INVESCO MULTIPLE ASSET FUNDS INC
N-30D, 1997-09-25
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ANNUAL REPORT

July 31, 1997

INVESCO

MULTIPLE

ASSET

FUNDS,

INC.

              Balanced Fund
Multi-Asset Allocation Fund


           No-load mutual funds seeking
capital appreciation and current income.

INVESCO FUNDS


<PAGE>



Market Overview                                                     August 1997
     We are  currently in the greatest  bull market of all time,  and wealth has
been  created on a scale  that has never  been seen  before.  The  strength  and
longevity of this market have surprised even the staunchest market advocates.  A
preemptive  strike against  inflation by the Federal Reserve Board in March -- a
25 basis  point  increase  in the Fed Fund's  Rate -- produced a pullback in the
stock market. However, several  large-capitalization stock indexes have produced
approximately 15% to 20% returns since the minor correction.
     Recently,  however,  volatility  has  crept  back  into the  stock  markets
dampening  investment  returns.  This increased  volatility can be attributed to
investor nervousness about inflation and an overheating  economy.  Consequently,
day-to-day  swings in equity prices remain severe,  and may continue in the near
future.
    Nonetheless, it's worth noting that:
    o    The Dow Jones  Industrial  Average  (an index  composed  of 30 domestic
         large-capitalization  stocks)  has  doubled  in 30 months  for only the
         fifth time this century, and only the second time in 62 years.
    o    The broad  market has had 18  consecutive  quarters in which  companies
         have  reported  significantly  more  positive  than  negative  earnings
         surprises.
    o    The wealth created by the domestic stock market in the last 10 years is
         the most in history.
    The driving force behind the strength of the market during the last 10 years
has  been  low  inflation,   strong  economic   growth,   and  increased  worker
productivity.  These  factors have led to  above-average  increases in corporate
profits and earnings, sending stock prices higher. Meanwhile,  prices across the
economy (as measured by the Gross  Domestic  Product price  deflator)  rose only
1.8% in 1996 the smallest gain since 1964. Currently, the inflation rate for the
U.S.  economy is at 2.2%, and producer prices  actually  declined over the first
seven months in 1997.
    Gains in worker  productivity  have helped curb inflation.  Over the last 10
years, corporate restructuring,  downsizing,  and investments in technology have
increased  the  efficiency of American  companies and workers.  These gains have
outpaced  wage  increases.  Coupled with  increased  international  competition,
improved productivity has put downward pressure on prices -- which is beneficial
for the economy as it stimulates consumer demand.
    As a result,  the U.S.  economy  has  re-established  itself  as the  global
leader.  In turn, the demand for skilled labor has risen,  and  unemployment  in
July 1997 was at 4.8% (the lowest level since 1973). Some naysayers suggest that
the tight labor market will  eventually  lead to increased  wages and inflation,
which may have negative consequences for corporate stock prices.
    The  fixed-income  market,  although  producing  gains  over the last  seven
months,  has not  enjoyed  the  jubilance  experienced  in the  equity  markets.
Concerns over potential wage inflation,  a slowing  economy,  and an increase in
the Fed Funds Rate have tempered fixed-income returns.  Within this environment,
credit  analysis has played a more  important  role in  evaluating  fixed-income



<PAGE>



securities  than  interest-rate  analysis -- this was  especially  true for
high-yield securities.
     This is a good time for  shareholders  to re-evaluate  their  expectations.
Historically speaking,  markets do not return 25% every year. A long-run average
return on equities of 10% to 11% is more realistic.

INVESCO Multiple Asset Funds, Inc.
    The line graphs below  illustrate the value of a $10,000  investment in each
of the INVESCO Multiple Asset Funds, plus reinvested  dividends and capital gain
distributions,  from inception  (12/93)  through  7/31/97.  The charts and other
total  return  figures  cited  reflect the funds'  operating  expenses,  but the
indexes do not have  expenses,  which  would,  of  course,  have  lowered  their
performance.(1)(2)
    While  past  performance  is not a  guarantee  of  future  results,  $10,000
invested in Balanced Fund upon  inception  (12/93) would have been worth $20,058
on 7/31/97,  including  reinvestment  of dividends and capital  gains. A $10,000
investment in Multi-Asset Allocation Fund made on the same date would have grown
to  $16,348.  (Of  course,  past  performance  is  not  a  guarantee  of  future
results.)(2)

Balanced Fund
    The  Fund  received  the  prestigious  5-star   risk-adjusted   rating  from
Morningstar,  both overall and for the three-year  period ended  7/31/97,  among
2,040 equity funds.(4)
    Lipper  Analytical  Services  ranked Balanced Fund #2 of 193 balanced funds,
based on total return unadjusted for commissions for the three-year period ended
7/31/97. For the one-year period, the fund was ranked #153 of 317 funds.(2)(3)

                                         Balanced Fund
                         Average Annual Total Return as of 7/31/97 (2)
                         ---------------------------------------------
                         1 Year                                 29.27%
                         ---------------------------------------------
                         Since Inception (12/93)                20.90%
                         ---------------------------------------------

    For the one-year  period ended  7/31/97,  INVESCO  Balanced  Fund achieved a
total  return of 29.27%,  compared to a total  return of 52.02% for the S&P 500,
and 10.78% for the Lehman  Government/Corporate  Bond Index.  (Of  course,  past
performance is not a guarantee of future results.)(1)(2)
    As of 7/31/97,  the fund's portfolio was allocated  between 61% equities and
33% fixed-income securities, respectively. (Approximatley 6% of the fund's total
net assets were in the form of cash and cash equivalents.)

Equity Strategy
     During the last year,  large-capitalization  stocks  continued their strong
performance.  This was  especially  true  for  large-cap  pharmaceuticals  which
provided strong performance for the fund. Companies like Warner-Lambert Co. and


<PAGE>



Bristol-Myers Squibb continued to benefit from increased emphasis on health care
by emerging  and  developing  nations,  changing  demographics  (the  graying of
America),  and the  introduction  of new  drugs  to the  market.  These  trends,
combined with an improved regulatory  environment,  have significantly aided the
profitability of large-cap  pharmaceuticals.  In fact, Warner-Lambert Co. -- our
largest  holding as of 7/31/97 -- experienced  strong price  appreciation as the
firm's two new drugs, Lipitor and Rezulin, were well-received by the market.

Graph:
This line graph compares the value of a $10,000  investment in INVESCO  Balanced
Fund to the value of a $10,000  investment  in the S&P 500 Index and the  Lehman
Government/Corporate  Bond  Index,  assuming  in each case  reinvestment  of all
dividends  and  capital  gain  distributions,  for  the  period  from  inception
(12/1/93) through 7/31/97.

    The capital goods sector also has been a profitable  market  segment for the
fund. Expanding global economies have increased the demand for capital goods. In
addition, companies are becoming more efficient through corporate restructuring,
industry  consolidation,  and increased  worker  productivity.  As a result,  we
remain heavily weighted towards this sector.
    Looking  forward,  we  plan  to  increase  our  weighting  towards  consumer
cyclicals,  as we feel that consumer  spending is likely to increase  later this
year. We will continue to selectively look for market-leading companies with the
potential for accelerating earnings. Retailers that we include excited about for
the future are Federated Department Stores, and Tandy Corp.

Fixed-Income Strategy
    Timing the interest  rate market can be  difficult,  particularly  in recent
years.  Instead, we prefer to create value through credit analysis. By using our
years of  experience  and in-depth  research,  we seek to identify  fixed-income
securities that are mispriced by the market.
    This type of in-depth  fundamental  research  continues to benefit the fund.
For  example  seven  months  ago the fund was  overweighted  in  mortgage-backed
securities.  These  securities  provided  strong  returns over most of the 1997.
However,  interest rate spreads then tightened, and we have reduced our exposure
to these obligations, feeling they were fully priced by the market.
    Presently, our research suggests that similar opportunities may now exist in
two more areas: putable bonds and the electric utilities industry. Putable bonds
are debt  obligations  that  allow a holder  to redeem  the  issue at  specified
intervals  before  maturity  and receive  full face value.  These bonds  provide
strong performance for the fund, while offering reduced  volatility  compared to
other debt obligations. And deregulation has lead to positive structural changes
in the electric utilities industry. This may lead to credit upgrades on existing
debt for selected electric companies.



<PAGE>



Going Forward
    We will  continue to manage the fund  somewhat  conservatively,  keeping the
fixed-income portion relatively high. This conservative  approach has produced a
fund that features a lower beta than the S&P 500, higher  earnings' growth rate,
and a lower price-to-earnings ratio.

Fund Management
    INVESCO Balanced Fund is managed by three industry veterans. Senior Vice
President and Director of Investments Charles P. Mayer and Vice President Albert
M. Grossi co-manage the equity portfolio. With 28 years of professional
experience, Charlie earned an MBA from St. John's University and a BA from St.
Peter's College. Previously, Charlie was with Westinghouse Pension Investments
Corporation.
    Al Grossi began his career as a securities analyst in 1974.  Previously,  he
served  as  a  portfolio   manager/senior   analyst  with  Westinghouse  Pension
Investments Corporation. He holds both an MBA and a BA from Rutgers University.
    Senior  Vice  President  Donovan  "Jerry"  Paul has  served as  co-portfolio
manager of the fund since 1994, concentrating on fixed-income securities.  Jerry
began his  investment  career in 1976;  before  joining  INVESCO,  he worked for
Stein, Roe & Farnham Inc., as well as Quixote Investment  Management.  He earned
an MBA from the  University of Northern  Iowa,  and a BBA from the University of
Iowa. He is a Chartered Financial Analyst and Certified Public Accountant.

