AAL MUTUAL FUNDS, 485APOS, 1998-06-25

AAL MUTUAL FUNDS
485APOS, 1998-06-25

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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549

FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Post-Effective Amendment No. 28

and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY
ACT OF 1940

Amendment No. 30

(Check appropriate box or boxes)

THE AAL MUTUAL FUNDS
(Exact name of registrant as specified in charter)

222 West College Ave.
Appleton, Wisconsin 54919-0007
(Address of Principal Executive Offices) (Zip Code)

Registrant's Telephone Number, including Area Code (414) 734-5721
Robert G. Same
Secretary
The AAL Mutual Funds
222 West College Avenue
Appleton, WI 54919-0007
(Name and Address of Agent for Services)

Approximate date of proposed public offering: As soon as practicable after the
effective date of the registration statement.

It is proposed that this filing will become effective (check appropriate box):
o immediately upon filing pursuant to paragraph (b) of Rule 485
o on __________, pursuant to paragraph (b) of Rule 485
o 60 days after filing pursuant to paragraph (a)(1) of Rule 485
X on September 1, 1998, pursuant to paragraph (a)(1) of Rule 485
o 75 days after filing pursuant to paragraph (a)(2) of Rule 485
o on __________, pursuant to paragraph (a)(2) of Rule 485

If appropriate check the following box:
X This post-effective amendment designates a new effective date for a
previously filed post-effective amendment.

<PAGE>

THE AAL MUTUAL FUNDS
THE AAL U.S. GOVERNMENT ZERO COUPON TARGET FUNDS
Series 2001 and Series 2006
222 West College Ave.
Appleton, WI 54919-0007
800-553-6319 or 414-734-7633 TDD 800-684-3416

Prospectus

September 1, 1998

The AAL U.S. Government Zero Coupon Target Funds invest primarily in zero coupon
bonds. The Funds are designed for investors seeking high future returns from
U.S. government securities with a reasonable assurance of receiving a targeted
dollar amount, predictable at the time of investment, on a specific maturity
date. Series 2001 matures on November 15, 2001, and Series 2006 matures on
November 15, 2006.

PLEASE TAKE NOTICE

The Funds closed sales of The AAL U.S. Government Zero Coupon Target Funds,
Series 2001 and 2006 to new shareholders and to existing shareholders for
additional purchases effective May 31, 1993. Existing shareholders may purchases
additional shares by reinvesting dividends and capital gains, if any, received
on their existing accounts at net asset value. Although the Funds do not intend
to do so, they may open sales in the future.

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION, NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED ON THE
ADEQUACY OR ACCURACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.

<PAGE>

Table of Contents

RISK/RETURN SUMMARY
Investment Objectives/Goals
Principal Investment Strategies
Principal Risks
Risk/Return Bar Chart and Table
Fee Table
INVESTMENT OBJECTIVES, PRINCIPAL INVESTMENT STRATEGIES AND RELATED RISKS
Investment Objectives
Investment Policies
Risks
MANAGEMENT, ORGANIZATION AND CAPITAL STRUCTURE
Investment Adviser
Advisory Fee
Portfolio Manager
SHAREHOLDER INFORMATION
Pricing of Funds' Shares
How to Buy Shares
How to Redeem (sell) Shares
Dividends, Distributions and Taxes
DISTRIBUTION ARRANGEMENTS
Sales Charges (Loads)
FINANCIAL HIGHLIGHTS
Series 2001
Series 2006

<PAGE>

RISK/RETURN SUMMARY

Investment Objective

The Funds seek high, relatively predictable investment returns from U.S.
government securities over selected periods of time from two portfolios maturing
in 2001 and 2006, assuming investors reinvest the dividends and capital gains
distributed by the Funds.

Principal Investment Strategy

The Funds invest in a variety of U.S. government securities primarily (at least
80%) consisting of zero coupon bonds, 50% of which will mature within two years
of the Funds' target dates.

Principal Risk

Interest Rate Risk: Changes in interest rate levels affect the value of the
bonds in the portfolio and the value of the Fund as a whole. During periods of
higher interest rates, the value of the bonds in the portfolios will tend to
fall. Zero coupon bonds tend to fluctuate in value to a greater degree than
bonds with fixed coupons. The Funds cannot assure that you will be able to sell
your shares for more than you paid for them. You could lose money investing in
the Funds.

Risk/Performance

The following bar charts and table illustrate the Funds' risks and performances
for Series 2001 and 2006, respectively. The charts show changes in the total
returns from calendar year to calendar year and the table compares the average
annual returns for one, five and seven calendar year periods since inception for
Series 2001 and 2006 to those of a broad market index for the same periods.
However, please note that the past performance indicated in the charts and table
do not indicate future performance for the Funds.

Charts

The chart below shows Series 2001's calendar year, total returns for the past
seven calendar years.

The AAL U.S. Government Zero Coupon Target Fund
Series 2001
Annual Total Returns

12/31/91 19.95%
12/31/92 7.03%
12/31/93 16.99%
12/31/94 -8.62%
12/31/95 22.82%
12/31/96 0.89%
12/31/97 7.21%

The bar chart does not reflect the 4.75% maximum sales loads. If the chart
reflected sales loads, returns would be less than those shown. The Fund's year
to date return as of June 30, 1998 was ___%.

The chart below shows Series 2006's calendar year, total returns for the past
seven calendar years.

The AAL U.S. Government Zero Coupon Target Fund
Series 2006
Annual Total Returns

12/31/91 19.32%
12/31/92 8.58%
12/31/93 22.78%
12/31/94 -11.47%
12/31/95 35.08%
12/31/96 -2.31%
12/31/97 11.93%

The bar chart does not reflect the 4.75% maximum sales loads. If the chart
reflected sales loads, returns would be less than those shown. The Fund's
year-to-date return as of June 30, 1998 was ____%.

Table

The table below compares the Funds' average annual total returns for the one,
five and seven calendar year periods ended December 31, 1997, to those of the
Lehman Brothers Aggregate Bond Index. Performance reflects the payment of the
4.75% maximum sales loads charged by the Funds on the purchase of new shares
(currently, the Funds are closed to new investors).

Risk/Return Table

Average Annual Returns
for the Periods Ended 12/31/97

One-Year Five-Year Seven-Year

Series 2001 2.13% 6.24% 8.35%
Series 2006 3.68% 8.86% 10.51%
Lehman Brothers Aggregate* 9.65% 7.48% 8.65%

* The index covers four major classes of fixed-income securities in the U.S.:
U.S. Treasury and U.S. government agency securities, corporate debt
obligations, mortgage-backed securities and asset-backed securities.

Expenses

Fee Table

This table describes the fees and expenses you may pay if you buy and hold the
Funds' shares

Shareholder Fees Target Fund Target Fund
(fees paid directly from your Series 2001 Series 2006
investment)

Maximum sales charge (load) 4.75% 4.75%
imposed on purchases (as a
percentage of offering price)

Maximum deferred sales charge None None
(load) on purchases (as a
percentage of net asset value upon
redemption)

Maximum sales charge (load) None None
imposed on reinvested dividends
and other distributions (as a
percentage of net asset value)

Redemption fee (the Funds charge None None
a $12.00 fee for each wire redemption)

Exchange fee None None

Annual Fund Operating Expenses Target Fund Target Fund
(expenses that are deducted from Series 2001 Series 2006
Fund assets)

Management fees* 0.50% 0.50%

Service (12b-1)fees* 0.10% 0.10%

Other expenses** 0.24% 0.30%

Total Fund operating expenses** 0.84% 0.98%

* AAL Capital Management Corporation (AAL CMC), the Funds' adviser and
distributor, voluntarily reimburses the Funds for its management and service
(12b-1) fees. Although AAL CMC has no intention to do so, these reimbursements
are voluntary and AAL CMC may reinstate these fees in the future.

** AAL CMC is currently paying all expenses of the Funds in excess of 1.00%.
After giving effect to these voluntary expense reimbursements, the total Fund
operating expenses were 0.77% and 0.82% for Series 2001 and 2006, respectively.

Example

This Example is intended to help you compare the costs of investing in the Funds
with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Funds for the time periods
indicated. The Example also assumes that your investment has a 5% return each
year and that the Funds' operating expenses remain the same. Although your
actual costs may be higher or lower, based on these assumptions your costs would
be:

Time Period Target Fund Target Fund
Series 2001 Series 2006

1 year $ 558 $ 562

3 years $ 736 $ 748

5 years $ 928 $ 950

10 years $1,483 $1,530

With the Adviser's voluntary undertaking to reimburse the Funds for expenses
over 1.00%, the Funds estimate that expenses would be approximately $551, $714,
$891 and $1,403, respectively, for Series 2001 and approximately $556, $729,
$917 and $1,460, respectively, for Series 2006.

INVESTMENT OBJECTIVES, PRINCIPAL INVESTMENT STRATEGIES AND RELATED RISKS

Investment Objective

The Funds have an objective of providing a high investment return over selected
periods of time, consistent with investment in U.S. government securities. The
Funds offer two series, Series 2001 and Series 2006. The series mature on a
specified target date in each of those years. On the target date, a Fund will
convert its assets to cash and distribute the proceeds to shareholders. The
shareholders may chose to reinvest their proceeds, without a sales charge, in
another series of The AAL Mutual Funds, which are described in a separate
prospectus.

The Funds seek to return to investors a reasonably assured targeted dollar
amount, predictable at the time of investment, on the specific target date in
the future. To realize this return, you should plan to hold a Fund's shares
until maturity and reinvest all dividends and distributions. However, the Funds
cannot assure you that they will meet their investment objectives.

Implementation of Investment Objectives

The Funds invest at least 80% of their assets in U.S. government zero coupon
securities. U.S. Government zero coupon securities include:

(1) U.S. Treasury notes and bonds that have no coupons and are not
entitled to income;
(2) U.S. Treasury bills;
(3) individual interest coupons that trade separately; and
(4) evidences of receipt of such securities.

The Funds invest at least 50% of their assets in zero coupon U.S. government
securities maturing within two years of the Fund's target date. However, the
Funds expect that under normal circumstances they will invest a much greater
amount than 50%. The Funds may invest up to 20% in interest-paying U.S. Treasury
notes and bonds and in repurchase agreements on interest paying U.S. Treasury
notes and bonds. These interest-paying securities provide income for expenses,
redemption payments and cash dividends of each Fund.

What Are Zero Coupon Securities?

Zero coupon securities are non-interest (non-cash) paying debt obligations that
are payable in full (principal or par amount) at maturity. These securities
include U.S. Treasury notes and bonds that do not have coupons and do not pay
cash income, U.S. Treasury bills, individual interest coupons that trade
separately and evidences of receipt of such securities. Unlike Treasury
securities with coupons attached that generate periodic interest payments to the
holders, zero coupon securities pay no cash income until their maturity date.
Zero coupon securities are purchased at a substantial discount from their value
at their maturity date. The discount is amortized over the life of the zero.
When a zero is held to maturity, the entire return comes from the difference
between the purchase price and the maturity value. Because this difference is
known at the time of purchase, investors holding zero coupon securities until
maturity know the amount of their investment return at the time of their
investment.

Why Invest in Zero Coupon Securities?

You invest in zero coupon securities because you can predict the return (dollar
amount) you will receive at maturity. An investment in zeros enables you to plan
to meet future financial goals, such as your retirement, future anticipated
expenses such as college education of children or grandchildren or the purchase
of a home.

Due to the nature of zero coupon securities, the Funds can estimate daily a
targeted dollar amount per share the Funds will receive on the target dates for
each Fund. The difference between the targeted amount and the net asset value
per share at the time of purchase is the projected return and is called
anticipated growth. Anticipated growth will consist primarily of the estimated
accretion (accumulation) of discount on the zero coupon securities in a Fund,
and to a much lesser degree, of projected cash flow in income-producing
securities in excess of estimated expenses.

On each business day, each Fund calculates its anticipated growth rate. This
growth rate is the annualized growth rate investors can expect from the time
they purchase a Fund's share until that Fund's target date. The Funds cannot
guarantee this growth rate because it involves certain assumptions about
variable factors such as reinvestment of dividends and distributions, the
expense ratio and composition of a Fund's portfolio.

Quality

The Treasury obligations in which the Funds invest are backed by the full faith
and credit of the U.S. government. The Funds may enter into repurchase
agreements with member banks of the Federal Reserve System with respect to such
securities.

Risks

Interest Rate Risk

Interest rate risk is the risk that a rise in the level of interest rates will
reduce the market value (price) of securities held, particularly bonds, in a
Fund's portfolio. Typically, a bond pays a fixed rate of interest (called the
"coupon"). When interest rates rise in the economy the value of the coupon (the
amount received on the bond periodically) falls in comparison. As a result, the
price of the bond declines. The price of zero coupon bonds tend to fall even
more dramatically because they do not pay periodic coupons. Zero coupon
securities usually trade at a deep discount from their face or par value and are
subject to greater market value fluctuations from changing interest rates than
debt obligations of comparable maturities which make current distributions of
interest.

Because the Funds invest primarily in zero coupon securities, the net asset
value per share may fluctuate substantially prior to the maturity date. Although
investors may redeem shares on any business day at net asset value, a
shareholder who redeems prior to maturity may experience a significantly
different investment return than was anticipated at the time of purchase.
Redemptions prior to maturity may result in capital gains or losses which may be
substantial.

Longer-term bonds are more sensitive to interest rate changes than shorter-term
bonds, reflecting the greater risk of holding these bonds for a longer period of
time. As the Funds move towards their maturity dates, the variability in the
price of the securities in their portfolios should decline. The main risk is
when you do not hold zero coupons until maturity. Because zero coupon securities
do not make periodic interest payments, their market values decline more
dramatically when interest rates rise than bonds that pays interest (coupon) on
a current basis. The market value of zero coupon bonds also rise more
dramatically than other bonds as interest rates fall.

To obtain the predicted return and reduce your exposure to the price volatility
caused by changing interest rates, you should plan to hold the Funds' shares
until maturity. You also should elect automatic reinvestment of dividends and
distributions. If you hold shares to maturity and reinvest dividends and
distributions you should experience a return consisting primarily of the
accretion (or accumulation) of discount on the underlying securities in the
Fund. The Funds, however, may invest up to 20% of its portfolio in interest
paying U.S. government securities. As a result, the Funds cannot guarantee your
total return, even if all shares are held until maturity and you have reinvested
all dividends and distributions.

Reinvestment Risk

A portion of the total realized return from traditional interest-paying bonds
comes from the reinvestment of periodic interest. Since the rate to be earned on
these reinvestments may be higher or lower than the rate quoted on the
interest-paying bonds at the time of the original purchase, the investment's
total return is uncertain even for investors holding the security until
maturity. This uncertainty is commonly referred to as reinvestment risk, and can
have a significant impact on total realized investment return. With zero coupon
securities, however, there are no cash distributions to reinvest, so investors
bear no reinvestment risk if they hold the zero coupon security to maturity.

The Funds may invest up to 20% of their assets in interest paying U.S.
government securities and repurchase agreements on such securities. As a result,
the Funds will have some reinvestment risk. To reduce this risk, each Fund must
invest at least half the market value of its net assets in zero coupon
securities maturing within two years of the Fund's target date.

