0
                                                                                ===========

<FN>
*Non-cash financing activities not included herein consist of reinvestment of dividends of $779,070.
 Cash payments for interest expense totaled $488,706 for the period.
</FN>
</TABLE>


                       See Notes to Financial Statements.

                                       4


<PAGE>

FUNDAMENTAL U.S. GOVERNMENT STRATEGIC INCOME FUND

STATEMENT OF INVESTMENTS
December 31, 1995
- --------------------------------------------------------------------------------

        Principal           Interest         Maturity
         Amount               Rate             Date                     Value
         ------               ----             ----                     -----

United States Treasury Securities-43.21%
  United States Treasury Bonds
      5,500,000               9.00%          11/15/18               $ 7,497,173
      4,300,000*              0.00%          11/15/11                 2,312,411
         85,000*              0.00%          11/15/03                    54,455
                                                                    -----------
                     (Cost $8,098,571)                                9,864,039
                                                                    -----------
United States Agency Backed Securities-56.79%

  Federal Home Loan Mortgage Corporation
        843,718+              9.25%          08/15/23                   914,505
        250,454+              6.50%          12/15/23                   223,308
  FNMA-Federal National Mortgage Assoc. Collateralized Mortgage Obligations
      3,671,204+              TTIB**         03/25/23                 3,821,099
        356,450+              15.50%         03/25/23                   362,239
        490,760+              TTIB**         05/25/23                   528,882
      1,519,480+              TTIB**         11/25/23                 1,478,879
        980,392               TTIB**         11/25/23                 1,088,706
      1,000,000(beta)          8.75%         12/25/23                 1,112,230
        465,436+              12.50%         08/25/23                   470,700
        953,000                9.00%         02/25/24                   957,470

  Department of Navy, FNMA Guaranteed
        100,000+               0.00%         04/01/09                    43,189

  REFCO-Resolution Funding Corporation
        600,000                0.00%         07/15/10                   248,994
                                                                    -----------
                     (Cost $10,120,746)                              11,250,201
                                                                    -----------

  FICO-Financing Corporation (U.S. Government Agency) Zero Coupon Securities
        100,000*                             11/02/12                    34,024
        100,000*                             05/02/14                    30,580
        125,000                              05/02/15                    35,565
        200,000+                             11/02/18                    44,613
        148,000*                             05/11/12                    52,068
         99,000*                             11/11/13                    31,321
        119,000*                             11/11/14                    35,042
        320,000+                             11/11/17                    76,269
        281,000*                             05/30/14                    85,455
        261,000*                             11/30/15                    71,232
        164,000*                             11/30/16                    41,666
        167,000*                             08/08/17                    40,477
        100,000*                             08/03/18                    22,669
        182,000*                             06/06/15                    51,431
        109,000+                             12/06/17                    25,848
        137,000*                             08/03/15                    38,267


                                       5

<PAGE>

FUNDAMENTAL U.S. GOVERNMENT STRATEGIC INCOME FUND

PORTFOLIO OF INVESTMENTS (continued)
December 31, 1995
- --------------------------------------------------------------------------------

        Principal           Interest         Maturity
         Amount               Rate             Date                     Value
         ------               ----             ----                     -----

FICO-Financing Corporation (U.S. Government Agency) Zero Coupon Securities
  (continued)

        208,000                              02/03/16               $    56,114
        138,000*                             02/03/11                    53,055
        250,000                              10/06/14                    74,140
        205,000+*                            04/06/17                    50,811
        259,000*                             10/05/15                    71,453
        100,000+                             10/05/17                    23,991
        217,000+                             04/05/18                    50,272
        375,000*                             04/05/19                    81,349
         74,000                              04/05/15                    21,171
        100,000                              10/05/16                    25,692
        240,000*                             10/06/17                    60,300
        135,000                              04/06/04                    83,230
        444,000+                             08/08/16                   115,387
        100,000+                             02/08/17                    25,050
        200,000*                             04/06/17                    49,572
        129,000                              10/06/17                    30,943
        108,000+                             11/30/17                    25,644
        100,000+                             02/03/12                    35,855
        118,000*                             08/03/16                    30,698
        144,000                              08/03/18                    32,643
                                                                    -----------
                     (Cost $1,145,458)                              $ 1,713,897
                                                                    -----------
                       Total investments (Cost $19,364,775++)       $22,828,137
                                                                    ===========
    
    ** Two-Tiered Index Floating Rate Bonds (TTIB) are instruments whose
       interest rate is fixed over various ranges of the interest rate on
       another security or the value of an index, but variable within certain
       ranges of the same security or index.
     + Collateral or partial collateral for securities sold subject to
       repurchase (Note 6)
     * Segregated, in whole or part, as initial margin for futures contracts
       (Note 5)
    ++ Cost is the same for Federal income tax purposes
(beta) Security valued in good faith under procedures approved by the Fund's
       Board of Trustees.

                       See Notes to Financial Statements.


                                       6

<PAGE>

FUNDAMENTAL U.S. GOVERNMENT STRATEGIC INCOME FUND

NOTES TO FINANCIAL STATEMENTS
December 31, 1995
- --------------------------------------------------------------------------------

1. Significant Accounting Policies

    Fundamental   Fixed-Income  Fund  (the  Fund)  is  an  open-end   management
investment company registered under the Investment Company Act of 1940. The Fund
operates  as a series  company  currently  issuing  three  classes  of shares of
beneficial interest,  the Tax-Free Money Market Series, the High-Yield Municipal
Bond Series and the U.S.  Government  Strategic  Income Fund (the Series).  Each
series is considered a separate entity for financial reporting and tax purposes.
The Fund seeks to provide high current income with minimum risk of principal and
relative stability of net asset value.

        Valuation of Securities-Investments  are stated at value based on prices
    provided by a pricing service which takes into account  appropriate  factors
    such as  institution-size  trading in similar groups of  securities,  yield,
    quality,  coupon rate, maturity,  type of issue, trading characteristics and
    other  market   data,   without   exclusive   reliance   upon   exchange  or
    over-the-counter  prices,  because such  valuations  are believed to reflect
    more accurately the fair value of such securities.  Securities not priced in
    this manner are valued at the mean between the most recently  quoted bid and
    ask prices  provided by dealers.  Securities  for which  quotations  are not
    readily  available  are valued in good faith under  methods  approved by the
    Board of Trustees.

        Futures   Contracts-Initial   margin  deposits  with  respect  to  these
    contracts  are  maintained  by the  Fund's  custodian  in  segregated  asset
    accounts.  Subsequent  changes in the daily  valuation of open contracts are
    recognized as unrealized gains or losses. Variation margin payments are made
    or  received as daily  appreciation  or  depreciation  in the value of these
    contracts  occurs.  Realized gains or losses are recorded when a contract is
    closed.

        Repurchase  Agreements-The  Series may invest in repurchase  agreements,
    which are agreements  pursuant to which securities are acquired from a third
    party with the  commitment  that they will be repurchased by the seller at a
    fixed  price on an agreed  upon date.  The Series may enter into  repurchase
    agreements  with banks or lenders  meeting  the  creditworthiness  standards
    established by the Board of Trustees. The resale price reflects the purchase
    price plus an agreed upon market rate of interest  which is unrelated to the
    coupon rate or date of maturity of the purchased security.  It is the Fund's
    policy that its  custodian  take  possession  of the  underlying  collateral
    securities the value of which exceeds the purchase price  including  accrued
    interest earned on the underlying security. If the seller defaults,  and the
    value of the collateral declines,  realization of the collateral by the Fund
    may be delayed or limited.

        Reverse  Repurchase   Agreements-The   Series  may  enter  into  reverse
    repurchase  agreements  with the same  parties  with whom it may enter  into
    repurchase  agreements.  Under a reverse  repurchase  agreement,  the Series
    sells  securities  and agrees to repurchase  them at a mutually  agreed upon
    date and price.  Under the Investment Company Act of 1940 reverse repurchase
    agreements  are generally  regarded as a form of borrowing.  At the time the
    Series  enters into a reverse  repurchase  agreement it will  establish  and
    maintain a segregated account with its custodian containing  securities from
    its portfolio  having a value not less than the repurchase  price  including
    accrued interest.

        Federal  Income  Taxes-It  is the  Series'  policy  to  comply  with the
    requirements   of  the  Internal   Revenue  Code  applicable  to  "regulated
    investment  companies"  and to distribute  all of its taxable and tax exempt
    income to its shareholders.  Therefore,  no provision for federal income tax
    is required.

        Distributions-The   Series   declares   dividends  daily  from  its  net
    investment  income and pays such  dividends on the last business day of each
    month.  Distributions  to  shareholders,  which are determined in accordance
    with  income  tax  regulations,   are  recorded  on  the  ex-dividend  date.
    Distributions of net capital gain, if any,  realized on sales of investments
    are  anticipated  to be made before the close of the Series' fiscal year, as
    declared by the Board of Trustees. Dividends are reinvested at the net asset
    value unless shareholders request payment in cash.

        General-Securities transactions are accounted for on a trade date basis.
    Interest  income is accrued as earned.  Realized gain and loss from the sale
    of  securities  are recorded on an  identified  cost basis.  Original  issue
    discounts  and  premiums  are  amortized  over  the  life of the  respective
    securities.  Premiums are charged against interest income and original issue
    discounts are accreted to interest income.

        Accounting   Estimates-The   preparation  of  financial   statements  in
    conformity with generally accepted accounting principles requires management
    to make estimates and assumptions that affect the reported amounts of assets
    and liabilities  and disclosure of contingent  assets and liabilities at the
    date of the financial  statements and the reported  amounts of increases and
    decreases in net assets from operations during the reporting period.  Actual
    results could differ from those estimates.

