TORCHMARK INSURED TAX FREE FUND INC
N-30D, 1994-08-26
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<PAGE>

















































                    Torchmark
                    Insured
                    Tax-Free
                    Fund, Inc.
                    SEMIANNUAL
                    REPORT
                    --------------------------------------
                    For the six months ended June 30, 1994


This report is submitted for the general information of the shareholders of
Torchmark Insured Tax-Free Fund, Inc.  It is not authorized for distribution to
prospective investors in the Fund unless accompanied with or preceded by the
Torchmark Insured Tax-Free Fund, Inc. current prospectus.

<PAGE>
PRESIDENT'S LETTER
- -----------------------------------------------------------------
JUNE 30, 1994

Dear Shareholder:


     This report covers the investment performance of your Fund for the six
months ended June 30, 1994.

     During the past six months, bond and equity markets have been affected by
increases in interest rates and the fear of higher inflation.  We expect these
markets will continue to react to action, if any, taken by the Federal Reserve
to prevent increases in the inflation rate.  Although markets have declined
since the beginning of 1994, historically such intermediate and short-term
fluctuations have had limited impact on achieving investors' long-term financial
goals.

     Over time, interest rates follow inflation.  Once it has been determined
that the rate of economic growth is manageable, the Federal Reserve Board's
actions will be seen as beneficial to combating inflation, which eventually
should lead to interest rates that are more favorable to the markets.

     Based on our 57 years in the financial services industry, we believe that
our commitment to professional portfolio management is the key value-added
service we provide:  we select and continuously supervise the Fund's investments
using the most up-to-date information and research available to ensure the
investments meet the Fund's stated objectives.

     And, we believe our "hands-on" approach to investment management can help
reward the patient investor over the long term.  We never forget that we manage
your money.

     The following is an in-depth review of your Fund's recent performance.  We
believe the information included in this review continues to reflect our aim of
achieving the goals and purposes of the Fund.  Thank you for your continued
confidence in our products and services.


Respectfully,


Keith A. Tucker
President


<PAGE>
THE INVESTMENTS OF
TORCHMARK INSURED TAX-FREE FUND, INC.
JUNE 30, 1994

                                           Principal
                                           Amount in
                                           Thousands        Value

MUNICIPAL BONDS
ALABAMA - 4.18%
 The DCH Health Care Authority, Health
   Care Facilities Revenue Bonds,
   Series 1993-A,
   5.5%, 6-1-2013 ........................      $100   $   91,875

ARIZONA - 3.13%
 Paradise Valley Unified School District
   No. 69 of Maricopa County, Arizona,
   Refunding Bonds, Second Series 1993,
   0.0%, 7-1-2007 ........................       150       68,813

CONNECTICUT - 4.45%
 Connecticut Housing Finance Authority,
   Housing Mortgage Finance Program Bonds,
   1993 Series B,
   6.0%, 5-15-2009 .......................       100       97,750

FLORIDA - 4.61%
 City of Jacksonville, Florida, Excise
   Taxes Revenue Bonds, Series 1993,
   0.0%, 10-1-2011 .......................       300      101,250

ILLINOIS - 16.51%
 Illinois Health Facilities Authority:
   Revenue Refunding Bonds, Series 1993A
   (Elmhurst Memorial Hospital),
   5.5%, 1-1-2013 ........................       100       89,000
   Hospital Revenue Refunding Bonds,
   Series 1993 (Delnor-Community Hospital),
   5.5%, 5-15-2013 .......................       100       87,875
 Northwest Suburban Municipal Joint Action
   Water Agency (Cook, DuPage and Kane
   Counties, Illinois), Water Supply
   System Revenue Bonds, Series 1993A,
   5.9%, 5-1-2013 ........................       100       95,625
 City of Chicago, Wastewater Transmission
   Revenue Bonds, Refunding Series 1993,
   5.375%, 1-1-2013 ......................       100       90,125
   Total .................................                362,625

IOWA - 4.27%
 City of Ames, Iowa, Hospital Revenue
   Bonds (Mary Greeley Medical Center
   Project), Series 1993,
   5.7%, 8-15-2012 .......................       100       93,750