Portfolio Turnover

Because the Funds objective is to return a reasonably predictable return at
maturity by purchasing predominantly zero coupon bonds, they should not have a
high rate of turnover. Therefore, the Funds should not experience the higher
transactional and potential tax consequences of frequent buying and selling of
securities in their portfolios.

MANAGEMENT, ORGANIZATION AND CAPITAL STRUCTURE

Investment Adviser

AAL CMC serves as investment adviser and distributor to the Funds. AAL CMC was
organized in 1986 as a Delaware corporation. AAL Holdings Inc., a wholly owned
subsidiary of Aid Association for Lutherans (AAL) owns all of AAL CMC's shares.
AAL is a non-profit, non-stock, membership organization licensed to do business
as a fraternal benefit society in all states. AAL has approximately 1.7 million
members and is the world's largest fraternal benefit society in terms of assets
and life insurance in force. AAL ranks in the top two percent of all life
insurers in the U.S. in terms of ordinary life insurance (nearly $82 billion in
force). Membership is open to Lutherans and their families. AAL offers life,
health, and disability income insurance and fixed annuities to its members and
all members are part of one of approximately 9,500 local AAL branches throughout
the U.S. Through AAL CMC, AAL offers The AAL Mutual Funds to Lutherans and their
families. AAL CMC has served as adviser to The AAL Mutual Funds since the
commencement of operations. As of June 5, 1998, AAL Capital Management
Corporation managed over $5.2 billion for The AAL Mutual Funds.

The adviser's principal address is:

AAL Capital Management Corporation
222 West College Avenue
Appleton, Wisconsin 54919-0007.

AAL's principal address is:

AAL
4321 North Ballard Road
Appleton, Wisconsin 54919-0001.

Pursuant to an investment advisory agreement with The AAL Mutual Funds, AAL CMC
manages the investment and reinvestment of the Funds' assets, provides the Funds
with personnel, facilities and administrative services, and supervises the
Funds' daily business affairs, all subject to the supervision of The AAL Mutual
Funds' Board of Trustees. AAL CMC formulates and implements a continuous
investment program for the Funds consistent with each Fund's investment
objectives, policies and restrictions.

Year 2000

Year 2000 is approaching and AAL CMC is addressing potential problems that could
affect its systems and those of The AAL Mutual Funds' other service providers,
such as the Funds' transfer agent, Firstar Trust Company. Many computer software
systems in use today cannot distinguish the year 2000 from the year 1900 because
of the way the software encodes and calculates dates. AAL CMC has formed a
committee that is reviewing its systems as well as actively working with The AAL
Mutual Funds' other service providers to address the Year 2000 problem. At this
time, however, we cannot assure that these steps will be sufficient to avoid any
adverse impact on the Funds.

Advisory Fee

The Adviser receives an investment advisory fee computed separately and paid
monthly for each Fund at the annual rate of 0.50 of 1% of the Fund's average
daily net assets.

Portfolio Manager

Michael R. Hilt, CFA, has managed the day-to-day investments for the Funds since
November 1, 1995. From April 1994 through August 1995, Mr. Hilt served as
portfolio manager and quantitative analyst for Conseco Capital Management, Inc.
From August 1992 through April 1994, he served as a portfolio manager and
quantitative analyst for PPM America, Inc.

SHAREHOLDER INFORMATION

PLEASE TAKE NOTICE

Sales of The AAL U.S. Government Zero Coupon Target Funds, Series 2001 and 2006
were closed to new shareholders and to additional purchases of shares by
existing shareholders effective May 31, 1993. Purchases of shares by
reinvestment of dividends and capital gains, if any, in existing shareholder
accounts will continue to be allowed and will be at net asset values. Although
there is no intent to do so, sales of the Funds could be reopened in the future.
The discussion elsewhere herein as to the purchase of shares of the Funds is
qualified by the foregoing limitations.

Pricing of Funds' Shares

The price of a Fund's share is based on the Fund's net asset value. The Funds
determine the net asset value (NAV) per share once daily at the close of trading
on the New York Stock Exchange (NYSE) (normally 3:00 p.m. Central Time). The
Funds do not determine NAV on holidays observed by NYSE. To determine the NAV,
the Funds value their securities at current market value using readily available
market quotations. The Funds value securities that do not have readily available
market quotations at fair value as determined in good faith by or under the
direction of The AAL Mutual Funds' Board of Trustees. The Funds may use pricing
services as approved by the Board of Trustees to determine the net asset value
of their securities.

The price at which you purchase or redeem shares of the Funds is based on the
NAV as next determined after the Funds have received your payment or your
redemption request.

How to Buy Shares

Initial Purchases in New Accounts

The Funds offer the sales of their shares through AAL CMC, as the distributor,
and your AAL CMC registered representative. You may make initial purchases of
the Funds' shares by mail (including private mail delivery services) or by wire.

The Funds require a separate account registration for each individual account,
joint account, fiduciary account, custodial accounts for minors and tax-deferred
accounts (for example, IRA, 403(b)(7) custodial accounts, and pension and profit
sharing plans). The Funds may require additional documentation for some of these
accounts. You should consult your legal adviser if you have questions regarding
the type of registration best suited for your needs. All accounts, but
especially fiduciary accounts, custodial accounts for minors, and tax-deferred
accounts, may impose legal requirements, and result in income, gift and estate
tax consequences which are the sole responsibility of shareholders and their
professional advisers. Neither the Funds nor AAL CMC and its registered
representatives provide legal or tax advice to shareholders. You may obtain
further information on the documents required to open your account from your
registered representative or AAL CMC through the Mutual Fund Service Center at
800-553-6319.

Initial Purchases by Mail

Initial purchases by mail may be made by sending a check, made payable to The
AAL Target Fund Series 2001 or The AAL Target Fund Series 2006, along with a
completed shareholder application and new account form to:

AAL Capital Management Corporation
222 West College Avenue
Appleton, WI 54919-0007
Attention: New Accounts

You must complete a separate application and new account form for each different
account registration in the Funds. A separate check should accompany each
application. You should make the check payable to the name of the Fund in which
you are investing, or if you are purchasing more than one Fund using a single
application, you may send one check payable to "The AAL Mutual Funds" for the
total amount invested.

Initial Purchase by Wire

You may make Initial purchases of the Funds' shares by wire transfer by taking
the following three steps:

(1) Telephone the AAL CMC through the Mutual Fund Service Center at 800-553-6319
or 414-734- 7633 and provide your account registration, address, social security
or tax identification number, the amount being wired, the name of the wiring
bank and the name and telephone number of the person to be contacted at your
bank in connection with the purchase;

(2) Instruct your bank (which must be a member of, or have a corresponding
relationship with a member of the Federal Reserve System) to wire federal funds
as follows:

Firstar National Bank
ABA No. 0750-00022
For Credit to Firstar Trust Co.
Acct. No 112-950-027

For Further Credit to The AAL U.S. Government Zero Coupon
Target Fund (specify target year)
Account Registration (name(s) of shareholder); and

(3) Complete the application form and mail it immediately to:

AAL Capital Management Corporation
222 West College Ave.
Appleton, WI 54919-0007

Additional Purchases in Existing Accounts

After you have opened an account with The AAL Mutual Funds, you may purchase
additional shares in your account by mail or wire.

Additional Purchase by Mail

Payment for additional purchases in existing Fund accounts should be sent
directly to the Funds' transfer agent at the following address:

The AAL Mutual Funds
c/o Firstar Trust Company
615 E. Michigan Street
P. O. Box 2981
Milwaukee, WI 53201-2981

Please indicate your AAL Mutual Fund account number on the face of all
subsequent investment checks and make your check payable to the specific Fund in
which you are investing. If you have more than one account, always verify that
you are investing in the proper account. This will help to ensure the proper
handling of the transaction.

Additional Purchase by Wire

You may make additional wire purchases in an existing Fund account by following
Step (2) of the wire transfer instructions shown for "Initial Purchase by Wire"
above, and in addition, by providing your existing Fund account number.

The Funds' transfer agent, Firstar Trust Company, must receive your wire order
funds in its offices prior to the close of the NYSE (normally 3:00 p.m. Central
Time), to purchase shares on that day. Funds received after the close of the
NYSE will purchase shares on the following day at the following day's price.

Minimum Purchase Amounts

The following minimum amounts apply to purchases of shares of each Fund:

Minimum Purchase Amount per Account per Transaction*

Account Initial Purchase Additional Purchase

Regular Account $1,000 $50

IRA or other Retirement Plan Account $250 $50

Automatic Investment Plan $0 $25

* Minimum amounts may be waived for qualified group retirement plans and payroll
deduction plans with prior approval or when required by law.

Other Purchase Information

Shareholders begin earning income on the business day following the date that
payment for the purchase is received by the Funds' transfer agent. All purchases
must be made in U.S. dollars and checks must be drawn on U.S. banks. The Funds
do not accept cash and travelers checks. If your check does not clear, your
purchase will be canceled and you will be liable for any losses or fees
incurred. When you purchase shares by check, the Funds do not honor redemption
requests for the shares purchased for 12 days or until your check has cleared,
if later. The Funds will mail a written confirmation of purchase to you, usually
within two business days following your purchase date.

The Funds only issue share certificates upon written request and then only for
full, not fractional shares. The Funds require a new written request for a share
certificate for each subsequent purchase. There is no charge for the issuance of
share certificates. If share certificates have been requested or issued,
certificates must be delivered to the transfer agent, Firstar Trust Company, in
negotiable form prior to redemptions, transfers or exchanges.

The Funds, the distributor and the Funds' transfer agent do not consider the
U.S. Postal Service or other private delivery services to be their agents. The
deposit in the mail or with a delivery services, or receipt at a Post Office
Box, of purchase applications or redemption requests, do not constitute receipt
by the Funds, the distributor or the transfer agent. The legal effect of posting
for other purposes, such as the April 15th IRA deadline, shall be determined by
the applicable laws then in effect.

The Funds reserve the right to suspend the offering of shares for a period of
time. They also reserve the right to reject any specific purchase of shares.

Automatic Investment Plans

The AAL Mutual Funds offer several Automatic Investment Plans available to make
periodic investing more convenient. These Plans do not need an initial
investment. It takes 12 days from the time you invest for the transfer agent to
validate any electronic transfer. This will cause some delay in your ability to
write checks on an AAL Money Market Fund Account or to redeem or transfer from
your account.

The Bank Draft Plan

Investors who wish to make regular additional investments in an existing Fund
Account may do so through the Funds' Bank Draft Plan. Under this Plan the Funds
will draft an investor's bank checking or savings account in the amount
specified -- which may not be less than $25 per account -- on specified dates,
up to two transactions per month (at least 10 days apart), and have the proceeds
invested in shares of the specified Fund at the applicable offering price
determined on the date of the draft. To use this Plan you must authorize the
Plan on your application form, or subsequently in writing, and submit additional
documents. Your instructions to establish a Bank Draft Plan or to change the
Bank on an existing Plan, must be received by the Funds' transfer agent at least
13 business days prior to the transaction date. Your instructions for stopping a
Bank Draft Plan or changing the dollar amount on an existing Plan must be
received by the Funds' transfer agent at least 5 business days prior to the
transaction date. For further information contact AAL Capital Management
Corporation (Mutual Fund Service Center -- 800-553-6319) or your Registered
Representative. Instructions for changes, additions or termination of a Bank
Draft Plan must be in writing and signed by all bank account owners.

The Capital Builder Plan

The Capital Builder Plan also allows investors to make regular automatic
investments in an existing account in The AAL Capital Growth, Mid Cap Stock,
Small Cap Stock, International, Utilities, Bond, Municipal Bond, High Yield Bond
or U.S. Government Zero Coupon Target Funds, Series 2001 and 2006 by redemption
of shares from their AAL Money Market Fund. The Capital Builder Plan Allows
investors to select the transaction date. If you do not select the date, it will
automatically be drawn from your account on the 15th of the month. All such
investments will be subject to the applicable sales charge. These transactions
must meet the minimum purchase amounts described above. To start, stop or change
the plan, you must notify The Funds at least 24 hours prior to the transaction
date.

Payroll Deduction Savings and Investment Plan

The Payroll Deduction Savings and Investment Plan allows employees of AAL,
employees of Lutheran-affiliated institutions, and Lutheran employees whose
employers agree to invest in The Funds through direct deduction from their from
their paychecks or commission checks.

Prestige Account

Investors who maintain a significant share balance will be provided with
additional benefits, including personal attention from Prestige Account
Representatives, an exclusive toll-free telephone number, personalized
investment analysis, complimentary financial information, a Prestige Account
organizer and more. Your AAL Capital Management Corporation Registered
Representative can provide more detailed information.

Retirement Plans

AAL members and their enterprises and Lutheran organizations may establish their
own individual or business retirement plans, with assets invested in The AAL
Mutual Funds.

o IRA (Individual Retirement Account)

o "rollover" IRA

o Roth IRA (annual contributions are not tax deductible but distributions may
not be subject to income tax)

o Education IRA (annual contributions are not tax deductible, but
distributions may not be subject to income tax)

o SEP-IRA (Simplified Employee Pension Plan) -- No new plans may start after
1996, but existing plans may continue

o SARSEP-IRA (Salary Reduction Simplified Employee Pension Plan) -- No new
plans may start after 1996, but existing plans may continue

o SIMPLE-IRA (Savings Incentive Match Plan for Employees)

o 403(b)(7) Custodial Account (for employees of public schools and certain
non-profit organizations)

o Money Purchase Pension Plan

o Profit Sharing Plan

o 401(k) Plan

Changes to Your Account

After opening your AAL Mutual Fund account, you may wish to make changes to your
account. Certain types of changes, such as moving to a new address or getting a
new telephone number, do not have any other effect on an account. Any feature
such as telephone exchange or participation in an automatic investment plan
would continue uninterrupted. Other changes, such as exchanging from one Fund to
another or transferring shares from a regular account to an IRA or adding a
joint owner, will affect your account options because a new account is actually
created. Account options such as an automatic investment plan are discontinued
unless additional action is taken. These changes may require additional
instructions and specific forms. If you are not sure whether a change affects
your account, please contact your local Registered Representative or the Mutual
Fund Service Center at 800-553-6319. When making these types of changes, please
use The AAL Mutual Funds Account Change Request, which is available from your
local Registered Representative or from the Mutual Fund Service Center.

How to Redeem (Sell) Shares

Redemption by Mail

Shareholders of any of the Funds may have their shares redeemed at any time at
the net asset value per share next determined after a written request and all
additional documents, if required, are received in proper form by the Funds'
transfer agent.

The Funds base payment for shares presented for redemption at a Fund's net asset
value next computed after a request is received in proper form by the transfer
agent. Shareholders earn income and receive dividends paid on funds through the
date of redemption. The Funds will mail payment proceeds within seven days
following receipt of all required documents. The Funds may postpone payment or
suspend the right of redemption in unusual circumstances. Shares purchased by
check will not be redeemed for 12 days or until your check has cleared, if
later.