                                       7
<PAGE>

FUNDAMENTAL U.S. GOVERNMENT STRATEGIC INCOME FUND

NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 1995
- --------------------------------------------------------------------------------

2. Investment Advisory Fees and Other Transactions With Affiliates

    The Series has a Management  Agreement with Fundamental  Portfolio Advisors,
Inc. (the  Manager).  Pursuant to the agreement the Manager serves as investment
adviser to the Series  and is  responsible  for the  overall  management  of the
business affairs and assets of the Series subject to the authority of the Fund's
Board of Trustees. In compensation for the services provided by the Manager, the
Series  will pay an  annual  management  fee in an  amount  equal to .75% of the
Series'  average  daily net  assets up to $500  million,  .725% on the next $500
million,  and .70% per annum on assets over $1 billion.  The Manager is required
to reimburse the Series for its expenses (excluding interest,  taxes,  brokerage
fees and extraordinary expenses) to the extent that such expenses, including the
management fees, exceed the limits on investment company expenses  prescribed in
any state in which the  Series'  shares  are  qualified  for sale.  The  manager
voluntarily  waived fees and reimbursed  expenses of $121,770 for the year ended
December 31, 1995.

    The Series has adopted a Distribution  and Marketing Plan,  pursuant to Rule
12b-1,  promulgated  under the Investment  Company Act of 1940,  under which the
Series pays to  Fundamental  Service  Corporation  (FSC),  an  affiliate  of the
Manager,  a fee which is accrued  daily and paid  monthly  at an annual  rate of
0.25% of the Series'  average daily net assets.  Amounts paid under the plan are
to  compensate  FSC for the  services it provides  and the  expenses it bears in
distributing the Series' shares to investors.  The amount incurred by the Series
pursuant to the agreement  for the year ended  December 31, 1995 is set forth in
the statement of operations. FSC has waived fees in the amount of $40,618.

    The Fund compensates  Fundamental  Shareholders  Services,  Inc. (FSSI),  an
affiliate of the Manager,  for services it provides  under a Transfer  Agent and
Service  Agreement.  The amount incurred by the Series pursuant to the agreement
for  the  year  ended  December  31,  1995  is set  forth  in the  Statement  of
Operations.

3. Trustees' Fees

    All of the Trustees of the Fund are also  directors or trustees of two other
affiliated  mutual funds for which the Manager acts as investment  adviser.  For
services and attendance at board  meetings and meetings of committees  which are
common to each fund,  each  Trustee  who is not  affiliated  with the Manager is
compensated at the rate of $6,500 per quarter pro rated among the funds based on
their respective average net assets. 4. Shares of Beneficial Interest

    As of  December  31,  1995  there  were an  unlimited  number  of  shares of
beneficial  interest (no par value)  authorized and capital paid-in  amounted to
$30,283,421. Transactions in shares of beneficial interest were as follows:

<TABLE>
<CAPTION>
                                                      Year Ended                        Year Ended
                                                  December 31, 1995                  December 31, 1994
                                            -----------------------------     -------------------------------
                                              Shares             Amount          Shares             Amount
                                              ------             ------          ------             ------     
<S>                                          <C>               <C>              <C>               <C>        
Shares sold                                  1,300,415         $1,819,736       7,503,044         $13,099,717
Shares issued on reinvestment of
  dividends                                    554,101            779,070       1,398,152           2,335,836
Shares redeemed                             (5,559,992)        (7,769,765)    (26,452,420)        (44,409,915)
                                            ----------        -----------     -----------        ------------
Net decrease                                (3,705,476)       $(5,170,959)    (17,551,224)       $(28,974,362)
                                            ==========        ===========     ===========        ============ 
</TABLE>

5. Complex Services, Off Balance Sheet Risks and Investment Transactions

   Collaterialized Mortgage Obligations and Multi-Class Pass-Through Securities:

    The Fund invests in collateralized  mortgage  obligations ("CMOs") which are
debt  instruments  issued by special purpose entities which are secured by pools
of mortgage loans or other mortgage-backed securities.  Multi-class pass-through
securities  are equity  interests in a trust composed of mortgage loans or other
mortgage-backed  securities.  Payments of principal  and interest on  underlying
collateral  provide the funds to pay debt  service on the CMO or make  scheduled
distributions on the multi-class  pass-through  security. The Fund may invest in
CMOs  and   multi-class   pass-through   securities   issued  by   agencies   or
instrumentalities of the U.S. Government.

                                       8

<PAGE>

FUNDAMENTAL U.S. GOVERNMENT STRATEGIC INCOME FUND

NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 1995
- --------------------------------------------------------------------------------

    Two-Tiered Index Floating Rate Bonds (TTIB):

    The Fund invests in variable rate  securities  commonly called "TTIBs" which
are collateralized  mortgage obligations.  The interest rate on these securities
are fixed over various  ranges of the interest  rate on another  security or the
value of an index,  but variable  within  certain ranges of the same security or
index.  Changes in interest rate on the other  security or index affect the rate
paid on the TTIB,  and the  TTIB's  price will be more  volatile  than that of a
fixed-rate bond.

    Futures Contracts and Options on Futures Contracts:

    The Fund invests in futures  contracts  consisting  primarily of US Treasury
Bond Futures.  A futures contract is an agreement between two parties to buy and
sell a security for a set price on a future date.  Futures  contracts are traded
on designated  "contract  markets"  which through their  clearing  corporations,
guarantee performance of the contracts.  In addition the fund invests in options
on US  Treasury  Bond  Futures  which  gives  the  holder a right to buy or sell
futures  contracts in the future.  Unlike a futures  contract which requires the
parties to the contract to buy and sell a security on a set date, an option on a
futures  contract  entitles its holder to decide before a future date whether to
enter into such a futures contract. Both types of contracts are marked to market
daily and changes in valuation will affect the net asset value of the Fund.

    The Fund's principal  objective in holding or issuing  derivative  financial
instruments  is as a  hedge  against  interest-rate  fluctuations  in  its  bond
portfolio,  and to enhance its total  return.  The Fund's  principal  investment
objective  is to  maximize  the  level  of  interest  income  while  maintaining
acceptable   levels  of  interest-rate  and  liquidity  risk.  To  achieve  this
objective,  the Fund uses a  combination  of  derivative  financial  instruments
principally  consisting  of US Treasury  Bond Futures and Options on US Treasury
Bond Futures. Typically the Fund sells treasury bond futures contracts or writes
treasury bond option  contracts.  These activities create off balance sheet risk
since the Fund may be unable to enter into an offsetting  position and under the
terms of the contract  deliver the  security at a specified  time at a specified
price.  The cost to the Fund of  acquiring  the  security  to deliver  may be in
excess of recorded  amounts and result in a loss to the Fund. For the year ended
December 31, 1995, the Fund had daily average  notional  amounts  outstanding of
approximately  $6,687,000 and $10,787,000 of short positions on US Treasury Bond
Futures and Options Written on US Treasury Bond Futures  respectively.  Realized
gains and losses from these  transactions are stated separately in the Statement
of Operations.

    The Fund had the following open futures contracts at December 31, 1995.

                             Principal               Expiration       Unrealized
               Type           Amount       Position    Month             Gain
               ----           ------       --------    -----             -----
U.S. Treasury Bond ....... $6,500,000       Short    March 1996        $183,771

    Portfolio  securities  with an aggregate value of  approximately  $3,250,000
have been segregated as collateral for this contract as of December 31, 1995.

    In addition,  the following table summarizes option contracts written by the
Series for the year ended December 31, 1995:

                             Number of      Premiums                  Realized
                             Contracts      Received     Cost           Loss
                             ---------      --------     ----           ----
Contracts outstanding
  December 31, 1994 .......        375     $ 413,175
Options written ...........      1,230     1,043,354
Contracts closed or expired     (1,530)   (1,394,204) $2,410,863    $(1,016,659)
                                ------    ----------
Contracts outstanding
  December 31, 1995 .......         75     $  62,325
                                 =====     =========

    Other Investment Transactions

    For the year ended  December  31, 1995,  the cost of purchases  and proceeds
from sales of investment  securities,  other than short-term  obligations,  were
$28,242,059 and $39,141,080, respectively.

                                       9
<PAGE>

FUNDAMENTAL U.S. GOVERNMENT STRATEGIC INCOME FUND

NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 1995
- --------------------------------------------------------------------------------

    As of December 31, 1995, net unrealized appreciation of portfolio securities
amounted to  $3,463,362  comprised  entirely of unrealized  appreciation.  As of
December 31, 1995,  the Fund has  available  for federal  income tax purposes an
unused  capital loss  carryover of  approximately  $15,000,000  which expires in
2002.

6. Borrowing

    The  Fund  has  a  line  of  credit   agreement   with  its  custodian  bank
collateralized  by cash and  portfolio  securities  to the extent of the amounts
borrowed.  Borrowings  under this agreement  bear interest  linked to the bank's
prime rate.

    The Series  enters into  reverse  repurchase  agreements  collateralized  by
portfolio  securities  equal  in  value  to  the  repurchase  price.   Portfolio
securities  with an  aggregate  value  of  approximately  $8,290,000  have  been
segregated  as  collateral  for  securities  sold  subject to  repurchase  as of
December 31, 1995.