                See Notes to Schedule of Investments on page 7.
<PAGE>
THE INVESTMENTS OF
TORCHMARK INSURED TAX-FREE FUND, INC.
JUNE 30, 1994

                                           Principal
                                           Amount in
                                           Thousands        Value

MUNICIPAL BONDS (Continued)
MICHIGAN - 6.85%
 Huron School District, Counties of Wayne
   and Monroe, State of Michigan, 1992
   Refunding Bonds (General Obligation -
   Unlimited Tax),
   0.0%, 5-1-2013 ........................      $340   $  104,125
 Godfrey-Lee Public Schools, County of
   Kent, State of Michigan, 1993 Refunding
   Bonds (General Obligation - Unlimited Tax),
   5.5%, 5-1-2013 ........................        50       46,250
   Total .................................                150,375

NEVADA - 9.03%
 Clark County School District, Las Vegas,
   Nevada, General Obligation (Limited Tax)
   Refunding Bonds, Series 1991B,
   0.0%, 3-1-2009 ........................       250      100,000
 Clark County Nevada, Las Vegas - McCarran
   International Airport, Passenger Facility
   Charge Revenue Bonds, 1992 Series B,
   6.25%, 7-1-2011 .......................       100       98,375
   Total .................................                198,375

OHIO - 4.22%
 Ohio Water Development Authority, State
   of Ohio, Water Development Revenue
   Refunding Bonds, Pure Water Refunding
   and Improvement Series,
   5.5%, 12-1-2011 .......................       100       92,750

PENNSYLVANIA - 8.33%
 County of Allegheny, Pennsylvania, Airport
   Revenue Bonds, Series 1993C (Pittsburgh
   International Airport),
   5.625%, 1-1-2013 ......................       100       92,125
 Berks County Municipal Authority,
   Berks County, Pennsylvania, College
   Revenue Bonds, Series of 1993
   (Albright College),
   5.1%, 10-1-2008 .......................       100       90,750
   Total .................................                182,875

                See Notes to Schedule of Investments on page 7.

<PAGE>
THE INVESTMENTS OF
TORCHMARK INSURED TAX-FREE FUND, INC.
JUNE 30, 1994

                                           Principal
                                           Amount in
                                           Thousands        Value

MUNICIPAL BONDS (Continued)
SOUTH DAKOTA - 4.31%
 Sioux Falls School District 49-5,
   Sioux Falls, South Dakota, Refunding
   Capital Outlay Certificates of 1992,
   Series 1992B (Limited Tax Obligation),
   5.75%, 7-1-2012 .......................      $100   $   94,625

TEXAS - 8.92%
 Tarrant County Water Control and
   Improvement District Number One
   (Tarrant County, Texas), Water Revenue
   Refunding and Improvement Bonds,
   Series 1992,
   5.75%, 3-1-2013 .......................       100      102,250
 City of Austin, Texas, Combined Utility
   Systems Revenue Refunding Bonds, Series 1992A,
   5.75%, 11-15-2014 .....................       100       93,500
   Total .................................                195,750

UTAH - 4.27%
 Salt Lake City, Salt Lake County, Utah,
   Airport Revenue Bonds, Series 1993A (AMT),
   6.0%, 12-1-2012 .......................       100       93,750

VIRGINIA - 3.03%
 County of Stafford, Virginia, Refunding
   Certificates of Participation,
   Series 1994,
   5.0%, 11-1-2009 .......................        75       66,469

WASHINGTON - 8.41%
 Public Utility District No. 1 of Snohomish
   County, Washington, Generation System
   Revenue Bonds, Series 1993,
   6.0%, 1-1-2013 ........................       100       96,375
 Washington Public Power Supply System,
   Nuclear Project No. 2, Refunding
   Revenue Bonds, Series 1994A,
   5.0%, 7-1-2009 ........................       100       88,250
   Total .................................                184,625

TOTAL MUNICIPAL BONDS - 94.52%                         $2,075,657
 (Cost: $2,217,755)


                See Notes to Schedule of Investments on page 7.