You may redeem shares of any of the Funds by mail, by sending a written request
for redemption to:

The AAL Mutual Funds
c/o Firstar Trust Company
615 East Michigan Street
P. O. Box 2981
Milwaukee, Wisconsin 53201-2981

In your redemption request, you must include your shareholder account number,
specify the dollar or share amount you wish to redeem. You and any other persons
registered as shareholders on the account must sign your redemption request. You
must sign the request exactly as the account is registered. If you wish to
redeem shares with a value in excess of $25,000, you must have your signature(s)
guaranteed. The transfer agent will accept signature guarantees from all
institutions that are eligible to provide signature guarantees under federal or
state law, provided that the individual giving the signature guarantee is
authorized to do so. Institutions that usually are eligible to provide signature
guarantees include commercial banks, trust companies, brokers, dealers, national
securities exchanges, savings and loan institutions and credit unions. Please
note that a signature guarantee is not the same as a notarized signature. If
shares are held in the name of a corporation, trust, estate, custodianship,
guardianship, partnership or pension and profit sharing plan, or if you have
requested and received share certificates, additional documentation may be
necessary. If you wish to redeem an IRA or other retirement plan you must
indicate on the redemption request whether or not federal income tax should be
withheld. Redemption requests that fail to indicate an election not to have
federal tax withheld will be subject to withholding.

Telephone Redemptions

The privilege to redeem shares by telephone is automatically extended to all
accounts, unless the option is specifically declined. If you do not want the
telephone redemption option, please call the AAL Mutual Fund Service Center at
800-553-6319. By accepting this privilege, you assume some risks for
unauthorized transaction. Once a telephone request has been made, it cannot be
canceled or modified! See Telephone Transactions. AAL Capital Management
Corporation has implemented procedures designed to reasonably ensure that
telephone instructions are genuine. These procedures include recording telephone
conversations, requesting verification of certain personal information,
restricting transmittal of redemption proceeds to pre-authorized designations
and supplying transaction verification information.

Telephone Redemptions and Checks Mailed

The following conditions apply to telephone redemptions described above:

a. Telephone redemption checks will be issued to the same payee(s) as the
account registration and sent only to the address of record;

b. There has been no change of address in the preceding 60 days;

c. The request is for $25,000 or less;

d. Retirement plan accounts are not eligible;

e. Shares to be redeemed cannot be in certificate form; and

f. Only one telephone redemption is permitted within any 30 day period for
each authorized account.

Telephone Redemptions by Bank Wire

a. Existing shareholders must send The AAL Mutual Funds Application or Account
Change Request with the appropriate section completed prior to exercising
the privilege of wire redemption to:

Firstar Trust Company
615 E. Michigan Street
P. O. Box 2981
Milwaukee, WI 53201-2981.

b. Wire redemptions can be made for any amount.

c. A $12.00 fee is assessed for redemptions by wire.

d. Requests received in good order before the close of the NYSE (usually 3:00
p.m. Central time) receive that day's price.

If an account has multiple owners, AAL Capital Management Corporation may rely
on the instructions of any one account owner. This privilege may not be
available on all retirement plan accounts.

Reinstatement Privilege

So long as sales of the Funds are closed, the following reinstatement privilege
does not apply.

A shareholder who redeems shares in a Fund on which a commission has been paid
may, within 60 days after the date of redemption, reinstate any portion or all
of a redemption in shares of a Fund (in the same Fund and with the same
registration) without sales charges at net asset value next determined after
receipt by the transfer agent of a written request for reinstatement together
with a check for the amount to be reinstated. This reinstatement privilege is
available only once with respect to any one shareholder account. Reinvested
funds must be provided by a single check. In order to receive the reinvestment
privilege, shareholders must clearly state in writing at the time of purchase
that they qualify for the privilege.

Any gain recognized on a redemption is taxable despite the reinstatement in a
Fund. Any loss realized as a result of a redemption may not be allowed as a
deduction for federal income tax purposes, but may be applied, depending on the
amount reinstated, to adjust the cost basis of the shares acquired on
reinstatement.

Involuntary Redemption

Because all account owners share the high cost of maintaining accounts with low
balances, the Funds reserve the right to involuntarily redeem a shareholder's
account, other than a retirement plan account, at any time the value of the
account falls below $250. Shareholders will be notified in writing of any
planned involuntary redemption and will be allowed 30 days to increase the
account balance above the stated minimum before the redemption is processed.

Exchange Privilege

Exchanges by Mail

Shares of the Funds held for at least 12 days may be exchanged for shares of any
other AAL Mutual Fund (Class A shares only) with the same registration, without
additional sales charge, at the net asset value per share next computed after
receipt of a written exchange request in proper form by the transfer agent.

An exchange constitutes a redemption of the shares of one mutual fund and the
purchase of shares of another. Because the Funds invest primarily in zero coupon
securities, the net asset value per share may fluctuate substantially prior to
the maturity date. Therefore, a shareholder who exchanges shares of a Fund prior
to maturity may experience a significantly different investment return than was
anticipated at the time of purchase.

In addition to the two series of The AAL U.S. Government Zero Coupon Target
Funds, ten other AAL Mutual Funds currently are offered. They are: The AAL Small
Cap Stock, Mid Cap Stock, International, Capital Growth, Equity Income,
Balanced, High Yield Bond, Municipal Bond, Bond and Money Market Funds.
Shareholders interested in exchanging into any of these Funds should contact the
Mutual Fund Service Center at 800-553-6319, or their AAL Capital Management
Corporation Registered Representative for a current prospectus prior to making
an exchange.

Shareholders of a Fund may only exchange into such other Funds as are legally
available for sale in any state. If shares are held in the name of a
corporation, trust, estate, custodianship, guardianship, partnership or pension
and profit sharing plan, or if you have requested and received share
certificates, additional documentation may be necessary.

Exchanges are sales for tax purposes and could result in a gain or loss,
depending on the original cost of shares exchanged.

An excessive number of exchanges may be disadvantageous to the Funds. Therefore,
the Funds reserve the right to terminate the exchange privilege of any
shareholder who makes more than twelve exchanges in a year. Further, the Funds
reserve the right to modify or terminate the exchange privilege at any time with
respect to any Fund, if the Funds' Trustees determine that continuing the
privilege may be detrimental to shareholders.

Telephone Transactions

You can sell or exchange shares by phone. By doing so, you assume some risks for
unauthorized transactions. AAL Capital Management Corporation has implemented
procedures designed to reasonably assure that telephone instructions are
genuine. These procedures include recording telephone conversations, requesting
verification of various pieces of personal information, restricting transmittal
of redemption proceeds to pre-authorized designations, and supplying
transaction/taping identification numbers and/or symbols. Please note, however,
that The AAL Mutual Funds, AAL Capital Management Corporation, the custodian,
the transfer agent or any of their employees will not be liable for losses
suffered by a shareholder that result from following telephone instructions
reasonably believed to be authentic after verification pursuant to these
procedures.

Exchanges by Telephone

Telephone exchanges (transactions in which the registration does not change) are
subject to the requirements described above, and additional requirements as
follows.

Shareholders may exchange shares for which certificates have not been issued by
telephoning the Mutual Fund Service Center at 800-553-6319 or 414-734-7633.
Telephone exchange requests received prior to the close of the NYSE (usually
3:00 p.m. Central Time) will be made at the net asset value per share next
determined that day.

Telephone exchanges will be permitted only if the shareholder elects the
telephone exchange option on his initial purchase application, or requests the
telephone exchange privilege in a subsequent written request, signed by all
registered owners, with all signatures guaranteed.

During periods of extreme volume caused by dramatic economic or stock market
changes, shareholders may have difficulty reaching the Mutual Fund Service
Center by phone, and a telephone exchange may be difficult to implement at those
times. The Funds reserve the right to temporarily discontinue the telephone
exchange privilege during such periods of extreme volume.

Dividends, Distributions and Taxes

As with all funds distributing taxable income, you as a tax-paying investor will
be subject to income taxes on all dividends and distributions. You will be
subject to taxes on all dividends and distributions whether you elect to take
them in cash or have them reinvested.

Each Fund intends to distribute in December and, if necessary, at such other
times as the Fund may determine, its net investment income and any net realized
capital gains resulting from investment activity. Any dividend (including a
capital gains dividend) declared in October, November or December with a record
date in such a month and paid during the following January will be treated by
shareholders for federal income tax purposes as if received on December 31 of
the calendar year declared. Cumulative statements showing all activity in the
account for the prior year will be mailed annually to all shareholders.

All income and capital gains distributions are reinvested in full and fractional
shares of a Fund at net asset value, without sales charges, on a payment date
unless a shareholder has requested payment in cash on the shareholder
application or by separate written request.

A shareholder's projected return at maturity assumes the reinvestment of all
income and capital gains distributions. If a shareholder elects to receive these
distributions in cash, the return at maturity will be substantially less than
was anticipated at the time of purchase.

Each Fund intends to qualify as a "regulated investment company" under the
Internal Revenue Code (the "Code") and to take all other action required so that
no federal income tax will be payable by the Funds themselves. Each Fund will be
treated as a separate regulated investment company under the Code. Shareholders
are provided annually with full information on income and capital gains
distributions for tax purposes. Shareholders should consult their tax advisers
regarding the applicability of state and local taxes to dividends and
distributions.

Under federal income tax laws, a portion of the difference between the purchase
price of zero coupon securities and their face value is considered to be income
to a Fund each year, even though the Fund will not in each year receive cash
interest payments from these securities.

The Funds must distribute substantially all their net investment income each
year, including the imputed income (the accrued interest for that year from the
discount on purchases) from their zero coupon investments. Because of its
imputed income, each Fund may be required to pay out as an income distribution
each year an amount greater than the total amount of cash interest a Fund
actually received. Such distributions may come from cash assets or from
liquidating some portfolio securities. If securities are liquidated, a Fund may
realize a gain or loss from the sale. As with all funds distributing taxable
income, tax-paying investors in the Fund will be subject to income taxes on
income and capital gain distributions whether they elect to take them in cash or
have them reinvested.

If the Funds hold zero coupon bonds until maturity, they should not realize
capital gains on these securities. However, if a Fund has to sell zero coupon
securities to meet redemptions prior to their maturity (and the target date of
the Fund) the value the Fund receives for the securities sold may reflect a
premium over the principal and interest. This may happen particularly when
interest rates are lower at the time of redemption. As a result, redemptions of
shares prior to the target date may result in greater capital gains to the Fund,
which would be distributed to the shareholders, than would otherwise have been
realized. Capital gains distributed to shareholders result in a taxable event in
the year of distribution.

Other Tax Information

The Funds are required by federal law to withhold 31% of reportable payments
(which include dividends, capital gain distributions and redemption proceeds)
paid to certain shareholders who have not properly certified that the Social
Security or other taxpayer identification number provided by the shareholder is
correct and that he or she is not otherwise subject to backup withholding.
The Funds' shareholder application includes the required certification.

No attempt is made herein to provide information as to state and local tax
consequences of ownership of shares of the Funds. Investors should consult their
personal tax adviser to determine the consequences of state and local taxes.

DISTRIBUTION ARRANGEMENTS

Sales Charges (Loads)

The public offering price of the shares of the Funds is the net asset value per
share next computed after receipt of an order in proper form by the Funds'
transfer agent plus a sales charge received by the distributor, AAL CMC. The
sales charge is expressed as a percentage of the public offering price, and the
net amount invested, in the table below:

<TABLE>
<CAPTION>
Amount of Purchase Sales Charge as a % of Sales Charge as a % of
Public Offering Price Net Amount Invested

<S> <C> <C>
Less than $25,000 4.75% 4.99%

$25,000 or more, but less than $100,000 4.50% 4.71%

$100,000 or more, but less than $250,000 3.50% 3.63%

$250,000 or more, but less than $500,000 2.00% 2.04%

$500,000 or more, but less than $1,000,000 0.50% 0.50%

$1,000,000 or more* No-Load No-Load

</TABLE>

* Registered Representatives may receive, from the distributor, compensation not
exceeding 0.25 of 1% of amounts invested at this purchase level.

Trustees, directors, and employees of the Funds and the adviser, as well as
persons licensed to receive commissions for sales of The AAL Mutual Funds, may
not pay a sales charge on their purchases or on the purchases made by family
members residing with them. We reserve the right to change or stop these
reductions at any time. We will notify you in advance of any changes.

Reduced Sales Charges

Investors may benefit from a reduction of the sales charges shown in the above
table through several purchase plans which are described below. To receive the
benefit of a reduced sales charge, a shareholder must inform the Funds' transfer
agent in writing at the time of the new purchase that the purchase qualifies for
a reduced sales charge and provide substantiating information. Reduced sales
charge provisions may be modified or terminated at any time on notice to
shareholders.

AAL branches, Lutheran congregations, Lutheran charitable organizations,
charitable remainder unitrusts and other charitable organizations sponsored by
or affiliated with Lutheran congregations, which qualify for tax exemption under
Section 501(c)(3) or (13) of the Internal Revenue Code, will be charged one-half
of the standard sales charge for purchase of the Funds, except that no reduction
will be given in connection with 403(b)(7) custodial accounts, which are
individual custodial accounts. Qualifying charitable non-profit organizations
will generally include churches, schools, colleges, seminaries, cemetery funds,
and foundations organized for charitable purposes. Lutheran organizations
qualified to receive the reduced sales charge must include substantiating
information at the time of purchase. The reduced sales charges, expressed as a
percentage of the public offering price and the net amount invested, for this
exception to the standard sales charges are as follows:

<TABLE>
<CAPTION>
Amount of Purchase Sales Charge as a % of Public Sales Charge as a % of Net 50% Sales Charge as a % of
Offering Price Amount Invested Public Offering Price

<S> <C> <C> <C>
Less than $25,000 2.375% 2.430% 1.187%

$25,000 or more, but less 2.250% 2.302% 1.125%
than $100,000

$100,000 or more, but less 1.750% 1.781% 0.875%
than $250,000

$250,000 or more, but less 1.000% 1.010% 0.500%
than $500,000

$500,000 or more, but less 0.250% 0.250% 0.125%
than $1,000,000

$1,000,000 or more No load No load No load

</TABLE>

Right of Accumulation.

An investor with multiple accounts and investors who are related and living
within the same household may "link" their accounts in the Funds and in the
other AAL Mutual Funds so they are eligible for a reduced sales charge based on
the current value of shares owned, computed at the public offering price, plus
the amount of the new investment. The AAL Money Market Fund shares may be
included if they were acquired in a simultaneous transaction (i.e. exchange) in
which shares of another AAL Mutual Fund on which a sales charge was paid are
redeemed and the proceeds of sale were used to purchase AAL Money Market Fund
shares. SEPs, SARSEPs and 403(b)(7) custodial accounts (except individual IRAs)
are linked with all other accounts in the plan and therefore may not be linked
with individual accounts. Accounts of institutional trustees will not be linked,
except within individual trusts. Please refer to the table on page 19 for the
sales charges, expressed as a percentage of the public offering price and the
net amount invested, at the different breakpoint levels.