7. Selected Financial Information
<TABLE>
<CAPTION>

                                                                             Year          Year       February 18,
                                                              Year Ended     Ended         Ended        1992 to
                                                             December 31,  December 31,  December 31,  December 31,
Per share operating performance                                 1995          1994          1993          1992
(for a share outstanding throughout the period)                ------        ------        ------        -------
<S>                                                            <C>           <C>           <C>           <C>   
Net asset value, beginning of period .......................   $ 1.37        $ 2.01        $ 2.02        $ 2.00
                                                               ------        ------        ------         ------
Income from investment operations
Net investment income ......................................     0.08          0.14          0.16          0.15
Net realized and unrealized gain/(loss) on investments .....     0.12         (0.64)            -           0.02
                                                               ------        ------        ------         ------
        Total from investment operations ...................     0.20         (0.50)         0.16           0.17
                                                               ------        ------        ------         ------
Less distributions
Dividends from net investment income .......................    (0.08)        (0.14)        (0.16)         (0.15)    
Dividends from net realized gains ..........................        -             -         (0.01)             -
                                                               ------        ------        ------         ------
Net asset value, end of period .............................   $ 1.49        $ 1.37        $ 2.01         $ 2.02
                                                               ======        ======        ======         ======
Total return ...............................................    15.43%       (25.57%)        8.14%         10.76%**

Ratios/supplemental data:
Net assets, end of period (000 omitted) ....................   15,194        19,090        63,182         40,500

Ratios to average net aset (annualized):
  Interest expense .........................................     0.20%         0.12%         0.05%          0.09%
  Operating expenses .......................................     3.05%         2.16%         1.39%          0.96%
                                                               ------        ------        ------         ------
        Total expenses .....................................     3.25%+        2.28%         1.44%+         1.05%+
                                                               ======        ======        ======         ======
  Net investment income ....................................     5.91%         8.94%         7.85%          8.50%
Portfolio turnover rate ....................................   114.36%        60.66%        90.59%        115.39%

Borrowings
Amount outstanding at end of period (000 omitted) ..........    7,481         9,674        31,072         19,666
Average amount of debt outstanding during the period
  (000 omitted) ............................................    7,790        16,592        28,756         13,779
Average number of shares outstanding during the period
  (000 omitted) ............................................   11,571        21,436        28,922         12,683
Average amount of debt per share during the period .........      .67           .77           .99           1.09
<FN>
 *Commencement of operations.
**Annualized.
 +These  ratios  are  after  expense  reimbursement  of 1.0% for the year  ended
  December 31, 1995,  .13% for the year ended  December 31, 1993,  and 1.05% for
  the period of February 18, 1992 to December 31, 1992.
</FN>
</TABLE>

                                       10

<PAGE>

FUNDAMENTAL U.S. GOVERNMENT STRATEGIC INCOME FUND

NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 1995
- --------------------------------------------------------------------------------

8. Contingencies

    The Fund has been named as a defendant in two related class action  lawsuits
alleging that the Fund invested in certain derivitive financial instruments that
were inconsistent with the Fund's stated investment objectives.  The suits claim
that the defendants,  which include the Fund's investment adviser,  distributor,
and certain  control  persons,  are liable for  damages  because  there  existed
material  misstatements  or omissions in the  prospectuses  that  rendered  them
misleading.

    Management  has  entered  into  negotiations  with the  plaintiffs  who have
consented to a series of  adjournments of all operative dates in the litigation.
These  negotiations  have  resulted  in  a  settlement  in  principle  with  the
plaintiffs  that,  if  consummated,  would  require a payment  of  approximately
$500,000 or more under certain  future  circumstances  by the Fund's  investment
adviser  and  no  liability  or  cost  to the  Fund  or  its  shareholders.  The
contemplated stipulation of settlement expressly states that the settlement does
not  constitute  an  admission  of  wrongdoing  by the Fund or any of the  other
defendants.  The settlement remains subject to final documentation and agreement
by the parties and approval by the Court. If the settlement is not  successfully
concluded,  the Fund  intends  to contest  the  litigation  vigorously.  If this
litigation ever goes forward,  it would involve  significant  complexities  that
preclude a present determination of whether any liability to the Fund ultimately
would  result and, if so,  whether any such  liability  would be material to the
financial  position  of the Fund.  Accordingly,  and  because  the  contemplated
settlement  does not require any payment by the Fund, no amount has been accrued
in the financial statements with respect to this matter.

    In addition,  Management  is  cooperating  in a formal  investigation  being
conducted by the  Securities  and Exchange  Commission  concerning the Fund, the
Fund's adviser and affiliated  entities.  Among other things,  the investigation
concerns  the   sufficiency  of  disclosures  set  forth  in  the  Fund's  prior
advertising and prospectus,  the consistency of the Fund's  practices with those
disclosures,  and the Fund's  investment in inverse  floating rate notes between
1993 and 1995.  Currently,  the Fund has no inverse  floating  rate notes in its
portfolio.



                                       11
  

<PAGE>


                        INDEPENDENT AUDITOR'S REPORT

The Board of Trustees and Shareholders
Fundamental U.S. Government Strategic Income Fund

    We have  audited  the  accompanying  statement  of  assets  and  liabilities
including the statement of investments and statement of options written,  of the
Fundamental  U.S.  Government   Strategic  Income  Fund  Series  of  Fundamental
Fixed-lncome  Fund as of  December  31,  1995  and  the  related  statements  of
operations and cash flows for the year then ended,  and the statement of changes
in net assets for the two years then ended and  selected  financial  information
for the three  years then ended and the period from  February  18, 1992 (date of
inception)  to December  31,  1992.  These  financial  statements  and  selected
financial  information  are the  responsibility  of the Fund's  management.  Our
responsibility  is to  express  an opinion  on these  financial  statements  and
selected financial information 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  selected
financial  information  are free of  material  misstatement.  An audit  includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the financial  statements.  Our procedures  included  confirmation of securities
owned as of December 31, 1995 by correspondence  with the custodian and brokers.
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 selected financial  information
referred to above  present  fairly,  in all  material  respects,  the  financial
position of the Fundamental U.S. Government Strategic Income Fund of Fundamental
Fixed-lncome  Fund as of  December  31,  1995,  the  results of its  operations,
changes in its net assets,  cash flows, and selected  financial  information for
the  periods  indicated,   in  conformity  with  generally  accepted  accounting
principles.

                                                            S I G N A T U R E

New York, New York
February 13, 1996



                                       12


<PAGE>


Left Col.
  


           FUNDAMENTAL
         U.S. GOVERNMENT 
       STRATEGIC INCOME FUND
        90 Washington Street
      New York, New York 10006
          1-800-322-6864


      Independent Auditors
     McGladrey & Pullen, LLP    
      New York, NY 10017 



           Attorney
     Kramer, Levin, Naftalis,
     Nessen, Kamin & Frankel
       919 Third Avenue
      New York, NY 10022
     

   

This report and the financial statements contained
herein are submitted for the general information of
the shareholders of the Fund. The report is not
authorized for distribution to prospective investors
in the Fund unless preceded or accompanied by an
effective prospectus.




Right Col.



           Annual Report
         December 31, 1995  




       FUNDAMENTAL
       U.S. GOVERNMENT
       STRATEGIC INCOME FUND



         FUNDAMENTAL





<PAGE>

Left Col.

FUNDAMENTAL  FIXED-INCOME  FUND
TAX-FREE MONEY MARKET SERIES 

STATEMENT OF ASSETS AND LIABILITIES
December 31, 1995
- --------------------------------------------------------------------------------
ASSETS
  Investment in securities at value
    (cost $84,920,453) ........................................     $84,920,453
  Cash ........................................................         511,739
  Receivables:
    Interest ..................................................         333,558
    Capital shares sold .......................................       5,852,289
                                                                    -----------
        Total assets ..........................................      91,618,039
                                                                    -----------

LIABILITIES
  Payables:
    Capital shares redeemed ...................................      80,211,207
    Dividends .................................................           1,822
  Accrued expenses ............................................         154,463
                                                                    -----------
        Total liabilities .....................................      80,367,492
                                                                    -----------

NET ASSETS equivalent to $1.00 per share on
  11,259,435 shares of beneficial interest
  outstanding (Note 4) ........................................     $11,250,547
                                                                    =========== 


Right Col.l


STATEMENT OF OPERATIONS
Year Ended December 31, 1995
- --------------------------------------------------------------------------------
INVESTMENT INCOME
  Interest income ...............................                    $1,678,952

EXPENSES (Notes 2 and 3)
  Investment advisory fees ......................     $222,162
  Custodian and accounting fees .................       77,931
  Transfer agent fees ...........................       41,525
  Trustees' fees ................................       33,034
  Professional fees .............................       40,721
  Distribution fees .............................      222,162
  Interest ......................................        3,610
  Postage and printing ..........................        1,860
  Registration ..................................        8,740
  Other .........................................       26,575
                                                      --------
                                                       678,320
  Less: Expenses offset (Note 6) ................      (77,931)    
                                                      --------
        Total expenses ..........................                       600,389
                                                                     ----------
NET INCREASE IN NET ASSETS FROM
OPERATIONS ......................................                    $1,078,563
                                                                     ==========



STATEMENTS OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>

                                                              For the Year     For the Year
                                                                 Ended            Ended
                                                              December 31,     December 31,
                                                                 1995               1994
                                                              -----------       ----------
<S>                                                           <C>               <C>

INCREASE (DECREASE) IN NET ASSETS FROM:
OPERATIONS
  Net investment income ...................................   $ 1,078,563        $ 870,365
  Net realized gain on investments ........................             -              401
                                                              -----------       ----------
        Net increase in net assets from operations ........     1,078,563          870,766
DIVIDENDS PAID TO SHAREHOLDERS FROM
  Investment income .......................................    (1,078,563)        (870,365)
CAPITAL SHARE TRANSACTIONS (Note 4) .......................     2,246,999        3,173,383
                                                              -----------       ----------
        Total increase ....................................     2,246,999        3,173,784
NET ASSETS:
  Beginning of year .......................................     9,003,548        5,829,764
                                                              -----------       ----------
  End of year .............................................   $11,250,547       $9,003,548
                                                              ===========       ==========

</TABLE>


                       See Notes to Financial Statements.