Multi-Asset Allocation Fund
    For the one-year period ended 7/31/97,  INVESCO Multi-Asset  Allocation Fund
had a total  return of 31.41%,  compared to a total return of 52.02% for the S&P
500 and 10.78% for the Lehman  Government/Corporate Bond Index. (Of course, past
performance is not a guarantee of future results.)(1)(2)

Graph:
This  line  graph  compares  the  value  of  a  $10,000  investment  in  INVESCO
Multi-Asset  Allocation Fund to the value of a $10,000 investment in the S&P 500
Index and the Lehman  Government/Corporate  Bond  Index,  assuming  in each case
reinvestment  of all  dividends and capital gain  distributions,  for the period
from inception (12/1/93) through 7/31/97.

    The  fund's  broad  diversification   helped  produce  superior  competitive
returns.  Over the one-year period ended 7/31/97, the fund had a total return of
31.41%, while the Lipper Flexible Portfolio objective had an average fund return
of 29.71%  over the same 12 months.  (Lipper  Analytical  Services,  Inc.  is an
independent  mutual fund analyst,  which tracks fund performance by total return
unadjusted for  commissions.  Of course,  past performance is not a guarantee of
future results.)(2)
    Multi-Asset    Allocation    Fund's   holdings   are   diversified    across
large-capitalization   stocks,  small-cap  stocks,   fixed-income   obligations,
international equities, equity real estate securities, and cash. Over the last


<PAGE>



year, the fund's exposure to large-cap stocks was the key factor in performance.
This asset class produced superior returns compared to others.  However, we feel
that many of these  stocks  may now be fully- or  over-valued  and are  taking a
cautious approach going forward.
    In contrast, we are excited about the possibilities for small-cap stocks and
international  equities.  Many small-caps are presently  trading at prices below
their intrinsic value. For  international  equities,  the strong U.S. dollar has
increased foreign  companies'  competitive  advantage in international  markets.
Both asset  classes  have gone through a period of  underperformance,  and these
securities presently appear undervalued with strong growth possibilities.

                                  Multi-Asset Allocation Fund
                         Average Annual Total Return as of 7/31/97 (2)
                         ---------------------------------------------
                         1 Year                                 31.41%
                         ---------------------------------------------
                         Since Inception                (12/93) 14.35%
                         ---------------------------------------------

    We plan to keep a neutral  weighting  toward  real  estate and  fixed-income
securities,  as we remain  concerned  about the  potential  for an  increase  in
interest rates by the Federal Reserve Board.
    The fund has lagged the broad U.S.  stock  indexes  during the extended bull
market.  However,  we believe that the combination of asset classes  overseen by
experienced management may prove advantageous to investors over a full cycle.

Fund Management
    INVESCO  Multi-Asset  Allocation Fund is managed by a team,  which is led by
Bob Slotpole.  He earned an MBA from Stanford  University,  as well as a BS from
the State  University  of New  York-Buffalo.  Now a senior  vice  president  and
director of equities  for INVESCO  Management  & Research,  Inc.,  Bob began his
investment career in 1975.  Previously,  he was associated with First Boston and
Lehman Brothers.

(1)The S&P 500 and Lehman  Government/Corporate Bond Index are unmanaged indexes
of securities  considered to be  representative of the broad domestic equity and
domestic fixed-income markets, respectively.

(2)Total return assumes reinvestment of dividends and capital gain distributions
for the  periods  indicated.  Past  performance  is not a  guarantee  of  future
results.  Investment  return and principal  value will  fluctuate so that,  when
redeemed, an investor's shares may be worth more or less than when purchased.

(3)Lipper rankings are provided for one-, five-, and 10-year periods, except for
funds  introduced  more recently,  and are based on total return  unadjusted for
commissions.


<PAGE>



(4)Morningstar's   proprietary   rankings   reflect   historical   risk-adjusted
performance  and are subject to change every month.  Ratings are  calculated for
the fund's three-, five-, and 10-year average annual returns (based on available
track records) in excess of 90-day  Treasury bill returns.  The top 10% of funds
in an investment category receive 5 stars; the next 22.5%,4;and the next 35%, 3.

INVESCO Fund Codes
      These  two-digit  codes  appear after your  account  number on  Investment
Summaries and confirmations.  You may also use them to request information about
specific funds on PAL(R), your Personal Account Line.

      Money  Market  Funds 
      44 U.S.  Government  Money Fund
      25 Cash  Reserves
      40 Tax-Free  Money Fund
   
      Tax-Exempt  Funds
      36 Tax-Free  Intermediate  Bond
      35 Tax-Free Long-Term Bond

      Income Funds
      33 Short-Term Bond
      32 U.S. Government Securities
      47 Intermediate  Government Bond
      30 Select Income 
      31 High Yield

      Growth & Income Fund
      71 Balanced
      70 Multi-Asset Allocation 
      48 Total Return
      15 Industrial Income
      46 Value Equity 

      Capital  Appreciation Funds
      10 Growth
      20 Dynamics
      74 Small Company Value
      60 Small Company Growth

      Sector Funds
      50 Energy 
      59 Environmental  Services 
      57 Financial  Services
      51 Gold
      52 Health Sciences 
      53 Leisure
      42 Realty 
      55 Technology 
      58 Utilities


<PAGE>



      38    Worldwide Capital Goods
      39    Worldwide Communications
      
      International Funds
      49    International Growth
      41    Asian Growth
      56    European
      37    European Small Company
      34    Latin American Growth
      54    Pacific Basin

For more information about any of the INVESCO Funds,  including  management fees
and  expenses,  please  call  us at  1-800-525-8085  for a  prospectus.  Read it
carefully before you invest or send money.

INVESCO Multiple Asset Funds, Inc.
Ten Largest Common Stock Holdings
July 31, 1997

Description                                                           Value
- --------------------------------------------------------------------------------
BALANCED Fund
Warner-Lambert Co                                                $2,793,750
General Cable                                                     2,560,625
Novartis AG Registered Shrs                                       2,407,579
Tandy Corp                                                        2,377,500
SmithKline Beecham PLC ADR
   Representing Ord A Shrs                                        2,334,000
Northrop Grumman                                                  2,302,500
Exxon Corp                                                        2,248,750
Owens-Illinois Inc                                                2,208,000
Dollar General                                                    2,200,000
Sundstrand Corp                                                   2,170,000

MULTI-ASSET ALLOCATION Fund
General Electric                                                   $280,750
Coca-Cola Co                                                        207,750
Merck & Co                                                          187,087
International Business Machines                                     179,775
AT&T Corp                                                           176,700
Intel Corp                                                          165,262
SBC Communications                                                  142,050
Bristol-Myers Squibb                                                141,187
Chase Manhattan                                                     139,455
Abbott Laboratories                                                 124,331

Composition of holdings is subject to change.




<PAGE>



INVESCO Multiple Asset Funds, Inc.
Statement of Investment Securities
July 31, 1997

                                                      Shares or
                                                      Principal
Description                                             Amount           Value
- --------------------------------------------------------------------------------
BALANCED Fund
COMMON STOCKS 58.81%
AEROSPACE & DEFENSE 2.70%
Northrop Grumman                                       20,000        $2,302,500
Sundstrand Corp                                        35,000         2,170,000
                                                                   ------------
                                                                      4,472,500
                                                                   ------------
BANKS 1.64%
Bank of New York                                       35,000         1,699,687
Fleet Financial Group                                  15,000         1,018,125
                                                                   ------------
                                                                      2,717,812
                                                                   ------------
CHEMICALS 3.41%
Ferro Corp                                             50,000         1,853,125
Hoechst AG*                                            20,000           940,222
OM Group                                               43,000         1,486,188
Praxair Inc                                            25,000         1,378,125
                                                                   ------------
                                                                      5,657,660
                                                                   ------------
COMMUNICATIONS -   EQUIPMENT &
   MANUFACTURING 0.97%
Motorola Inc                                           20,000         1,606,250
                                                                   ------------
COMPUTER RELATED 5.24%
America Online*                                        30,000         2,025,000
Ceridian Corp*                                         37,000         1,618,750
Cisco Systems*                                         19,000         1,511,687
CompUSA Inc*                                           72,700         1,953,812
International Business Machines                        15,000         1,586,250
                                                                   ------------
                                                                      8,695,499
                                                                   ------------
CONTAINERS 1.33%
Owens-Illinois Inc*                                    64,000         2,208,000
                                                                   ------------

<PAGE>



                                                                                
ELECTRICAL EQUIPMENT 3.29%
Emerson Electric                                       30,000         1,770,000
General Cable*                                         85,000         2,560,625
Honeywell Inc                                          15,000         1,120,313
                                                                   ------------
                                                                      5,450,938
                                                                   ------------
ELECTRONICS - SEMICONDUCTOR 0.89%
Xilinx Inc*                                            31,000         1,468,625
                                                                   ------------
ENGINEERING & CONSTRUCTION 0.88%
Chicago Bridge & Iron NV                               64,000         1,464,000
                                                                   ------------
FINANCIAL 1.92%
ACNielsen Corp*                                        75,000         1,612,500
MBNA Corp                                              35,000         1,575,000
                                                                   ------------
                                                                      3,187,500
                                                                   ------------
FOODS 1.63%
Flowers Industries                                     50,000           871,875
Kellogg Co                                             20,000         1,837,500
                                                                   ------------
                                                                      2,709,375
                                                                   ------------
GOLD & PRECIOUS METALS MINING 0.72%
ASARCO Inc                                             35,000         1,190,000
                                                                   ------------
HEALTH CARE DRUGS PHARMACEUTICALS 7.51%
Abbott Laboratories                                    25,000         1,635,937
Bristol-Myers Squibb                                   26,000         2,039,375
Johnson & Johnson                                      20,000         1,246,250
Novartis AG Registered Shrs                             1,500         2,407,579
SmithKline Beecham PLC ADR
   Representing Ord A Shrs                             24,000         2,334,000
Warner-Lambert Co                                      20,000         2,793,750
                                                                   ------------
                                                                     12,456,891
                                                                   ------------
HEALTH CARE RELATED 1.33%
Sulzer Medica AG Registered Shrs*                       2,000           569,407
Sulzer Medica Sponsored ADR*                            5,000           142,500
Tenet Healthcare*                                      50,000         1,496,875
                                                                   ------------
                                                                      2,208,782
                                                                   ------------
<PAGE>