Letter of Intent

Investors who establish a total investment goal in shares of any of The AAL
Mutual Funds (except The AAL Money Market Fund) of $25,000 or more to be made
over a 13-month period may purchase shares during this period at the reduced
sales charge applicable to the goal amount. To meet the Letter of Intent goal,
the investment amount must be fully invested at some point in time during the
13-month period. The effective date of a Letter of Intent may be back-dated up
to 90 days, in order that any investment made during this 90-day period, valued
at the purchaser's cost, can be applied to the fulfillment of the Letter of
Intent goal. Sales charges on prior purchases will not be recalculated or
refunded. All shares of the Funds with the same registration, and shares in
accounts which have been "linked" under the Right of Accumulation, which are
purchased during the 13-month period, and still owned, will be included at the
purchaser's cost in determining the applicable sales charge, provided, however,
that AAL Money Market Fund shares may be included only to the extent they were
acquired in a simultaneous transaction (i.e. exchange) in which shares of
another AAL Mutual Fund, on which a sales charge was paid, are redeemed and the
proceeds of sale were used to purchase the Money Market Fund shares. The Letter
of Intent option is not available on 403(b)(7) custodial accounts, SEP-IRAs or
SARSEP-IRAs. Please refer to the table on page 19 for the sales charges,
expressed as a percentage of the public offering price and the net amount
invested, at the different breakpoint levels above $25,000.

A Letter of Intent does not obligate the investor to buy any Fund shares.
However, if the goal amount is not purchased during the term of the Letter of
Intent, the sales charge will be recalculated and charged at the rate applicable
to the shares actually purchased, and the difference between the sales charge
paid and the sales charge due will be charged against the account. During the
term of the Letter of Intent, the transfer agent will escrow shares totaling 5%
of the investment goal indicated in the Letter of Intent to cover any additional
sales charge which may become due, and will redeem the number of shares
necessary to pay the additional sales charge after expiration of a Letter of
Intent if the goal amount is not met. A Letter of Intent will be considered in
default and the additional sales charges will be recovered if redemptions reduce
the account value below 5% of the investment goal during the 13-month period.

Distribution (12b-1) Fees

In addition to the sales charge deducted at the time of purchase, each of the
Funds is authorized under a distribution plan (the "Plan") pursuant to Rule
12b-1 under the Investment Company Act of 1940 to use a portion of its assets to
finance certain activities relating to the distribution of its shares to
investors. The Plan permits payments to be made by each of the Funds to the
distributor to reimburse it for expenditures incurred by it in connection with
the distribution of each of the Funds' shares to investors. These payments
include, but are not limited to, the payment of compensation to selling
representatives (excluding the initial sales charge), advertising, preparation
and distribution of sales literature and prospectuses to prospective investors,
implementing and operating the Plan, and performing other promotional or
advertising activities on behalf of each of the Funds. Plan payments may also be
made to reimburse the distributor for its overhead expenses related to
distribution of the Funds' shares. No reimbursement may be made under the Plan
for expenses of past fiscal years or in contemplation of expenses for future
fiscal years. Distribution fees paid by one Fund may not be used to finance
distribution of shares of another Fund.

Under the Plan, the payments may not exceed an amount computed at an annual rate
of 0.10 of 1% of the average daily net assets of each Fund. The Plan is subject
to review and annual approval by the Board of Trustees.

Because the Funds' shares are no longer being sold, the distributor is waiving
its distribution (12b-1) fees under the distribution plan. The distributor will
not reinstate the receipt of such fees as long as the Funds remain closed to no
new sales.

FINANCIAL HIGHLIGHTS

Series 2001

The financial highlights table is intended to help you understand The AAL U.S.
Government Zero Coupon Target Fund, Series 2001's performance for the past 5
years. Certain information reflects financial results for a single Fund share.
The total returns in the table represent the rate that an investor would have
earned or lost on an investment in the Fund (assuming reinvestment of all
dividends and distributions). This information has been audited by Price
Waterhouse, LLP, whose report, along with the Fund's financial statements, are
included in the annual report. You may obtain an annual report free by calling
800-553-6319.

<TABLE>
INCOME FROM INVESTMENT LESS DISTRIBUTIONS
OPERATIONS

Share Class NAV: Net Net Total from Dividends Distribution Total
and Periods Start Investment Realized Investment from Net from Net Dividends
of Income and Un- Operations Investment Realized and
Period (Loss) realized Income Gain on Distributions
Gain(Loss) on Investments
<CAPTION>

Fiscal year
ended
<S> <C> <C> <C> <C> <C> <C> <C> <C>
30-Apr-94 $12.25 $0.700 -$0.623 $0.077 -$0.700 -$1.087 -$1.787
30-Apr-95 10.54 0.663 0.000 0.663 -0.663 -0.170 -0.833
30-Apr-96 10.37 0.647 0.335 0.982 -0.761 -0.041 -0.802
30-Apr-97 10.55 0.639 -0.068 0.571 -0.639 -0.102 -0.741
30-Apr-98 10.38 0.636 0.303 0.939 -0.636 -0.073 -0.709

SUPPLEMENTAL DATA
AND RATIOS

NAV: Total Net Assets Ratio of Ratio of Portfolio
End of Return at End of Net Net Turnover
Period for Period Operating Investment Rate
Period Expenses Income(Loss)
(1) to Average to Average
Net Assets* Net Assets*
(2) (2)

Fiscal Year
Ended
30-Apr-94 $10.54 -$0.34% $1,824,482 1.00% 5.74% 1.65%
30-Apr-95 10.37 6.82% 1,754,517 1.00% 6.50% 0.00%
30-Apr-96 10.55 9.23% 1,811,034 1.00% 5.84% 0.00%
30-Apr-97 10.38 5.42% 1,710,814 0.97% 6.08% 0.00%
30-Apr-98 10.61 3.96% 1,524,996 0.77% 6.16% 0.00%

* If the Fund had paid all of its expenses, the ratios would be as follows:

Ratio of net operating expenses to average net assets(2): 2.33%, 2.00%, 1.74%, 0.99% and 0.84%.
Ratio of net investment income (loss) to average net assets(2): 4.41%, 5.51%, 5.10%, 6.07% and 6.10%.

(1) Total return assumes reinvestment of all dividends and distributions but
does not reflect any deductions for sales charges. The aggregate (not
annualized) total return is shown for periods less than one year.

(2) For periods less than one year, both the ratio of net operating expenses to
average net assets and the ratio of net investment income (loss) to average
net assets are calculated on an annualized basis.

</TABLE>

Series 2006

The financial highlights table is intended to help you understand The AAL U.S.
Government Zero Coupon Target Fund, Series 2006's performance for the past 5
years. Certain information reflects financial results for a single Fund share.
The total returns in the table represent the rate that an investor would have
earned or lost on an investment in the Fund (assuming reinvestment of all
dividends and distributions). This information has been audited by Price
Waterhouse, LLP, whose report, along with the Fund's financial statements, are
included in the annual report. You may obtain an annual report free by calling
800-553-6319.

<TABLE>
INCOME FROM INVESTMENT LESS DISTRIBUTIONS
OPERATIONS

Fiscal year
ended
<S> <C> <C> <C> <C> <C> <C> <C> <C>
30-Apr-94 $12.52 $0.740 -$0.567 $0.173 -$0.740 -$0.993 -$1.733
30-Apr-95 10.96 0.734 0.184 0.918 -0.734 -0.214 -0.948
30-Apr-96 10.93 0.711 0.648 1.359 -0.865 -0.094 -0.959
30-Apr-97 11.33 0.708 0.075 0.783 -0.708 -0.165 -0.873
30-Apr-98 11.24 0.701 1.004 1.705 -0.701 -0.114 -0.815

SUPPLEMENTAL DATA
AND RATIOS

Fiscal Year
Ended
30-Apr-94 $10.96 $0.18% $1,364,890 1.00% 5.86% 1.05%
30-Apr-95 10.93 9.05% 1,400,161 1.00% 6.95% 0.00%
30-Apr-96 11.33 11.80% 1,479,703 1.00% 5.83% 0.00%
30-Apr-97 11.24 6.84% 1,452,870 1.00% 6.22% 0.00%
30-Apr-98 12.13 9.83% 1,615,945 0.82% 6.03% 0.00%

* If the Fund had paid all of its expenses, the ratios would be as follows:

Ratio of net operating expenses to average net assets(2): 6.19%, 2.49%, 2.07%, 1.17% and 0.90%.
Ratio of net investment income (loss) to average net assets(2): 3.72%, 5.46%, 4.76%, 6.04% and 5.96%.

</TABLE>

<PAGE>

You will find additional information about the Funds that supplements
information in the prospectus in the statement of additional information. Also,
you will find additional information about the Funds' investments in the Funds'
annual and semi-annual reports to shareholders. In the Funds' annual report, you
will find a discussion of the market conditions and investment strategies that
significantly affected the Funds' performances during their last fiscal year.
The Funds' statement of additional information and annual and semi-annual
reports are available, without charge, upon request. To request this or other
information about the Funds, please call 800-553-6319 (TDD-800-684-3416).

You also may review and copy information about the Funds (including the
statement of additional information) at the Securities and Exchange Commission's
Public Reference Room in Washington, D. C. For information on the operation of
the Public Reference Room call 1-800-SEC-0330. You also may obtain reports and
other information about the Funds on the Securities and Exchange Commission's
Internet site at http://www.sec.gov. You may obtain copies of this information
upon payment of a duplication fee by writing the Public Reference Section of the
Securities and Exchange Commission at 405 5th Street, N. W., Washington, D. C.
20549 - 6009.

Investment Company Act File No. 811-5075

<PAGE>

THE AAL MUTUAL FUNDS
THE AAL U.S.GOVERNMENT ZERO COUPON TARGET FUNDS
Series 2001 and Series 2006
222 West College Ave.
Appleton, WI 54919-0007
Telephone: (800) 553-6319
TDD: 800-684-3416

STATEMENT OF ADDITIONAL INFORMATION

Dated September 1, 1998

This statement of additional Information is not a prospectus, but provides
additional information to supplement the prospectus for The AAL U.S. Government
Zero Coupon Target Funds, Series 2001 and 2006, dated September 1, 1998. You
should read the statement of additional information in conjunction with the
prospectus, and any supplements thereto. You may obtain the Funds' prospectus at
no charge by writing or telephoning the Funds at the address and telephone
number above.

In this Statement of Additional Information, The AAL Mutual Funds are referred
to as the "Trust," and The AAL U.S. Government Zero Coupon Target Funds, Series
2001 and 2006 are referred to collectively as the "Funds" or individually as a
"Fund."

The Funds have incorporated by reference financial statements, notes to
financial statements and report of independent accountants for the Funds
included in the Annual Report to Shareholders of the Trust, for the year ended
April 30, 1998.

<PAGE>

Table of Contents

Page Prospectus Page

Fund History

Description of the Fund and Its Investments
and Risks

Management of the Fund

Control Persons and Principal Holders of
Securities

Investment Advisory and Other Services

Brokerage Allocation and Other Practices

Capital Stock and Other Securities

Purchases, Redemptions and Pricing of Shares

Taxation of the Fund

Underwriters

Calculation of Performance Data

Financial Statements

<PAGE>

HISTORY OF THE FUNDS

The AAL U.S. Government Zero Coupon Target Funds (the Funds) are two series of
The AAL Mutual Funds (the Trust). The Trust is a Massachusetts Business Trust,
which was organized on June 9, 1987. The Trust has different series of shares.
The Trust refers to each series as a fund. In addition to The AAL U.S.
Government Zero Coupon Target Funds, ten other AAL Mutual Funds (series) exist
(available in both Class A, Class B and Institutional shares). The following
other series are described in separate prospectuses: The AAL Small Cap Stock,
Mid Cap Stock, International, Capital Growth Fund, Equity Income, Balanced, High
Yield Bond, Municipal Bond, Bond and Money Market Funds.

Shares of The AAL U.S. Government Zero Coupon Target Funds, Series 2001 and
2006, became available to the public on November 14, 1991. The Funds closed
sales to new shareholders and to additional purchases by existing shareholders
on May 31, 1993, except for automatic investment plan purchases. The Funds
allowed automatic investment plan purchases to continue through June 30, 1993.
The Funds allow existing shareholders to continue their purchases of shares by
reinvesting dividends and capital gains, if any, at net asset value in their
existing shareholder accounts.

The AAL Mutual Funds offer investment opportunities to eligible Lutherans
(including their families and their enterprises), and to Aid Association for
Lutherans (AAL) members and employees. The Funds also offer investment
opportunities to AAL branches, Lutheran congregations and trusts, employee
benefit plans and organizations sponsored by or affiliated with Lutheran
congregations. Lutheran investors in The AAL Mutual Funds are eligible for
associate membership in Aid Association for Lutherans ("AAL"), which entitles
them to become a part of one of approximately 9,750 local AAL branches
throughout the U.S. Through these branches and AAL, members help each other, aid
Lutheran congregations and their institutions and reach out to their communities
through charitable, educational, social, benevolent, fraternal and patriotic
programs.

FUNDS' ORGANIZATION AND DESCRIPTION AND THEIR INVESTMENTS AND RISKS

The Funds' Classification

The U.S. Government Zero Coupon Funds, Series 2001 and 2006 are open-end mutual
funds, meaning that they continuously issue redeemable shares representing
interests in the Funds' underlying portfolio of U.S. government securities.

Other Investment Strategies and Risks

The following information supplements the information provided in the prospectus
on the Funds' principal investment strategies and risks.

Zero Coupon Securities

The Funds invest at least 80% of a Fund's net assets in U.S. government zero
coupon securities. At least 50% of each Fund's net assets will be invested in
U.S. government zero coupon securities maturing within two years of the Fund's
target date.

In addition to the types of U.S. government zero coupon securities discussed in
the prospectus, zero coupon securities may include U.S. Treasury bonds or notes
and their unmatured interest coupons which have been separated by their holder,
typically a custodian bank or investment brokerage firm. A holder will separate
the interest coupons from the underlying principal (the "corpus") of the U.S.
Treasury security. A number of securities firms and banks have stripped the
interest coupons and resold them in custodial receipt programs with a number of
different names, including "Treasury Income Growth Receipts" ("TIGRS") and
Certificate of Accrual on Treasuries ("CATS"). The underlying U.S. Treasury
bonds and notes themselves are held in book-entry form at the Federal Reserve
Bank or, in the case of bearer securities, (i.e., unregistered securities that
are owned ostensibly by the bearer or holder thereof), in trust on behalf of the
owners thereof. The staff of the Securities and Exchange Commission no longer
considers "TIGRS" and "CATS" government securities.

The Treasury has facilitated transfers of ownership of zero coupon securities by
accounting separately for the beneficial ownership of particular interest coupon
and corpus payments on Treasury securities through the Federal Reserve
book-entry record-keeping system. The Federal Reserve program as established by
the Treasury Department is known as "STRIPS" or "Separate Trading of Registered
Interest and Principal of Securities." Under the STRIPS program, a Fund will be
able to have its beneficial ownership of zero coupon securities recorded
directly in the book-entry record-keeping system in lieu of having to hold
certificates or other evidences of ownership of the underlying U.S. Treasury
securities.

