BEA INVESTMENT FUNDS INC
N-30D, 1996-03-05
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<PAGE>
BEA Investment Funds, Inc.
Institutional Government Fund
153 East 53rd Street
New York, NY 10022

                 ---------------------------------------------
OFFICERS AND DIRECTORS

<TABLE>
<S>                          <C>
Richard H. Francis           Michael A. Pignataro
CHAIRMAN OF THE BOARD,       ASSISTANT VICE PRESIDENT
PRESIDENT AND CHIEF          AND ASSISTANT SECRETARY
EXECUTIVE OFFICER            Hal Liebes
Desmond G. FitzGerald        SECRETARY
DIRECTOR                     Harvey M. Rosen
Robert G. Stone, Jr.         TREASURER
DIRECTOR                     Paul P. Stamler
Bruce N. Lehmann             ASSISTANT TREASURER
DIRECTOR                     John M. Corcoran
Mark Silverstein             ASSISTANT TREASURER
VICE PRESIDENT
</TABLE>

                 ---------------------------------------------
INVESTMENT ADVISER

BEA Associates
153 East 53rd Street
New York, New York 10022

            --------------------------------------------------------
ADMINISTRATOR
The Chase Manhattan Bank, N.A.
73 Tremont Street
Boston, Massachusetts 02108
            --------------------------------------------------------
CUSTODIAN
The Chase Manhattan Bank, N.A.
770 Broadway
New York, New York 10003
            --------------------------------------------------------
SHAREHOLDER SERVICING AGENT
The Chase Manhattan Bank, N.A.
73 Tremont Street
Boston, Massachusetts 02108
(800) 545-5799
            --------------------------------------------------------
LEGAL COUNSEL
Willkie Farr & Gallagher
153 East 53rd Street
New York, New York 10022
            --------------------------------------------------------
INDEPENDENT ACCOUNTANTS

Price Waterhouse LLP
1177 Avenue of the Americas
New York, NY 10036

            --------------------------------------------------------

This report, including the financial statements herein, is transmitted to the
shareholders of the Institutional Government Fund for their information. This is
not a prospectus, circular or representation intended for use in the purchase of
shares of the Fund or any securities mentioned in this report.

                                     [LOGO]

                           BEA Investment Funds, Inc.
                         Institutional Government Fund

                                     [LOGO]

                                 ANNUAL REPORT
                               December 31, 1995
<PAGE>
BEA INVESTMENT FUNDS, INC.
INSTITUTIONAL GOVERNMENT FUND

- ----------
Dear Shareholders:

We are pleased to report on the activities of the Institutional Government Fund
(the "Fund") for the year ended December 31, 1995. The net asset value (NAV) of
the Fund as of December 31, 1995 was $9.70, compared to an NAV of $9.00 at
December 31, 1994. As a result, the Fund's total return (assuming reinvestment
of dividends) was 14.57%. In comparison, the Lehman Brothers Government/Mortgage
Index gained 17.82% during the same period.

TREASURY MARKET AND ECONOMIC COMMENTARY
    The past year was very unusual, especially considering the events of 1994.
Although bear markets have lasted several years in the past, 1994 was the first
major bear market this century to last only one year. As a result, many
investors did not expect the more than 200 basis-point decline in interest rates
across the yield curve in 1995. Two and three-year securities fell 250 basis
points and 10-year securities fell 220 basis points. The Federal Reserve eased
again in November, continuing the trend it started in July. With the easing
trend in place, a weakening economy, and talk of a balanced budget, yields began
to decline.
    The U.S. Treasury market had a very strong year due to several factors. The
extremely weak dollar early in the year helped to bring high levels of
international investment to the United States. In addition, as it became clear
that inflation was going to remain low (approximately 1.5 to 2.5 percent), the
economy weakened. With that economic scenario, investors anticipated that the
Federal Reserve would begin to ease. As expected, short-term rates were lowered
slowly, a trend that is expected to continue.
    At year-end levels, interest rates are reasonable relative to inflation
expectations and are low relative to short-term rates. It is our opinion that
the Federal Reserve has held rates unnecessarily high due to the failure of
Congress and the White House to agree on a budget. Once a budget and deficit
plan are in place, we expect the Federal Reserve to quickly move to lower rates.