<PAGE>
THE INVESTMENTS OF
TORCHMARK INSURED TAX-FREE FUND, INC.
JUNE 30, 1994

                                                            Value

TOTAL SHORT-TERM SECURITIES - 4.10%                    $   90,000
 (Cost: $90,000)

TOTAL INVESTMENT SECURITIES - 98.62%                   $2,165,657
 (Cost: $2,307,755)

CASH AND OTHER ASSETS, NET OF LIABILITIES - 1.38%          30,236

NET ASSETS - 100.00%                                   $2,195,893


Notes to Schedule of Investments
See Note 1 to financial statements for security valuation and other significant
     accounting policies concerning investments.
See Note 4 to financial statements for cost and unrealized appreciation and
     depreciation of investments owned for Federal income tax purposes.

<PAGE>
TORCHMARK INSURED TAX-FREE FUND, INC.
STATEMENT OF ASSETS AND LIABILITIES
JUNE 30, 1994


Assets
 Investment securities - at value
   (Notes 1 and 4) .................................   $2,165,657
 Cash   ............................................        5,257
 Receivables:
   Interest ........................................       30,845
   Fund shares sold ................................           25
 Unamortized organization expenses (Note 2)  .......       28,028
                                                       ----------
    Total assets  ..................................    2,229,812
                                                       ----------
Liabilities
 Organization expenses payable  ....................       28,028
 Dividends payable  ................................          995
 Payable for Fund shares redeemed  .................           97
 Other  ............................................        4,799
                                                       ----------
    Total liabilities  .............................       33,919
                                                       ----------
      Total net assets..............................   $2,195,893
                                                       ==========
Net Assets
 $0.01 par value capital stock, authorized --
   200,000,000; shares outstanding -- 233,143
   Capital stock ...................................   $    2,331
   Additional paid-in capital ......................    2,330,149
 Accumulated undistributed gain (loss):
   Accumulated undistributed net realized gain on
    investment transactions  .......................        5,511
   Net unrealized depreciation in value of
    investments at end of period ...................     (142,098)
                                                       ----------
    Net assets applicable to outstanding units
      of capital ...................................   $2,195,893
                                                       ==========
Net asset value per share (net assets divided by
 shares outstanding)  ..............................        $9.42
                                                            =====

                       See notes to financial statements.

<PAGE>
TORCHMARK INSURED TAX-FREE FUND, INC.
STATEMENT OF OPERATIONS
For the Six Months Ended June 30, 1994

Investment Income
 Interest  .........................................    $  63,684
                                                        ---------
 Expenses (Notes 2 and 3):
   Investment management fee .......................        5,590
   Registration fees ...............................        5,124
   Accounting services fee .........................        5,000
   Audit fees ......................................        4,000
   Amortization of organization expenses ...........        3,822
   Distribution fee ................................        2,797
   Shareholder reports..............................        2,609
   Transfer agency and dividend disbursing .........        1,970
   Legal fees ......................................        1,687
   Taxes ...........................................        1,300
   Custodian fees ..................................          177
   Other ...........................................          234
                                                        ---------
    Total  .........................................       34,310
    Less expenses in excess of limitation  .........      (23,119)
                                                        ---------
      Total expenses ...............................       11,191
                                                        ---------
       Net investment income  ......................       52,493
                                                        ---------

Realized and Unrealized Gain (Loss) on Investments
 Realized net gain on investments  .................        5,728
 Unrealized depreciation in value of investments
   during the period ...............................     (233,216)
                                                        ---------
   Net loss on investments .........................     (227,488)
                                                        ---------
    Net decrease in net assets resulting
      from operations ..............................    $(174,995)
                                                        =========

                       See notes to financial statements.