When U.S. Treasury obligations have been stripped of their unmatured interest
coupons by the holder, the stripped coupons are sold separately. The principal
or corpus is sold at a deep discount because the buyer receives only the right
to receive a future fixed payment on the security and does not receive any
rights to periodic interest (cash) payments. Once stripped or separated, the
corpus and coupons may be sold separately. Typically, the coupons are sold
separately or grouped with other coupons with like maturity dates and sold in
bundled form. Purchasers of stripped obligations acquire, in effect, discount
obligations that are economically identical to the zero coupon securities that
the Treasury sells itself.

Repurchase Agreements

The Funds may from time to time enter into repurchase agreements. Repurchase
agreements involve the sale of securities to a Fund with the current agreement
of the seller (a bank or securities dealer) to repurchase the securities at the
same price plus an amount equal to an agreed upon interest rate within a
specified time. The specified period of time is usually one week, but on
occasion the period may be for a longer period. The Funds require continual
maintenance of collateral (in cash or U.S. government securities) held by the
custodian in an amount equal to, or in excess of, the market value of the
securities that are the subject of the repurchase agreement.

In the event of a bankruptcy or other default of a seller of a repurchase
agreement, there may be delays and expenses in liquidating the securities,
declines in their value, and losses of interest. The Funds' adviser maintains
procedures for evaluating and monitoring the creditworthiness of firms with
which they enter into repurchase agreements. No Fund may invest more than 10% of
its total assets in repurchase agreements maturing in more than seven days or in
securities subject to legal or contractual restrictions on resale.

When-Issued and Delayed Delivery Securities

The Funds may purchase securities on a when-issued or delayed delivery basis.
Although the payment and interest terms of these securities are established at
the time the purchaser enters into the commitment, the securities may be
delivered and paid for a month or more after the date of purchase, when their
value may have changed. The Funds only purchase on a when-issued or delayed
delivery basis with the intention of actually acquiring the securities. The
Funds may sell the securities before settlement date if the adviser deems it
advisable for investment reasons.

At the time a Fund enters into a binding obligation to purchase securities on a
when-issued basis, the Fund will have its custodian identify liquid assets
having a value at least as great as the purchase price on its books throughout
the period of the obligation. The use of these investment strategies may
increase net asset value fluctuation.

Short-term Trading

Although there is no present intention to do so, the Funds, consistent with
their investment policies, may engage in short-term trading (selling securities
for brief periods of time, usually less than three months). The Funds will only
engage in short-term trading if the adviser believes that such transactions, net
of costs, would further the attainment of their investment objectives. For
example, the needs of different classes of lenders and borrowers and their
changing preferences and circumstances have in the past caused market
dislocations unrelated to fundamental creditworthiness and trends in interest
rates. These market dislocations have presented market trading opportunities.
Such market dislocations might result from a broker needing to cover a
substantial short position in a security or an abnormal demand for a security
created by an unusually large purchase or sale by an institutional portfolio
manager. The Funds cannot assure that such dislocations will occur in the future
or that they will be able to take advantage of them. The Funds will limit their
voluntary short-term trading, if any, to the extent necessary to qualify as a
"regulated investment company" under the Internal Revenue Code.

Lending Portfolio Securities

Although there is no present intention to do so, the Funds may from time to time
lend securities from their portfolios to brokers, dealers and financial
institutions such as banks and trust companies. The adviser will monitor the
creditworthiness of firms with which the Funds engage in securities lending
transactions. In doing so, a Fund would continue to receive the equivalent of
the interest or dividends paid by the issuer on the securities loaned, and would
also receive an additional return which may be in the form of a fixed fee or a
percentage of the collateral. A Fund would have the right to call the loan and
obtain the securities loaned at any time on notice of not more than five
business days.

The adviser will monitor the creditworthiness of firms with which the Funds
engage in securities lending transactions. Collateral values are continuously
maintained at 100% and marked to market daily. However, in the event of
bankruptcy or other default of the borrower, a Fund could experience both delays
in liquidating the loan collateral or recovering the loaned securities,
including possible decline in value of the collateral or loaned securities,
possible lack of access to income during this period, and expenses of enforcing
its rights.

Other Fund Policies

The Funds' investment objective, which is to provide a high investment return
over the selected periods of time (2001 and 2006), consistent with investments
in U.S. government securities, is a fundamental policy. This means that it may
not be changed without the approval of a "majority of the outstanding voting
securities" of that Fund. A "majority of the outstanding voting securities"
means the approval of the lesser of: (i) 67% or more of the voting securities at
a meeting if the holders of more than 50% of the outstanding voting securities
of a Fund are present or represented by proxy; or (ii) more than 50% of the
outstanding voting securities of a Fund. In addition to the Funds' investment
objective, the Fund's also have the following policies, which are fundamental
and cannot be changed without a majority vote of the outstanding shares of a
Fund.

(1) Senior Securities: A Fund may not issue senior securities (the
Funds only issue one security class), except to the extent that
it is necessary to borrow money in accordance with policy (2).

(2) Borrowing: A Fund may borrow money, but not in amounts in excess
of 10% of its total assets taken at current value. The Funds may
only borrow from banks as a temporary measure for extraordinary
or emergency purposes. The Funds will not borrow to increase
income, but only to meet redemption requests that otherwise
might require untimely dispositions of portfolio securities.
Interest paid on any borrowings will reduce the Fund's net
income. A Fund must repay any loan outstanding before purchasing
any other securities for its portfolio.

(3) Underwriting: A Fund may not underwrite securities of another
issuer. A Fund, however, may purchase securities directly from
an issuer thereof in accord with the Fund's investment
objectives and policies. A Fund also may dispose of portfolio
securities even though the federal securities laws may deem such
a distribution as an underwriting.

(4) Industry Concentration: A Fund may not invest more than 25% of
its total assets (taken at current value at the time of each
investment) in securities of non-governmental issuers whose
principal business activities are in the same industry.

(5) Real Estate: A Fund may not purchase or sell real estate, or
real estate limited partnership interests.

(6) Lending: A Fund may not make loans to other persons. However, to
the extent it is consistent with a Fund's other investment
policies a Fund may: (a) invest in debt obligations, including
those that are either publicly offered or of a type customarily
purchased by institutional investors, even though the purchase
of such debt obligations may be deemed loans; (b) enter into
repurchase agreements; and (c) lend portfolio securities,
provided that the Fund may not loan securities if, as a result,
the aggregate value of all securities loaned would exceed 33% of
its total assets (taken at market value at the time of such
loan).

(7) Issuer Concentration: A Fund may not invest more than 5% of its
total assets in securities, including repurchase agreements, of
any one issuer, except that it may invest up to 25% of its
assets without regard to this limitation. This limitation does
not apply to obligations issued or guaranteed by the U.S.
government or a federal agency or evidence of receipts of such
securities. The Funds expect to invest solely in U.S. government
securities.

(8) Margin: A Fund may not purchase securities on margin, except for
the use of short-term credit necessary for purchases and sales
of portfolio securities.

(9) Short Sales, Options and Futures: A Fund may not make short
sales of securities or maintain short positions or write,
purchase or sell puts, calls, straddles, spreads or combinations
thereof.

(10) Collateral: A Fund may not mortgage, pledge, hypothecate or in
any manner transfer, as security for indebtedness, any
securities held in its portfolio except as necessary in
connection with borrowings to the extent permitted by policy
(2).

(11) Commodities: A Fund may not purchase or sell commodities or
commodity contracts.

(12) Oil and Gas Investments: A Fund may not invest in oil, gas or
mineral related programs or leases.

(13) Illiquid Securities: A Fund may invest in repurchase agreements
maturing in more than seven days and in securities with legal or
contractual restrictions on resale, but only to the extent that
these investments do not exceed 10% of the Fund's total assets
at the time of purchase.

(14) Young Companies: A Fund may not invest in any security if as a
result the Fund would have more than 5% of its total assets
invested in securities of companies that have not been in
continuous operation for three years or more including any
predecessors.

(15) Other Investment Companies: A Fund may purchase securities of
other investment companies, but only to the extent of 10% of the
Fund's total assets. A Fund may not purchase more than 3% of the
outstanding voting securities of any one investment company. A
Fund also may not purchase securities in any one investment
company in an amount greater than 5% of the Fund's total assets.
These restrictions do not apply when a Fund purchases investment
company securities in connection with a merger, consolidation,
acquisition or reorganization.

(16) Control: A Fund may not purchase more than 10% of the
outstanding voting securities of an issuer or invest for the
purpose of exercising control or management.

Because the Funds intend to invest solely in U.S. government securities, the
Funds generally will not have to apply its policies on other types of issuers or
investments.

THE FUNDS' MANAGEMENT

Board of Trustees

The Funds' Board of Trustees decides matters of general policy and reviews the
activities of the Funds' adviser and distributor, AAL CMC. The Board of Trustees
is subject to the laws of Massachusetts governing business trusts and the
regulatory provisions of the securities laws largely derived from the Investment
Company Act of 1940 and the rules thereunder. The Funds' officers conduct and
supervise the daily business operations of the Funds.

Trustee and Officer Information

The Trustees* and officers, their business addresses and principal occupations
during the past five years are:

Trustees

<TABLE>
<CAPTION>
<S> <C>
Name and Address Position with the Funds and Principal Occupation

John H. Pender** Chairman of the Board of Trustees; from 1987 through May 1996,
P. O. Box 250 President of the Funds; Prior to 1996, Senior Vice President and
Dunbar, WV 25064 Chief Investment Officer, Aid Association for Lutherans (fraternal
DOB 5/25/30 benefit society) and prior to 1992, Treasurer

F. Gregory Campbell Trustee; President of Carthage College, Kenosha, WI; Director,
2001 Alford Park Drive Kenosha Hospital and Medical Center; Chairman, WI Assoc. of
Kenosha, WI 53140 Independent Colleges and Universities; Board Member, Kenosha Area
DOB 12/16/39 Development; and Board Member, Prairie High School

Richard L. Gady Trustee; and Vice President, Public Affairs and Chief Economist,
One Central Park Plaza ConAgra, Inc. (a food and agriculture corporation)
Omaha, NE 68102
DOB 2/28/43

D. W. Russler Trustee; from 1984 through 1988, Senior Vice President, Finance and
P. O. Box 84 Administration, NCR Corporation; Director, Capital Markets Assurance
Minocqua, WI 54548 Corporation (reinsurance); and Member, Advisory Board -- Saratoga
DOB 10/28/28 Partners II and III (corporate buy-out limited partnership)

Lawrence M. Woods
P. O. Box 1860 Trustee; Former Executive Vice President and Director, Mobil Oil
Worland, WY 82401 Corp. (international oil company)
DOB 4/14/32

Ronald G. Anderson** Trustee and President; Senior Vice President and CFO, Aid
4321 North Ballard Road Association for Lutherans; President, AAL CMC; Director,
General Appleton, WI 54919 Re-CKAG Reinsurance and Investment S.ar.L.
(Luxembourg reinsurance DOB 10/2/48 corporation); and from 1991 through 1996,
Chairman, General Re Financial Products; and from 1995 through 1996, Vice President,
Corporate Development, General Re Corporation (both reinsurance)

John O. Gilbert** Trustee; President and Chief Executive Officer, Aid Association for
4321 North Ballard Road Lutherans; Regent, Luther College; Director, Life Office Management
Appleton, WI 54949 Association, Inc.
DOB 8/30/42
</TABLE>

* All of the Trustees except Mr. Pender are Directors for the AAL Variable
Product Series Fund, Inc.

** Denotes an "interested person" of the Funds as defined in the Investment
Company Act of 1940.

Officers

The following Executive Officers of the Trust also serve as directors and/or
officers of the adviser as shown below:

<TABLE>
<CAPTION>
<S> <C>
Ronald G. Anderson President; Director, President of AAL CMC since 1996
222 West College Avenue
Appleton, WI 54919-0007
DOB 10/2/48

Robert G. Same Secretary; Director, Executive Vice President
222 West College Avenue since 1997, Senior Vice President and
Appleton, WI 54919-0007 Secretary of AAL CMC from 1987 to 1997
DOB 7/28/45

Terrance P. Gallagher Treasurer; Director, Chief Financial Officer of AAL CMC
222 West College Avenue since 1994, Comptroller since 1992 and Senior Vice
Appleton, WI 54919 President since 1996 DOB 9/20/58
</TABLE>

Compensation

The Funds do not pay their officers for services. However, the Trust pays an
annual fee of $25,000 to any of the Trustees who are not officers or employees
of the adviser or its parent. These fees are assessed ratably to each series of
the Trust. The Trust reimburses the Trustees for any expenses they may incur by
reason of attending such meetings or in connection with services they may
perform for the Trust. For the fiscal year ended April 30, 1998, the Trust paid
an aggregate of $85,751 in Trustees' fees and expenses.

<TABLE>
<CAPTION>
(1) (2) (3) (4) (5) (6)Total
Name of Person Capacities in Which Aggregate Pension or Estimated Compensation from
Remuneration Remuneration Retirement Benefits Annual Benefits Registrant and Fund
Received Accrued During Upon Retirement Complex paid to
Registrant's Last Trustees *
Fiscal Year

<S> <C> <C> <C> <C> <C>
John H. Pender Trustee - - - -
DOB 5/25/30

John O. Gilbert Trustee - - - -
DOB 8/30/42

Ronald G. Anderson, Trustee - - - -
DOB 10/2/48

F. Gregory Campbell Trustee $19,500 - - $25,000
DOB 12/16/39

Richard L. Gady Trustee $19,500 - - $25,000
DOB 2/28/43

D. W. Russler Trustee $19,500 - - $25,000
DOB 10/28/28

Lawrence M. Woods Trustee $19,500 - - $25,000
DOB 4/14/32
</TABLE>

* The Fund complex includes the AAL Variable Product Series Fund, Inc.

CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES

Control Persons

As of May 31, 1998, no one was considered a control person of the Funds. A
control person is one who has beneficial interest in more than 25% of the voting
securities of a Fund or one who asserts or is adjudicated to have control of a
Fund.

Principal Holders

As of May 31, 1998, there were two principal holders of the Funds' securities.
Principal holders are those who own (either of record or beneficially) in excess
of 5% of a Fund's outstanding shares.

Series 2001

Name % of Ownership

S. W. Heriot 6.6%
Guardian
9118 Little Sweden Rd.
Cook, MN 55723-8814

Series 2006

Name

J. May and N. May 5.91%
35 Interlachen Place
Tonka Bay, MN 55331-9522

Management Ownership

As of May 31, 1998, the officers and Trustees owned less than 1% of the Funds'
shares.

INVESTMENT ADVISORY AND OTHER SERVICES

Control

AAL CMC is the investment adviser for the Funds under an investment advisory
agreement with the Trust. AAL Holdings, Inc. owns all of the shares of AAL CMC.
AAL Holdings, Inc. is a wholly owned subsidiary of the Aid Association for
Lutherans (AAL). AAL is a non-profit, non-stock, membership organization
licensed to do business as a fraternal benefit society in all states. AAL was
formed in 1992 for the purpose of having Lutherans join together for financial
security and for helping others. AAL has approximately 1.7 million members and
is the world's largest fraternal benefit society in terms of assets and life
insurance in force. AAL ranks in the top two percent of all life insurers in the
U.S. in terms of ordinary life insurance (nearly $82 billion in force).
Membership is open to Lutherans and their families. AAL offers life, health, and
disability income insurance and fixed annuities to its members and all members
are part of one of approximately 9,500 local AAL branches throughout the U.S.
Through AAL CMC, AAL offers mutual funds and other investment products and
services. AAL CMC has served as adviser to Funds from the commencement of
operations. As of April 30, 1998, AAL CMC managed over $4 billion for the Trust.