MORTGAGE SECURITIES MARKET
    The mortgage-backed securities market had an unusual year, as the dominant
investors became money managers and the mortgage agencies themselves (FHLMC and
FNMA), rather then yield-oriented insurance companies, banks and mutual funds.
During the first half of the year, the sharp drop in interest rates brought back
memories of rapid prepayments causing mortgage securities to become underpriced
relative to their actual risk. Believing that substantial prepayments were not
likely to materialize (and they have not), we increased our mortgage allocation
at the height of prepayment fears in June. Soon the market adjusted for its
overreaction.
    During the third and fourth quarters, two other events caused additional
cheapness in this sector. First, FASB allowed a one-time window for financial
institutions to reclassify securities. This led to fears of massive selling of
mortgage securities, which never actually materialized. The second event was a
statement by the S&P rating agency that insurance companies would be penalized
for holding mortgages, causing concern that insurance companies may shy away
from the sector. As interest rates dropped late in the year, we increased our
allocation further because mortgages had reached their cheapest level relative
to treasuries since 1991, while other fixed income sectors remain close to their
richest levels. Looking into 1996, we expect that investors will realize that
mortgage-backed securities provide the best relative value to treasuries,
compared with corporates or asset-backeds. We will continue to participate in
this sector primarily through investments in agency passthroughs.
    We thank you for your interest in the Fund and would be pleased to respond
to your questions or comments.

Respectfully,

               [LOGO]
Mark Silverstein
VICE PRESIDENT

January 19, 1996

                                       2
<PAGE>
PERFORMANCE COMPARISON
- --------------------------------------------------------------------------------

        COMPARISON OF A CHANGE IN THE VALUE OF A $25,000 PURCHASE IN THE
                       BEA INSTITUTIONAL GOVERNMENT FUND
               AND THE LEHMAN BROTHERS GOVERNMENT/MORTGAGE INDEX.

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
                                               BEA INSTITUTIONAL            LEHMAN BROTHERS GOVERNMENT/
<S>                                         <C>                       <C>
                                                  GOVERNMENT FUND(7)                        MORTGAGE INDEX(7)
1/8/91*                                                       25,000                                   25,000
12/31/91                                                      28,990                                   29,000
12/31/92                                                      31,000                                   31,500
12/31/93                                                      34,000                                   34,990
12/31/94                                                      32,182                                   32,900
12/31/95                                                      36,873                                   38,720
AVERAGE ANNUAL TOTAL RETURN
FOR PERIOD ENDED DECEMBER 31, 1995
1 YEAR                                                 SINCE 1/8/91*
14.57                                                           8.11
</TABLE>

PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE PERFORMANCE. YOUR INVESTMENT RETURN
AND  PRINCIPAL VALUE WILL FLUCTUATE. WHEN SHARES ARE REDEEMED, THEY MAY BE WORTH
MORE OR LESS THAN THE ORIGINAL COST.

* Commencement of Operations

+The comparative index is  not adjusted to reflect  expenses or other fees  that
 the  SEC  requires  to  be  reflected in  the  Fund's  performance.  The Fund's
 performance assumes the  reinvestment of all  dividends and distributions.  The
 comparative  index has  been adjusted to  reflect reinvestment  of dividends on
 securities in the index.  The Fund's performance excludes  the effect of  sales
 charges and includes the effects of fee waivers and expense reimbursements.

                      Definition of the Comparative Index

The  Lehman Brothers Government/Mortgage Index is an unmanaged index composed of
a combination  of the  Government and  Mortgage-Backed Securities  Indices.  The
Government  Index includes  public obligations of  the U.S.  Treasury, issues of
Government agencies,  and corporate  debt  backed by  the U.S.  Government.  The
Mortgage-Backed  Securities  Index includes  15-and 30-year  fixed-rate mortgage
securities backed  by GNMA,  FHLMC, and  FNMA. Graduated  Payment Mortgages  are
included. All issues are investment grade (AAA) or higher, with maturities of at
least  one year and outstanding par value  of at least $100 million. All returns
are market value weighted inclusive of accrued income.