                                                                               
INSURANCE 2.50%
Berkley (W R) Corp                                     25,000         1,443,750
Chubb Corp                                             21,700         1,529,850
St Paul Cos                                            15,000         1,176,563
                                                                   ------------
                                                                      4,150,163
                                                                   ------------
INVESTMENT BANK/BROKER FIRM 0.95%
Morgan Stanley Dean Witter
   Discover & Co                                       30,000         1,569,375
                                                                   ------------
LEISURE TIME 0.68%
Brunswick Corp                                         35,000         1,128,750
                                                                   ------------
LODGING - HOTELS 0.95%
Hilton Hotels                                          50,000         1,571,875
                                                                   ------------
MACHINERY 0.87%
Kennametal Inc                                         30,000         1,445,625
                                                                   ------------
MANUFACTURING 2.73%
Allied Signal                                          20,000         1,845,000
Minnesota Mining & Manufacturing                       15,000         1,421,250
Premark International                                  40,000         1,262,500
                                                                   ------------
                                                                      4,528,750
                                                                   ------------
NATURAL GAS 1.44%
Coastal Corp                                           25,000         1,359,375
Columbia Gas System                                    15,000         1,031,250
                                                                   ------------
                                                                      2,390,625
                                                                   ------------
OFFICE EQUIPMENT & SUPPLIES 0.92%
Xerox Corp                                             18,600         1,529,850
                                                                   ------------
OIL & GAS RELATED 2.68%
Exxon Corp                                             35,000         2,248,750
Phillips Petroleum                                     20,000           921,250
United Meridian*                                       40,000         1,277,500
                                                                   ------------
                                                                      4,447,500
                                                                   ------------


<PAGE>



PAPER & FOREST PRODUCTS 0.75%
Champion International                                 20,000         1,240,000
                                                                   ------------
REAL ESTATE INVESTMENT TRUST 0.67%
Boston Properties*                                     40,000         1,115,000
                                                                   ------------
RETAIL 6.99%
Dayton Hudson                                          25,000         1,615,625
Dollar General                                         50,000         2,200,000
Federated Department Stores*                           45,000         1,971,562
Sears Roebuck                                          20,000         1,266,250
TJX Cos                                                72,200         2,156,975
Tandy Corp                                             40,000         2,377,500
                                                                   ------------
                                                                     11,587,912
                                                                   ------------
TELECOMMUNICATIONS - LONG DISTANCE 1.59%
Deutsche Telekom AG                                    65,000         1,542,900
Qwest Communications International*                    35,300         1,098,713
                                                                   ------------
                                                                      2,641,613
                                                                   ------------
TELEPHONE 0.88%
Bell Atlantic                                          20,000         1,451,250
                                                                   ------------
TOBACCO 0.75%
Fortune Brands                                         35,000         1,240,313
                                                                   ------------
TOTAL COMMON STOCKS
   (Cost $78,176,045)                                                97,532,433
                                                                   ------------
PREFERRED STOCKS 0.63%
NATURAL GAS 0.63%
Enron Corp, 6.250%, Redeemable
   Exchangable Pfd
   (Cost $1,096,750)                                   50,000         1,040,625
                                                                   ------------
FIXED INCOME SECURITIES 32.52%
US Government Obligations 3.79%
US Treasury Notes
   6.875%, 5/15/2006                                5,000,000         5,273,440
   6.250%, 2/15/2007                                1,000,000         1,014,375
                                                                   ------------
   TOTAL US GOVERNMENT OBLIGATIONS
   (Cost $6,022,287)                                                  6,287,815
                                                                   ------------

<PAGE>



                                                                                
US Government Agency Obligations 11.47%
Federal Home Loan Mortgage
   Gold, Participation Certificates
   6.500%, 6/1/2011                                 9,268,184         9,233,428
   6.500%, 9/1/2011                                 9,327,730         9,292,751
Student Loan Marketing
   Association, Notes, Series CQ
   5.360%, 3/7/2001                                   500,000           498,774
                                                                   ------------
   TOTAL US GOVERNMENT AGENCY OBLIGATIONS
   (Cost $18,563,685)                                                19,024,953
                                                                   ------------
Corporate Bonds 16.18%
AUTOMOBILES 0.61%
General Motors Acceptance
   Medium-Term Notes
   6.700%, 4/25/2001                                1,000,000         1,014,312
                                                                   ------------
COMPUTER RELATED 1.21%
International Business Machines Deb,
   6.220%, 8/1/2027                                 2,000,000         2,005,580
                                                                   ------------
ELECTRIC UTILITIES 8.53%
Boston Edison, Deb
   7.800%, 3/15/2023                                1,925,000         1,974,211
Carolina Power & Light
   1st Mortgage
   8.625%, 9/15/2021                                1,000,000         1,193,950
   6.875%, 8/15/2023                                1,000,000           960,767
DQU-II Funding, Collateral Lease
   8.700%, 6/1/2016                                 2,000,000         2,210,386
Enersis SA, Notes
   6.900%, 12/1/2006                                1,000,000         1,009,435
Jersey Central Power & Light, 1st
   Mortgage, 7.500%, 5/1/2023                       1,000,000         1,011,781
Metropolitan Edison
   Medium-Term Secured Notes
   8.150%, 1/30/2023                                2,000,000         2,149,030
Pennsylvania Power & Light, 1st
   Mortgage, 8.500%, 5/1/2022                       1,500,000         1,661,983
South Carolina Electric & Gas
   1st Mortgage, 8.875%, 8/15/2021                  1,750,000         1,970,193
                                                                   ------------
                                                                     14,141,736
                                                                   ------------

<PAGE>



                                                                          
ENTERTAINMENT 0.60%
Time Warner, Deb
   6.850%, 1/15/2026                                1,000,000           998,152
                                                                   ------------
HEALTH CARE DRUGS - PHARMACEUTICALS 1.08%
McKesson Corp, Sub Deb
   4.500%, 3/1/2004                                 2,000,000         1,798,442
                                                                   ------------
OFFICE EQUIPMENT & SUPPLIES 0.61%
Xerox Corp, Medium-Term
   Notes, Series D
   6.250%, 11/15/2026                               1,000,000         1,003,443
                                                                   ------------
OIL & GAS RELATED 1.35%
Sun Inc, Deb, 9.375%, 6/1/2016                      2,000,000         2,230,186
                                                                   ------------
PAPER & FOREST PRODUCTS 1.58%
Champion International, Deb
   6.400%, 2/15/2026                                1,000,000           990,290
Quno Corp, Sr Notes
   9.125%, 5/15/2005                                1,500,000         1,635,000
                                                                   ------------
                                                                      2,625,290
                                                                   ------------
REAL ESTATE INVESTMENT TRUST 0.61%
Fisher Brothers Financial Realty
   Secured Notes
   10.750%, 12/17/2000                              1,000,000         1,012,500
                                                                   ------------
   TOTAL CORPORATE BONDS
   (Cost $26,409,783)                                                26,829,641
                                                                   ------------
Foreign Government Agency Obligations 1.08%
Ferrovie dello Stato Gtd Bonds,
   9.125%, 7/6/2009
   (Cost $1,767,259)                                1,500,000         1,796,250
                                                                   ------------
TOTAL FIXED INCOME SECURITIES
   (Cost $52,763,014)                                                53,938,659
                                                                   ------------
SHORT-TERM INVESTMENTS -
   REPURCHASE AGREEMENTS 8.04%
Repurchase Agreement with State Street
   Bank & Trust Co dated 7/31/1997


<PAGE>



   due 8/1/1997 at 5.670%, repurchased
   at $13,337,100 (Collateralized by
   US Treasury Bonds due 2/15/2023 at
   7.125%, value $14,000,104)
   (Cost $13,335,000)                              13,335,000        13,335,000
                                                                   ------------
TOTAL  INVESTMENT  SECURITIES AT VALUE  100.00%
  (Cost  $145,370,809)  (Cost for
   Income Tax Purposes
   $145,457,052)                                                    165,846,717
                                                                   ============

MULTI-ASSET ALLOCATION Fund
COMMON STOCKS 67.31%
AEROSPACE & DEFENSE 0.65%
Coltec Industries*                                       500            11,000
Lockheed Martin+                                           0                10
Northrop Grumman                                         800            92,100
UNC Inc*                                                 600             8,700
                                                                   ------------
                                                                       111,810
                                                                   ------------
AIR FREIGHT 0.16%
Yellow Corp*                                           1,000            27,000
                                                                   ------------
AIRLINES 0.51%
America West Holdings Class B*                           600             8,287
British Airways PLC SponsoreD
   ADR Representing Ord Shrs                             400            43,975
Delta Air Lines                                          400            35,550
                                                                   ------------
                                                                        87,812
                                                                   ------------
AUTO PARTS 0.74%
Arvin Industries                                         500            17,406
Autoliv Inc                                                1                35
Borg-Warner Automotive                                 1,400            78,050
Detroit Diesel*                                        1,200            31,200
                                                                   ------------
                                                                       126,691
                                                                   ------------
AUTOMOBILES 0.83%
Chrysler Corp                                          3,100           115,087
Volvo AB Sponsored ADR                                 1,000            27,000
                                                                   ------------
                                                                       142,087
                                                                    -----------

<PAGE>


                                                                             
                                                                               