Advisory Fees

The Funds pay the adviser an investment advisory fee computed separately and
paid monthly for each Fund. Each Fund pays an advisory fee of 0.50 of 1% of the
Fund's average daily net assets. Since 1995, however, the adviser has not
charged the Funds an investment advisory fee. The adviser is also reimbursing
each Fund's expenses in excess of 1.0%. Although the Funds do not have any
intention to do so, they may discontinue or modify these waivers or
reimbursements at any time.

The Funds have paid the following advisory fees to the adviser since
commencement of operations:

<TABLE>
<CAPTION>
Period Ended The AAL U.S. Government Zero Coupon The AAL U.S. Government Zero Coupon
Target Fund Series 2001 Target Fund Series 2001

<S> <C> <C>
April 30, 1991* $920 $692

April 30, 1992 $5,559 $ 3,815

April 30, 1993 $10,418 $7,430

April 30, 1994 $1,175 $833

April 30, 1995 $0 $0

April 30, 1996 $0 $0

April 30, 1997 $0 $0

April 30, 1998 $0 $0
</TABLE>

* The Funds became available to the public on November 14, 1998.

Affiliated Principal Underwriter

In addition to being the adviser for The AAL Mutual Funds (Trust), AAL CMC is
the principal underwriter for the Trust under a written distribution agreement
with the Trust.

AAL CMC's address is:

AAL Capital Management Corporation
222 West College Avenue
Appleton, Wisconsin 54919-0007.

The Trust's executive officers, Ron G. Anderson, Robert G. Same and Terry P.
Gallagher, also serve as officers and directors of AAL CMC, the adviser and
distributor of The AAL Mutual Funds.

Advisory Services and Expenses

The adviser furnishes the Trust, at its expense, pursuant to the investment
advisory agreement, with all office space and facilities, equipment and clerical
personnel necessary for carrying out its duties under the advisory agreement.
The adviser also pays all compensation of Trustees, officers and employees of
the Trust who are affiliated persons of the adviser. The advisory duties include
trading in any stocks, bonds or other securities or assets for a Fund's
portfolio and placing orders and negotiating commission for these trades.

Except for the specific transfer agent and custodial activities, AAL CMC, as the
adviser and distributor for the Trust, handles the other management functions of
the Trust, including its investment advisory duties. All costs and expenses not
expressly assumed by the adviser under the advisory agreement are paid by the
Trust, including, but not limited to:

(i) interest and taxes;

(ii) brokerage commissions;

(iii) insurance premiums;

(iv) compensation and expenses of its Trustees other than those
affiliated with the adviser;

(v) legal and audit expenses;

(vi) fees and expenses of the Trust's custodian and transfer agent;

(vii)expenses incident to the issuance of the Trust's shares,
including stock certificates and issuance of shares on the
payment of, or reinvestment of, dividends;

(viii) fees and expenses incident to the registration under Federal or
state securities laws of the Trust or its shares;

(ix) expenses of preparing, printing and mailing reports and notices
and proxy material to shareholders of the Trust;

(x) all other expenses incidental to holding meetings of the Trust's
shareholders;

(xi) dues or assessments of or contributions to the Investment Company
Institute or its successor, or other industry organizations;

(xii)such non-recurring expenses as may arise, including litigation
affecting the Trust and the legal obligations which the Trust may
have to indemnify its officers and Trustees with respect thereto;
and

(xiii) all expenses which the Trust agrees to bear in any distribution
agreement or in any plan adopted by the Trust pursuant to Rule
12b-1 under the Investment Company Act of 1940.

The advisory agreement provides that subject to Section 36 of the Investment
Company Act of 1940, the adviser shall not be liable to the Trust for any error
of judgment or mistake of law or for any loss arising out of any investment or
for any act or omission in the management of the Trust and the performance of
its duties under the agreement except for willful misfeasance, bad faith or
gross negligence in the performance of its duties or by reason of reckless
disregard of its obligations and duties under the agreements. As to the Funds,
the Board of Trustees approved the advisory agreement on February 27, 1990. The
Funds' shareholders approved the advisory agreement on November 12, 1991. The
advisory agreement continues in effect from year to year so long as such
continuance is specifically approved at least annually by the Board of Trustees,
including a majority of the Trustees who are not Interested Persons (as defined
in the Act.)

The advisory agreement is terminable upon assignment or at any time without
penalty by the Board of Trustees or by vote of the holders of a majority of the
outstanding voting securities of the Trust, with respect to any Fund by the vote
of a majority of the outstanding shares of such Fund, or by the adviser on 60
days' written notice to the Trust.

Other Services

Administrative Services

Pursuant to an administrative services agreement with the Trust, AAL CMC
provides certain administrative, accounting and pricing services to the Funds.
These services include: calculating the daily net asset value per share;
maintaining original entry documents and books of record and general ledgers;
posting cash receipts and disbursements; reconciling bank account balance
monthly; recording purchases and sales; and preparing monthly and annual
summaries to assist in the preparation of financial statements of, and
regulatory reports for, the Funds. The Adviser has agreed to provide these
services at rates which would not exceed the rates charged by unaffiliated
vendors for similar services. The present agreement provides that the Trust
shall pay to the Funds the annual rates of payment as follows:

The AAL U.S. Government Zero Coupon Target Fund Series 2001 - $2,500
The AAL U.S. Government Zero Coupon Target Fund Series 2006 - $2,500

The administrative services agreement will continue in effect from year to year,
as long as it is approved at least annually by the Board of Trustees or by a
vote of the outstanding voting securities of the Funds and in either case by a
majority of the Trustees who are not parties to the agreement or interest
persons of any such party. The agreement terminates automatically if either
party assigns the agreement. The agreement also terminates without penalty upon
60 days notice by either party. The agreement provides that neither the advisor
nor its personnel shall be liable for any error of judgment or mistake of law or
for any loss arising out of any act or omission in the execution and the
discharge of its obligations under the agreement, except willful misfeasance,
bad faith or gross negligence in the performance of their duties or by reckless
disregard of their obligations and duties under the agreement.

Shareholder Maintenance Agreement

The Trust has entered into a contract with AAL CMC to provide certain
shareholder maintenance services, effective April 1, 1995. These shareholder
services include answering customer inquiries regarding account status,
explaining and assisting customers with the exercise of their account options
and facilitating shareholder telephone transaction requests.

The annual fee the Trust pays for AAL CMC to provide such shareholder services
is based upon, and limited by, the difference between the current account fees
actually charged by Firstar Trust Company, as transfer and dividend disbursing
agent, and the normal full-service fee schedule published by Firstar Trust
Company. The annual fee is also based on reimbursement for certain actual
out-of-pocket costs including postage and telephone charges. This account
differential, including reimbursement for expenses, is at an annualized rate of
$4.30 per account, effective June 1, 1998. The shareholder maintenance agreement
continues in effect from year to year, as long as it is approved at least
annually by the Funds' Board of Trustees or by a vote of the outstanding voting
securities of the Funds. In either case, the agreement must be approved annually
by a majority of the Trustees who are not parties to the agreement or interested
persons of any such party. The agreement terminates automatically if either
party assigns the agreement. The agreement also terminates without penalty by
either party on 60-days notice. The agreement provides that neither the adviser
nor its personnel shall be liable for any error of judgment or mistake of law or
for any loss arising out of any act or omission in the execution and the
discharge of its obligations under the agreement, except for willful
misfeasance, bad faith or gross negligence in the performance of their duties or
by reason of reckless disregard of their obligations and duties under the
agreement. These fees are not currently assessed against the Funds but may be in
the future.

Rule 12b-1 (Distribution) Plan

Because the Funds are no longer being sold, the distributor is waiving the 12b-1
fees under the distribution plan. The Funds will not reinstate the 12b-1 fees as
they are not open to investors for new sales. The following description applies
to the plan when such fees were paid.

The Trust's distribution plan (Plan) is written in contemplation of Rule 12b-1
(Rule) under the Investment Company Act of 1940. The Plan authorizes the
distributor to make payments to any qualified person (recipient) who has
rendered assistance in the distribution of a Fund's shares (such as sale or
placement of a Fund's shares, or administrative assistance, such as maintenance
of sub-accounting or other records). The Plan also authorizes the distributor to
purchase advertising for shares of the Funds, to pay for sales literature and
other promotional material, and to make payments to its sales personnel. Any
such payments to qualified recipients or expenses will be reimbursed or paid by
the Funds, up to a limit of 0.10 of 1% of the average net assets in a given
fiscal year. No reimbursement or payment may be made for expenses of past fiscal
years or in contemplation of expenses for future fiscal years.

The Plan states that if and to the extent that any of the following payments by
the Funds are considered to be "primarily intended to result in the sale of
shares" issued by a Fund within the meaning of the Rule, such payments by a Fund
are authorized without limit under the Plan and shall not be included in the
limitations contained in the Plan. Such costs include:

(a) the costs of the preparation, printing, and mailing of all
required reports and notices to shareholders, irrespective of
whether such reports or notices contain or are accompanied by
material intended to result in the sale of shares of a fund or
other funds or other investments;
(b) the costs of preparing, printing and mailing of all prospectuses
to shareholders;
(c) the costs of preparing, printing and mailing of any proxy
statements and proxies, irrespective of whether any such proxy
statement includes any item relating to, or directed toward, the
sale of the Funds' shares;
(d) all legal and accounting fees relating to the preparation of any
such reports, prospectuses, proxies and proxy statements;
(e) all fees and expenses relating to the qualification of the Funds
and or their shares under the securities or "Blue Sky" laws of any
jurisdiction;
(f) all fees under the Act and the Securities Act of 1933, including
fees in connection with any application for exemption relating to
or directed toward the sale of the Funds' shares;
(g) all fees and assessments of the Investment Company Institute or
any successor organization or industry association irrespective of
whether some of its activities are designed to provide sales
assistance;
(h) all costs of preparing and mailing confirmations of shares sold or
redeemed or share certificates and reports of share balances; and
(i) all costs of responding to telephone or mail inquiries of
shareholders.

The Plan also has recognized that the costs of distribution of the Trust's
shares are expected to exceed the sum of permitted payments, permitted expenses,
and the portion of the sales charge retained by the distributor, and that the
profits, if any, of the adviser are dependent primarily on the advisory fees
paid by the Funds to the Adviser. If and to the extent that any investment
advisory fees paid by the Funds might, in view of any excess distribution costs
and the common ownership of the adviser and distributor, be considered as
indirectly financing any activity that is primarily intended to result in the
sale of shares issued by the Funds, the payment of such fees is authorized under
the Plan. The Plan states that in taking any action contemplated by Section 15
of the Act as to any investment advisory contract to which the Trust is a party,
the Board of Trustees, including its Trustees who are not "interested persons"
as defined in the Act, and who have no direct or indirect financial interest in
the operation of the Plan or any agreements related to the Plan ("Qualified
Trustees"), shall, in acting on the terms of any such contract, apply the
"fiduciary duty" standard contained in Sections 36(a) and (b) of the Act.

The Plan requires that while it is in effect the distributor shall report in
writing at least quarterly to the Trustees, and the Trustees shall review, the
following:

(a) the amounts of all payments, the identity of recipients of each
such payment, the basis on which each such recipient was chosen
and the basis on which the amount of the payment was made;

(b) the amounts of expenses and the purpose of each such expense; and

(c) all costs of the other payments specified in the Plan (making
estimates of such costs where necessary or desirable) in each
case during the preceding calendar or fiscal quarter.

The aggregate amount paid by the Funds to the distributor under the Plan for the
fiscal year ended April 30, 1998, and the manner in which this amount was spent
is as follows:

Gross 12b-1 fees paid by the Funds $0

Expenditures

Compensation to Registered Representatives $0

Other $0

The Plan as it affects the Funds' shareholders was approved by the Funds'
shareholders on November 12, 1991. The Plan continues in effect from year to
year only so long as such continuance is specifically approved at least annually
by the Board of Trustees and the Qualified Trustees (as defined in the Plan)
cast in person at a meeting called for the purpose of voting on such
continuance. The Plan may be terminated at any time without penalty by a vote of
a majority of the Qualified Trustees or by the vote of the holders of a majority
of the outstanding voting securities of the Trust, and with respect to any Fund,
by the vote of a majority of the outstanding shares of such Fund. The Plan may
not be amended to increase materially the amount of payments to be made without
shareholder approval. While the Plan is in effect, the selection and nomination
of those Trustees who are not interested persons of the Trust is committed to
the discretion of such disinterested Trustees. Nothing in the Plan will prevent
the involvement of others in such selection and nomination if the final decision
on any such selection and nomination is approved by a majority of such
disinterested Trustees.

Other Service Providers

Transfer and Dividend Paying Agent and Custodian

Firstar Trust Company
P. O. Box 2981
615 E. Michigan Street
Milwaukee, Wisconsin 53201-2981

As the transfer agent, Firstar handles the recordkeeping for the Funds' shares
and is authorized to make the transfers of and distributions for a Fund's shares
in accordance with instructions from the Funds. As the custodian, Firstar in
general holds the assets of each Fund and provides safekeeping, clearing and
other services for the Funds' portfolios.

Independent Accountants

Price Waterhouse LLP
100 East Wisconsin Avenue
Suite 1500
Milwaukee, Wisconsin 53202

The Trust's independent accountants, Price Waterhouse LLP, examine the Funds'
annual financial statements, assist in the preparation of certain reports to the
Securities and Exchange Commission and prepare the Trust's state and Funds'
federal tax returns.

BROKERAGE ALLOCATION AND OTHER PRACTICES

Brokerage Transactions

The adviser directs the placement or orders for the purchase and sale of the
Funds' portfolio securities. Generally, the adviser places purchases and sales
of portfolio securities with primary market makers (dealers) for these
securities on a net (principal) basis, without paying any brokerage commissions.
Trading does, however, involve transaction costs. Transactions with dealers
serving as primary market makers reflect the spread between the bid and asked
prices. Purchases of portfolio securities from the dealers of zero coupon
securities, in particular, may include a mark-up which may be included in a
spread between the bid and asked price. Purchases of underwritten issues may be
made which will include an underwriting fee paid to the underwriter.

Commissions

Because the Target Funds portfolios invest in U.S. government securities, which
generally trade on a principal basis through a dealer rather than on a
commission basis through a broker, the Target Funds did not pay any commissions
for the past three years. The Trust, which includes all of The AAL Mutual Funds
series, paid a total of $3,143,251, $4,205,263 and 1,697,844 in brokerage
commissions in each of the past three fiscal years ending on April 30, 1998,
1997 and 1996, respectively.

Brokerage Selection

In placing portfolio transactions, the adviser seeks the best combination of
price and execution. In determining which dealers provide best execution, the
adviser looks primarily to the price quoted. The adviser normally places orders
with the dealer through which it can obtain the most favorable price. The
adviser will normally purchase securities in their primary markets. In assessing
the best net price and execution available to a Fund, the adviser will consider
all factors it deems relevant. These factors include:

(1) the breadth of the market in the security;
(2) the price of the security;
(3) the financial condition and execution capability of the dealer; and
(4) the reasonableness of the commission, if any (for the
specific transaction and on a continuing basis).