PLEASE NOTE THAT ONE CAN NOT INVEST IN AN UNMANAGED INDEX.

                                       3
<PAGE>
PORTFOLIO OF INVESTMENTS
- ---------

DECEMBER 31, 1995
<TABLE>
<CAPTION>
                                     Principal       Value
                                        Amount  (Note A-1)
<S>                                 <C>         <C>
- ---------------------------------------------------------
- ------------
MORTGAGE BACKED OBLIGATIONS (61.1%)
- --------------------------------------------------
- ----------
COLLATERALIZED MORTGAGE OBLIGATIONS (12.5%)
  Federal Home Loan
    Mortgage Corporation
    Series 7, Class G REMIC-PAC
     8.50%, 9/15/18                 $  416,204  $  424,915
  Federal National
    Mortgage Association
    Series 1990-39, Class H REMIC-PAC
    8.95%, 11/25/18                  2,000,000   2,110,000
                                                ----------
        TOTAL COLLATERALIZED
         MORTGAGE OBLIGATIONS                    2,534,915
                                                ----------
- ---------------------------------------------------------
- ------------
FEDERAL HOME LOAN MORTGAGE ASSOCIATION (6.9%)
  Various 30-Year Gold Pools:
      9.00%, 5/1/21-8/1/21           1,337,344   1,407,127
                                                ----------
- ---------------------------------------------------------
- ------------
FEDERAL NATIONAL MORTGAGE ASSOCIATION (23.7%)
  Various Pools:
      6.00%, 3/1/24-9/1/24           1,458,888   1,410,103
      7.00%, 12/1/09-7/1/10          1,215,439   1,237,841
      8.00%, 6/1/25                  1,115,547   1,155,283
      9.00%, 4/1/16                     33,265      35,333
      11.00%, 10/1/10                  897,533     997,697
                                                ----------
        TOTAL FEDERAL NATIONAL
         MORTGAGE ASSOCIATION                    4,836,257
                                                ----------
- ---------------------------------------------------------
- ------------
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION (18.0%)
  Various Pools:
      6.00%, 4/15/09                   425,438     422,379
      7.00%, 6/15/09-7/15/09           870,554     890,681
      8.00%, 8/15/07-8/15/22         2,168,373   2,261,647
      10.50%, 10/15/15                  33,414      37,342
      11.00%, 9/15/10-9/15/15           56,193      63,447
                                                ----------
        TOTAL GOVERNMENT NATIONAL
         MORTGAGE ASSOCIATION                    3,675,496
                                                ----------
- ---------------------------------------------------------
- ------------
TOTAL MORTGAGE BACKED OBLIGATIONS
  (Cost $12,288,811)                            12,453,795
                                                ----------
- ---------------------------------------------------------
- ------------

<CAPTION>

                                                     Value
                                     Principal  (Notes A-1
                                        Amount    and A-3)
<S>                                 <C>         <C>
- ---------------------------------------------------------
- ------------
U.S. GOVERNMENT OBLIGATIONS (25.4%)
- --------------------------------------------------
- ----------
U.S. TREASURY BONDS (15.6%)
      7.875%, 2/15/21               $  815,000  $1,003,599
      9.00%, 11/15/18                1,600,000   2,179,248
                                                ----------
        TOTAL U.S. TREASURY BONDS                3,182,847
                                                ----------
- ---------------------------------------------------------
- ------------
U.S. TREASURY NOTES (9.8%)
      5.375%, 5/31/98                  700,000     702,296
      5.875%, 11/15/05                 550,000     562,375
      6.25%, 2/15/03                   710,000     740,729
                                                ----------
        TOTAL U.S. TREASURY NOTES                2,005,400
                                                ----------
- ---------------------------------------------------------
- ------------
TOTAL U.S. GOVERNMENT OBLIGATIONS
    (Cost $4,717,949)                            5,188,247
                                                ----------
- ---------------------------------------------------------
- ------------
REPURCHASE AGREEMENT (8.0%)
    Paine Webber, 5.80%, dated
     12/29/95, due 1/2/96, to be
     repurchased at $1,627,048,
     collateralized by $1,585,000
     U.S. Treasury Notes, 6.75%,
     due 5/31/99, valued at
     $1,658,520
     (Cost $1,626,000)               1,626,000   1,626,000
                                                ----------
- ---------------------------------------------------------
- ------------
TOTAL INVESTMENTS (94.5%)
    (Cost $18,632,760)                          19,268,042
                                                ----------
- ---------------------------------------------------------
- ------------
OTHER ASSETS IN EXCESS OF
    LIABILITIES (5.5%)                           1,120,210
                                                ----------
- ---------------------------------------------------------
- ------------
NET ASSETS (100%)                               $20,388,252
                                                ----------
                                                ----------
- ---------------------------------------------------------
- ------------
REMIC--Real Estate Mortgage Investment Conduit.
PAC--Planned Amortization Class.
</TABLE>

