TORRAY FUND
N-30D, 1999-08-16
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THE TORRAY FUND
- --------------------------------------------------------------------------------
LETTER TO SHAREHOLDERS

AUGUST 3, 1999
- --------------------------------------------------------------------------------

Dear Fellow Shareholders,

     We are  happy to tell you that The  Torray  Fund's  value  increased  20.5%
during  the first six  months of this year,  bringing  its 8 1/2-year  record to
22.2% per year. This is a very high return,  one Doug and I believe will be hard
to sustain. But, you can be sure we'll be trying. In earlier letters we've given
examples of the sums that  accumulate  from  compounding  such numbers.  Here is
another:  The Torray Fund's minimum $10,000 initial investment earning 22.2% for
a century  becomes more than $5  trillion!  This is nearly half the value of the
American  stock market.  As the  inimitable  Lee Trevino says,  "Is this a great
country, or what?"

     The  prospect  of a  lower  return  -- our  expectation  --  should  not be
discouraging. During the summer of 1954, following my junior year at Wilson High
School in  Washington,  D.C.,  I bought a 1950 Ford coupe with money  saved from
summer  jobs.  It cost  $800.  I spent  another  $500  souping up the engine and
repainting  it.  Walt Disney  Company  stock was trading at about $25 per share,
though I wasn't aware of it at the time.  When I entered Duke  University in the
fall of '55,  I sold  the  Ford  to my  friend  Jimmy  Denton,  another  hot rod
enthusiast.   Jimmy   liked  the  triple   carburetors,   bored-out   cylinders,
high-compression  heads,  and  high-lift  camshaft,  but didn't think they added
value.  He said it was all great  stuff for guys like us,  but  "normal"  people
wouldn't  touch  it.  By this  time,  wholesale  on the car was down to $500 and
that's what we settled on. Not counting  transportation and psychological value,
less gas and  repairs,  I lost $800.  I still  think  about that Ford and wonder
where it went -- probably to a scrap mill,  the hood and door panels turned into
washing machines and toasters.  And when those wore out, the last remains likely
headed for the dump where I imagine  them resting  comfortably,  layers above my
Firestone  whitewalls,  buried now for over 40 years.  I loved that old car. But
I'd have done better putting my $1,300 in 52 shares of Walt Disney stock.  Today
they would be worth $2 million -- a 17 1/2% per year return for 45 years.

     The usual  response  to an example  like this is "I can't wait that  long."
Most people don't seem to like stories about patience and deferred reward.  Wall
Street is repelled by them.  (It's  understandable.  If everyone bought a Disney
and  held  it  for  decades,   the  "Street"  would  need  restructuring.)  But,
unfortunately,  the desire to speed up the process of wealth  accumulation leads
investors  to trade stocks and jump from one mutual fund to another in the false
hope that increased activity will enhance results.  The opposite is true. A look
at the record of the fund industry over the last 30 years suggests why.  $10,000
invested  in a  Standard  and  Poor's  500  Index  fund  three  decades  ago has
compounded at 12.1% and is now worth  $311,000.  In the average  general  equity
mutual fund it would have  appreciated  to only $172,000 -- a return of slightly
under 10% pre-tax.  (Since the typical fund turns over 90% per year,  triggering
tax liabilities, this result is overstated for taxable accounts.) The industry's
underperformance stems from its overhead


                                       1
<PAGE>

THE TORRAY FUND
- --------------------------------------------------------------------------------
LETTER TO SHAREHOLDERS

AUGUST 3, 1999
- --------------------------------------------------------------------------------

costs,  now  estimated  at $60  billion  annually.  The  weight of this  expense
guarantees  that  the  average  investor  in the  average  fund is  doomed  to a
lower-than-market  return.  Switching  from one fund to  another  will only make
things worse. To put the point in stark  perspective,  we revisit a fund-picking
competition  mentioned in last year's semi-annual report. It is sponsored by one
of the nation's top  metropolitan  daily  newspapers.  The  contestants are five
nationally recognized investment advisors who probably know as much about mutual
funds as anyone.  Their  assignment  is to  assemble  portfolios  of funds for a
hypothetical  retirement account with a 20-year investment horizon. The managers
may choose any fund open to new  investors and can shift money from fund to fund
quarterly.  They've  done a lot of shifting  over the years.  It's been  costly.
Performance,  excluding  sales  charges,  transaction  costs,  and taxes -- thus
overstated -- is reported  quarterly in the paper's business section.  Last year
we  characterized  the group's  five-year record as shocking -- a 104.7% average
return  versus about 187% for the S&P 500. The  six-year  number is worse,  132%
compared to the S&P's 250%.  The best and worst returns  trailed the index by 92
and 153  percentage  points  respectively.  And this has taken  only six  years.
Imagine  the spread  after two or three  decades.  Ironically,  the  newspaper's
bold-print  headline marking the competition's sixth anniversary reads: "In This
Race,  3 of the 5 Runners  Left a Benchmark in the Dust." This refers not to the
dismal 72-month results -- dismissed in a single sentence of a half-page article
- -- but to returns for the latest  quarter.  As we said last year,  if these pros
can't successfully trade a fund of funds portfolio, who can? Doug and I wouldn't
even try. Analyzing 25 to 30 companies is a lot of work.  Periodically switching
five or ten mutual funds that turn over their  combined 1,000 or more stocks 90%
a year is hopeless.