                                       1

<PAGE>

<TABLE>
<CAPTION>

FUNDAMENTAL FIXED-INCOME FUND
TAX-FREE MONEY MARKET SERIES

STATEMENT OF INVESTMENTS
December 31, 1995
- ------------------------------------------------------------------------------------------------------------------------
Principal
 Amount                                    Issue0                                                               Value    
 ------                                    -----                                                                -----        
<S>               <C>                                                                                       <C>

$5,000,000        Ascension Parish, LA, PCR, BASF, Wyandotte Corp, LOC Bank of Tokyo,
                    VRDN*, 5.90%, 1/02/96 ................................................................  $ 5,000,000 
 5,200,000        Burke County, GA, Development Authorily PCR, Georgia Power Co, Daily 
                    VRDN*, 6.00%, 1/02/96 ................................................................    5,200,000
    87,000        Clermont County, OH, HFR, Mercy Health Care Project, MBIA Insured, VRDN*,
                    5.10%, 1/05/96 .......................................................................       87,000
 6,400,000        Columbia, AL, IDR, PCR, Alabama Power Company Project, VRDN*, 6.00%,
                    1/02/96 ..............................................................................    6,400,000
    80,000        Cuyahoga County, OH, IDR, S & R Playhouse Realty, VRDN*, LOC Wells Fargo
                    Bank, 3.90%, 1/01/96 .................................................................       80,000
   200,000        Delaware County, PA, SWDF, Scott Paper Project, LOC Fuji Bank, VRDN*,
                    5.50%, 1/05/96 .......................................................................      200,000
   250,000        Detroit City, Ml, School District, State School Aid Notes, 4.50%, 5/01/96 ..............      250,522
   300,000        District of Columbia, General Fund Recovery, LOC Westdeutsche Landesbank, Daily VRDN*,
                    6.00%, 1/02/96 .......................................................................      300,000
 4,500,000        East Baton Rouge Parish, LA, PCR, Exxon Corp, VRDN*, 6.00%, 1/02/96 ....................    4,500,000   
   200,000        Fulton County, GA, PCR, General Motors Project, VRDN*, 5.20%, 1/05/96 ..................      200,000
   135,000        Genesee County, NY, IDR, Orcon Industries, AMT, LOC Fleet Bank, VRDN*,
                    4.25%, 1/01/96 .......................................................................      135,000
 3,700,000        Gulf Coast, TX, IDA, Marine Terminal RB, Amoco Oil Project, AMT, VRDN*,
                    6.15%, 1/05/96 .......................................................................    3,700,000
 5,000,000        Harris County, TX, Health Facilities Development Corp., The Methodist Hospital,
                    Morgan Guaranty Liquidity, Daily VRDN*, 6.00%, 1/1/96 ................................    5,000,000
   300,000        Illinois Educational Facility Authority, RB, Art Institute of Chicago, Weekly
                    Northern Trust Liqudity VRDN*, 5.10%, 1/05/96 ........................................      300,000 
  1,600,000        Illinois HFAR, Elmhurst Memorial Hospital, RB, Sanwa Bank Liqudity, VRDN*,
                    6.50%, 1/02/96 .......................................................................    1,600,000
   300,000        Illinois HFAR, Franciscan Sisters Project, LOC Toronto Dominion Bank, VRDN*, 5.10%,
                    1/05/96 ..............................................................................      300,000
 2,000,000        Illinois HFAR, Northwest Community Hospital, RB, Sanwa Bank Liquidity,
                    VRDN*, 6.50%, 1/02/96 ................................................................    2,000,000
   200,000        Illinois HFAR, West Suburban Hospital Medical Center, LOC First Chicago Bank,
                    VRDN*, 5.10%, 1/05/96 ................................................................      200,000
 1,600,000        Irvine Ranch Water District, CA, Consolidated, Series 93, LOC Bank of America,
                    VRDN* 6.00%, 1/02/96 .................................................................    1,600,000
 1,800,000        Irvine Ranch Water District, Orange County Consolidated, RB, LOC Bank America,
                    Daily VDRN*, 6.00%, 1/02/96 ..........................................................    1,800,000 
 7,600,000        Los Angeles Regional Airports Improvement Corp, LOC Societe Generale,
                    VRDN*, 6.00%, 1/02/96 ................................................................    7,600,000

</TABLE>

                                       2

<PAGE>

<TABLE>
<CAPTION>

FUNDAMENTAL FIXED-INCOME FUND
TAX-FREE MONEY MARKET SERIES

STATEMENT OF INVESTMENTS (continued)
December 31, 1995
- ------------------------------------------------------------------------------------------------------------------------
Principal
 Amount                                    Issue0                                                               Value    
 ------                                    -----                                                                -----        
<S>               <C>                                                                                       <C>
                                 
$4,200,000        Louisiana Recovery District, Sales Tax Bond, MBIA Insured, SPA Swiss Bank
                    Corp, Daily VDRN*, 6.00%, 1/02/96 ....................................................   $4,200,000
    90,000        Maryland Department of Housing & Community Development, Single Family
                    Program, Putable Semiannually, 3.90%, 4/01/96 ........................................       90,000
 4,000,000        Massachusetts State Updates, LOC National Westminster Bank, Daily VRDN*,
                    5.90%, 1/02/96 .......................................................................    4,000,000
   200,000        McIntosh, AL, PCR, Ciba Geigy Project, LOC Swiss Bank Corp. VRDN*,
                    5.00%, 1/05/96 .......................................................................      200,000
   300,000        Missouri, PCR, Monsanto Project, VRDN*, 5.00%, 1/05/96 .................................      300,000
   200,000        Missouri, Third Street Building Project, VRDN*, 5.35%, 1/05/96 .........................      200,000
   300,000        Montgomery, AL, Baptist Medical Cntr, Special Care Facilities Financing Auth,
                    AMBAC Insured, SPA First Chicago, VRDN*, 5.00%, 1/2/96 ...............................      300,000
   200,000        Nebraska Higher Education Loan Program, MBIA Insured, VRDN*, SPA SLMA,
                    4.90%, 1/02/96 .......................................................................      200,000
 6,000,000        New York City, NY, GO, LOC Chemical Bank, VRDN*, 5.95%, 1/02/96 ........................    6,000,000
 8,300,000        New York City, NY, GO, LOC Fuji Bank, VRDN*, 6.25%, 1/02/96 ............................    8,300,000
 1,600,000        New York City, NY, GO, LOC Sumitori Bank, VRDN*, 6.00%, 1/02/96 ........................    1,600,000
 5,200,000        New York City, NY, Municipal Water Financial Authority, FGIC Insured, VRDN*,
                    5.90%, 1/02/96 .......................................................................    5,200,000
   300,000        New York State, Job Development Authority, Fuji Bank Liquidity, VRDN*,
                    6.25%, 1/02/96 .......................................................................      300,000
 1,200,000        Peninsula, VA Port Authority, Shell Oil Company, VRDN*, 5.90%, 1/02/961,200,000
   300,000        Philadelphia, PA, TRANS, 4.50%, 6/27/96 ................................................      300,845   
   200,000        Purdue University, IN, Student Fee Bonds, Series K, VRDN*, 5.10%, 1/05/96 ..............      200,000
   300,000        San Francisco City & County Unified School District, TRANS, 4.50%, 7/25/96 .............      300,972
   125,000        Scioto County, OH, HFR, VHA Central Capital Project, AMBAC Insured, VRDN*,
                    5.00%, 1/05/96 .......................................................................      125,000
   250,000        Texas State, TRANS, 4.75%, 8/30/96 .....................................................      251,114
 5,000,000        Unita County, WY, PCR, Chevron Project, VRDN*, 5.90%, 1/02/96 ..........................    5,000,000
   200,000        Wake County, NC, PCR, Carolina Power & Light Project, LOC Sumitomo Bank, VRDN*,
                    5.50%, 1/05/96 .......................................................................      200,000
                                                                                                            -----------
                  Total Investments (Cost $84,920,453**) .................................................  $84,920,453
                                                                                                            ===========
<FN>

 *Variable Rate Demand Notes (VRDN) are instruments  whose interest rate changes
  on a  specific  date  and/or  whose  interest  rates  vary with  changes  in a
  designated base rate.
**Cost is the same for Federal income tax purposes.
</FN>
</TABLE>


                                       3

<PAGE>



FUNDAMENTAL FIXED-INCOME FUND
TAX-FREE MONEY MARKET SERIES

STATEMENT OF INVESTMENTS (continued)
December 31, 1995
- -------------------------------------------------------------------------------

Legend

0Issue     AMBAC    American Municipal Bond Assurance Corporation
           AMT      Alternative Minimum Tax
           HFA      Housing Finance Authority
           HFAR     Health Facilities Authority Revenue
           HFDC     Health Facilities Development Corporation
           HFR      Hospital Facilities Revenue
           IDR      Industrial Development Revenue
           LOC      Letter of Credit
           MBIA     Municipal Bond Insurance Assurance Corporation
           PCR      Pollution Control Revenue
           RB       Revenue Bond
           SLMA     Student Loan Marketing Association
           SPA      Stand By Bond Purchase Agreement
           SWDF     Solid Waste Disposal Facility
           TAN      Tax Anticipation Note





                       See Notes to Financial Statements.



                                       4



<PAGE>



FUNDAMENTAL FIXED-INCOME FUND
TAX-FREE MONEY MARKET SERIES

NOTES TO FINANCIAL STATEMENTS)
December 31, 1995
- -------------------------------------------------------------------------------


1. Significant Accounting Policies

    Fundamental   Fixed-Income  Fund  (the  Fund)  is  an  open-end   management
investment company registered under the Investment Company Act of 1940. The Fund
acts as a series company currently issuing three classes of shares of beneficial
interest, the Tax-Free Money Market Series, the High-Yield Municipal Bond Series
and the U.S.  Government  Strategic  Income  Fund.  Each series is  considered a
separate  entity for financial  reporting  and tax  purposes.  The Fund seeks to
provide as high a level of current income exempt from federal income taxes as is
consistent  with the  preservaton of capital and  liquidity.  The following is a
summary of significant  accounting  policies  followed in the preparation of the
Series' financial statements:

    Valuation of Securities:

      Investments are stated at amortized cost.  Under this valuation  method, a
      portfolio  instrument  is valued at cost and any  premium or  discount  is
      amortized  on  a  constant  basis  to  the  maturity  of  the  instrument.
      Amortization  of premium is charged  to income,  and  accretion  of market
      discount is credited to unrealized  gains.  The maturity of investments is
      deemed to be the longer of the period required before the Fund is entitled
      to receive payment of the principal  amount or the period  remaining until
      the next interest adjustment.