    The accompanying notes are an integral part of the financial statements.

                                       4
<PAGE>

<TABLE>
<CAPTION>
STATEMENT OF ASSETS AND LIABILITIES                      December 31, 1995
<S>                                                           <C>
- --------------------------------------------------------------------------
ASSETS:
    Investments at Value
      (Cost $17,006,760) (Note A-1).........................   $17,642,042
    Repurchase Agreement at Value
      (Cost $1,626,000) (Note A-3)..........................     1,626,000
    Cash....................................................       856,060
    Receivables:
      Interest (Note A-6)...................................       153,955
      Fund Shares Sold (Note F).............................       121,753
      Paydowns..............................................        11,291
      Investment Adviser (Note B)...........................         4,490
    Other Assets............................................         2,917
- --------------------------------------------------------------------------
        Total Assets........................................    20,418,508
- --------------------------------------------------------------------------
LIABILITIES:
    Payables:
      Professional Fees.....................................        20,857
      Shareholders' Reports.................................         4,279
      Administrative Fees (Note C)..........................         3,461
      Directors' Fees.......................................         1,659
- --------------------------------------------------------------------------
        Total Liabilities...................................        30,256
- --------------------------------------------------------------------------
NET ASSETS..................................................   $20,388,252
NET ASSETS CONSIST OF:
    Capital Shares at $.001 Par Value.......................    $    2,101
    Capital Paid in Excess of Par Value.....................    20,690,334
    Undistributed Net Investment Income.....................       105,007
    Accumulated Net Realized Loss...........................    (1,044,472)
    Unrealized Appreciation on Investments..................       635,282
NET ASSETS APPLICABLE TO 2,101,165 ISSUED AND OUTSTANDING
  $.001 PAR VALUE SHARES (AUTHORIZED 500,000,000 SHARES)....   $20,388,252
NET ASSET VALUE AND REDEMPTION PRICE PER SHARE
  ($20,388,252 / 2,101,165 Shares Outstanding)..............         $9.70
CALCULATION OF MAXIMUM OFFERING PRICE
    Net Asset Value Per Share...............................    $     9.70
    Sales Charge--2.50% of Public Offering Price............          0.25
    Maximum Offering Price Per Share........................    $     9.95
- --------------------------------------------------------------------------
- --------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
STATEMENT OF OPERATIONS                                         Year Ended
                                                         December 31, 1995
<S>                                                           <C>
- --------------------------------------------------------------------------
INVESTMENT INCOME:
    Interest (Note A-6).....................................    $1,490,489
- --------------------------------------------------------------------------
EXPENSES:
    Investment Advisory Fees (Note B).......................       105,545
    Directors' Fees and Expenses............................        41,609
    Professional Fees.......................................        41,151
    Organizational Expense (Note A-8).......................        37,603
    Administrative Fees (Note C)............................        36,131
    Shareholder Reports Expense.............................        17,436
    Other...................................................        20,424
- --------------------------------------------------------------------------
      Total Expenses........................................       299,899
- --------------------------------------------------------------------------
    Less: Fees Waived by Adviser (Note B)...................       (88,695)
- --------------------------------------------------------------------------
      Net Expenses..........................................       211,204
- --------------------------------------------------------------------------
        Net Investment Income...............................     1,279,285
- --------------------------------------------------------------------------
NET REALIZED GAIN ON INVESTMENTS............................       430,143
CHANGE IN UNREALIZED APPRECIATION/ DEPRECIATION ON
  INVESTMENTS...............................................     1,148,213
- --------------------------------------------------------------------------
Net Realized Gain and Change in Unrealized
  Appreciation/Depreciation.................................     1,578,356
- --------------------------------------------------------------------------
Net Increase in Net Assets Resulting from Operations........    $2,857,641
- --------------------------------------------------------------------------
- --------------------------------------------------------------------------
</TABLE>

    The accompanying notes are an integral part of the financial statements.