     During the first half of this year,  The Torray  Fund had large gains in 10
investments  representing  about 45% of the portfolio:  Boston  Scientific +64%,
Citigroup +44%,  AlliedSignal +42%, Hughes Electronics +42%, Illinois Tool Works
+41%, IBM +40%, J.P.  Morgan +34%,  Franklin  Resources  +32%,  DuPont +29%, and
American  Express +27%.  We also profited  handsomely  from the  acquisition  by
Hughes  Electronics  of  our  3.4-million-share   U.S.  Satellite   Broadcasting
investment.  Paradoxically, a number of these stocks restrained our results last
year. Had we been interested in short-term performance,  we could have sold them
and bought  others that were in an uptrend.  The picture  might have looked rosy
for a while,  but by now we would find  ourselves  in the ditch.  Many of 1998's
high-momentum  stocks have fizzled.  Ours, so far, are going up. But this misses
the point.  Value,  as we've said so often, is in the business not the stock. We
really  don't care what our stocks are doing  week-to-week,  month-to-month,  or
year-to-year.  It's the businesses we're interested in. Will they be making more
money in 10 years and beyond? Remember the line from "The Fox and The Hedgehog"?
"The fox knows many things,  but the hedgehog  knows one big thing." We know one
big thing, too: the stocks of companies generating higher


                                       2
<PAGE>

THE TORRAY FUND
- --------------------------------------------------------------------------------
LETTER TO SHAREHOLDERS

AUGUST 3, 1999
- --------------------------------------------------------------------------------

earnings over long periods go up. The stocks of those that don't, won't. Our job
is to tell one from the other. It's really not difficult. We just don't know the
timing of the liftoff.  A major television  business channel has been running an
ad touting the S&P 500 Index  depository  receipts  (SPIDERS)  that trade on the
American Stock Exchange.  Their  advantage,  it says, is that when stocks are on
the move  investors  can quickly buy the whole market in one  security.  This is
important,   the  script  continues,   because  "to  the  investor,   timing  is
everything."  Wrong. Timing is everything to traders. It means little or nothing
to investors because they know that if the business performs the stock will take
care of itself. Exactly when doesn't matter.

     A number of  shareholders  have asked if we intend to close The Torray Fund
to new investors.  The answer is no. There are two main reasons. First, contrary
to conventional thought, it is a tremendous advantage in this business to have a
lot of money.  The erratic  behavior of  institutions  -- crushing the stocks of
sound  companies  over  earnings  shortfalls  of  pennies  per share --  creates
important opportunities. We need money to capitalize on them. Cash flow plays an
immensely positive role in our strategy.  Second,  Torray Fund cash flow records
leave  little  doubt that many people base their  investment  decisions on price
momentum,  buying  shares  as they  rise  and  selling  when  they  fall.  After
compounding at nearly 39% per year for three years, we warned in our 1997 Annual
Report that shareholders  should expect much lower returns going forward. To our
surprise, the Fund's price jumped 18% during the following spring, attracting an
investment of over $500 million.  As the shares  trended down during the summer,
cash flow dried up. In the fall the market collapsed, driving our stock from its
April peak of about $39 to $29.  Instead of increasing their investment at lower
prices,  many  investors  sold.  This  forced us to sell stocks to pay them out,
boosting The Torray Fund's turnover ratio by 10 percentage points. We have tried
our best to stop this buy-high/sell-low cycle through the advice and examples in
these letters.  So far we have largely  succeeded with  shareholders that invest
directly  with us.  However,  the pooled  accounts at brokerage  firms and other
financial intermediaries are a different matter. Many appear to be controlled by
third  parties with itchy  trigger  fingers.  Although we will not  speculate on
their  agenda,  it's our guess that  their  results  resemble  those of the five
fund-picking  contestants mentioned earlier. Looking back it's clear that had we
not been open to new  investment  over the last year or so,  our  fund's  assets
would  have  fallen  significantly  at just the wrong  time,  resulting  in more
commissions and taxes.  This is a scenario we're determined to avoid. If you are
concerned about our size, keep in mind that The Torray Fund's $1.8 billion is an
infinitesimal  sum relative to the whole stock  market.  It would buy only 3% of
The Walt Disney Company; or, in the alternative, 1% of AT&T, or 9/10ths of 1% of
Citigroup,  or 8/10ths of 1% of IBM.  It's also  important to consider  that our
approach does not rely on nimbleness.  We don't care about jumping around in the
market on a moment's notice. We're buying quality businesses for the long haul,