<PAGE>
TORCHMARK INSURED TAX-FREE FUND, INC.
STATEMENT OF CHANGES IN NET ASSETS

                                                        For the
                                            For the   period from
                                          six months  February 26,
                                             ended    1993 through
                                           June 30,   December 31,
                                             1994         1993
                                          -----------  -----------
Increase (Decrease) in Net Assets
 Operations:
   Net investment income ...............  $   52,493   $   82,132
   Realized net gain (loss) on
    investments  .......................       5,728         (217)
   Unrealized appreciation
    (depreciation)  ....................    (233,216)      91,118
                                          ----------   ----------
    Net increase (decrease) in net
      assets resulting from
      operations .......................    (174,995)     173,033
                                          ----------   ----------
 Dividends to shareholders from
   net investment income* ..............     (52,493)     (82,132)
                                          ----------   ----------
 Capital share transactions:
   Proceeds from sale of shares
    (3,733 and 206,433
    shares, respectively)  .............      37,646    2,065,047
   Proceeds from reinvestment of
    dividends (5,218 and 8,085
    shares, respectively)  .............      50,963       82,019
   Payments for shares redeemed (326 and
    0 shares, respectively)  ...........      (3,195)         ---
                                          ----------   ----------
    Net increase in net assets
      resulting from capital
      share transactions ...............      85,414    2,147,066
                                          ----------   ----------
      Total increase (decrease) ........    (142,074)   2,237,967
Net Assets
 Beginning of period  ..................   2,337,967      100,000
                                          ----------   ----------
 End of period  ........................  $2,195,893   $2,337,967
                                          ==========   ==========

   Undistributed net investment
    income  ............................        $---         $---
                                                ====         ====

                    *See "Financial Highlights" on page 11.

                       See notes to financial statements.
<PAGE>
TORCHMARK INSURED TAX-FREE FUND, INC.
FINANCIAL HIGHLIGHTS
For a Share of Capital Stock Outstanding
Throughout Each Period:

                                           For the
                                            period
                            For the           from
                                six       February
                             months       26, 1993
                              ended        through
                           June 30,       December 31,
                               1994           1993
                            -------        -------
Net asset value,
 beginning of
 period  ...........         $10.41         $10.00
                             ------         ------
Income from investment
 operations:
 Net investment
   income ..........            .23            .38
 Net realized and
   unrealized gain
   (loss) on
   investments .....          (0.99)           .41
                             ------         ------
Total from investment
 operations  .......          (0.76)           .79
                             ------         ------
Less dividends declared
 from net investment
 income ............          (0.23)         (0.38)
                             ------         ------
Net asset value,
 end of period  ....         $ 9.42         $10.41
                             ======         ======

Total return .......          -7.41%          9.62%*
Net assets, end of
 period (000
 omitted) ..........         $2,196         $2,338
Ratio of expenses
 to average net
 assets  ...........           1.00%*+        1.00%*+
Ratio of net investment
 income to average
 net assets  .......           4.69%*         4.46%*
Portfolio turnover
 rate ..............          10.24%*        79.14%*

*Annualized.
+See Note 3 for voluntary assumption of Fund expenses by Torchmark Corporation.
 The ratios of expenses to average net assets shown in the table would have been
 3.07% and 2.30%, respectively.

                       See notes to financial statements.

<PAGE>
TORCHMARK INSURED TAX-FREE FUND, INC.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 1994

NOTE 1 -- Significant Accounting Policies

     Torchmark Insured Tax-Free Fund, Inc. (the "Fund") is registered under the
Investment Company Act of 1940 as a diversified, open-end management investment
company.  The following is a summary of significant accounting policies
consistently followed by the Fund in the preparation of its financial
statements.  The policies are in conformity with generally accepted accounting
principles.

A.   Security valuation -- Municipal bonds and the taxable obligations in the
     Fund's investment portfolio are not listed or traded on any securities
     exchange.  Therefore, municipal bonds are valued using prices quoted by
     Muller and Company, a dealer in bonds which offers a pricing service.
     Short-term debt securities, whether taxable or nontaxable, are valued at
     amortized cost, which approximates market.

B.   Security transactions and related investment income -- Security
     transactions are accounted for on the trade date (date the order to buy or
     sell is executed).  Securities gains and losses are calculated on the
     identified cost basis.  Original issue discount (as defined by the Internal
     Revenue Code) and premiums on the purchase of bonds are amortized for both
     financial and tax reporting purposes over the remaining lives of the bonds.
     Interest income is recorded on the accrual basis.  See Note 4 -- Investment
     Security Transactions.