                                       5
<PAGE>

<TABLE>
<CAPTION>
                                                                                                             Year Ended
                                                                                          Year Ended       December 31,
                       STATEMENT OF CHANGES IN NET ASSETS                          December 31, 1995               1994

- --------------------------------------------------------------------------------

<S>                                                                               <C>                  <C>
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
    Net Investment Income.......................................................         $ 1,279,285        $ 1,494,495
    Net Realized Gain (Loss) on Investments.....................................             430,143         (1,455,923)
    Change in Unrealized Appreciation/Depreciation on Investments...............           1,148,213           (927,476)
- -----------------------------------------------------------------------------------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS.................           2,857,641           (888,904)
- -----------------------------------------------------------------------------------------------------------------------
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS:
    Net Investment Income.......................................................          (1,286,392)        (1,382,381)
- -----------------------------------------------------------------------------------------------------------------------
CAPITAL SHARE TRANSACTIONS:
    Proceeds from Subscriptions.................................................           7,925,699          5,642,390
    Reinvestment of Dividends and Distributions.................................           1,281,820          1,246,907
    Cost of Redemptions.........................................................         (10,875,817)       (22,182,433)
- -----------------------------------------------------------------------------------------------------------------------
NET DECREASE IN NET ASSETS RESULTING FROM CAPITAL SHARE TRANSACTIONS............          (1,668,298)       (15,293,136)
- -----------------------------------------------------------------------------------------------------------------------
      Total Decrease in Net Assets..............................................             (97,049)       (17,564,421)
NET ASSETS:
    Beginning of Year...........................................................          20,485,301         38,049,722
- -----------------------------------------------------------------------------------------------------------------------
    End of Year (including undistributed net investment income of $105,007 and
     $112,114, respectively)....................................................        $ 20,388,252       $ 20,485,301
- -----------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS                       Year Ended December 31,                            Period Ended
PER SHARE OPERATING   -----------------------------------------------------------------       December 31,
PERFORMANCE:           1995Section          1994             1993             1992                   1991*
<S>                   <C>              <C>              <C>              <C>              <C>
- ----------------------------------------------------------------------------------------------------------
NET ASSET VALUE,
 BEGINNING OF
 PERIOD.............          $ 9.00           $ 9.73          $ 10.01          $ 10.25             $ 9.75
- ----------------------------------------------------------------------------------------------------------
Investment
 Activities:
    Net Investment
     Income+........            0.57             0.53             0.47             0.56               0.71
    Net Realized and
     Unrealized Gain
     (Loss) on
     Investments....            0.70            (0.78)            0.43            (0.01)              0.67
- ----------------------------------------------------------------------------------------------------------
      Total from
       Investment
       Activities...            1.27            (0.25)            0.90             0.55               1.38
- ----------------------------------------------------------------------------------------------------------
Distributions:
    Net Investment
     Income.........           (0.57)           (0.48)           (0.47)           (0.56)             (0.71)
    Net Realized
     Gain...........              --               --            (0.71)           (0.23)             (0.17)
- ----------------------------------------------------------------------------------------------------------
      Total
    Distributions...           (0.57)           (0.48)           (1.18)           (0.79)             (0.88)
- ----------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END
 OF PERIOD..........          $ 9.70           $ 9.00           $ 9.73          $ 10.01            $ 10.25
- ----------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------
TOTAL INVESTMENT
 RETURN (1) ++......           14.57%           (2.58)%           9.10%            5.52%             14.78%#
- ----------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------
RATIOS AND
 SUPPLEMENTAL DATA:
- ----------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------
Net Assets, End of
 Period
 (Thousands)........         $20,388          $20,485          $38,050          $66,630            $34,631
- ----------------------------------------------------------------------------------------------------------
Ratio of Expenses to
 Average Net
 Assets.............            1.00%            0.96%            0.88%            0.99%              0.59%**
Ratio of Net
 Investment Income
 to Average Net
 Assets.............            6.04%            5.45%            4.37%            5.66%              7.39%**
Portfolio Turnover
 Rate...............           84.56%          201.23%          244.53%          371.19%            201.42%
- ----------------------------------------------------------------------------------------------------------
 # Not annualized.
 *  Reflects operations for the period  from January 8, 1991 (commencement  of operations) to December 31,
   1991.
 ** Annualized.
 + Net of waived  fees and reimbursed expenses  of $0.13 , $0.02  and $.04 per share  for the years  ended
   December 31, 1991, December 31, 1992 and December 31, 1995, respectively.
 Section  BEA Associates replaced CS  First Boston Investment Management  as the Fund's investment adviser
         effective June 13, 1995, as explained in Note B.
 ++ Total return for the years ended December 31, 1991, December 31, 1992 and December 31, 1995 would have
    been lower if fees had not been waived and reimbursed.
(1) Total return is calculated exclusive of sales charge.
   Note: Current period permanent book-tax differences, if any, are not included in the calculation of net
         investment income per share.
</TABLE>