BANKS 5.35%
BankAmerica Corp                                       1,400           105,700
CCB Financial                                            100             8,325
Chase Manhattan                                        1,228           139,455
Cullen Frost Bankers                                     500            23,375
Den Danske Bank ADR                                      400            42,295
Deposit Guaranty                                         600            19,650
Deutsche Bank AG Sponsored ADR                           700            47,448
Development Bank of Singapore Ltd
   Sponsored ADR                                         800            41,550
First Michigan Bank                                      231             7,536
First of America Bank                                  1,950           108,225
HSBC Holdings PLC Sponsored ADR                          200            69,745
Istituto Mobiliare Italiano SpA
   Sponsored ADR                                       1,400            40,250
Magna Group                                              900            33,187
National Australia Bank Ltd Sponsored ADR                800            58,400
Provident Bankshares                                     315            15,002
Riggs National                                           400             8,650
Societe Generale Sponsored ADR                         2,000            52,838
Southtrust Corp                                        1,900            89,538
US Trust                                                 200            10,525
                                                                   ------------
                                                                       921,694
                                                                   ------------
BEVERAGES 1.42%
Coca-Cola Co                                           3,000           207,750
Kirin Brewery Ltd ADR                                    400            36,800
                                                                   ------------
                                                                       244,550
                                                                   ------------
BROADCASTING 0.59%
Carlton Communications PLC Sponsored ADR               1,000            40,625
King World Productions*                                1,500            60,562
                                                                   ------------
                                                                       101,187
                                                                   ------------
BUILDING MATERIALS 0.26%
Centex Corp                                              200            11,150
Martin Marietta Materials                                325            11,233
Medusa Corp                                              500            23,125
                                                                   ------------
                                                                        45,508 
                                                                   ------------
<PAGE>



                                                                               
                                                                               
CABLE 0.17%
CableVision Systems Class A*                             500            29,687
                                                                   ------------
CHEMICALS 2.31%
Akzo Nobel NV Sponsored ADR                              700            54,513
Bayer AG Sponsored ADR                                 1,000            42,139
Dexter Corp                                              800            31,850
du Pont (E I) de Nemours                               1,800           120,487
Fuller (H B) Co                                          500            25,812
Minerals Technologies                                    900            36,900
Morton International                                   1,100            36,781
Rohm & Haas                                              500            49,000
                                                                   ------------
                                                                       397,482
                                                                   ------------
COMMUNICATIONS - EQUIPMENT &
   MANUFACTURING 0.19%
Boston Technology*                                       400            10,625
Davox Corp*                                              200             6,500
Octel Communications*                                    500            15,125
                                                                   ------------
                                                                        32,250
                                                                   ------------
COMPUTER RELATED 4.05%
Adobe Systems                                          1,400            52,325
BancTec Inc*                                           1,000            24,437
Cadence Design Systems*                                1,100            48,881
Compaq Computer*                                         750            42,844
Computer Task Group                                      700            31,412
Data General*                                            500            15,094
Harbinger Corp*                                          200             6,475
Hyperion Software*                                       300             8,062
International Business Machines                        1,700           179,775
Manugistics Group*                                       400            17,300
Microsoft Corp*                                          600            84,900
National Data                                            200             8,125
Network Appliance*                                       300            13,087
Periphonics Corp*                                        500             6,844
Stratus Computer*                                        300            16,350
Structural Dynamics Research*                            300             8,250
Symantec Corp*                                           400             9,625
Technology Solutions*                                    200             7,850
Transaction System Architects Class A*                   200             7,400


<PAGE>



Western Digital*                                       2,800           107,800
                                                                   ------------
                                                                       696,836
                                                                   ------------
CONSUMER FINANCE 0.58%
Imperial Credit Industries*                              400             9,300
Student Loan Marketing Association                       600            89,963
                                                                   ------------
                                                                        99,263
                                                                   ------------
ELECTRIC UTILITIES 1.52%
Central Louisiana Electric                               400            10,750
CILCORP Inc                                              300            12,581
Commonwealth Energy 
   Systems SBI                                           400            10,225
Empresa Nacional de
   Electricidad SA Sponsored ADR                         500            42,188
GPU Inc                                                1,100            38,156
Hawaiian Electric Industries                             300            11,175
MidAmerican Energy Holdings                            2,400            41,550
Minnesota Power & Light                                  200             6,575
PacifiCorp                                             1,800            40,162
PowerGen PLC Sponsored ADR                               750            36,469
SIGCORP Inc                                              450            11,756
                                                                   ------------
                                                                       261,587
                                                                   ------------
ELECTRICAL EQUIPMENT 2.62%
General Electric                                       4,000           280,750
Hitachi Ltd Sponsored ADR                                400            45,050
Kent Electronics*                                        800            31,200
Kyocera Corp Sponsored ADR                               250            42,656
Matsushita Electric Industrial Ltd
   Sponsored ADR                                         200            41,500
Molecular Dynamics*                                      500            10,375
                                                                   ------------
                                                                       451,531
                                                                   ------------
ELECTRONICS 0.41%
Belden Inc                                               400            15,500
Brown & Sharpe Manufacturing Class A*                    700             9,275
Level One Communications*                                300            12,750
Logicon Inc                                              400            28,350
Southern Electronics*                                    300             4,575
                                                                   ------------
                                                                        70,450
                                                                   ------------

<PAGE>



                                                                                
ELECTRONICS - SEMICONDUCTOR 1.33%
Actel Corp*                                              500             9,625
Burr-Brown Corp*                                         300            10,444
Dallas Semiconductor                                     800            31,250
Intel Corp                                             1,800           165,262
Unitrode Corp*                                           200            11,888
                                                                   ------------
                                                                       228,469
                                                                   ------------
ENGINEERING & CONSTRUCTION 0.47%
JLG Industries                                         3,500            38,719
Pulte Corp                                               800            32,650
Stone & Webster                                          200             9,400
                                                                   ------------
                                                                        80,769
                                                                   ------------
ENTERTAINMENT 0.05%
Metromedia International Group                           700             7,875
                                                                   ------------
FOODS 1.75%
Associated British Foods PLC ADR                       6,000            52,171
Dean Foods                                             2,300           110,831
Earthgrains Co                                         1,000            36,625
Nestle SA Sponsored ADR Representing
   Registered Shrs                                       900            57,109
Unilever NV New York Shrs                                200            43,600
                                                                   ------------
                                                                       300,336
                                                                   ------------
GAMING 0.01%
Primadonna Resorts*                                      100             1,763
                                                                   ------------
GOLD & PRECIOUS METALS MINING 0.31%
Getchell Gold*                                           100             3,337
Rio Tinto Ltd Sponsored ADR*                             800            49,775
                                                                   ------------
                                                                        53,112
                                                                   ------------
HEALTH CARE DRUGS - PHARMACEUTICALS 5.31%
Abbott Laboratories                                    1,900           124,331
Agouron Pharmaceuticals*                                 100             9,575
Amylin Pharmaceuticals*                                1,900            24,937
Astra AB Sponsored ADR Representing
   Series A Shrs                                       3,500            63,875


<PAGE>



Bindley Western Industries                               500            11,719
Bristol-Myers Squibb                                   1,800           141,187
Carter-Wallace Inc                                     1,500            27,094
Glaxo Wellcome PLC Sponsored ADR                       1,000            42,500
ICN Pharmaceuticals                                      300            10,256
Johnson & Johnson                                      1,400            87,237
Merck & Co                                             1,800           187,087
Novartis AG Sponsored ADR
   Representing Registered Shrs                          700            56,177
Novo-Nordisk A/S Sponsored ADR                           900            47,813
Perrigo Co*                                              700             9,100
Pfizer Inc                                             1,200            71,550
                                                                   ------------
                                                                       914,438
                                                                   ------------
HEALTH CARE RELATED 1.27%
ATL Ultrasound*                                          400            16,100
Hillenbrand Industries                                 1,000            45,875
Integrated Health Services                               800            27,300
Kinetic Concepts                                         800            15,200
NovaCare Inc*                                            600             7,762
OEC Medical Systems*                                     400             6,850
Safeskin Corp*                                           600            19,838
Sofamor Danek Group*                                     200             8,988
TheraTech Inc*                                         1,000            11,500
Trigon Healthcare*                                       700            16,669
Universal Health Services Class B*                       400            16,250
West Co                                                  900            26,438
                                                                   ------------
                                                                       218,770
                                                                   ------------
HOMEBUILDING 0.04%
Nortek Inc*                                              300             7,369
HOUSEHOLD FURNITURE & APPLIANCES 0.27%
Ethan Allen Interiors                                    500            26,500
Furniture Brands International*                        1,000            20,562
                                                                   ------------
                                                                        47,062
                                                                   ------------
HOUSEHOLD PRODUCTS 0.53%
Procter & Gamble                                         600            91,275
                                                                   ------------
INSURANCE 3.76%
ACE Ltd                                                1,300           106,600
American Bankers Insurance Group                         100             6,769


<PAGE>



CIGNA Corp                                               500            99,750
Commerce Group                                           600            15,637
Frontier Insurance Group                                 880            27,445
Guarantee Life                                           600            15,450
HCC Insurance Holdings                                 1,100            34,719
Horace Mann Educators                                  2,100           113,531
ING Groep NV Sponsored ADR                             1,000            49,188
Life Re                                                  200            10,950
Loews Corp                                             1,100           118,937
Orion Capital                                            400            16,725
Presidential Life                                        800            15,600
Reliance Group Holdings                                1,200            15,675
                                                                   ------------
                                                                       646,976
                                                                   ------------
INVESTMENT BANK/BROKER FIRM 1.24%
Bear Stearns                                           2,600           106,112
Interra Financial                                        700            30,012
Morgan Stanley Dean Witter Discovery & Co              1,485            77,684
                                                                   ------------
                                                                       213,808
                                                                   ------------
IRON & STEEL 0.24%
Commercial Metals                                        300             9,525
National Steel Class B*                                  500             7,656
Quanex Corp                                              800            24,900
                                                                   ------------
                                                                        42,081
                                                                   ------------
LEISURE TIME 0.15%
Carmike Cinemas Class A*                                 800            25,300
                                                                   ------------
LODGING - HOTELS 0.34%
HFS Inc*                                               1,000            58,250
                                                                   ------------
MACHINERY 0.55%
Danaher Corp                                             800            44,350
Graco Inc                                                600            19,762
IDEX Corp                                                400            14,050
Manitowoc Co                                             450            17,325
                                                                   ------------
                                                                        95,487
                                                                   ------------
MANUFACTURING 0.81%
Cognex Corp*                                             300            10,200