    Federal Income Taxes:

      It is the Series' policy to comply with the  requirements  of the Internal
      Revenue  Code  applicable  to  "regulated  investment  companies"  and  to
      distribute  all of its taxable and tax exempt income to its  shareholders.
      Therefore, no provision for federal income tax is required.

    Distributions:

      The Series  declares  dividends  daily from its net investment  income and
      pays such dividends on the last Wednesday of each month.  Distributions of
      net capital  gains are made  annually,  as declared by the Fund's Board of
      Trustees.   Dividends  are  reinvested  at  the  net  asset  value  unless
      shareholders request payment in cash.

    General:

      Securities  transactions are accounted for on a trade date basis. Interest
      income is accrued as earned.  Realized  gains and losses  from the sale of
      securities are recorded on an identified cost basis.

    Accounting Estimates:

      The  preparation  of financial  statements  in conformity  with  generally
      accepted  accounting  principles requires management to make estimates and
      assumptions that affect the reported amounts of assets and liabilities and
      disclosure  of  contingent  assets  and  liabilities  at the  date  of the
      financial  statements and the reported  amounts of increases and decreases
      in net assets from operations during the reporting period.  Actual results
      could differ from those estimates.

2. Investment Advisory Fees and Other Transactions with Affiliates

    The Fund has a Management  Agreement with  Fundamental  Portfolio  Advisors,
Inc. (the Manager).  Pursuant to the agreement, the Manager serves as investment
adviser to the Tax-Free Money Market Series and is  responsible  for the overall
management  of the  business  affairs  and assets of the  Series  subject to the
authority  of


                                       5


<PAGE>



FUNDAMENTAL FIXED-INCOME FUND
TAX-FREE MONEY MARKET SERIES

NOTES TO FINANCIAL STATEMENTS)
December 31, 1995
- -------------------------------------------------------------------------------


the Fund's Board of Trustees.  In compensation for the services  provided by the
Manager the Series will pay an annual  management fee in an amount equal to 0.5%
of the Series'  average  daily net assets up to $100 million and  decreasing  by
 .02% for each $100 million  increase in net assets down to 0.4% of net assets in
excess of $500  million.  The Manager is required to  reimburse  the Series on a
monthly basis for its expenses (exclusive of interest, taxes, brokerage fees and
expenses paid pursuant to the Plan of Distribution,  and extraordinary expenses)
to the extent that such  expenses,  including  the  management  fee,  exceed the
limits  on  investment  company  expenses  prescribed  in any state in which the
Series' shares are qualified for sale. No expense reimbursement was required for
the year ended December 31, 1995.

    The  Fund  has  adopted  a Plan of  Distribution,  pursuant  to  Rule  12b-1
promulgated  under the  Investment  Company Act of 1940,  under which the Series
pays to Fundamental  Service  Corporation  (FSC), an affiliate of the Manager, a
fee,  which is accrued daily and paid monthly,  at an annual rate of 0.5% of the
Series' average daily net assets. The amounts paid under the plan compensate FSC
for the  services it provides  and the  expenses  it bears in  distributing  the
Series' shares to investors. Fees to FSC amounted to $199,493 for the year ended
December 31, 1995.

    The Fund compensates Fundamental Shareholder Services, Inc., an affiliate of
the  Manager,  for the services it provides  under a Transfer  Agent and Service
Agreement.  Transfer  agent fees for the year ended  December  31,  1995 are set
forth in the Statement of Operations.

3. Trustees' Fees

    All of the Trustees of the Fund are also  directors or trustees of two other
affiliated  mutual funds for which the Manager acts as investment  adviser.  For
services and attendance at board  meetings and meetings of committees  which are
common to each Fund,  each  Trustee  who is not  affiliated  with the Manager is
compensated at the rate of $6,500 per quarter pro rated among the funds based on
their respective average net assets.

4. Shares of Beneficial Interest

    As of  December  31,  1995  there  were an  unlimited  number  of  shares of
beneficial  interest (no par value)  authorized  and capital paid in amounted to
$11,259,435.  Transactions  in shares of beneficial  interest,  all at $1.00 per
share were as follows:

                                                    1995              1994
                                              --------------     --------------
Shares sold ................................. $3,142,235,917     $3,016,643,058
Shares issued on reinvestment of dividends ..      1,075,300            841,613
Shares redeemed ............................. (3,141,064,218)    (3,014,311,288)
                                              --------------     --------------
    Net increase ............................ $    2,246,999     $    3,173,383
                                              ==============     ==============

5. Line of Credit

    The  Fund  has  a  line  of  credit   agreement   with  its  custodian  bank
collateralized  by cash and  portfolio  securities  to the extent of the amounts
borrowed.  Borrowings  under this agreement  bear interest  linked to the bank's
prime rate.


                                       6
<PAGE>


FUNDAMENTAL FIXED-INCOME FUND
TAX-FREE MONEY MARKET SERIES

NOTES TO FINANCIAL STATEMENTS)
December 31, 1995
- -------------------------------------------------------------------------------

6. Expense Offset Arrangement

    The Fund has an  arrangement  with its custodian  whereby  credits earned on
cash balances  maintained at the custodian are used to offset  custody  charges.
These credits amounted to $77,931 for the year ended December 31, 1995.
<TABLE>
<CAPTION>

7. Selected Financial Information

                                                                       Years Ended December 31,
 
                                                              1995      1994        1993       1992        1991
                                                             ------     ------     ------      -----      ----- 
<S>                                                          <C>        <C>         <C>        <C>        <C>

PER SHARE DATA AND RATIOS
  (for a share outstanding throughout the period)
Net Asset Value, Beginning of Year ........................  $ 1.00     $1.00       $1.00      $1.00      $1.00     
                                                             ------     -----       -----      -----      -----
Income from investment operations:
Net investment income .....................................   0.026      0.017      0.014       .028       .047
                                                             ------     ------     ------      -----      ----- 
Less Distributions:
Dividends from net investment income ......................  (0.026)    (0.017)    (0.014)     (.028)     (.047)
                                                             ------     ------     ------      -----      ----- 
Net Asset Value, End of Year ..............................  $ 1.00      $1.00      $1.00      $1.00      $1.00
                                                             ======      =====      =====      =====      ===== 
Total Return ..............................................   2.60%      1.69%      1.62%      2.79%      4.86%
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Year (000 omitted) .....................  11,251      9,004      5,830     32,488      8,310

Ratios to Average Net Assets
    Expenses** ............................................   1.53%++    0.91%+      .95%+      .42%+      .05%+
    Net investment income .................................   2.43%      1.55%      1.25%      2.76%      4.74%

BANK LOANS
Amount outstanding at end of period
  (000 omitted) ...........................................  $   -      $  451      $ 290      $  20      $  58  
Average amount of bank loans outstanding during the year
  (000 omitted) ...........................................  $   41     $   53      $ 111      $  69      $ 124*
Average number of shares outstanding during the year
  (000 omitted) ...........................................  44,432     56,267     25,786      7,980      6,984*
Average amount of debt per share during the year .......... $  .001    $  .001     $ .004     $ .009     $ .018

<FN>

 *Based on month end average loans or shares.
**The  expense  ratio for the year  ended  December  31,  1995 is based on total
  expenses,  before  expense  reimbursements  and  expense  offsets.  Ratios for
  periods prior to this date are net of expense reimbursements.
 +These ratios are after expense reimbursements of .44%, .67%, 1.66%, and 1.57%,
  for  each  of the  years  ended  December  31,  1994,  1993,  1992  and  1991,
  respectively.  + +This ratio would have been 1.35%,  net of expense offsets of
  .18%.
</FN>
</TABLE>


                                       7


<PAGE>

                          INDEPENDENT AUDITOR'S REPORT

The Board of Trustees and Shareholders
Tax-Free Money Market Series of
Fundamental Fixed-lncome Fund

    We have  audited  the  accompanying  statement  of assets  and  liabilities,
including the statement of  investments,  of the Tax-Free Money Market Series of
Fundamental  Fixed-lncome Fund as of December 31, 1995 and the related statement
of  operations  for the year then ended,  the statement of changes in net assets
for each of the two years in the period then ended,  and the selected  financial
information for each of the five years in the period then ended. These financial
statements and selected  financial  information  are the  responsibility  of the
Fund's  management.  Our  responsibility  is to  express  an  opinion  on  these
financial statements and selected financial information 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  selected
financial  information  are free of  material  misstatement.  An audit  includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the financial  statements.  Our procedures  included  confirmation of securities
owned as of December 31, 1995 by  correspondence  with the  custodian.  An audit
also includes assessing the accounting principles used and significant estimates
made by  management,  as well as  evaluating  the  overall  financial  statement
presenation.  We believe  that our  audits  provide a  reasonable  basis for our
opinion.

    In our opinion,  the financial statement and selected financial  information
referred to above  present  fairly,  in all  material  respects,  the  financial
position of the Tax-Free Money Market Series of Fundamental Fixed-!ncome Fund as
of December 31, 1995, and the results of its operations,  changes in net assets,
and selected financial information for the periods indicated, in conformity with
generally accepted accounting principles.

                                                         S I G N A T U R E

New York, New York
February 13, 1996


                                       8



<PAGE>


Left Col.
  


    FUNDAMENTAL FIXED-INCOME FUND
        90 Washington Street
      New York, New York 10006
          1-800-322-6864


      Independent Auditors
     McGladrey & Pullen, LLP    
      New York, NY 10017 



           Attorney
     Kramer, Levin, Naftalis,
     Nessen, Kamin & Frankel
       919 Third Avenue
      New York, NY 10022
     

   

This report and the financial statements contained
herein are submitted for the general information of
the shareholders of the Fund. The report is not
authorized for distribution to prospective investors
in the Fund unless preceded or accompanied by an
effective prospectus.