    The accompanying notes are an integral part of the financial statements.

                                       6
<PAGE>
NOTES TO FINANCIAL STATEMENTS

- ------------

A.  ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES--BEA Investment Funds, Inc.
(the "Company") formerly CS First Boston Investment Funds, Inc. was incorporated
in Maryland  on July  2, 1987  and its  operations through  July 27,  1988  were
limited  to  its  organization  and  registration  as  a  diversified,  open-end
investment company under the Investment  Company Act of 1940. The  Institutional
Government Fund (the "Fund") commenced operations on January 8, 1991. The Fund's
investment  objective  is  a high  current  return through  investments  in U.S.
Government securities.

The following significant accounting policies  are in conformity with  generally
accepted  accounting  principles  for investment  companies.  Such  policies are
consistently followed by the  Fund in the  preparation of financial  statements.
Generally  accepted accounting principles requires  management to make estimates
and assumptions  that  affect  the  amounts and  disclosures  in  the  financial
statements. Actual reported results could differ from those estimates.

1. SECURITY  VALUATION: Investments for  which the primary  market is a national
   securities exchange are valued at the last sale price on such exchange on the
   day of valuation or, if no sale occurred on such day, at the mean of the  bid
   and  asked prices on  such day. Investments  for which the  primary market is
   believed to be  over-the-counter are valued  at the mean  of the most  recent
   quoted  bid and asked prices provided by one or more principal market makers.
   Securities or  other  assets for  which  market quotations  are  not  readily
   available  are valued  at their  fair value  as determined  in good  faith in
   accordance with procedures adopted by the Board of Directors. U.S. government
   obligations and other short-term obligations  maturing in sixty days or  less
   are valued at amortized cost, which approximates market value.

2. FEDERAL  INCOME  TAXES:  It  is  the  Fund's  intention  to  comply  with the
   requirements  of  the  Internal  Revenue  Code  to  qualify  as  a  regulated
   investment  company and  distribute all  of its  taxable income  and realized
   gains to shareholders. Accordingly, no provision for Federal income taxes  is
   required.

  The   cost  of  investments  for  Federal  income  tax  purposes  amounted  to
  $18,636,080. The net  unrealized appreciation  on a Federal  income tax  basis
  amounts  to  $631,962  and  is  comprised  of  appreciation  of  $690,092  and
  depreciation of $58,130 at December 31, 1995.

  During the  year  ended December  31,  1995  the Fund  utilized  capital  loss
  carryover  for federal  income tax  purposes of  $259,295. For  the year ended
  December 31, 1995, the Fund had capital loss carryforwards totaling $1,041,152
  which can be used to offset capital gains until December 31, 2002.

  Undistributed net investment  income and  accumulated net  realized loss  have
  been adjusted for prior period permanent book-tax differences.