                                       3
<PAGE>

THE TORRAY FUND
- --------------------------------------------------------------------------------
LETTER TO SHAREHOLDERS

AUGUST 3, 1999
- --------------------------------------------------------------------------------

usually as their shares are falling.  When big institutions  sell,  supply is no
problem, no matter how much money we have.

     On a  different  note,  we are  changing  The  Torray  Fund's tax year from
December 31 to October 31. Henceforth we will inform you in our mid-year reports
of any profits taken between November 1 of the preceding year and the date we go
to print -- normally about the end of July. This will allow  shareholders  three
months for  investment  and tax  planning.  It should also  eliminate  the heavy
volume of December  inquiries  we receive on capital  gains  distributions.  Our
realized  profit  through  July 31, 1999  stands at $2.36 per share.  At maximum
federal  rates,  this will  cost  top-bracket  shareholders  47 cents a share or
slightly over 1% of their investment.  We do not currently anticipate a material
change in that number between now and October 31.

     In  closing,  we wish to thank you once again for  investing  in The Torray
Fund. We also want to express  appreciation  to the Trustees and our outstanding
staff. And finally, Doug and I leave you with one last example of the miracle of
compounding.  This one may  encourage  those who find our 15% to 20%  examples a
little tame.  On Sunday,  July 11,  1999,  THE NEW YORK TIMES  reported  that an
anonymous  South Florida  businessman  recently paid $451,541 at auction for Lou
Gehrig's size 46 pinstriped,  flannel New York Yankee  uniform.  It is said that
the great first baseman wore it 60 years ago on the occasion he declared himself
the "luckiest man on the face of the earth." The sellers  bought the uniform for
$302,000 in 1997 from a New Jersey collector and limited partner in the Yankees.
He in turn acquired it in 1971 from Gehrig's widow,  Eleanor, who swapped it for
six bottles of J&B Scotch. Although we were unable to establish a reliable price
for J&B 28  years  ago,  our able  John  Micklitsch  found  an ad from  that era
featuring  comparable  spirits.  On sale, their prices ranged from $6-$8.  Taxes
weren't  included  so we rounded up to $10 for the J&B,  setting  the  uniform's
value at $60. Its subsequent  appreciation to $451,541 (7,500 to 1) represents a
return of 37.5%  annually.  So,  despite our  preachings to the contrary,  it is
possible to make  phenomenally high long-term  returns.  Doug and I just haven't
figured out how to do it with a diversified portfolio of stocks.


                               Sincerely,



                               /s/ Robert E. Torray    /s/ Douglas C. Eby
                               ---------------------   -----------------------
                               Robert E. Torray        Douglas C. Eby

                                       4
<PAGE>

THE TORRAY FUND
- --------------------------------------------------------------------------------
PERFORMANCE DATA

AS OF JUNE 30, 1999 (UNAUDITED)
- --------------------------------------------------------------------------------

  ANNUAL RATES OF RETURN ON AN INVESTMENT IN THE TORRAY FUND AND THE S&P 500

                 For the calendar years or periods indicated:

<TABLE>
<S>               <C>         <C>         <C>        <C>        <C>         <C>         <C>         <C>        <C>
                       1991        1992       1993       1994        1995        1996        1997       1998     6/30/99
                       ----        ----       ----       ----        ----        ----        ----       ----     -------
The Torray Fund       19.98%      21.04%      6.37%      2.41%      50.41%      29.09%      37.12%      8.20%      20.48%
S&P 500               30.48%       7.66%     10.09%      1.30%      37.54%      22.98%      33.36%     28.58%      12.38%
</TABLE>

                                    [GRAPH]




          CUMULATIVE RETURNS FOR THE 8 1/2 YEARS ENDED JUNE 30, 1999



                             The Torray Fund 449.16%
                             S&P 500         409.16%




                                       5
<PAGE>

THE TORRAY FUND
- --------------------------------------------------------------------------------
PERFORMANCE DATA

AS OF JUNE 30, 1999 (UNAUDITED)
- --------------------------------------------------------------------------------

CHANGE IN VALUE OF $10,000 INVESTED ON DECEMBER 31, 1990 (COMMENCEMENT OF
                                OPERATIONS) TO:



<TABLE>
<S>               <C>        <C>        <C>        <C>        <C>        <C>        <C>        <C>        <C>
                  12/31/91   12/31/92   12/31/93   12/31/94   12/31/95   12/31/96   12/31/97   12/31/98   6/30/99
                  --------   --------   --------   --------   --------   --------   --------   --------   -------
The Torray Fund   $11,999    $14,523    $15,448    $15,821    $23,796    $30,719    $42,122    $45,576    $54,910
S&P 500           $13,048    $14,047    $15,465    $15,666    $21,547    $26,499    $35,339    $45,438    $51,063
</TABLE>

                                    [GRAPH]




                         AVERAGE ANNUAL TOTAL RETURNS

                       (for periods ended June 30, 1999)


<TABLE>
<S>                          <C>           <C>           <C>           <C>
                             1 Year        3 Years       5 Years       8 1/2 Years
                             ---------     ---------     ---------     ------------
  The Torray Fund             15.01%        28.65%        28.95%        22.19%
  S&P 500                     22.76%        29.10%        27.85%        21.10%
</TABLE>

                                       6
<PAGE>

THE TORRAY FUND
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS

AS OF JUNE 30, 1999 (UNAUDITED)
- --------------------------------------------------------------------------------


<TABLE>
<CAPTION>
                                          PRINCIPAL AMOUNT
                                             OR SHARES                     MARKET VALUE
                                         -----------------                -------------
<S>                                      <C>                 <C>                                     <C>
U.S. GOVERNMENT OBLIGATIONS 1.60%
              15,276,000             U.S. Treasury Bill due 10/21/99       $ 12,284,257
              16,278,000             U.S. Treasury Bill due 11/04/99         16,010,227
                                                                           ------------
TOTAL U.S. GOVERNMENT OBLIGATIONS                                            28,294,484
     (amortized cost $28,308,241)                                          ------------

COMMON STOCK 95.33%
    23.35% FINANCIAL SERVICES
                 751,500             J.P. Morgan & Company                  105,585,750
               2,204,400             SLM Holding Corporation                100,989,075
               1,763,518             Citigroup, Inc.                         83,767,105
               1,709,000             Franklin Resources, Inc.                69,428,125
                 404,100             American Express Company                52,583,513
                                                                           ------------
                                                                            412,353,568
    13.24% COMMUNICATIONS EQUIPMENT
               2,036,000             Hughes Electronics Corporation*        114,525,000
               4,000,000             Loral Space & Communications Ltd.*      72,000,000
               1,215,000             PanAmSat Corporation*                   47,309,063
                                                                           ------------
                                                                            233,834,063
    9.33% HEALTHCARE
               2,400,000             Boston Scientific Corporation*         105,450,000
                 750,000             Amgen, Inc.*                            45,656,250
                 435,300             IMS Health, Inc.                        13,603,125
                                                                           ------------
                                                                            164,709,375
    7.55% COMPUTER SYSTEMS & INTEGRATION
               1,873,200             Electronic Data Systems Corporation    105,952,875
                 212,000             IBM Corporation                         27,401,000
                                                                           ------------
                                                                            133,353,875
</TABLE>

                                       7
<PAGE>

THE TORRAY FUND
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS

AS OF JUNE 30, 1999 (UNAUDITED)
- --------------------------------------------------------------------------------


<TABLE>
<CAPTION>

<S>                                        <C>           <C>                                     <C>

    6.45% INDUSTRIAL MACHINERY
               1,389,000             Illinois Tool Works, Inc.              113,898,000
    5.35% MEDIA & ENTERTAINMENT
               2,800,000             The Walt Disney Company                 86,275,000
                 117,900             Clear Channel Communications, Inc.*      8,127,731
                                                                            -----------
                                                                             94,402,731
    5.01% CONSUMER PRODUCTS
               1,000,000             Gillette Company                        41,000,000
                 420,000             Kimberly Clark Corporation              23,940,000
                 774,000             Ralston Purina Company                  23,558,625
                                                                            -----------
                                                                             88,498,625
    4.77% BANKING
                 840,000             Bank One Corporation                    50,032,500
                 940,800             Mellon Bank Corporation                 34,221,600
                                                                            -----------
                                                                             84,254,100
    4.27% LONG DISTANCE/TELECOMMUNICATIONS
               1,350,000             AT&T Corporation                        75,346,875
    4.03% AEROSPACE/DEFENSE/ELECTRONICS
                 742,700             Northrop Grumman Corporation            49,250,294
                 320,000             General Dynamics Corporation            21,920,000
                                                                            -----------
                                                                             71,170,294
    3.52% CHEMICALS
                 911,000             E.I. duPont de Nemours and Company      62,232,687
    2.88% AGRICULTURAL PRODUCTS
               3,298,000             Archer Daniels Midland Company          50,912,875
    2.85% MANUFACTURING
                 800,000             AlliedSignal, Inc.                      50,400,000
    1.51% REAL ESTATE
               1,063,600             CarrAmerica Realty Corporation          26,590,000
</TABLE>