C.   Federal income taxes -- The Fund intends to distribute all of its net
     investment income and capital gains to its shareholders and otherwise
     qualify as a regulated investment company under the Internal Revenue Code.
     The Fund intends to pay distributions as required to avoid imposition of
     excise tax.  Accordingly, provision has not been made for Federal income
     taxes.  In addition, the Fund intends to meet requirements of the Internal
     Revenue Code which will permit it to pay dividends from net investment
     income, substantially all of which will be exempt from Federal income tax.
     See Note 5 -- Federal Income Tax Matters.

D.   Dividends and distributions -- All of the Fund's net investment income is
     declared and recorded by the Fund as dividends payable on each day to
     shareholders of record at the time of the previous determination of net
     asset value.

NOTE 2 -- Organization

     The Fund was incorporated in Maryland on September 9, 1992 and was inactive
(except for matters relating to its organization and registration as an
investment company under the Investment Company Act of 1940 and registration of
shares under the Securities Act of 1933) until February 26, 1993 (the date of
the initial public offering).

     On February 17, 1993, Waddell & Reed, Inc. ("W&R") purchased for investment
10,000 shares of the Fund at their net asset value of $10.00 per share.  On
February 26, 1993, United Investors Life Insurance Company ("UILIC"), an
affiliate of W&R, purchased 200,000 shares of the Fund.  As of June 30, 1994,
UILIC owned 212,429 shares.

     The Fund's organizational expenses in the amount of $38,220 were advanced
to the Fund by W&R and are an obligation to be paid by the Fund.  These expenses
are being amortized and are payable evenly over 60 months following the date of
the initial public offering.  In the event that all or any part of W&R's initial
investment in the Fund's shares is redeemed before the full reimbursement of
these organizational expenses, the Fund's obligation to make further
reimbursement will cease.

NOTE 3 -- Investment Management and Payments to Affiliated Persons

     Waddell & Reed Investment Management Company ("WRIMCO"), a wholly-owned
subsidiary of W&R, acts as investment manager to the Fund and, as such, receives
a fee for such services.  The fee is accrued and paid daily at the annual rate
of .50% of the Fund's net asset value.

     The Torchmark Division of Waddell & Reed Services Company ("Torchmark
Services"), another wholly-owned subsidiary of W&R, acts as transfer agent for
the Fund and processes the payments of dividends to Fund shareholders.  The Fund
pays Torchmark Services a monthly fee of $1.0208 for each shareholder account
that was in existence at any time during the prior month, plus $0.30 for each
account on which a dividend or distribution of cash or shares had a record date
in that month.  The Fund also pays for certain out-of-pocket costs.

     Torchmark Services also acts as agent ("Accounting Services Agent") in
providing bookkeeping and accounting services and assistance to the Fund and
pricing daily the value of shares of the Fund.  For these services the Fund pays
the Accounting Services Agent a monthly fee of 1/12th of the annual fee shown in
the following table:

                     Accounting Services Fee
          Average Net Asset Level        Annual Fee
           (dollars in millions)     Rate for Each Level
          -----------------------    -------------------
          From  $    0 to $   25         $ 10,000
          From  $   25 to $  100         $ 25,000
          From  $  100 to $  500         $ 50,000
          From  $  500 to $1,000         $ 75,000
          Above $1,000                   $100,000

     Under a Service Plan adopted by the Fund pursuant to Rule 12b-1 under the
Investment Company Act of 1940, the Fund may pay a fee to Torchmark
Distributors, Inc. ("Torchmark Distributors"), another wholly-owned subsidiary
of W&R, the principal underwriter for the Fund, and to Torchmark Services in an
aggregate amount not to exceed .25% per annum of the Fund's net asset value
accrued and paid daily to reimburse them for amounts expended in preparing,
printing and distributing informational material to investors and Fund
shareholders, providing yield and performance information and in answering
telephone or written inquiries of investors concerning the Fund or shareholders
concerning their accounts.