<PAGE>



Dionex Corp*                                             200             9,125
Foamex International*                                    800             9,200
Mueller Industries*                                    1,000            44,875
RWE AG Sponsored ADR Representing Ord Shrs               750            33,401
Robbins & Myers                                          600            20,700
Tredegar Industries                                      200            12,450
                                                                   ------------
                                                                       139,951
                                                                   ------------
NATURAL GAS 0.61%
Coastal Corp                                             800            43,500
MCN Corp                                               1,100            34,856
New Jersey Resources                                     400            12,650
ONEOK Inc                                                400            14,000
                                                                   ------------
                                                                       105,006
                                                                   ------------
OFFICE EQUIPMENT & SUPPLIES 0.63%
US Office Products*                                      300             8,663
Wallace Computer Services                              3,000           100,313
                                                                   ------------
                                                                       108,976
                                                                   ------------
OIL & GAS RELATED 4.69%
Amoco Corp                                               700            65,800
Camco International                                      200            12,925
Elf Aquitaine SA Sponsored ADR                           800            45,800
Energen Corp                                             400            14,500
Exxon Corp                                             1,400            89,950
Global Marine*                                         2,900            83,012
HS Resources*                                            600             8,400
Mobil Corp                                             1,400           107,100
Newpark Resources*                                       400            13,825
Norsk Hydro AS Sponsored ADR                             800            41,800
Parker & Parsley Petroleum                               600            22,538
Phillips Petroleum                                     2,200           101,338
Repsol SA Sponsored ADR                                1,000            40,250
Royal Dutch Petroleum New York
   Registry 5 Gldr Shrs                                1,000            55,938
Vastar Resources                                       2,900           104,400
                                                                   ------------
                                                                       807,576
                                                                   ------------
PAPER & FOREST PRODUCTS 0.42%
Fort Howard*                                           1,300            72,475
                                                                   ------------

<PAGE>



                                                                                
PHOTOGRAPHY & IMAGING 0.37%
Fuji Photo Film Ltd ADR                                1,500            63,188
                                                                   ------------
PUBLISHING 0.92%
Central Newspapers Class A                             1,500           104,719
Gannett Co                                               400            39,725
Media General Class A                                    400            14,200
                                                                   ------------
                                                                       158,644
                                                                   ------------
REAL ESTATE INVESTMENT TRUST 9.62%
Ambassador Apartments                                  1,200            28,425
American General Hospitality                           2,700            72,900
Arden Realty Group                                     1,600            43,500
Bay Apartment Communities                                900            34,594
Beacon Properties                                      1,800            65,925
CBL & Associates Properties                            2,200            56,100
Cali Realty                                            1,100            40,219
Chelsea GCA Realty                                       400            15,775
Duke Realty Investments                                  500            22,219
Equity Office Properties Trust SBI*                      400            11,600
Equity Residential Properties Trust SBI                1,262            63,652
Essex Property Trust                                   1,600            52,500
Excel Realty Trust                                       900            26,775
FelCor Suite Hotels                                    2,200            85,800
First Industrial Realty Trust                          2,300            71,156
Gables Residential Trust SBI                           1,100            29,356
General Growth Properties                                700            24,631
Glenborough Realty Trust                                 400             9,525
Healthcare Realty Trust                                  600            17,325
Highwoods Properties                                   1,100            36,712
JP Realty                                                600            15,187
Kilroy Realty                                          1,600            40,200
Kimco Realty                                           1,550            52,700
Koger Equity                                           3,500            68,031
Liberty Property Trust SBI                             2,400            63,300
MGI Properties                                         1,900            41,919
Merry Land & Investment                                1,800            39,375
Nationwide Health Properties                             900            22,106
Parkway Properties                                       600            17,288
Patriot American Hospitality                           3,099            77,272
Prentiss Properties Trust                              1,600            41,600
Price REIT                                               700            26,513
Public Storage                                         1,900            56,406


<PAGE>



RFS Hotel Investors                                    1,400            25,550
Security Capital Industrial Trust SBI                    700            15,794
Shurgard Storage Centers Class A                       1,200            33,975
Simon DeBartolo Group                                  1,300            41,600
Spieker Properties                                       600            22,313
Starwood Lodging Trust                                   700            32,638
Sun Communities                                          600            21,713
Sun Hung Kai Properties Ltd Sponsored ADR              2,500            31,401
Sunstone Hotel Investors                               1,200            16,800
TriNet Corporate Realty Trust                          1,200            42,675
                                                                   ------------
                                                                     1,655,045
                                                                   ------------
RESTAURANTS 0.29%
Applebee's International                                 400            12,000
Brinker International*                                   800            12,550
CKE Restaurants                                          750            25,969
                                                                   ------------
                                                                        50,519
                                                                   ------------
RETAIL 2.30%
Cash America International                               900            10,181
Costco Cos*                                            2,300            87,112
Dillard's Inc Class A                                  1,500            56,719
Federated Department Stores*                           1,500            65,719
Lands' End*                                            1,000            29,625
Pier 1 Imports                                         1,050            18,506
Shopko Stores                                            200             5,775
Sports Authority*                                        800            14,300
TJX Cos                                                3,600           107,550
                                                                   ------------
                                                                       395,487
                                                                   ------------
SAVINGS & LOAN 0.77%
Ahmanson (H F) & Co                                    1,300            69,144
Astoria Financial                                        400            19,300
FirstFed Financial*                                      300            10,350
Sovereign Bancorp                                        800            12,675
St Paul Bancorp                                          900            21,431
                                                                   ------------
                                                                       132,900
                                                                   ------------
SERVICES 0.95%
Banta Corp                                               600            16,575
Catalina Marketing*                                      400            17,050
<PAGE>



Dai Nippon Printing Ltd ADR                              200            45,777
DeVRY Inc*                                               600            17,625
G&K Services Class A                                     700            23,712
Gerber Scientific                                        400             8,450
Information Resources*                                   600             9,037
Norrell Corp                                             800            25,300
                                                                   ------------
                                                                       163,526
                                                                   ------------
TELECOMMUNICATIONS - CELLULAR &
   WIRELESS 0.17%
Centennial Cellular Class A*                           1,500            22,500
HighwayMaster Communications*                            500             7,250
                                                                   ------------
                                                                        29,750
                                                                   ------------
TELECOMMUNICATIONS - LONG DISTANCE 1.88%
AT&T Corp                                              4,800           176,700
British Telecommunications PLC Sponsored ADR             800             6,650
Portugal Telecom SA Sponsored ADR                      1,000            40,250
Telecom Italia SpA Sponsored ADR                         800            50,750
                                                                   ------------
                                                                       324,350
                                                                   ------------
TELEPHONE 1.47%
GTE Corp                                               1,200            55,800
SBC Communications                                     2,400           142,050
Telefonica de Espana SA Sponsored ADR                    700            55,125
                                                                   ------------
                                                                       252,975
                                                                   ------------
TEXTILE - APPAREL MANUFACTURING 1.05%
Interface Inc Class A                                    400            11,050
Kellwood Co                                              200             6,212
Nautica Enterprises*                                     300             8,250
Unifi Inc                                              1,000            38,188
VF Corp                                                1,300           116,675
                                                                   ------------
                                                                       180,375
                                                                   ------------
TEXTILE - HOME FURNISHINGS 0.11%
Springs Industries Class A                               400            19,350
                                                                   ------------
TOBACCO 0.16%
Universal Corp                                           800            27,550
                                                                   ------------

<PAGE>



                                                                               
TRUCKERS 0.11%
Heartland Express*                                       750            18,562
                                                                   ------------
TOTAL COMMON STOCKS (Cost $9,183,164)                               11,586,770
                                                                   ------------
PREFERRED STOCKS 0.59%
CONSUMER FINANCE 0.23%
Home Ownership Funding 13.331%^^,
   Stepdown Pfd^                                          40            39,850
                                                                   ------------
REAL ESTATE INVESTMENT TRUST 0.36%
Lazara Properties 13.547%^^,
   Stepdown Pfd^                                          30            30,150
Tier I Properties 11.095%^^,
   Stepdown Pfd^                                          30            30,788
                                                                   ------------
                                                                        60,938
                                                                   ------------
TOTAL PREFERRED STOCKS (Cost $100,000)                                 100,788
                                                                   ------------
FIXED INCOME SECURITIES 20.05%
US Government Obligations 10.24%
US Treasury Bonds
   8.750%, 5/15/2017                                 100,000           126,750
   7.875%, 2/15/2021                                 235,000           277,447
   7.500%, 11/15/2016                                 50,000            56,328
US Treasury Notes
   7.250%, 8/15/2004                                 275,000           294,508
   6.875%, 5/15/2006                                 280,000           295,313
   6.250%, 5/31/2000                                 175,000           177,023
   6.125%, 9/30/2000                                 175,000           176,477
   5.875%, 8/15/1998                                 150,000           150,328
   5.750%, 8/15/2003                                  70,000            69,322
   5.125%, 11/30/1998                                140,000           138,994
                                                                   ------------
   TOTAL US GOVERNMENT
    OBLIGATIONS
    (Cost $1,697,361)                                                1,762,490
                                                                   ------------
US Government Agency Obligations 4.09%
Federal Home Loan Bank
   6.075%, 1/22/1999                                 100,000            99,984
Federal Home Loan Mortgage Gold,
   Participation Certificates
   9.000%, 1/1/2007                                   29,054            30,143
   8.000%, 8/1/2017                                   32,155            33,151