                                       8
<PAGE>

THE TORRAY FUND
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS

AS OF JUNE 30, 1999 (UNAUDITED)
- --------------------------------------------------------------------------------


<TABLE>
<CAPTION>

    1.22% ELECTRICAL CONNECTORS
<S>                                    <C>         <C>                     <C>
                 686,400             Molex, Inc. Class A                     21,621,600
                                                                             ----------
TOTAL COMMON STOCK                                                        1,683,578,668
  (cost $1,323,915,707)                                                   -------------
TOTAL PORTFOLIO SECURITIES 96.93%                                         1,711,873,152
  (amoritized cost $1,352,223,948 )
OTHER ASSETS LESS LIABILITIES 3.07%                                          54,235,148
                                                                          -------------
NET ASSETS 100.00%                                                       $1,766,108,300
                                                                         ==============
</TABLE>

TOP 10 HOLDINGS

<TABLE>
<S>                                            <C>
    1. Hughes Electronics Corporation           6. SLM Holding Corporation
    2. Illinois Tool Works, Inc.                7. The Walt Disney Company
    3. Electronic Data Systems Corporation      8. Citigroup, Inc.
    4. J.P. Morgan & Company                    9. AT&T Corporation
    5. Boston Scientific Corporation           10. Loral Space & Communications Ltd.
</TABLE>

*non-income producing securities





SEE NOTES TO THE FINANCIAL STATEMENTS.

                                       9
<PAGE>

THE TORRAY FUND
- --------------------------------------------------------------------------------
STATEMENT OF ASSETS AND LIABILITIES

AS OF JUNE 30, 1999 (UNAUDITED)
- --------------------------------------------------------------------------------


<TABLE>
<S>                                                        <C>
     ASSETS
        Investments in securities at value
          (amortized cost $1,352,223,948)                    $  1,711,873,152
        Receivable for investment sold                             60,660,000
        Interest and dividends receivable                           1,906,549
                                                             ----------------
        TOTAL ASSETS                                            1,774,439,701
                                                             ----------------
     LIABILITIES
        Payable for investment purchased                            8,189,955
        Accrued expenses                                              141,446
                                                             ----------------
        TOTAL LIABILITIES                                           8,331,401
                                                             ----------------
     NET ASSETS                                              $  1,766,108,300
                                                             ================
        Shares of beneficial interest ($1 stated value,
          40,208,734 shares outstanding,
          unlimited shares authorized)                       $     40,208,734
        Paid-in-capital in excess of par                        1,270,222,175
        Undistributed net realized gains on
          investments                                              96,028,187
        Net unrealized appreciation of investments                359,649,204
                                                             ----------------
     NET ASSETS                                              $  1,766,108,300
                                                             ================
        PER SHARE                                            $          43.92
                                                             ================
</TABLE>

SEE NOTES TO THE FINANCIAL STATEMENTS.


                                       10
<PAGE>

THE TORRAY FUND
- --------------------------------------------------------------------------------
STATEMENT OF OPERATIONS

FOR THE SIX MONTHS ENDED JUNE 30, 1999 (UNAUDITED)
- --------------------------------------------------------------------------------


<TABLE>
<S>                                          <C>           <C>
     INVESTMENT INCOME
        Interest income                                     $     399,434
        Dividend income                                         9,106,023
                                                            -------------
        Total income                                            9,505,457
                                                            -------------
     EXPENSES
        Management fees                                         7,791,656
        Other expenses:
        Legal fees                            $ 29,293
        Transfer agent fees & expenses         330,834
        Audit fees                              12,432
        Registration & filing fees              57,419
        Custodial fees                          62,056
        Trustees' fees                          38,425
        Printing, postage & mailing            111,057
        Insurance                                4,382
                                              --------
              Total other expenses                                645,898
                                                            -------------
        Total expenses                                          8,437,554
                                                            -------------
     NET INVESTMENT INCOME                                      1,067,903
                                                            -------------
     REALIZED AND UNREALIZED GAIN
       (LOSS) ON INVESTMENTS
        Net realized gain on investments                      106,299,232
        Net change in unrealized gain                         183,999,918
                                                            -------------
        Net gain on investments                               290,299,150
                                                            -------------
     NET INCREASE IN NET ASSETS
       FROM OPERATIONS                                      $ 291,367,053
                                                            =============
</TABLE>

SEE NOTES TO THE FINANCIAL STATEMENTS.