     Torchmark Corporation guarantees that for at least the first three years
commencing February 26, 1993, the total expenses of the Fund, excluding
brokerage commissions and extraordinary expenses, will not exceed 1% annualized
of the Fund's daily net asset value.  To ensure that the Fund's daily expenses
do not exceed this limit, first WRIMCO, Torchmark Distributors and Torchmark
Services will waive or refund fees payable to them commencing with the service
fee; then, if such reductions or refunds are inadequate to reduce the daily
expenses below the 1% annualized limit, Torchmark Corporation will immediately
pay to the Fund the amount by which the Fund's expenses computed daily exceed
the 1% limit.

     W&R is an indirect subsidiary of Torchmark Corporation, a publicly held
company whose address is 2001 Third Avenue South, Birmingham, Alabama  35233.
Torchmark Corporation is an insurance and financial services holding company
whose shares are listed on the New York Stock Exchange.  W&R is also an indirect
subsidiary of United Investors Management Company, a holding company, and a
direct subsidiary of Waddell & Reed Financial Services, Inc., a holding company.

NOTE 4 -- Investment Security Transactions

     Purchases of investment securities, other than U.S. Government and short-
term securities, aggregated $171,488 while proceeds from maturities and sales
aggregated $109,018.  Purchases of short-term securities aggregated $220,000
while proceeds from maturities and sales aggregated $196,407.  No U.S.
Government securities were bought or sold during the period ended June 30, 1994.

     For Federal income tax purposes, cost of investments owned at June 30, 1994
was $2,307,755, resulting in net unrealized depreciation of $142,098, of which
$1,945 related to appreciated securities and $144,043 related to depreciated
securities.

NOTE 5 -- Federal Income Tax Matters

     For Federal income tax purposes, the Fund realized capital gain net income
of $400 during the fiscal period ended December 31, 1993, which is available for
future distribution.

<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors and Shareholders of
  Torchmark Insured Tax-Free Fund, Inc.

In our opinion, the accompanying statement of assets and liabilities, including
the schedule 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 Torchmark Insured Tax-Free Fund,
Inc. (the "Fund") at June 30, 1994, the results of its operations for the six
months then ended and the changes in its net assets and the financial highlights
for the periods indicated, 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 audit.  We conducted our audit 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 audit, which included
confirmation of securities at June 30, 1994 by correspondence with the
custodian, provides a reasonable basis for the opinion expressed above.  The
financial statements and financial highlights of the Fund for the period ended
December 31, 1993 were audited by other independent accountants whose report
dated February 18, 1994 expressed an unqualified opinion on those statements.



PRICE WATERHOUSE LLP
Kansas City, Missouri
July 29, 1994
- -----------------------------------------------------------------
<PAGE>

DIRECTORS                               OFFICERS
Ronald K. Richey, Birmingham,           Keith A. Tucker, President
  Alabama, Chairman of the Board        Robert L. Hechler, Vice
Henry L. Bellmon, Red Rock,                President
  Oklahoma                              Henry J. Herrmann, Vice
Dodds I. Buchanan, Boulder, Colorado      President
Jay B. Dillingham, Kansas City,         John M. Holliday, Vice
  Missouri                                President
John F. Hayes, Hutchinson, Kansas       Theodore W. Howard, Vice
Glendon E. Johnson, Miami, Florida        President and Treasurer
William T. Morgan, Los Angeles,         Rodney O. McWhinney, Vice
  California                              President
Doyle Patterson, Kansas City, Missouri  Sharon K. Pappas, Vice
Keith A. Tucker, Overland Park, Kansas    President and Secretary
Frederick Vogel, III, Milwaukee,
  Wisconsin
Paul S. Wise, Carefree, Arizona
Leslie S. Wright, Birmingham, Alabama
<PAGE>
TORCHMARK INSURED TAX-FREE FUND, INC.
June 30, 1994










FOR MORE INFORMATION:
  TORCHMARK SERVICES
  6300 Lamar Avenue
  P.O. Box 2995
  Shawnee Mission, KS  66201-1395
  (800) 733-3863

FOOO299SA(6-94)



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