<PAGE>



   
Federal Home Loan Mortgage Association,
   Participation Cerfiticates,
   9.000%, 1/1/2005                                   23,905            24,914
Federal National Mortgage Association,
   Gtd Pass-Through Certificates
   7.500%, 12/31/2027~~                              100,000           101,594
   6.500%, 12/31/2027~~#                              70,000            68,425
   6.000%, 4/1/2024                                   44,187            42,428
Federal National Mortgage Association,
   Gtd REMIC Pass-Through Certificates
   7.500%, 11/25/2006                                 75,000            77,033
   7.000%, 5/25/2006                                 105,000           105,792
   6.000%, 6/25/2009                                  46,934            45,464
Government National Mortgage
   Association I, REMIC Pass-Through 
   Certificates, 7.000%, 1/16/2007                    75,000            75,736
                                                                   ------------
   TOTAL US GOVERNMENT
    AGENCY OBLIGATIONS
    (Cost $697,426)                                                    704,664
                                                                   ------------
Asset-Backed Securities 1.46%
CONSUMER FINANCE 1.46%
FirstPlus Home Loan Trust, Notes
   Series 1997-1 Notes, Class A-2
   6.280%, 9/10/2006                                  75,000            75,231
Nationsbank Auto Owner Trust Notes,
   Series 1996-A, Class A-3
   6.375%, 7/15/2000                                  75,000            75,592
Premier Auto Trust, Notes Series 1996-4,
   Class A-3
   6.200%, 11/6/2000                                 100,000           100,594
                                                                   ------------
   TOTAL ASSET-BACKED SECURITIES
   (Cost $250,517)                                                     251,417
                                                                   ------------
Mortgage-Backed Securities 1.17%
CONSUMER FINANCE 0.73%
Contimortgage Home Equity Loan Trust,
   Pass-Through Certificates, Series 1997-1
   Class A3, 6.480%, 1/15/2012                       125,000           125,674
                                                                   ------------
FINANCAL 0.44%
IMC Home Equity Loan Trust Pass-Through
   Certificates Series 1997-3, Class A3
   6.710%, 1/20/2012                                  75,000            75,640
                                                                   ------------

<PAGE>

   
   TOTAL MORTGAGE-BACKED SECURITIES
   (Cost $199,998)                                                     201,314
                                                                   ------------
Corporate Bonds 3.09%
COMMUNICATIONS - EQUIPMENT &
   MANUFACTURING 0.53%
Motorola Inc, Deb
   8.400%, 8/15/2031                                  75,000            92,006
                                                                   ------------
CONSUMER FINANCE 0.34%
Beneficial Corp, Deb
   8.400%, 5/15/2008                                  50,000            57,820
                                                                   ------------
FINANCIAL 0.33%
General Electric Capital Medium-Term
   Step-Up Notes ++
   5.800%, 4/1/2008                                   50,000            55,867
                                                                   ------------
REAL ESTATE INVESTMENT TRUST 0.83%
Kimko Realty, Medium-Term Notes,
   7.060%, 7/14/2009                                  50,000            51,031
Spieker Properties LP Notes
   7.125%, 12/1/2006                                  50,000            50,857
Weingarten Realty Investors Series A,
   Medium-Term Notes
   6.900%, 11/24/2008                                 40,000            40,688
                                                                   ------------
                                                                       142,576
                                                                   ------------
TELECOMMUNICATIONS - LONG DISTANCE 0.29%
BellSouth Telecommunications
   Deb, 5.850%, 11/15/2045                            50,000            50,100
                                                                   ------------
TELEPHONE 0.77%
GTE Corp, Deb
   10.250%, 11/1/2020                                 50,000            57,677
US WEST Capital Funding, Notes
   6.310%, 11/1/2005                                  75,000            75,034
                                                                   ------------
                                                                       132,711
                                                                   ------------
   TOTAL CORPORATE BONDS (Cost $513,557)                               531,080
                                                                   ------------


<PAGE>



TOTAL FIXED INCOME SECURITIES
   (Cost $3,358,859)                                                 3,450,965
                                                                   ------------
SHORT-TERM  INVESTMENTS 12.05%
US Government Obligations 1.88% 
US Treasury Notes
   5.375%, 5/31/1998
   (Cost $323,773)                                   325,000           324,390
Repurchase Agreements 10.17%
Repurchase Agreement with 
  State Street Bank & Trust Co
  dated  7/31/1997  due  8/1/1997
  at  5.670%,  repurchased  at
  $1,750,276  (Collateralized 
  by US Treasury  Notes due
  6/30/2001  at 6.625%, value 
  $1,798,260)
  (Cost $1,750,000)                                1,750,000         1,750,000
                                                                   ------------
TOTAL SHORT-TERM INVESTMENTS
   (Cost $2,073,773)                                                 2,074,390
                                                                   ------------
TOTAL INVESTMENT SECURITIES AT VALUE 100.00%
   (Cost $14,715,796) (Cost for Income
   Tax Purposes $14,748,791)                                        17,212,913
                                                                   ============

* Security is non-income producing.

+ Shares represent a fractional position of 0.09 of one share.

^^ Security is a perpetual stepdown.  Step down securities are obligations which
decrease  the  interest  payment  rate at a specific  point in time.  Rate shown
reflects current rate which will step down at a future date.

^  Securities  are  registered  pursuant  to Rule  144A and may be  deemed to be
restricted for resale to institutional investors.

~~ Security is a To-Be-Announced (TBA) security.

# Security is subject to a dollar roll transaction.

++ Step up bonds are obligations  which increase the interest  payment rate at a
specific point in time. Rate shown reflects  current rate which may step up at a
future date.

See Notes to Financial Statements



<PAGE>



INVESCO Multiple Asset Funds, Inc.
Statement of Assets and Liabilities
July 31, 1997

                                                    Balanced        Multi-Asset
                                                      Fund      Allocation Fund
                                            ------------------------------------
ASSETS
Investment Securities:
   At Cost~                                        $145,370,809     $14,715,796
                                            ====================================
   At Value~                                        165,846,717      17,212,913
Cash                                                  1,572,754          42,766
Receivables:
   Investment Securities Sold                         1,238,234          29,021
   Fund Shares Sold                                     245,145          10,148
   Dividends and Interest                               818,168          70,725
Prepaid Expenses and Other Assets                        36,237          10,942
                                            ------------------------------------
TOTAL ASSETS                                        169,757,255      17,376,515
                                            ------------------------------------
LIABILITIES
Payables:
   Distributions to Shareholders                         49,796           2,017
   Investment Securities Purchased                    7,488,920         221,514
   Fund Shares Repurchased                              239,520          16,777
Accrued Distribution Expenses                            33,727           3,659
Accrued Expenses and Other Payables                      24,571          15,206
                                            ------------------------------------
TOTAL LIABILITIES                                     7,836,534         259,173
                                            ------------------------------------
Net Assets at Value                                 161,920,721      17,117,342
                                            ====================================
NET ASSETS
Paid-in Capital*                                    129,832,395      13,360,302
Accumulated Undistributed Net
   Investment Income (See Note 1)                       148,050          10,855
Accumulated Undistributed Net
   Realized Gain on Investment
   Securities and Foreign Currency
   Transactions                                      11,464,650       1,249,068
Net Appreciation of Investment
   Securities and Foreign Currency
   Transactions (See Note 1)                         20,475,626       2,497,117
                                            ------------------------------------
Net Assets at Value                                 161,920,721      17,117,342
                                            ====================================

<PAGE>



                                                                    
Shares Outstanding                                  10,211,984        1,245,329
Net Asset Value, Offering and
   Redemption Price per Share                            15.86            13.75
                                            ====================================

~ Investment  securities  at cost and value at July 31, 1997 include  repurchase
agreements of $13,335,000 and $1,750,000 for Balanced and Multi-Asset Allocation
Funds, respectively.


* The Fund has 500 million authorized shares of common stock, par value of $0.01
per share.  Of such shares,  100 million have been allocated to each  individual
Fund.

See Notes to Financial Statements



<PAGE>



INVESCO Multiple Asset Funds, Inc.
STATEMENT OF OPERATIONS
Year Ended July 31, 1997

                                                    Balanced        Multi-Asset
                                                      Fund      Allocation Fund
                                            ------------------------------------
INVESTMENT INCOME
INCOME
Dividends                                            $1,385,725     $228,200
Interest                                              3,571,802      271,665
   Foreign Taxes Withheld                              (24,582)      (3,697)
                                            ------------------------------------
   TOTAL INCOME                                       4,932,945      496,168
                                            ------------------------------------
EXPENSES
Investment Advisory Fees                                797,409      100,445
Distribution Expenses                                   332,273       33,482
Transfer Agent Fees                                     397,860       44,706
Administrative Fees                                      29,935       12,009
Custodian Fees and Expenses                              52,604       15,558
Directors' Fees and Expenses                             13,035        8,125
Professional Fees and Expenses                           23,520       14,435
Registration Fees and Expenses                           79,860       25,344
Reports to Shareholders                                  52,073        6,759
Other Expenses                                            8,217        3,266
                                            ------------------------------------
   TOTAL EXPENSES                                     1,786,786      264,129
   Fees and Expenses Absorbed by
   Investment Adviser                                  (69,052)      (56,923)
   Fees and Expenses Paid Indirectly                   (53,691)       (5,257)
                                            ------------------------------------
   NET EXPENSES                                       1,664,043       201,949
                                            ------------------------------------
NET INVESTMENT INCOME                                 3,268,902       294,219
                                            ------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENT SECURITIES
Net Realized Gain on Investment
   Securities and Foreign Currency
   Transactions                                      12,406,672     1,555,676
Change in Net Appreciation of
   Investment Securities and Foreign
   Currency Transactions                             19,416,347     1,745,166
                                            ------------------------------------


<PAGE>



NET GAIN ON INVESTMENT SECURITIES                    31,823,019     3,300,842
                                            ------------------------------------
Net Increase in Net Assets
   from Operations                                 $ 35,091,921   $ 3,595,061
                                            ====================================