                                       11
<PAGE>

THE TORRAY FUND
- --------------------------------------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS

FOR THE PERIODS INDICATED:
- --------------------------------------------------------------------------------


<TABLE>
<CAPTION>
                                                         SIX MONTHS
                                                       ENDED 6/30/99           YEAR ENDED
                                                        (UNAUDITED)             12/31/98
                                                    -------------------   -------------------
<S>                                                 <C>                   <C>
     INCREASE IN NET ASSETS FROM OPERATIONS:
        Net investment income                         $     1,067,903       $     5,389,290
        Net realized gain (loss) on investments           106,299,232           (10,271,045)
        Net change in unrealized gain                     183,999,918            37,715,145
                                                      ---------------       ---------------
         Net increase in net assets from
          operations                                      291,367,053            32,833,390
     DISTRIBUTIONS TO SHAREHOLDERS FROM:
        Net investment income ($0.0329 and
          $0.130 per share, respectively)                  (1,292,991)           (5,388,471)
                                                      ---------------       ---------------
          Total distributions                              (1,292,991)           (5,388,471)
     SHARES OF BENEFICIAL INTEREST
        Increase from share transactions                   17,179,824           822,872,577
                                                      ---------------       ---------------
          Total increase                                  307,253,886           850,317,496
     NET ASSETS -- BEGINNING OF PERIOD                  1,458,854,414           608,536,918
                                                      ---------------       ---------------
     NET ASSETS -- END OF PERIOD (including
       undistributed net investment income
       of $0 and $917, respectively)                  $ 1,766,108,300       $ 1,458,854,414
                                                      ===============       ===============
</TABLE>

SEE NOTES TO THE FINANCIAL STATEMENTS.

                                       12
<PAGE>

THE TORRAY FUND
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING FOR:
- --------------------------------------------------------------------------------

PER SHARE DATA

<TABLE>
<CAPTION>
                                      SIX MONTHS
                                        ENDED
                                       6/30/99
                                     (UNAUDITED)
                                   ---------------
<S>                                <C>
NET ASSET VALUE,
 BEGINNING OF PERIOD                 $   36.480
  Income From Investment
    Operations
  Net Investment Income                   0.033
  Net Gains on Securities (both
    realized and unrealized)              7.440
                                     -----------
  Total from Investment
    Operations                            7.473
  Less: Distributions
  Dividends (from Net Investment
    Income)                              (0.033)
  Distributions (from Capital
    Gains)                                0.000
                                     -----------
  Total Distributions                    (0.033)
NET ASSET VALUE, END OF PERIOD       $   43.920
TOTAL RETURN3                             20.48%
RATIOS/SUPPLEMENTAL
DATA
   Net Assets, End of Period
    (000's omitted)                  $1,766,108
  Ratio of Expenses to Average
    Net Assets                             1.08%(1)
  Ratio of Net Income to Average
    Net Assets                             0.15%(1)
  Portfolio Turnover Rate                 14.86%



<CAPTION>
                                                                      YEARS ENDED DECEMBER 31:
                                   -----------------------------------------------------------------------------------------------
                                         1998           1997          1996         1995         1994         1993         1992
                                   --------------- ------------- ------------- ------------ ------------ ------------ ------------
<S>                                <C>             <C>           <C>           <C>          <C>          <C>          <C>
NET ASSET VALUE,
 BEGINNING OF PERIOD                 $   33.850     $ 25.220      $ 20.110     $ 13.755     $ 14.273     $ 13.743     $ 11.514
  Income From Investment
    Operations
  Net Investment Income                   0.139        0.130         0.186        0.215        0.213        0.122        0.180
  Net Gains on Securities (both
    realized and unrealized)              2.630        9.206         5.642        6.674        0.130        0.745        2.229
                                      ----------     --------      --------     --------     --------     --------     --------
  Total from Investment
    Operations                            2.769        9.336         5.828        6.889        0.343        0.867        2.409
  Less: Distributions
  Dividends (from Net Investment
    Income)                              (0.139)      (0.130)       (0.187)      (0.214)      (0.213)      (0.122)      (0.180)
  Distributions (from Capital
    Gains)                                0.000       (0.576)       (0.531)      (0.320)      (0.648)      (0.215)       0.000
                                     ----------     --------      --------     --------     --------     --------     --------
  Total Distributions                    (0.139)      (0.706)       (0.718)      (0.534)      (0.861)      (0.337)      (0.180)
NET ASSET VALUE, END OF PERIOD       $   36.480     $ 33.850     $  25.220     $ 20.110     $ 13.755     $ 14.273     $ 13.743
TOTAL RETURN3                              8.20%       37.12%        29.09%       50.41%        2.41%        6.37%       21.04%
RATIOS/SUPPLEMENTAL
DATA
   Net Assets, End of Period
    (000's omitted)                  $1,458,854     $608,537     $ 116,593     $ 50,744      $23,362     $ 19,666     $ 10,298
  Ratio of Expenses to Average
    Net Assets                             1.09%        1.13%         1.25%        1.25%        1.25%        1.25%        1.25%
  Ratio of Net Income to Average
    Net Assets                             0.42%        0.47%         0.87%        1.31%        1.51%        0.94%        1.54%
  Portfolio Turnover Rate                 25.96%       11.72%        20.95%       22.56%       36.63%       29.09%       37.09%