3. REPURCHASE AGREEMENTS: The Fund enters into agreements to purchase securities
   and to resell them (repurchase agreements) at a future date. It is the Fund's
   policy  to take custody of securities purchased and to ensure that the market
   value of the collateral including  accrued interest is sufficient to  protect
   the  Fund  from  losses  incurred  in the  event  the  counterparty  does not
   repurchase the  securities. If  the  seller defaults  and  the value  of  the
   collateral  declines or if bankruptcy  proceedings are commenced with respect
   to the seller of the security, realization of the collateral by the Fund  may
   be delayed or limited.

4. DOLLAR  ROLLS: The Fund may  enter into dollar rolls  in which the Fund sells
   securities for delivery in the current month and simultaneously contracts  to
   repurchase  substantially similar (same type, coupon and maturity) securities
   on a  specified  future  date.  During the  roll  period,  the  Fund  forgoes
   principal and interest paid on the securities. The Fund is compensated by the
   interest earned on the cash proceeds of the initial sale and a fee earned for
   entering into the roll transaction. The fee is amortized into income over the
   duration of the roll transaction.

5. DIVIDENDS  AND DISTRIBUTIONS:  Distributions from  net investment  income are
   declared on  a  monthly basis  payable  on the  last  calendar day  (or  next
   business  day if the last calendar day falls  on a holiday or weekend) of the
   month. Distributions of net  realized gains will be  paid at least  annually.
   However,  to the extent that net realized gains of the Fund can be reduced by
   any  capital  loss  carryforwards  of  the  Fund,  such  gains  will  not  be
   distributed.

  Income  distributions  and  capital  gains  distributions  are  determined  in
  accordance with  U.S. Federal  Income Tax  regulations which  may differ  from
  generally  accepted accounting  principles. These  differences are principally
  due to the timing of the recognition of gains or losses on securities.

6. SECURITIES TRANSACTIONS  AND  INVESTMENT INCOME:  Security  transactions  are
   accounted for on the date the securities are purchased or sold. Costs used in
   determining  realized gains and  losses on the  sale of investment securities
   are those of specific securities sold.  Interest income is recognized on  the
   accrual   basis.  Discounts   and  premiums   on  securities   purchased  are
   accreted/amortized over  their  respective  estimated lives  on  a  yield  to
   maturity  basis  for long  term securities,  with  the exception  of mortgage
   backed   securities,   and   on   a    straight   line   basis   for    short

                                       7
<PAGE>
   term  securities.  Discount  or  premium  on  mortgage  backed  securities is
   recognized upon  receipt of  principal payments  on the  underlying  mortgage
   pools.

7. DELAYED  DELIVERY COMMITMENTS: The Fund may  purchase or sell securities on a
   when-issued or forward commitment basis. Payment and delivery may take  place
   a  month  or  more  after the  date  of  the transaction.  The  price  of the
   underlying securities and the date when the securities will be delivered  and
   paid for are fixed at the time the transaction is negotiated.

8. OTHER:  Organization expenses were amortized on  a straight line basis over a
   period which did not exceed sixty months.

  Most expenses of the  Company can be directly  attributed to a fund.  Expenses
  which  cannot be  directly attributed are  apportioned among the  funds in the
  Company.

B. INVESTMENT ADVISORY AGREEMENT--Effective June  13, 1995, BEA Associates  (the
"Adviser")  provides investment advisory services to the Fund under the terms of
an Investment Advisory Agreement (the "Advisory Agreement"). Under the  Advisory
Agreement,  the  Fund  pays the  Adviser  a  fee, calculated  daily  and payable
monthly, at a base annual rate of  .50% of the Fund's average daily net  assets.
Prior  to  June  13, 1995,  CS  First Boston  Investment  Management Corporation
provided investment advisory services to  the Fund under substantially the  same
terms, conditions and fees as stated above.

The  Adviser has agreed to reimburse to the  Fund a portion of its advisory fees
to the extent that the  expenses of the Fund exceed  1.00% of average daily  net
assets.