See Notes to Financial Statements



<PAGE>

INVESCO Multiple Asset Funds, Inc.
Statement of Changes in Net Assets
Year Ended July 31
<TABLE>
<CAPTION>
                                                                  
                                                    Balanced                            Multi-Asset
                                                      Fund                            Allocation Fund
                                            --------------------------     -------------------------------
                                             1997              1996              1997              1996
<S>                                        <C>           <C>               <C>              <C>    

OPERATIONS
Net Investment Income                       $  3,268,902 $  2,834,839      $    294,219          $224,940
Net Realized Gain on Investment Securities
   and Foreign Currency Transactions          12,406,672   11,022,562         1,555,676           665,235
Change in Net Appreciation (Depreciation)
   of Investment Securities and Foreign
   Currency Transactions                      19,416,347   (1,554,333)        1,745,166            18,014
                                            --------------------------     -------------------------------
NET INCREASE IN NET
   ASSETS FROM OPERATIONS                     35,091,921   12,303,068         3,595,061           908,189
                                            --------------------------     -------------------------------
DISTRIBUTIONS TO SHAREHOLDERS
Net Investment Income                         (3,256,031)  (2,832,865)         (292,965)         (225,039)
Net Realized Gain on Investment
   Securities and Foreign Currency
   Transactions                               (7,920,456)  (5,048,134)         (828,800)         (147,924)
                                            --------------------------     -------------------------------
TOTAL DISTRIBUTIONS                          (11,176,487)  (7,880,999)       (1,121,765)         (372,963)
                                            --------------------------     -------------------------------
FUND SHARE TRANSACTIONS
Proceeds from Sales of Shares                157,332,062  201,328,435        42,685,783        13,724,833
Reinvestment of Distributions                 10,886,903    7,491,818         1,101,635           366,691
                                            --------------------------     -------------------------------
                                             168,218,965  208,820,253        43,787,418        14,091,524


<PAGE>



Amounts Paid for Repurchases of Shares      (145,279,529)(135,399,982)      (38,716,952)      (12,831,534)
NET INCREASE IN NET ASSETS
   FROM FUND SHARE TRANSACTIONS               22,939,436   73,420,271         5,070,466         1,259,990
                                            --------------------------    --------------------------------
Total Increase in Net Assets                  46,854,870   77,842,340         7,543,762         1,795,216
NET ASSETS
Beginning of Period                          115,065,851   37,223,511         9,573,580         7,778,364
                                            --------------------------    --------------------------------
End of Period                               $161,920,721 $115,065,851       $17,117,342        $9,573,580
                                            ==========================    ================================
Accumulated Undistributed Net Investment
   Income Included in Net Assets at
   End of Period (See Note 1)                    148,050       10,019            10,855             1,204

FUND SHARE TRANSACTIONS
Shares Sold                                   10,958,657   14,985,724         3,446,561         1,194,602
Shares Issued from Reinvestment
   of Distributions                              779,085      564,187            91,434            32,203
                                             --------------------------   --------------------------------
                                              11,737,742   15,549,911         3,537,995         1,226,805
Shares Repurchased                           (10,136,122) (10,019,968)       (3,121,290)       (1,115,680)
                                             --------------------------   --------------------------------
Net Increase in Fund Shares                    1,601,620    5,529,943           416,705           111,125
                                             ==========================   ================================

See Notes to Financial Statements

</TABLE>

<PAGE>



INVESCO Multiple Asset Funds, Inc.
Notes to Financial Statements
NOTE 1 - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES. INVESCO Multiple
Asset Funds,  Inc.  (the  "Fund"),  is  incorporated  in Maryland and  presently
consists of two separate Funds:  Balanced Fund and Multi-Asset  Allocation Fund.
The  investment  objectives  of each Fund are to achieve a high total  return on
investment  through  capital  appreciation  and  current  income.  The  Fund  is
registered  under  the  Investment   Company  Act  of  1940  (the  "Act")  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
preparation  of financial  statements  in  conformity  with  generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the reported amounts of income and expenses during the reporting period.  Actual
results  could  differ  from those  estimates.  
A.   SECURITY  VALUATION  - Equity  securities  traded  on  national  securities
     exchanges  or in the  over-the-counter  market are valued at the last sales
     price in the market where such  securities  are primarily  traded.  If last
     sales  prices  are not  available,  securities  are  valued at the  highest
     closing bid price  obtained  from one or more  dealers  making a market for
     such  securities  or by a pricing  service  approved by the Fund's board of
     directors.
          Debt  securities are valued at evaluated bid prices as determined by a
     pricing service approved by the Fund's board of directors. If evaluated bid
     prices are not available,  debt  securities are valued by averaging the bid
     prices  obtained  from  one or  more  dealers  making  a  market  for  such
     securities.
          Foreign  securities  are valued at the closing  price on the principal
     stock  exchange on which they are traded.  In the event that closing prices
     are not available for foreign securities,  prices will be obtained from the
     principal  stock  exchange  at or prior to the close of the New York  Stock
     Exchange. Foreign currency exchange rates are determined daily prior to the
     close of the New York Stock Exchange.
          Options are valued at the last sales price on the  principal  exchange
     on which the options are traded.  If there is no last sales price reported,
     then the bid price will be used.
          If market  quotations or pricing  service  valuations  are not readily
     available,  securities are valued at fair value as determined in good faith
     by the Fund's board of directors.
          Short-term securities are stated at amortized cost (which approximates
     market  value) if maturity is 60 days or less at the time of  purchase,  or
     market value if maturity is greater than 60 days.
          Assets  and  liablities   initially  expressed  in  terms  of  foreign
     currencies are translated into U.S. dollars at the prevailing  market rates
     as quoted by one or more  banks or dealers  on the date of  valuation.  The
     cost  of  securities  is  translated  into  U.S.  dollars  at  the rates of


<PAGE>



     exchange   prevailing   when   such  securities  are  acquired.  Income and
     expenses are translated into U.S.  dollars at rates of exchange  prevailing
     when accrued.
B.   TO-BE-ANNOUNCED SECURITIES - To-Be-Announced ("TBA") securities held by the
     Fund are fully collateralized by other securities and such collateral is in
     the possession of the Fund's  custodian.  The collateral is evaluated daily
     to ensure its market  value  exceeds  the current  market  value of the TBA
     securities.
C.   REPURCHASE  AGREEMENTS - Repurchase  agreements  held by the Fund are fully
     collateralized by U.S. Government  securities and such collateral is in the
     possession of the Fund's  custodian.  The collateral is evaluated  daily to
     ensure its market value exceeds the current  market value of the repurchase
     agreements  including  accrued  interest.  In the event of  default  on the
     obligation  to  repurchase,  the  Fund  has  the  right  to  liquidate  the
     collateral and apply the proceeds in satisfaction of the obligation. In the
     event of  default  or  bankruptcy  by the  other  party  to the  agreement,
     realization  and/or  retention of the collateral or proceeds may be subject
     to legal proceedings.
D.   OPTIONS - The Fund may hold options for investment purposes with the intent
     to hedge  the  portfolio  against  ongoing  exposure  to  market  value and
     interest rate fluctuations.
          The use of such  instruments  may involve certain risks as a result of
     unanticipated  movements in the market.  A lack of correlation  between the
     value of an instrument  underlying an option and the asset being hedged, or
     unexpected  adverse  price  movements,  could  render  the  Fund's  hedging
     strategy unsuccessful. In addition, there can be no assurance that a liquid
     secondary  market  will exist for any option  purchased  or sold.  Realized
     gains or  losses on  purchased  option  transactions  are  included  in Net
     Realized  Gain  (Loss)  on  Investment   Securities  and  Foreign  Currency
     Transactions in the Statement of Operations.
E.   DOLLAR ROLL  TRANSACTIONS - The Fund may enter into mortgage "dollar rolls"
     in which  it  sells  securities  for  delivery  in the  current  month  and
     simultaneously  contracts with the same counterparty to repurchase  similar
     (same  type,  coupon  and  maturity)  but  not  identical  securities  on a
     specified  future  date.  The  Fund  would  benefit  to the  extent  of any
     difference  bewtween  the price  received for the  securities  sold and the
     lower forward price for the future  purchase plus any fee income  received.
     These  amounts  are  included  in  interest  income.   The  Fund  maintains
     segregated  assets,  the  dollar  value  of  which  meets  or  exceeds  its
     obligations with respect to dollar rolls.
F.   SECURITY TRANSACTIONS AND RELATED INVESTMENT INCOME - Security transactions
     are accounted for on the trade date and dividend  income is recorded on the
     ex  dividend  date.  Certain  dividends  from  foreign  securities  will be
     recorded  as  soon  as the  Fund  is  informed  of  the  dividend  if  such
     information  is  obtained  subsequent  to the ex  dividend  date.  Interest
     income,  which may be comprised of stated  coupon  rate,  market  discount,
     original issue discount and amortized  premium,  is recorded on the accrual
     basis.  Discounts and premiums on debt  securities  purchased are amortized
     over the life of the respective security as adjustments to interest income.
     Cost is determined on the specific identification basis.