Right Col.



           Annual Report
         December 31, 1995  




            FUNDAMENTAL
         FIXED-INCOME FUND


              Tax-Free
         Money Market Series




             FUNDAMENTAL

<PAGE>

Dear Fellow Shareholder:

         Financial assets scored remarkable gains in 1995.  For
example, the Dow Jones Industrial Average ended the year above
5000, for a gain of about 33%.  The Treasury bellweather thirty-
year "long" bond finished 1995 with a yield less than 6%, and the
Bond Buyer index of forty actively traded municipal bonds
increased by 15%.

         A plethora of favorable developments were behind these
gains.  The economic fundamentals of modest growth and low
inflation not only remained intact, but actually began to be
thought of as an enduring phenomenon.  And rhetoric flowing from
the White House and Congress seemed to indicate that genuine
progress could be made toward erasing the federal budget deficit.
Finally, the Federal Reserve began to reverse its tightfisted
policy of 1994 by modestly reducing short-term interest rates,
for the first time in July, and then again in December.  In this
environment saving and investment seemed to become fashionable
again, as wage earners poured record sums into IRA and 401(k)
retirement plans.

         Importantly, unlike 1993 when the Federal Reserve actively
lowered interest rates to stimulate business activity, the Fed
pursued a different strategy in 1995.  Indeed, throughout the
year the Central Bank was being accused of being too stringent
rather than too lenient.  The upshot was that market interest
rates fell faster than the Federal Reserve's own rate cuts, such
that the spread between short- and long-term interest rates
narrowed dramatically throughout the year.

         This is important for 1996 in two respects.  First, the
narrowness of the interest rate spread discourages speculation
and leverage.  Second, since the spread itself is a reflection of
a stringent monetary policy, it is highly unlikely that either
economic activity or inflation will get off the ground.  Indeed,
while the economy may well skirt a recession in 1996, the
downside risks to the economy seem greater than the upside
potential.

         Thus, the credit easing that began in 1995 is likely to
continue in 1996, in our view, and as a result interest rates are
likely to continue to trend down while bond prices trend up.
Unlike 1995, though, we would expect short-term interest rates to
begin falling somewhat faster than long-term rates in 1996.

         The municipal bond market began 1995 on a strong note as it
benefitted from the positive fundamentals of slow growth and low
inflation, as well as from a reduction in the issuance of state
and local bonds that began in 1994.  By late spring, however,
municipals began to underperform Treasuries as discussions about
a reform of the tax system, and specifically a flat tax, received
attention.



<PAGE>

         In a pure flat tax system all incomes would be taxed at the
same rate, and in its most extreme form all deductions would be
eliminated, including those for real estate taxes, mortgage
interest, municipal bond interest, and state and local income
taxes.

         The flat tax is a long way from being enacted, and even if
it ever is enacted, it will be significantly amended.  In our
view it is unlikely to ever be enacted, and indeed, the Clinton
Administration has already come out squarely against it.
Nevertheless, the mere mention of eliminating the interest
deduction on municipal bonds hurt the market such that by autumn,
yields on municipal bonds were about comparable to the yield on
Treasury bonds, instead of being lower, as is normal.

         In our view this anomaly is presenting municipal bond
investors with a unique opportunity.  As this tax hysteria
subsides, munis will once again sell at a premium relative to
Treasuries, meaning that municipal bond prices will rise to
Treasuries.  And in the worst case, munis will yield on a par
with Treasuries, which is practically the case currently.

         Investors in Fundamental's High-Yield Municipal Bond Fund
were handsomely rewarded in 1995.  Net Asset Value rose from
$5.92 per share at the end of 1994 to $7.07 at the end of 1995
for a hefty 25.7% total return.  As a result, the High-Yield
Municipal Bond Fund was the year's highest ranking High-Yield
Municipal Bond Fund.

         The High-Yield Municipal Bond Fund is particularly sensitive
to fluctuations in short-term interest rates, so as the Federal
Reserve began to ease credit around mid-year, the Fund was
positively affected.  Moreover, because we were generally
constructive on the interest rate outlook for 1995, the Fund's
portfolio maintained a long duration.  If in fact the Federal
Reserve continues gradually lowering short-term interest rates in
1996, the High-Yield Municipal Bond Fund will further benefit.

         Nonetheless, returns such as those generated in 1995 should
not be expected to recur.  Interest rates will probably not fall
as sharply in 1996 as they did in 1995.  However, as discussions
about the flat tax are clarified, or more likely terminated,
municipal bonds will outperform Treasuries, and this will be
positive for the High-Yield Municipal Bond Fund.

         Of course, interest rates and bond prices will always
fluctuate, so investors are urged to undertake an investment
program over time rather than in one lump sum.  Meanwhile, we
thank you for your continued trust, and we look forward to
continuing to serve you in the future.

Sincerely,





Dr. Vincent J. Malanga

<PAGE>

 FUNDAMENTAL FIXED INCOME FUND
HIGH YIELD MUNICIPAL BOND SERIES

(chart material)

- ----------------------------------------------------------
             FFIF High Yield Municipal Bond Series
             Avg Annual Total Return Thru 12/31/95
- ----------------------------------------------------------
        1 Year        5 Year    Since Inception (10/1/87)

        25.70%        6.13%              2.75%
- ----------------------------------------------------------

$25,000

$20,000

$15,000

$10,000

 $5,000


 9/30/87

12/31/88

12/31/89

12/31/90

12/31/91

12/31/92

12/31/93

12/31/94

12/31/95


Lehman Brothers
Index $20,873

Consumer Price
Index $13,380

FFIF High Yield
Series $12,507


Past performance is not predictive of future performance.

The above illustration compares a $10,000 investment made in the Fund on 10/1/87
(Inception Date) to a $10,000  investment made in the Lehman Brothers  Municipal
Bond  Index on that date.  For  comparative  purposes  the value of the index on
9/30/87 is used as the  beginning  value on 10/1/87.  All  dividends and capital
gain distributions are reinvested.

The  Fund  invests  primarily  in  lower  grade  municipal  securities  and  its
performance  takes into account fees and expenses.  Unlike the Fund,  the Lehman
Brothers Municipal Bond Index is an unmanaged total return performance benchmark
for the long-term,  investment-grade  tax exempt bond market calculated by using
municipal bonds selected to be representative of the market.  The Index does not
take into account fees and expenses.  Further information relating to the Fund's
performance,  including expense reimbursements,  if applicable,  is contained in
the Fund's Prospectus and elsewhere in this report.

Lehman Index Source: Lehman Brothers

The Consumer  Price Index is a commonly used measure of  inflation;  it does not
represent an investment return.





<PAGE>

                          FUNDAMENTAL FIXED-INCOME FUND
                        HIGH-YIELD MUNICIPAL BOND SERIES
 
                       STATEMENT OF ASSETS AND LIABILITIES
                                December 31, 1995


             ASSETS
 
Investment in securities at value (Note 5)
    (cost $1,879,365)                                                $1,828,053
Interest receivable                                                      31,848
Receivable for shares sold                                               16,000
                                                                     ----------

                  Total assets                                       $1,875,901
                                                                     ----------

   LIABILITIES

Bank overdraft payable                                               $  378,766
Payable for shares redeemed                                              26,658
Dividend payable                                                          1,162
Accrued expenses                                                         11,880
                                                                     ----------

                  Total liabilities                                  $  418,466
                                                                     ----------
 
Net assets consisting of:
    Accumulated net realized loss                                    $ (198,899)
    Unrealized depreciation of securities                               (51,312)
    Paid-in-capital applicable to 206,234
        shares of beneficial interest                                 1,707,646
                                                                     ----------

                                                                     $1,457,435
                                                                     ==========

Net asset value per share                                            $     7.07
                                                                     ==========


See Notes to Financial Statements.




<PAGE>

                          FUNDAMENTAL FIXED-INCOME FUND
                        HIGH-YIELD MUNICIPAL BOND SERIES
 
                             STATEMENT OF OPERATIONS
                          Year Ended December 31, 1995


Investment income:
    Interest income                                                   $  91,471

Expenses (Notes 2, 3 and 6):
    Investment advisory fees                             $  9,569
    Custodian and accounting fees                          28,192
    Transfer agent fees                                     6,011
    Trustee fees                                              707
    Distribution fees                                       5,981
    Professional fees                                      40,715
    Printing and postage                                    6,170
    Other                                                   6,904
                                                         --------
                                                          104,249

    Less expenses waived or reimbursed by
        the manager and affiliate                         (74,369)
                                                         --------

                  Total expenses                                         29,880
                                                                      ---------
                  Net investment income                                  61,591
 
Realized and unrealized gain (loss)
    on investments:
    Net realized loss on investments                      (39,968)
    Change in unrealized appreciation of
        investments for the year                          253,452
                                                         --------

                  Net gain on investments                               213,484
                                                                      ---------

                  Net increase in net assets
                    from operations                                   $ 275,075
                                                                      =========


See Notes to Financial Statements.




<PAGE>

                          FUNDAMENTAL FIXED-INCOME FUND
                        HIGH-YIELD MUNICIPAL BOND SERIES

                       STATEMENTS OF CHANGES IN NET ASSETS
                     Years Ended December 31, 1995 and 1994


                                                         1995           1994   
                                                      ----------     ----------
Increase (decrease) in net assets from:
    Operations:
        Net investment income                         $   61,591     $   68,184
        Net realized loss on investments                 (39,968)       (54,302)
        Unrealized appreciation (depreciation)
         of investments for the year                     253,452       (161,607)
                                                      ----------     ----------

                  Net increase (decrease) in net
                    assets from operations               275,075       (147,725)

    Dividends paid to shareholders from net
        investment income                                (61,591)       (68,184)
    Capital share transactions (Note 4)                  264,793        108,138
                                                      ----------     ----------

                  Total increase (decrease)              478,277       (107,771)

Net assets:
    Beginning of year                                    979,158      1,086,929
                                                      ----------     ----------

    End of year                                       $1,457,435     $  979,158
                                                      ==========     ==========


See Notes to Financial Statements.