Although it is expected that sales of shares of the Funds will be made only by
the distributor, the adviser may in the future consider the willingness of
particular dealers to sell shares of the Funds as a factor in the selection of
dealers for the Funds' portfolio transactions, subject to the overall best price
and execution standard.

Assuming equal execution capabilities, the adviser may take into account other
factors in selecting brokers or dealers to execute particular transactions and
in evaluating the best net price and execution available. The Adviser may
consider "brokerage and research services" (as those terms are defined in
Section 28(e) of the Securities Exchange Act of 1934), statistical quotations,
specifically the quotations necessary to determine the Funds' net asset values,
and other information provided to the Funds, to the adviser or its affiliates.
The adviser may also cause a Fund to pay to a broker or dealer who provides such
brokerage or research services a commission for executing a portfolio
transaction that is in excess of the amount of commission another broker or
dealer would have charged for effecting that transaction. The adviser must
determine, in good faith, however, that such commission was reasonable in
relation to the value of the brokerage and research services provided, viewed in
terms of that particular transaction or in terms of all the accounts over which
the adviser exercises investment discretion. It is possible that certain of the
services received by the adviser attributable to a particular transaction will
benefit one or more other accounts for which investment discretion is exercised
by the adviser.

CAPITAL STOCK AND OTHER SECURITIES

The Funds are separate series of a Massachusetts Business Trust organized under
a Declaration of Trust dated March 13, 1987, which provides that each
shareholder shall be deemed to have agreed to be bound by the terms thereof. The
Declaration of Trust may be amended by a vote of either its shareholders or its
Board of Trustees. The Trust may issue an unlimited number of shares, in one or
more series as the Board of Trustees may authorize. Currently, the Board has
authorized eleven series which bear the name of The AAL Mutual Funds (Trust).

Each share of a Fund is entitled to participate pro rata in any dividends or
other distributions declared by the Board with respect to that Fund, and all
shares of a Fund have equal rights in the event of liquidation of that Fund.

Each share of each Fund is entitled to one vote on each matter presented to
shareholders of that Fund. As a business trust, the Trust is not required to
hold annual shareholder meetings. However, special meetings may be called for
purposes such as electing or removing Trustees, changing fundamental policies,
or approving an investment advisory contract. On matters affecting an individual
Fund (such as approval of advisory and sub-advisory contracts and changes in
fundamental policies of a Fund) a separate vote of the shares of that Fund is
required. Shares of a Fund are not entitled to vote on any matter not affecting
that Fund. All shares of each Fund vote together in the election of Trustees.

Under Massachusetts law, shareholders of a business trust may, under certain
circumstances, be held personally liable for the obligations of the Trust.
However, the Declaration of Trust disclaims liability of the shareholders, the
Trustees, or officers of the Trust for acts or obligations of the Trust, which
are binding only on the assets and property of the Trust. Notice of such
disclaimer is given in each agreement, obligation, or contract entered into or
executed by the Trust or the Board. The Declaration of Trust provides for
indemnification out of the Trust's assets for all losses and expenses of any
shareholder held personally liable for the obligations of the Trust. Thus, the
risk of a shareholder incurring financial loss on account of shareholder
liability is remote because it is limited to circumstances where the Trust
itself is unable to meet its obligations.

Regarding the Target Funds, Series 2001 and Series 2006, they contain only one
class of shares, which are untitled but are considered to be Class A shares. The
Funds' shares, when open to investors for new sales, were sold with a front-end
sales charge (load). The Funds' shareholders have the right to retain and
dispose of their shares freely. Each share of the Funds represents an interest
in a Fund proportionately equal to the interest of each other share. As a
result, if the Target Funds (and any other Funds in the Trust's series of Funds)
were to liquidate, all shareholders of a Fund would share pro rata in its net
assets available for distributions to shareholders of its class. In addition,
each share of a Fund has a proportionate interest in any Fund distributions of
interest or capital gains and a proportionate interest upon redemption (which
equals the net asset value per share at the time). Shareholders may redeem their
shares at any time, subject to any rights a Fund may have to suspend redemptions
under the Investment Company Act of 1940.

PURCHASES, REDEMPTIONS AND PRICING OF SHARES

Net Asset Value

The Funds offer their shares to the public through their distributor, AAL CMC.
You can contact your AAL registered representative for information or call The
AAL Mutual Funds directly at 800-553-6319. When the Funds were open for new
investments, the Funds sold their shares at the public offering price (POP). The
POP is based on a Fund's net asset value (NAV) per share plus a sales charge
(load):

NAV + Sales charge = Offering price.

A Fund determines the POP of a share by dividing its net asset value by 100%
minus the sales charge percentage :

NAV
---------------------------- = Public offering price.
100% - Sales charge %

For example if a Fund's NAV is $10 per share and the maximum sales charge is
4.75%, the POP would equal $10.49 per share.

The Funds calculate the net asset value of their shares once daily on days when
the New York Stock Exchange is open for business. The NYSE regularly closes on
Saturdays and Sundays and on New Years' Day, the third Monday in February, Good
Friday, the last Monday in May, Independence Day, Labor Day, Thanksgiving, and
Christmas. If one of these holidays falls on a Saturday or Sunday, the exchange
will be closed on the preceding Friday or the following Monday, respectively.
The Funds wait until after the close of the NYSE (3:00 p.m. Central Time) before
calculating the value of their shares.

Net asset value is determined by dividing the total assets of the particular
Fund, less all its liabilities, by the total number of shares of that Fund
outstanding:

Assets (Cash + Current value of securities ) - Liabilities = NAV of Fund

NAV of Fund
------------------------------- = NAV per share
Number of shares outstanding

Each Fund determines the value of securities in its portfolio through the use of
pricing services approved by the Trustees. The pricing services utilize
information with respect to bond and note transactions, quotations from bond
dealers, market transactions in comparable securities and various relationships
between securities. Money market instruments with remaining maturities of 60
days or less are valued by the amortized cost method, which the Trustees believe
approximates fair value. Because of the large number of zero coupon securities
available, many may not trade each day; therefore, bid and asked prices
frequently are not available. In valuing such securities, then, the pricing
services generally take into account institutional size, trading in similar
groups of securities and any developments related to specific securities. Other
securities and assets are valued in good faith at fair value using methods
(including pricing services) determined by the Trustees and applied on a
consistent basis. The Trustees review the valuation of each Fund's portfolio
securities through receipt of regular reports from the Adviser.

Generally, trading in U.S. government securities and other fixed income
securities is substantially completed each day at various times prior to the
close of the NYSE. The values of such securities used in determining the net
asset value of a Fund's shares are computed as of such times. Occasionally,
events affecting the value of such securities may occur between such times and
the close of the NYSE, which events will not be reflected in the computation of
a Fund's net asset value. If events materially affecting the value of the
Trust's securities occur during such a period, then these securities will be
valued at their fair value as determined in good faith by the Trustees.

The difference between the POP and the NAV (net amount invested in the Funds) is
paid to the distributor, AAL CMC, the principal underwriter for The AAL Mutual
Funds.

To provide an additional benefit to those who work for the Funds, the Trustees,
directors and employees of the Funds and the adviser, as well as persons
licensed to receive commissions for sales of The AAL Mutual Funds, may not pay a
sales charge on their purchases or on the purchases made by family members
residing with them. Also, to promote Lutheranism, the Funds reduce the sales
charges on shares sold to Lutheran congregations and charitable organizations.

The Funds intend to pay all redemptions in cash and are obligated to redeem
shares solely in cash up to the lesser of $250,000 or one percent of the net
assets of the Fund during any 90-day period for any one shareholder. However,
redemptions in excess of such limit may be paid wholly or partly by a
distribution in kind of securities. If redemptions were made in kind, the
redeeming shareholders might incur brokerage fees in selling the securities
received in the redemptions.

Each Fund reserves the right to suspend or postpone redemptions during any
period when: (a) trading on the NYSE is restricted, as determined by the
Securities and Exchange Commission, or that exchange is closed for other than
customary weekend and holiday closings; (b) the Securities and Exchange
Commission has by order permitted such suspension; or (c) an emergency, as
determined by the Securities and Exchange Commission, exists, making disposal of
portfolio securities or valuation of net assets of the Fund not reasonably
practicable.

TAXATION OF THE FUNDS

Each of the Funds has elected to be treated as a regulated investment company
under Subchapter M of the Internal Revenue Code of 1986, as amended (the
"Code").

A regulated investment company qualifying under Subchapter M of the Code is
required to distribute to its shareholders at least 90 percent of its investment
company taxable income (including net short-term capital gains) and is not
subject to federal income tax to the extent that it distributes annually its
investment company taxable income and net realized capital gains in the manner
required under the Code.

Each Fund is subject to a 4% nondeductible excise tax on amounts required to be
distributed, but not actually distributed under a prescribed formula. The
formula requires each Fund to distribute to shareholders during a calendar year
an amount equal to at least 98% of a Fund's ordinary income for the calendar
year, at least 98% of the excess of its capital gains over capital losses
(adjusted for certain ordinary losses as prescribed in the Code) realized during
the one-year period ending October 31 during such year, and all ordinary income
and capital gains for prior years that were not previously distributed.

Investment company taxable income includes dividends, interest (including
original issue discount amortization) and net short-term capital gains in excess
of net long-term capital losses, less expenses. Net realized capital gains of a
Fund for a fiscal year are computed by taking into account any capital loss
carryforward of such Fund to the extent allowed by the Internal Revenue Code.

If any net realized long-term capital gains in excess of net realized short-term
capital losses are not distributed by a Fund for reinvestment, requiring federal
income taxes to be paid thereon by the Fund, the Fund intends to elect to treat
such capital gains as having been distributed to shareholders. As a result,
shareholders will report such capital gains as long-term capital gains, will be
able to claim their share of federal income taxes paid by the Fund on such gains
as a credit against their own federal income tax liability, and will be entitled
to increase the adjusted tax basis of their shares by the difference between
their pro rata share of such gains and their tax credit.

Distributions of investment company taxable income are taxable to shareholders
as ordinary income. Under the federal income tax law, a portion of the
difference between the purchase price and the face amount of zero coupon
securities ("original issue discount") will be treated as income to any Fund
holding securities with original issue discount each year, although no current
payments will be received by such Fund with respect to such income. This
original issue discount amortization will comprise a part of that investment
company taxable income of such Fund that must be distributed to shareholders in
order to maintain its qualification as a regulated investment company and to
avoid federal income tax at the Fund level. Taxable shareholders of such a Fund
will be subject to income tax on such original issue discount amortization,
whether or not they elect to receive their distributions in cash. In the event
that a Fund acquires a debt instrument at a market discount, it is possible that
a portion of any gain recognized on the disposition of such instrument may be
treated as ordinary income.

Since the Funds invest primarily in zero coupon securities upon which they will
not receive cash payments of interest, to the extent shareholders of the Funds
elect to take their distributions in cash, these Funds may have to generate the
required cash from interest earned on non-zero coupon securities from the
disposition of such securities, or possibly from the disposition of some of
their zero coupon securities.

Distributions of the excess of net long-term capital gain over net short-term
capital loss are taxable to shareholders as long-term capital gain, regardless
of the length of time the shares of the relevant Fund have been held by such
shareholders. Such distributions are not eligible for the dividends-received
deduction. Any loss realized upon the redemption of shares held at the time of
redemption for six months or less will be treated as a long-term capital loss to
the extent of any amounts treated as distributions of long-term capital gain
during such six-month period.

Distributions of investment company taxable income and net realized capital
gains will be taxable whether received in shares or in cash.

The foregoing is only a summary of certain tax considerations generally
affecting the Funds and their shareholders. Investors are urged to consult their
tax advisors with specific reference to their own tax situations, including
state and local tax liability.

UNDERWRITERS

Until May 31, 1993, AAL CMC, the principal underwriter, for the Funds, offered
the shares of the Funds for sale on a continuous basis through its field sales
force. The Funds paid the aggregate underwriting commissions received and the
amount of commissions retained by the underwriter for the last three years were
as follows:

<TABLE>
<CAPTION>
Time Period Aggregate Commissions Retained Commissions

<S> <C> <C>
For the fiscal year ended 4/30/96 $0 $0

For the fiscal year ended 4/30/97 $0 $0

For the fiscal year ended 4/30/98 $0 $0

</TABLE>

With respect to all commissions and other compensation, AAL CMC, the sole
distributor for the Funds, does not receive any compensation in connection with
redemptions and repurchases, brokerage commissions or other compensation.

CALCULATION OF PERFORMANCE DATA

From time to time, the Funds may advertise yield and total return for various
periods of investment. Such information will always include uniform performance
calculations based on standardized methods established by the Securities and
Exchange Commission, and may also include other total return information. Yield
is based on historical earnings and total return is based on historical
calculated earnings; neither is intended to indicate future performance.
Performance information should be considered in light of the Funds' investment
objectives and policies, characteristics and quality of their portfolio
securities and the market conditions during the applicable period and should not
be considered as a representation of what may be achieved in the future.
Investors should consider these factors in addition to differences in the
methods used in calculating performance information, and the impact of taxes on
alternative investments when comparing a particular Fund's performance to the
performance data published for alternative investments.

Standardized Performance Information

Average Annual Total Return

For each of the Funds, standardized average annual total return is computed by
finding the average annual compounded rates of return over the 1, 5 and 10 year
periods (or the portion thereof during which the Fund has been in existence)
that would equate the initial amount invested to the ending redeemable value
according to the following formula:

T = n/(ERV/P) - 1
Where:

T= average annual total return;

n= number of years and portion of a year;

ERV= ending redeemable value (of the hypothetical $1,000 payment) at
the end of the 1, 5 and 10 year periods, or fractional portion
thereof, after deduction of all non-recurring charges to be
deducted, assuming redemption at the end of the period; and

P= $1,000 (the hypothetical initial payment before deduction of the maximum
sales load).

Average Annual Total Return for the Series 2001 Series 2006
Period Ended 4/30/98

1-Year (total return) 3.96% 9.83%

5-year 4.93% 7.33%

From Inception 8.49% 10.61%

Current Yield

Current yield quotations for the Funds are based on a 30-day (or one month)
period, and are computed by dividing the net investment income per share earned
during the period by the maximum offering price per share on the last day of the
period, according to the following formula:

6
Yield = 2 [ (a-b + 1) - 1 ]
----
[ (cd) ]

a= dividends and interest earned during the period;

b= expenses accrued for the period (net of reimbursements);

c= the average daily number of shares outstanding during the period
that were entitled to receive dividends; and

d= the maximum offering price per share on the last day of the
period.

For purposes of this calculation, income earned on debt obligations is
determined by applying a calculated yield-to-maturity percentage to the
obligations held during the period. The yields for the Funds, Series 2001 and
2006, for the 30-day period ended April 30, 1998, were 4.61% and 4.78%,
respectively. When advertising yield, a Fund will not advertise a one-month or a
30-day period which ends more than 45 days before the date on which the
advertisement is published.