C. ADMINISTRATIVE AND CUSTODY AGREEMENTS--Effective September 1, 1995, The Chase
Manhattan  Bank,  N.A.  ("Chase"),  through  its  affiliate  Chase  Global Funds
Services Company (the  "Administrator"), formerly Mutual  Funds Service  Company
("MFSC"),  provides  administrative,  fund accounting,  dividend  disbursing and
transfer agent services under  an Administrative Agreement. Effective  September
1,  1995, Chase also  serves as custodian  of the Fund's  assets under a Custody
Agreement. Under the Agreements,  Chase is paid a  combined fee, computed  daily
and  payable monthly at an  annual rate of .05% of  the Fund's average daily net
assets, plus a fixed fee of  $1,000 per month and out-of-pocket expenses.  Prior
to  September 1, 1995, United  States Trust Company of  New York ("U.S. Trust"),
through  its  wholly  owned  subsidiary  MFSC,  provided  administrative,   fund
accounting,  dividend disbursing  and transfer  agent services.  U.S. Trust also
provided custodial services to the Fund  under the same terms conditions,  terms
and fees as stated above.

D.  DISTRIBUTION AGREEMENT--Effective  April 19,  1995, Funds  Distributor, Inc.
(the "Distributor")  serves as  distributor of  shares of  the Fund.  Under  its
Distribution  Agreement with  the Company, the  Distributor sells  shares of the
Fund upon the terms  of the prospectus  and at the  current offering price.  The
Distributor  is not obligated to sell any  certain number of shares of the Fund.
For the year ended  December 31, 1995, the  Distributor received no  commissions
from  sales  of the  Fund's shares.  Prior to  April 19,  1995, CS  First Boston
Corporation served  as  distributor of  shares  of  the Fund.  CS  First  Boston
Corporation also received no commissions.

E.  PORTFOLIO ACTIVITY--Purchases and sales of U.S. Government securities, other
than  short  term  investments  for  the  year  ended  December  31,  1995  were
$16,730,170 and $19,102,885, respectively.

F.  CAPITAL--The Company is authorized to  issue 79,500,000,000 shares of Common
Stock, $.001 par  value, of which  the Fund is  authorized to issue  500,000,000
shares. Transactions in Fund shares were as follows:

<TABLE>
<CAPTION>
                                  YEAR ENDED     YEAR ENDED
                                 DECEMBER 31,   DECEMBER 31,
                                     1995           1994
                                 -------------  -------------
<S>                              <C>            <C>
Shares outstanding, beginning
 of period.....................     2,275,820      3,910,001
Shares sold....................       852,793        602,487
Shares issued in reinvestment
 of dividends and
 distributions.................       137,829        134,526
Shares redeemed................    (1,165,277)    (2,371,194)
                                 -------------  -------------
Shares outstanding, end of
 period........................     2,101,165      2,275,820
                                 -------------  -------------
                                 -------------  -------------
</TABLE>

G.  SUBSEQUENT EVENT--The Fund paid  a dividend of $.05  per share on January 2,
1996. The Fund also paid a dividend of $.05 per share on January 31, 1996, which
represented all taxable income and capital gains of the Fund through January 31,
1996.  The  Fund  ceased  operations  on  January  31,  1996  and  redeemed  all

outstanding shares at a net asset value of $9.63 per share.

                                       8
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
- ------

To The Board of Directors and Shareholders of
Institutional Government Fund, a portfolio of
BEA Investment Funds, Inc.

In our opinion, the accompanying statement of assets and liabilities, including
the portfolio of investments, and the related statements of operations and of
changes in net assets and the financial highlights present fairly, in all
material respects, the financial position of the Institutional Government Fund
of BEA Investment Funds, Inc. (the "Fund") at December 31, 1995, the results of
its operations for the year then ended, the changes in its net assets for each
of the two years in the period then ended and the financial highlights for each
of the four years in the period then ended and for the period January 8, 1991
(commencement of operations) through December 31, 1991, in conformity with
generally accepted accounting principles. These financial statements and
financial highlights (hereafter referred to as "financial statements") are the
responsibility of the Fund's management; our responsibility is to express an
opinion on these financial statements based on our audits. We conducted our
audits of these financial statements in accordance with generally accepted
auditing standards which require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits, which included confirmation of securities at December 31, 1995 by
correspondence with the custodian, provide a reasonable basis for the opinion
expressed above.

As further explained in Note G, the Fund ceased operations on January 31, 1996.

PRICE WATERHOUSE LLP
1177 Avenue of the Americas
New York, NY

February 7, 1996

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