<CAPTION>
                                    YEARS ENDED
                                    DECEMBER 31:     14 DAYS
                                   -------------      ENDED
                                        1991         12/31/90
                                   ------------- ---------------
<S>                                <C>           <C>
NET ASSET VALUE,
 BEGINNING OF PERIOD               $  9.999      $ 10.000
  Income From Investment
    Operations
  Net Investment Income               0.232         0.005
  Net Gains on Securities (both
    realized and unrealized)          1.728         0.000
                                   --------      ---------
  Total from Investment
    Operations                        1.960         0.005
  Less: Distributions
  Dividends (from Net Investment
    Income)                          (0.233)       (0.006)
  Distributions (from Capital
    Gains)                           (0.212)        0.000
                                   --------      ---------
  Total Distributions                (0.445)       (0.006)
NET ASSET VALUE, END OF PERIOD     $ 11.514      $  9.999
TOTAL RETURN3                         19.98%        (0.03%)
RATIOS/SUPPLEMENTAL
DATA
   Net Assets, End of Period
    (000's omitted)                $  4,423       $   200
  Ratio of Expenses to Average
    Net Assets                         1.25%         0.82%(1)
  Ratio of Net Income to Average
    Net Assets                         2.43%         2.15%(1)
  Portfolio Turnover Rate             21.17%          n/a(2)
</TABLE>

1  Annualized

2  Not applicable. During the period December 18, 1990 through December 31,
   1990 the Fund invested only in short-term investments which are excluded
   from this ratio.

3  Past performance is not predictive of future performance.





SEE NOTES TO THE FINANCIAL STATEMENTS.

                                       13
<PAGE>

THE TORRAY FUND
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS

AS OF JUNE 30, 1999 (UNAUDITED)
- --------------------------------------------------------------------------------

NOTE 1 -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES


     The Torray Fund ("Fund") is registered under the Investment  Company Act of
1940 as a no-load,  diversified,  open-end management  investment  company.  The
Fund's primary  investment  objective is to provide long-term total return.  The
Fund  seeks to meet its  objective  by  investing  its  assets in a  diversified
portfolio of common stocks and U.S.  Treasury Bills or Treasury  Notes. In order
to accomplish these goals, the Fund intends to hold stocks for the long term, as
opposed to actively  buying and  selling.  There can be no  assurances  that the
Fund's  investment  objectives  will be  achieved.  The Fund was  organized as a
business  trust  under  Massachusetts  law.  The  Torray  Corporation  serves as
administrator and investment advisor to the Fund.

     The following is a summary of accounting  policies  followed by the Fund in
the preparation of its financial statements.

     SECURITIES VALUATION Short-term  obligations having remaining maturities of
60 days or less are valued at amortized cost, which  approximates  market value.
Portfolio  securities  for which market  quotations  are readily  available  are
valued at market  value,  which is  determined  by using the last  reported sale
price, or, if no sales are reported, the last reported bid price.

     SECURITIES  TRANSACTIONS AND INVESTMENT INCOME Securities  transactions are
recorded  on a trade  date  basis.  Realized  gains and losses  from  securities
transactions are recorded on the specific  identification basis. Dividend income
is recorded on the ex-dividend date and interest income,  including amortization
of discount on short-term investments, is recorded on the accrual basis.

     FEDERAL  INCOME  TAXES The Fund  intends  to  continue  to comply  with the
requirements  of the Internal  Revenue Code  applicable to regulated  investment
companies  and to  distribute  all of its  taxable  income,  including  any  net
realized gain on investments to its shareholders.  Therefore,  no Federal income
tax provision is required.  Cost of securities for tax purposes is substantially
the same as for financial reporting purposes.  At December 31, 1998 the Fund had
a capital loss carryforward for Federal income tax purposes of $10,271,045 which
expires in 2006.

     NET ASSET  VALUE The net  asset  value per share of the Fund is  determined
once on each day that the New York Stock  Exchange  is open,  as of the close of
the Exchange.