<PAGE>


                          FUNDAMENTAL FIXED-INCOME FUND
                        HIGH-YIELD MUNICIPAL BOND SERIES

                            STATEMENT OF INVESTMENTS
                                December 31, 1995


Par Value              Security Description                             Value  
- ---------              --------------------                             -----

$ 40,000    Allegheny County, PA, IDA, AFR, USAir Inc.,
            8.875%, 3/1/21                                           $   42,118
  50,000    Angels, CA, Improvement Bond Act of 1915,
            Greenhorn Creek Association, 7.300%, 9/2/21                  52,371
  75,000    Apple Valley, MN, IDR, K-Mart Corporation
            Project, 6.000%, 4/1/01                                      66,822
  35,000++  Babylon, NY, IDA, RFR, Babylon Recycling
            Center, 8.875%, 3/1/11                                       17,549
  40,000    Brookhaven, NY, IDA, CFR, Dowling College,
            6.750%, 3/1/23                                               42,060
  75,000    California Alternative Energy & Advanced
            Transmission Finance Authority, SRI
            International Project, 8.000%, 12/1/20                       72,562
  60,000    California Health Facilities Authority,
            Valley Presbyterian Hospital Project, RB,
            Series A, 9.000%, 5/1/12                                     60,076
  35,000    Cass County, MO, IDA, 7.375%, 10/1/22                        37,483
 250,000    Colorado Health Facilities Authority, RHR,
            Liberty Heights Project, ETM, CAB, 7/15/24                   38,955
  50,000    Decatur, GA, Downtown Development Authority,
            IDR, Decatur Hotel Project, AMT, 8.750%, 11/1/16             50,880
 500,000    Foothill/Eastern TCA, Toll Road Revenue, CAB, 
            1/1/26                                                       74,410
  50,000    Illinois Development Financial Authority, Solid
            Waste Disposal, RB, Ford Heights Waste Tire
            Project, 7.875%, 4/1/11                                      50,410
  45,000    Illinois Health Facilities Authority, Midwest,
            Physician Group Ltd. Project, RB, 8.125%, 11/15/19           48,361
  35,000    Indianapolis, IN, RB, Robin Run Village Project,
            7.625%, 10/1/22                                              38,576
  50,000    Joplin, MO, IDA, Hospital Facilities Revenue,
            Tri State Osteopathic, 8.250%, 12/15/14                      53,013
  50,000    Los Angeles, CA, Regional Airport, Continental
            Airlines, AMT, 9.250%, 8/1/24                                56,951
  35,000    Maine Finance Authority, Solid Waste RFR, Bowater
            Inc. Project, 7.750%, 10/1/22                                38,723
  35,000    Montgomery County, PA, HEHA, Hospital Revenue,
            Series A, 8.375%, 11/1/11                                    37,037
  95,000    Montgomery County, TX, Health Facilities Development
            Corp., The Woodlands Medical Center, 8.850%, 8/15/14        104,448
  25,000'   New York, NY, GO, IFRN, 10/1/03                              40,827
 100,000+   Niagara Falls, NY, URA, Old Falls Street Improvement
            Project, 11.00%, 5/1/99                                      49,336
  50,000    Northeast, TX, Hospital Authority Revenue, Northeast
            Medical Center, 7.250%, 7/1/22                               52,910
  30,000    Philadelphia, PA, HEHA, Graduate Health Systems
            Project, 7.250%, 7/1/18                                      32,556
  75,000    San Bernardino, CA, San Bernardino Community Hospital,   
            RB, 7.875%, 12/1/19                                          75,000



<PAGE>

                          FUNDAMENTAL FIXED-INCOME FUND
                        HIGH-YIELD MUNICIPAL BOND SERIES

                            STATEMENT OF INVESTMENTS
                                December 31, 1995


Par Value              Security Description                             Value  
- ---------              --------------------                             -----

$100,000'   San Bernardino, CA, COP, IFRN, 7/1/16                    $  104,168
  40,000    San Joaquin Hills, CA, TCA, Toll Road Revenue,
            7.000%, 1/1/30                                               42,609
  60,000'   San Jose, CA, Redevelopment Agency, Tax Allocation
            Bonds, IFRN, MBIA Insured, 8/1/16                            55,216
 250,000    Savannah, GA, Economic Development Authority
            Revenue, ETM, CAB, 12/1/21                                   45,977
  50,000    Schuylkill County, PA, IDA Resource Recovery,
            Schuylkill Energy Res. Inc., AMT, 6.500%, 1/1/10             51,937
  50,000    Tomball, TX, Hospital Authority Revenue,
            Refunding, 6.125%, 7/1/23                                    49,280
  20,000++  Tri-State Health Care Corp., PA, First Humanics
            Corp., Henry Clay Project, 13.75%, 12/1/14                    4,019
  15,000+   Troy,NY, IDA, Hudson River Project, 11.00%,
            12/1/14                                                      11,250
  75,000++  Villages at Castle Rock, CO, Metropolitan
            District #4, 8.500%, 6/1/31                                  19,501
 100,000    Wayne MI, AFR, Northwest Airlines Inc. 6.750%,
            12/1/15                                                     103,134
  50,000    Wisconsin Health & Educational Facilities
            Authority, National Agency of New Berlin Project,
            RB, 8.000%, 8/15/25                                          49,489
  75,000    York County, VA, IDA, K-Mart Corp. Project, RB,
            5.750%, 12/1/09                                              58,039
                                                                     ----------
            Total investments (cost $1,879,365")                     $1,828,053
                                                                     ==========
 
"     Cost is approximately the same for income tax purposes.
'     Inverse Floating Rate Notes (IFRN) are instruments whose rates bear an
      inverse relationship to the interest rate on another security or the
      value of an index.
+     The value of this non-income producing security has been estimated in
      good faith under methods determined by the Fund's Board of Trustees
      (Note 5).
++    Non-income producing security (Note 5).
*     Description:
         AFR          Airport Facilities Revenue
         AMT          Subject to Alternative Minimum Tax
         CAB          Capital Appreciation Bond
         COP          Certificate of Participation
         CFR          Civic Facility Revenue
         ETM          Escrowed to Maturity
         GO           General Obligation
         HEHA         High Education and Health Authority
         IDA          Industrial Development Authority
         IDR          Industrial Development Revenue
         MBIA         Municipal Bond Insurance Assurance Corporation
         RFR          Recycling Facility Revenue
         RHR          Retirement Housing Revenue
         RB           Revenue Bond
         TCA          Transportation Corridor Agency
         URA          Urban Renewal Agency
         IFRN         Inverse Floating Rate Note



<PAGE>


                          FUNDAMENTAL FIXED-INCOME FUND
                        HIGH-YIELD MUNICIPAL BOND SERIES

                          NOTES TO FINANCIAL STATEMENTS


Note 1.  Significant Accounting Policies

                Fundamental Fixed-Income Fund (the Fund) is an open-end
                management investment company registered under the Investment
                Company Act of 1940.  The Fund operates as a series company
                currently issuing three classes of shares of beneficial
                interest, the Tax-Free Money Market Series, the High-Yield
                Municipal Bond Series and the U.S. Government Strategic
                Income Fund (the Series).  Each series is considered a
                separate entity for financial reporting and tax purposes.
                The Series seeks to provide a high level of current income
                exempt from federal income tax through investment in a
                portfolio of lower quality municipal bonds, generally
                referred to as "junk bonds."  These bonds are considered
                speculative because they involve greater price volatility and
                risk than do higher rated bonds.  The following is a summary
                of significant accounting policies followed in the
                preparation of the Series' financial statements:

                Valuation of securities:

                    Investments are stated at value based on prices provided by
                    a pricing service which takes into account appropriate
                    factors such as institution-size trading in similar groups
                    of securities, yield, quality, coupon rate, maturity, type
                    of issue, trading characteristics and other market data,
                    without exclusive reliance upon exchange or over-the-
                    counter prices, because such valuations are believed to
                    reflect more accurately the fair value of such securities.
                    Securities not priced in this manner are valued in good
                    faith by the Board of Trustees.

                Federal income taxes:

                    It is the Series' policy to comply with the requirements of
                    the Internal Revenue Code applicable to "regulated
                    investment companies" and to distribute all of its taxable
                    and tax exempt income to its shareholders.  Therefore, no
                    provision for federal income tax is required.

                Distributions:

                    The Series declares dividends daily from its net investment
                    income and pays such dividends on the last business day of
                    each month.  Distributions of net capital gain, if any,
                    realized on sales of investments are anticipated to be made
                    before the close of the Series' fiscal year, as declared by
                    the Board of Trustees.  Dividends are reinvested at the net
                    asset value unless shareholders request payment in cash.




<PAGE>

                          NOTES TO FINANCIAL STATEMENTS


                General:

                    Securities transactions are accounted for on a trade date
                    basis.  Interest income is accrued as earned.  Realized
                    gain and loss from the sale of securities are recorded on
                    an identified cost basis.  Original issue discounts and
                    premiums are amortized over the life of the respective
                    securities.  Premiums are amortized and charged against
                    interest income and original issue discounts are accreted
                    to interest income.

                Accounting estimates:

                    The preparation of financial statements in conformity with
                    generally accepted accounting principles requires
                    management to make estimates and assumptions that affect
                    the reported amounts of assets and liabilities and
                    disclosure of contingent assets and liabilities at the date
                    of the financial statements and the reported amounts of
                    increases and decreases in net assets from operations
                    during the reporting period.  Actual results could differ
                    from those estimates.