Other Performance Information

The Funds may, from time to time, include in their advertisements quotations
computed for a time period, or by a method which differs from the computations
described in the foregoing section.

Average Annual Total Return

The Funds may advertise an average annual total return calculation for any
appropriate time period, based upon the value of a net investment in the Fund,
after deduction of the maximum sales charge according to the following formula:

T = (ERV/P)^(1/n)-1

Where:

T= average annual total return;

n= number of years and portion of a year;

ERV= ending redeemable value (of the hypothetical $1,000 payment) at
the end of any period, after deduction of all non-recurring
charges to be deducted, assuming redemption at the end of the
period; and

P = $1,000 (the hypothetical initial net investment) after deduction of the
sales load.

Average Annual Total Return ended Series 2001 Series 2006
April 30, 1998

1-year (total return) 9.17% 15.30%

5-year 5.92% 8.38%

From Inception (11/90) 9.20% 11.33%

Anticipated Growth Rate

The anticipated growth rate is a calculation of predicted return. Anticipated
growth will consist primarily of the estimated amortization of discount on the
zero coupon securities in a Fund and, to a much lesser degree, of projected cash
flow on income-producing securities in excess of estimated expenses. The
anticipated growth rate is the rate which, when compounded on a semi-annual
basis, equates the current market value of a Zero Coupon Fund to the sum of the
present values of the payments to be received from securities held in the Fund.
It is calculated net of expenses on a bond-equivalent basis in order to
facilitate comparison with returns obtainable from U.S. Treasury notes, bonds
and stripped (zero coupon) securities, if held directly. The calculation is
based on certain assumptions (See "Investment Objectives and Policies"). A
shareholder who redeems prior to maturity of a Fund may experience a
significantly different investment return than was anticipated at time of
purchase.

Performance information for the Funds may be compared to various unmanaged
indices, such as the Dow Jones Industrial Average, the S & P 500 or the Lehman
Brothers Aggregate Bond Index, as well as indices of similar mutual funds. The
Funds may also include in their advertising rankings published by recognized
statistical services or publishers such as Lipper Analytical Services, Inc.,
Wiesenberger Investment Companies Services or rankings published by other
comparable national services which rank mutual funds.

FINANCIAL STATEMENTS

The AAL Mutual Funds ("Trust") has filed audited financial statements, notes to
financial statements and report of independent accountants for the Trust for the
fiscal year ended April 30, 1998, for The AAL U.S. Government Target Funds,
Series 2001 and 2006, which are incorporated by reference into this
Post-Effective Amendment to this Registration Statement. Class A, Class B and
Institutional shares for The AAL Small Cap Stock, Mid Cap Stock, International,
Capital Growth, Equity Income, Balanced, High Yield Bond, Municipal Bond, Bond
and Money Market Funds are contained in separate prospectuses.

<PAGE>

THE AAL MUTUAL FUNDS

PART C

OTHER INFORMATION

Item 23. Exhibits

Except as noted below, all required exhibits have been previously filed and are
incorporated by reference from the Registrant's Registration Statement on Form
N-1A (File No. 33-12911), as amended.

(j) Consent of Independent Accountants; and

(n) Financial Data Schedule.

Item 24. Persons Controlled by or under Common Control with Registrant

The AAL Mutual Funds
(Massachusetts business trust)

Aid Association for Lutherans (AAL)
(Fraternal benefit society - owns all shares of AAL
Holdings Inc.)

AAL Holdings Inc.
(Holding company - owns all shares of AAL Capital Management Corporation)

AAL Capital Management Corporation
(Adviser and distributor for The AAL Mutual Funds)

AAL Capital Management Corporation, the adviser and distributor for Trust, was
organized in 1986 as a Delaware corporation, all of the shares of which are
owned by AAL Holdings Inc., a wholly-owned subsidiary of the Aid Association for
Lutherans ("AAL"). AAL is a non-profit, non-stock membership organization,
licensed to do business as a fraternal benefit society in all states. Under an
investment advisory agreement and a distribution agreement with the Trust, and
subject to the supervision of the Trust's Board of Trustees, AAL Capital
Management Corporation provides the investment advisory, administrative,
shareholder, distribution and other services for the Funds.

<PAGE>

Item 25. Indemnification

Under Section 12 of Article Seventh of the Registrant's Declaration of Trust,
the Trust may not indemnify any trustee, officer or employee for expenses (e.g.,
attorney's fees, judgments, fines and settlement amounts) incurred in any
threatened, pending or completed action, if there has been an adjudication of
liability against such person based on a finding of willful misfeasance, bad
faith, gross negligence or reckless disregard of such person's duties of office
("disability conduct").

The Trust shall indemnify its trustees, officers or employees for such expenses
whether or not there is an adjudication of liability, if, pursuant to Investment
Company Act Release 11330, a determination is made that such person was not
liable by reason of disabling conduct by (i) final decision of the court before
which the proceeding was brought or (ii) in the absence of such a decision, a
reasonable determination, based on factual review, that the person was not
liable for reasons of such conduct is made by (a) a majority vote of
disinterested, non-party Trustees or (b) independent legal counsel in a written
opinion.

Advancements of expenses incurred in defending such actions may be made pursuant
to Release 11330, provided that the person undertakes to repay the advance
unless it is ultimately determined that such person is entitled to
indemnification and one or more of the following conditions is met: (1) the
person provides security for the undertaking; (2) the registrant is insured
against losses arising by reason of any lawful advances or (3) a majority of
disinterested non-party Trustees or independent legal counsel in a written
opinion determines, based on review of readily available facts, that there is
reason to believe the person ultimately will be found entitled to
indemnification.

Insofar as indemnification for liabilities arising under the Securities Act of
1933 may be permitted to trustees, officers and controlling persons of
Registrant pursuant to the foregoing provision, or otherwise, Registrant has
been advised that in the opinion of the Securities and Exchange Commission such
indemnification is against public policy as expressed in that Act and is,
therefore, unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by Registrant of expenses incurred or
paid by a trustee, officer or controlling person of Registrant in the successful
defense of any action, suit or proceeding) is asserted by such trustees, officer
or controlling person in connection with the securities being registered,
Registrant will, unless in the opinion of its counsel the matter has been
settled by controlling precedent, submit to a court of appropriate jurisdiction
the question whether such indemnification by it is against public policy as
expressed in the Act and will be governed by the final adjudication of such
issue.

Item 26. Business and Other Connections of The Investment Adviser.

AAL Capital Management Corporation is the investment adviser of the Registrant.
Societe Generale Asset Management Corp. is the sub-adviser for The AAL
International Fund. For information as to the business, profession, vocation or
employment of a substantial nature of the adviser and sub-adviser, reference is
made to Parts A and B of this Registration Statement and to Form ADV filed under
the Investment Advisers Act of 1940 by the adviser and sub-adviser.

Item 27. Principal Underwriters

(a) None

(b)

Name and Principal Positions and Positions and Offices
Business Offices with with Registrant
Underwriter

Ronald G. Anderson Chairman of the Trustee and President
222 W. College Ave. Board of Directors
Appleton, WI 54919 and President

Robert G. Same Executive Vice President, Secretary and
222 W. College Ave. Secretary and Director Vice President
Appleton, WI 54919

Terrance P. Gallagher Senior Vice President, Treasurer
222 W. College Ave. CFO, Treasurer
Appleton, WI 54919 and Director

Robert Roth Senior Vice None
222 W. College Ave. President and
Appleton, WI 54919 Director

James H. Abitz Director None
222 W. College Ave.
Appleton, WI 54919

Woody Eno Director None
222 W. College Ave.
Appleton, WI 54919

Jerome Laubenstein Director None
4321 N. Ballard Rd.
Appleton, WI 54919

Steven Weber Director None
4321 N. Ballard Rd.
Appleton, WI 54919

Roger Johnson Director None
4321 N. Ballard Rd
Appleton, WI 54919

Anthony De Angelis Vice President None
222 West College Ave.
Appleton, WI 54919

Kenneth E. Podell Assistant None
222 West College Ave. Secretary
Appleton, WI 54919

Paul Stadler Vice President None
222 West College Ave.
Appleton, WI 54919

Lori Richardson Vice President None
222 West College Ave.
Appleton, WI 54919

Jeffrey Verhagen Vice President None
222 West College Ave.
Appleton, WI 54919

Charles D. Gariboldi, Jr. Assistant Vice President Assistant Treasurer
222 West College Ave.
Appleton, WI 54919

Charles Friedman Assistant Vice President None
222 West College Ave.
Appleton, WI 5491 9

Joseph Wreschnig Assistant Vice President Assistant Secretary
222 West College Ave. and Assistant Secretary
Appleton, WI 54919

Wendy Schmidt Assistant Vice President None
222 West College Ave.
Appleton, WI 54919

Cindy Haas Assistant Vice President None
222 West College Ave.
Appleton, WI 54919

Item 28. Location of Accounts and Records.

The accounts, books and other documents required to be maintained by Registrant
pursuant to Section 31(a) of The Investment Company Act of 1940 and the rules
promulgated thereunder are in the possession of the Registrant and Registrant's
Custodian as follows: all documents required to be maintained by Rule 31a-1(b)
will be maintained by Registrant, except that records required to be maintained
by paragraph (2)(iv) of Rule 31a-1(b) will be maintained by the Custodian.

Item 29. Management Services

Not applicable

Item 30. Undertakings

The Registrant further undertakes that, at the request of the shareholders
holding 10% or more of the outstanding shares of the Registrant, the Registrant
will hold a special meeting for the purpose of considering the removal of a
trustee from office, and the Registrant will cooperate with and assist
shareholders of record who notify the Registrant that they wish to communicate
with the other shareholders for the purpose of obtaining signatures to request
such a meeting, all pursuant to and in accordance with Section 16(c) of the
Investment Company Act, as amended.

Registrant undertakes to furnish a copy of the Registrant's latest annual report
to shareholders, upon request and without charge, to each person to whom a
prospectus is delivered.

<PAGE>

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940, the Registrant has duly caused this amendment to its
Registration Statement to be signed on its behalf by the undersigned, thereto
duly authorized, in the City of Appleton and State of Wisconsin, on the ___ day
of June, 1998.

THE AAL MUTUAL FUNDS

- ---------------------------------------------------
Ronald G. Anderson, President

Pursuant to the requirements of the Securities Act of 1933, this amendment
to the Registration Statement has been signed below by the following persons in
the capacities and on the date indicated.

/s/ John H. Pender* Trustee June __, 1998
- -----------------------------
John H. Pender

/s/ John O. Gilbert* Trustee June __, 1998
- -----------------------------
John O. Gilbert

/s/ Richard L. Gady* Trustee June __, 1998
- -----------------------------
Richard L. Gady

/s/ D. W. Russler* Trustee June __, 1998
- -----------------------------
D. W. Russler

/s/ Lawrence M. Woods* Trustee June __, 1998
- -----------------------------
Lawrence M. Woods

/s/ F. Gregory Campbell* Trustee June __, 1998
- -----------------------------
F. Gregory Campbell

Principal June __, 1998
- ----------------------------- Financial and
Terrance P. Gallagher Accounting Officer

Trustee and June __, 1998
- ----------------------------- President
Ronald G. Anderson, Trustee

*Pursuant to Powers of Attorney

<PAGE>

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS that the person whose signature appears below
authorizes Ronald G. Anderson or John O. Gilbert to act as attorney-in-fact and
agent, with full power of substitution and re-substitution, for such person and
in such person's name, place and stead, in any and all capacities, to sign any
or all amendments) to the Registration Statement on Form N-1A of The AAL Mutual
Funds, and to file the same, with all exhibits thereto, and other documents in
connection therewith, with the Securities and Exchange Commission, granting unto
said attorney-in-fact and agent full power and authority to do and perform each
and every act and thing requisite and necessary to be done for all intents and
purposes as such person might or could do in person, hereby ratifying and
confirming that said attorney-in-fact and agent, or his substitute or
substitutes, may lawfully do or cause to be done by virtue thereof.

/s/ John H. Pender
- ---------------------
John H. Pender
as Trustee, but not
individually

<PAGE>

POWER OF ATTORNEY

/s/ D. W. Russler
- ---------------------
D. W. Russler
as Trustee, but not
individually

<PAGE>

POWER OF ATTORNEY

/s/ F. Gregory Campbell
- ---------------------
F. Gregory Campbell
as Trustee, but not
individually

<PAGE>

POWER OF ATTORNEY

/s/ Richard L. Gady
- ---------------------
Richard L. Gady
as Trustee, but not
individually

<PAGE>

POWER OF ATTORNEY

/s/ Lawrence M. Woods
- ---------------------
Lawrence M. Woods
as Trustee, but not
individually

<PAGE>

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS that the person whose signature appears below
authorizes John O. Gilbert to act as attorney-in-fact and agent, with full power
of substitution and re-substitution, for such person and in such person's name,
place and stead, in any and all capacities, to sign any or all amendments) to
the Registration Statement on Form N-1A of The AAL Mutual Funds, and to file the
same, with all exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said attorney-in-fact
and agent full power and authority to do and perform each and every act and
thing requisite and necessary to be done for all intents and purposes as such
person might or could do in person, hereby ratifying and confirming that said
attorney-in-fact and agent, or his substitute or substitutes, may lawfully do or
cause to be done by virtue thereof.

/s/ F. Ronald G. Anderson
- ---------------------
Ronald G. Anderson
as Trustee, but not
individually

<PAGE>

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS that the person whose signature appears below
authorizes Ronald G. Anderson to act as attorney-in-fact and agent, with full
power of substitution and re-substitution, for such person and in such person's
name, place and stead, in any and all capacities, to sign any or all amendments)
to the Registration Statement on Form N-1A of The AAL Mutual Funds, and to file
the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granting unto said
attorney-in-fact and agent full power and authority to do and perform each and
every act and thing requisite and necessary to be done for all intents and
purposes as such person might or could do in person, hereby ratifying and
confirming that said attorney-in-fact and agent, or his substitute or
substitutes, may lawfully do or cause to be done by virtue thereof.

/s/ John O. Gilbert
- ---------------------
John O. Gilbert
as Trustee, but not
individually

<PAGE>

Exhibit Index

Item 23

(j) Consent of Independent Auditors; and

(n) Financial Data Schedule.

Exhibit 23 (j)

CONSENT OF INDEPENDENT ACCOUNTANTS

We hereby consent to the incorporation by reference in the Statement of
Additional Information constituting parts of this Post-Effective Amendment No.
28 to the registration statement on Form N-1A (the "Registration Statement") of
our report dated May 15, 1998, relating to the financial statements and
financial highlights appearing in the April 30, 1998 Annual Report of The AAL
U.S. Government Zero Coupon Target Fund, Series 2001 and The U.S. Government
Zero Coupon Target Fund, Series 2006 (two of the funds comprising The AAL Mutual
Funds), which are also incorporated by reference into the Registration
Statement. We also consent to the references to us under the headings "Financial
Highlights" in the Prospectus and under the heading "Other Service Providers" in
the Statement of Additional Information.

/s/ Price Waterhouse LLP

Price Waterhouse LLP
Milwaukee, Wisconsin
June 23, 1998

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