     USE OF ESTIMATES In preparing financial statements in accordance with
generally accepted accounting principles, management is required to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and the disclosure of contingent assets and liabilities at the date
of the financial statements, and revenues and expenses during the reporting
period. Actual results could differ from those estimates.


                                       14
<PAGE>

THE TORRAY FUND
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS

AS OF JUNE 30, 1999 (UNAUDITED)
- --------------------------------------------------------------------------------

NOTE 2 -- MANAGEMENT CONTRACT

     Pursuant  to the  Management  Contract,  The  Torray  Corporation  provides
investment advisory and portfolio management services to the Fund. The Fund pays
The Torray Corporation a management fee, computed daily and payable quarterly at
the annual  rate of one percent of the Fund's  daily net assets.  During the six
months ended June 30, 1999, The Torray Fund paid  management  fees of $7,791,656
(1% of assets).

     Excluding the management  fee,  other expenses  incurred by the Fund during
the six months ended June 30, 1999, totaled $645,898. These expenses include all
costs  associated  with the Fund's  operations  including  transfer  agent fees,
Independent Trustees' fees, ($10,000 per annum and $1,000 for each Board meeting
attended), taxes, dues, fees and expenses of registering and qualifying the Fund
and its shares for  distribution,  custodial fees,  auditing and legal expenses,
insurance  premiums,  supplies,  postage,  expenses  of issue or  redemption  of
shares,  reports to shareholders and Trustees,  expenses of printing and mailing
prospectuses,  proxy statements and proxies to existing shareholders,  and other
miscellaneous expenses.

     Certain  officers  and  Trustees  of the  Fund  are  also  officers  and/or
shareholders of The Torray Corporation.


NOTE 3 -- PORTFOLIO SECURITIES

     Purchases  and  sales  of  investment  securities,  other  than  short-term
investments, for the six months ended June 30, 1999, aggregated $228,986,458 and
$285,523,994,  respectively.  Net unrealized appreciation of investments at June
30, 1999 includes  aggregate  unrealized  gains of  $412,498,938  and unrealized
losses of $52,849,734.


NOTE 4 -- SHARES OF BENEFICIAL INTEREST TRANSACTIONS

     Transactions in shares of beneficial interest were as follows:



<TABLE>
<CAPTION>
                                                             SIX MONTHS                                YEAR
                                                                ENDED                                 ENDED
                                                               6/30/99                               12/31/98
                                                 -----------------------------------   ------------------------------------
                                                      SHARES             AMOUNT             SHARES              AMOUNT
                                                 ---------------   -----------------   ----------------   -----------------
<S>                                              <C>               <C>                 <C>                <C>
Shares issued                                        6,325,848      $  256,350,940         35,718,479    $1,296,475,075
Reinvestments of dividends and distributions            28,680           1,175,486            134,002         4,754,810
Shares redeemed                                     (6,131,241)       (240,346,602)       (13,844,577)     (478,357,308)
                                                    ----------      --------------        -----------     --------------
                                                       223,287      $   17,179,824         22,007,904    $  822,872,577
                                                    ==========      ==============        ===========     ==============
</TABLE>

Officers, Trustees and affiliated persons of The Torray Fund and their families
directly or indirectly control 820,475 shares or 2.04% of the Fund.


                                       15
<PAGE>

                                    TRUSTEES
      --------------------------------------------------------------------
                                Frederick Amling
                                 Bruce C. Ellis
                                 William M Lane
                                 Robert P. Moltz
                                Roy A. Schotland
                                 Wayne H. Shaner





                               INVESTMENT ADVISOR
      --------------------------------------------------------------------
                             The Torray Corporation


                                    OFFICERS
                                 --------------
                           Robert E. Torray, President
                         Douglas C. Eby, Vice President
                         William M Lane, Vice President





                                 TRANSFER AGENT
      --------------------------------------------------------------------
                    First Data Investor Services Group, Inc.
                              211 South Gulph Road
                    King of Prussia, Pennsylvania 19406-0903





                                  LEGAL COUNSEL
      --------------------------------------------------------------------
                           Morgan, Lewis & Bockius LLP
                               1800 M Street, N.W.
                             Washington, D.C. 20036





                 This report is not authorized for distribution
                   to prospective investors unless preceded or
                      accompanied by a current prospectus.

                                      THE
                                     TORRAY
                                      FUND


                               SEMI-ANNUAL REPORT
                                  JUNE 30, 1999








                                 THE TORRAY FUND
                                    SUITE 450
                              6610 ROCKLEDGE DRIVE
                            BETHESDA, MARYLAND 20817
                                 (301) 493-4600
                                 1-800-443-3036






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