Note 2.         Investment Advisory Fees and Other Transactions With
                    Affiliates

                The Fund has a Management Agreement with Fundamental
                Portfolio Advisors, Inc. (the Manager).  Pursuant to the
                agreement, the Manager serves as investment adviser to the
                High-Yield Municipal Bond Series and is responsible for the
                overall management of the business affairs and assets of the
                Series subject to the authority of the Funds' Board of
                Trustees.  In compensation for the services provided by the
                Manager, the Series will pay an annual management fee in an
                amount equal to 0.8% of the Series' average daily net assets
                up to $100 million and decreasing by.02% for each $100
                million increase in net assets down to 0.7% of net assets in
                excess of $500 million.  The Manager is required to reimburse
                the Series on a monthly basis for its expenses (exclusive of
                interest, taxes, brokerage fees and expenses paid pursuant to
                the Plan of Distribution, and extraordinary expenses) to the
                extent that such expenses, including the management fee,
                exceed the limits on investment company expenses prescribed
                in any state in which the Series' shares are qualified for
                sale.  The Manager voluntarily waived fees and reimbursed
                expenses of $57,191 for the year ended December 31, 1995.

                The Fund has adopted a Plan of Distribution, pursuant to Rule
                12b-1 promulgated under the Investment Company Act of 1940,
                under which the Series pays to Fundamental Service
                Corporation (FSC), an affiliate of the Manager, a fee, which
                is accrued daily and paid monthly, at an annual rate of 0.5%
                of the Series' average daily net assets.  Amounts paid under
                the plan are to compensate FSC for the services it provides




<PAGE>

                and the expenses it bears in distributing the Series' shares
                to investors.  FSC has waived all fees and reimbursed certain
                expenses in the amount of $11,167 for the year ended
                December 31, 1995.

                The Fund compensates Fundamental Shareholder Services, Inc.
                (FSSI), an affiliate of the Manager, for the services it
                provides under a Transfer Agent and Service Agreement.  FSSI
                has waived all fees in the amount of $6,011 for the year
                ended December 31, 1995.


Note 3.         Trustees' Fees

                All of the Trustees of the Fund are also directors or
                trustees of two other affiliated mutual funds for which the
                Manager acts as investment adviser.  For services and
                attendance at board meetings and meetings of committees which
                are common to each fund, each Trustee who is not affiliated
                with the Manager is compensated at the rate of $6,500 per
                quarter pro rated among the funds based on their respective
                average.

Note 4.         Shares of Beneficial Interest

                As of December 31, 1995, there were an unlimited number of
                shares of beneficial interest (no par value) authorized and
                capital paid in amounted to $1,707,646.  Transactions in
                shares of beneficial interest were as follows:

 
                                         Year Ended             Year Ended
                                      December 31, 1995      December 31, 1994
                                      -----------------      -----------------
                                      Shares      Amount     Shares     Amount 
                                      ------      ------     ------     ------

                  Shares sold         137,251    $921,557    82,599    $534,554
                  Shares issued on
                    reinvestment of
                    dividends           8,305      54,195     7,829      50,715
                  Shares redeemed    (104,760)   (710,959)  (74,527)   (477,131)
                                      -------    --------    ------    -------- 
                  Net increase         40,796    $264,793    15,901    $108,138
                                      =======    ========    ======    ========

Note 5.         Complex Securities and Investment Transactions
 
                Inverse floating rate notes (IFRN):

                    The Fund invests in variable rate securities commonly
                    called "inverse floaters."  The interest rates on these
                    securities have an inverse relationship to the interest
                    rate of other securities or the value of an index.  Changes
                    in the interest rate on the other security or index
                    inversely affect the rate paid on the inverse floater, and
                    the inverse floater's price will be more volatile than that
                    of a fixed-rate bond.




<PAGE>


                Investments transactions:

                    The Fund invests in lower rated or unrated ("junk")
                    securities which are more likely to react to developments
                    affecting market risk and credit risk than would higher
                    rated securities which react primarily to interest rate
                    fluctuations.  The Fund held securities in default with an
                    aggregate value of $101,655 at December 31, 1995 (5.42% of
                    total assets).  As indicated in the Statement of
                    Investments the Troy, NY Industrial Revenue Bond, 11% due
                    December 1, 2014 with a par value of $15,000 and a value of
                    $11,250 at December 31, 1995 has been estimated in good
                    faith under methods determined by the Board of Trustees.

                    The Fund owns 1.7% of a Niagara Falls New York Urban
                    Renewal Agency 11% Bond ("URA Bond") due to mature on
                    May 1, 2009 which has missed interest and sinking fund
                    payments.  An affiliated investment company owns 98.3% of
                    this bond issue.  The ability of this bond issue to make
                    future payments is dependent on the ability of the
                    underlying projects making certain rental payments.  There
                    is uncertainty as to the timing of events and the
                    subsequent ability of this bond issue to make service debt
                    payments.  The value of this bond was $49,336.  The bond is
                    valued at 49.3% of face value at December 31, 1995 under
                    methods determined by the Board of Trustees.

                    During the year ended December 31, 1995, the cost of
                    purchases and proceeds from sales of investment securities,
                    other that short-term obligations, were $1,158,619 and
                    $536,639, respectively.  Accumulated undistributed net
                    realized loss as of December 31, 1995 was $198,899.  This
                    capital loss carry forward may be used to offset future
                    capital gains for tax purposes, and expires in varying
                    amounts between December 31, 1998 and December 31, 2004.

                    As of December 31, 1995, net unrealized depreciation of
                    portfolio securities amounted to $51,312 composed of
                    unrealized appreciation of $105,513 and unrealized
                    depreciation of $156,825.




<PAGE>


                          NOTES TO FINANCIAL STATEMENTS

Note 6.  Selected Financial Information

         Per share operating performance (for a share outstanding
         throughout the year):
<TABLE>
<CAPTION>
         
                                                              Years Ended December 31,       
                                                 -------------------------------------------------
                                                  1995       1994       1993       1992       1991  
                                                 ------     ------     ------     ------     ------ 
       <S>                                       <C>        <C>        <C>        <C>        <C>  
        Net asset value,
           beginning of year                     $ 5.92     $ 7.27     $ 7.30     $ 7.29     $ 7.02
                                                 ------     ------     ------     ------     ------ 

         Income from investment
           operations:
           Net investment income                 $  .34     $  .43     $  .39     $  .43     $  .42
           Net realized and
             unrealized gains
             (losses) on
             investments                           1.15      (1.35)      (.03)       .01        .27
                                                 ------     ------     ------     ------     ------ 

           Total from investment
             operations                            1.49      (0.92)      0.36       0.44       0.69
                                                 ------     ------     ------     ------     ------ 

           Less distributions:
             Dividends from net
               investment income                   (.34)      (.43)      (.39)      (.43)      (.42)
                                                 ------     ------     ------     ------     ------ 

           Net asset value,
             end of year                         $ 7.07     $ 5.92     $ 7.27     $ 7.30     $ 7.29
                                                 ======     ======     ======     ======     ======
           Total return                          25.70%   (12.92)%      5.11%      6.26%     10.14%

           Ratios/supplemental data:
             Net assets, end of
               year (000's)                       1,457        979      1,087      1,050      1,176
             Ratios to average net
               assets:
               Expenses*                          2.50%      2.50%      2.50%      2.87%      2.63%
               Net investment income*             5.15%      6.70%      5.40%      5.89%      5.93%
             Portfolio turnover rate             43.51%     75.31%     84.89%    100.21%     15.78%
           Bank loans:
             Amount outstanding at
               end of year (000
               omitted)                          $  379     $   -      $   -      $   20     $  103
             Average amount of
               bank loans
               outstanding during
               the year (000 omitted)                61         -          -          57         29
             Average number of
               shares outstanding
               during the year
               (000 omitted)                        183        156        145        144        188
             Average amount of debt
               per share during the
               year                                $.33     $   -      $   -      $ 0.40      $0.15


<FN>
* These ratios are after expense reimbursements of 6.22%, 6.20%, 5.76%,
  4.83%, and .11% for each of the years ended December 31, 1995,
  1994, 1993, 1992 and 1991, respectively.
</FN>
</TABLE>

<PAGE>


                          Independent Auditor's Report
 

To the Board of Trustees and Shareholders
Fundamental Fixed-Income Fund
High-Yield Municipal Bond Series

We have audited the accompanying statement of assets and liabilities,
including the statement of investments, of Fundamental Fixed-Income
Fund High-Yield Municipal Bond Series as of December 31, 1995, and the
related statements of operations for the year then ended, the
statement of changes in net assets for each of the two years then
ended and the selected financial information for each of the five
years then ended.  These financial statements and selected financial
information are the responsibility of the Fund's management.   Our
responsibility is to express an opinion on these financial statements
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
are free of material misstatement.  An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the
financial statements.  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 selected financial
information referred to above present fairly, in all material
respects, the financial position of Fundamental Fixed-Income Fund
High-Yield Municipal Bond Series as of December 31, 1995, and the
results of its operations, changes in net assets, and selected
financial information for the periods indicated, in conformity with
generally accepted accounting principles.


New York, New York
February 13, 1996


<PAGE>


Left Col.
  


    FUNDAMENTAL FIXED-INCOME FUND
        90 Washington Street
      New York, New York 10006
          1-800-322-6864


      Independent Auditors
     McGladrey & Pullen, LLP    
      New York, NY 10017 



           Attorney
     Kramer, Levin, Naftalis,
     Nessen, Kamin & Frankel
       919 Third Avenue
      New York, NY 10022
     

   

This report and the financial statements contained
herein are submitted for the general information of
the shareholders of the Fund. The report is not
authorized for distribution to prospective investors
in the Fund unless preceded or accompanied by an
effective prospectus.




Right Col.



           Annual Report
         December 31, 1995  




            FUNDAMENTAL
         FIXED-INCOME FUND


            High Yield
       Municipal Bond Series



          Revised 4/15/96

             FUNDAMENTAL









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