<PAGE>



          Effective  September 1, 1996, the Fund began accruing income using the
     effective interest method which includes  amortizing  premiums on purchases
     of portfolio  securities as adjustments to income. This method of recording
     income more closely reflects the economics of holding and disposing of debt
     instruments.  Prior to September 1, 1996, the Fund accrued coupon  interest
     income,  market  discount and original  issue  discount and  accounted  for
     purchased   premiums  as  capital   gains  or  losses  when  realized  upon
     disposition of the associated  security.  The cumulative effect of applying
     this  accounting  change  was to  decrease  accumulated  undistributed  net
     investment  income and increase net unrealized  appreciation  of investment
     securities  by $1,947 and $642 for  Balanced  and Multi-  Asset  Allocation
     Funds,  respectively.  Such  accounting  change  had no effect on net asset
     value per share.
          The Fund may have elements of risk due to concentrated  investments in
     foreign  issuers located in a specific  country.  Such  concentrations  may
     subject the Fund to additional  risks  resulting  from future  political or
     economic   conditions  and/or  possible   impositions  of  adverse  foreign
     governmental  laws or currency  exchange  restrictions.  Net  realized  and
     unrealized  gain  or  loss  from  investments  includes  fluctuations  from
     currency exchange rates and fluctuations in market value.
          The Fund's use of short-term  forward foreign  currency  contracts may
     subject  it to  certain  risks as a result of  unanticipated  movements  in
     foreign exchange rates.  The Fund does not hold short-term  forward foreign
     currency contracts for trading purposes. The Fund may hold foreign currency
     in  anticipation  of settling  foreign  security  transactions  and not for
     investment purposes.
          Investments  in  securities  of  governmental  agencies  may  only  be
     guaranteed by the respective  agency's limited authority to borrow from the
     U.S.  Government  and may not be guaranteed by the full faith and credit of
     the United States.
G.   FEDERAL AND STATE TAXES - The Fund has  complied  and  continues  to comply
     with the  provisions of the Internal  Revenue Code  applicable to regulated
     investment  companies  and,  accordingly,  has  made  or  intends  to  make
     sufficient  distributions of net investment income and net realized capital
     gains,  if any, to relieve it from all federal and state  income  taxes and
     federal excise taxes.
          To the  extent  future  capital  gains  are  offset  by  capital  loss
     carryovers, such gains will not be distributed to shareholders.
          Dividends   paid  by  the  Fund  from  net   investment   income   and
     distributions  of net realized  short-term  capital  gains are, for federal
     income tax purposes,  taxable as ordinary  income to  shareholders.  Of the
     ordinary  income  distributions  declared for the year ended July 31, 1997,
     9.97% for  Balanced  Fund and  31.26%  for  Multi-  Asset  Allocation  Fund
     qualified  for the  dividends  received  deduction  available to the Fund's
     corporate shareholders.
          Investment  income  received  from  foreign  sources may be subject to
     foreign  withholding taxes.  Dividend and interest income is shown gross of
     foreign withholding taxes in the accompanying financial statements.
H.   DIVIDENDS AND  DISTRIBUTIONS TO SHAREHOLDERS - Dividends and  distributions
     to  shareholders  are recorded by the Fund on the ex  dividend/distribution
     date.  The  Fund  distributes  net  realized  capital gains, if any, to its


<PAGE>



     shareholders   at   least   annually,  if   not  offset   by  capital  loss
     carryovers.   Income  distributions  and  capital  gain  distributions  are
     determined in accordance with income tax regulations  which may differ from
     generally accepted accounting  principles.  These differences are primarily
     due  to  differing  treatments  for  mortgage-backed   securities,   market
     discounts,  amortized premiums,  foreign currency transactions,  nontaxable
     dividends, net operating losses and expired capital loss carryforwards. For
     the year ended July 31, 1997,  Balanced  Fund  reclassified  $127,107  from
     accumulated  undistributed  net realized gain on  investment  securities to
     accumulated  undistributed net investment  income.  For the year ended July
     31, 1997,  Multi-Asset Allocation Fund reclassified $9,039 from accumulated
     undistributed  net realized  gain on investment  securities to  accumulated
     undistributed net investment  income.  Net investment  income, net realized
     gains and net assets were not affected.
I.   EXPENSES - Each of the Funds bears expenses  incurred  specifically  on its
     behalf and,  in  addition,  each Fund bears a portion of general  expenses,
     based on the relative net assets of each Fund.
          Under an agreement between each Fund and the Fund's Custodian,  agreed
     upon  Custodian  Fees and  Expenses  are reduced by credits  granted by the
     Custodian from any temporarily  uninvested cash. Similarly,  Transfer Agent
     Fees  are  reduced  by  credits  earned  by each  portfolio  from  security
     brokerage transactions under certain broker/service arrangements with third
     parties.  Such credits are included in Fees and Expenses Paid Indirectly in
     the Statement of Operations.
    For the  year  ended  July  31,  1997,  Fees and  Expenses  Paid  Indirectly
consisted of the following:

                               Custodian Fee          Transfer      Distribution
Portfolio                       and Expenses        Agent Fees          Expenses
- --------------------------------------------------------------------------------
Balanced Fund                       $53,657               $24                10
Multi-Asset Allocation Fund           5,257                 0                 0

NOTE 2 - INVESTMENT  ADVISORY AND OTHER  AGREEMENTS.  INVESCO Funds Group,  Inc.
("IFG")  serves  as the  Fund's  investment  adviser.  As  compensation  for its
services to the Fund,  IFG receives an investment  advisory fee which is accrued
daily at the  applicable  rate and paid monthly.  For Balanced  Fund, the fee is
based on the  annual  rate of 0.60% on the first $350  million  of  average  net
assets;  reduced to 0.55% on the next $350  million of average net  assets;  and
0.50%  on  average  net  assets  in  excess  of $700  million.  For  Multi-Asset
Allocation  Fund, the fee is based on the annual rate of 0.75% on the first $500
million  of average  net  assets;  reduced to 0.65% on the next $500  million of
average net assets; and 0.50% on average net assets in excess of $1 billion.
    In accordance  with a Sub-Advisory  Agreement  between IFG and INVESCO Trust
Company  ("ITC"),  a wholly owned  subsidiary  of IFG,  investment  decisions of
Balanced Fund are made by ITC. In a separate Sub-Advisory  Agreement between IFG
and INVESCO Management & Research, Inc. ("IMR"), an affiliate of IFG,   provides


<PAGE>



that investment decisions of Multi-Asset Allocation  Fund are made by IMR.  Fees
for such sub-advisory services are paid by IFG.
    In accordance with an Administrative Agreement, each Fund pays IFG an annual
fee of $10,000,  plus an additional  amount computed at an annual rate of 0.015%
of  average  net  assets to  provide  administrative,  accounting  and  clerical
services.  The fee is accrued daily and paid monthly.
    IFG  receives  a  transfer  agent  fee  at an  annual  rate  of  $20.00  per
shareholder  account,  or,  where  applicable,  per  participant  in an  omnibus
account, per year.
    IFG may pay such fee for participants in omnibus accounts  to  affiliates or
third parties.  The fee is paid monthly at  one-twelfth of the annual fee and is
based upon the actual number of accounts in existence during each month.
    A plan of  distribution  pursuant  to Rule  12b-1  of the Act  provided  for
reimbursement   of  marketing   and   advertising   expenditures   to  IFG  (the
"Distributor")  to a maximum of 0.25% of average  annual net  assets.  Effective
January 1, 1997, the Rule 12b-1  distribution plan was modified by action of the
Board of Directors so that the Fund  compensates  IFG for permisible  activities
and service in connection with the  distribution  of the Fund's shares.  For the
year ended July 31, 1997,  Balanced and  Multi-Asset  Allocation  Funds paid the
Distributor  $323,776 and $31,979,  respectively,  for reimbursement of expenses
incurred.  Accordingly,  the above amounts reflect reimbursements under the plan
for the five months ended December 31, 1996 and compensation  under the plan for
the seven months  ended July 31, 1997.  Effective  September  29, 1997,  INVESCO
Distributors,  Inc.,  a wholly  owned  subsidiary  of IFG,  will  replace IFG as
Distributor.
    IFG and ITC have voluntarily  agreed,  in some instances,  to absorb certain
fees and  expenses  incurred by Balanced  Fund and IFG and IMR have  voluntarily
agreed,  in some  instances,  to absorb  certain fees and  expenses  incurred by
Multi-Asset  Allocation  Fund.  
NOTE 3 - PURCHASES AND SALES OF INVESTMENT  SECURITIES.  For the year ended July
31, 1997,  the aggregate cost of purchases and proceeds from sales of investment
securities (excluding all U.S. Government securities and short-term  securities)
were as follows:

Fund                                                Purchases             Sales
- --------------------------------------------------------------------------------
Balanced Fund                                     $194,737,437      $165,109,982
Multi-Asset Allocation Fund                         11,302,407         8,706,624


For the year ended July 31, 1997,  the aggregate  cost of purchases and proceeds
from sales of U.S. Government securities were as follows:

Fund                                                Purchases             Sales
- --------------------------------------------------------------------------------
Balanced Fund                                     $ 10,653,750       $21,557,667
Multi-Asset Allocation Fund                          3,508,127         3,322,324


<PAGE>



NOTE 4 - APPRECIATION AND DEPRECIATION. At July 31, 1997, the gross appreciation
of  securities  in which  there was an excess of value over tax cost,  the gross
depreciation  of  securities in which there was an excess of tax cost over value
and the resulting net appreciation by Fund were as follows:

                                   Gross             Gross               Net
Fund                           Appreciation      Depreciation      Appreciation
- --------------------------------------------------------------------------------
Balanced Fund                   $20,770,007          $380,342       $20,389,665
Multi-Asset Allocation Fund       2,558,393            94,271         2,464,122

NOTE 5 - TRANSACTIONS WITH AFFILIATES.  Certain of the Fund's officers and
directors are also officers and directors of IFG, ITC or IMR.
    The Fund has adopted an unfunded  deferred  compensation  plan  covering all
independent  directors  of the Fund  who  will  have  served  as an  independent
director for at least five years at the time of retirement.  Benefits under this
plan are based on an annual rate equal to 40% of the retainer fee at the time of
retirement.
    Pension  expenses for the year ended July 31, 1997,  included in  Directors'
Fees and Expenses in the Statement of Operations,  and unfunded  accrued pension
costs and pension  liability  included in Prepaid Expenses and Accrued Expenses,
respectively, in the Statement of Assets and Liabilities were as follows:

                                                   Unfunded
                                    Pension         Accrued           Pension
Fund                               Expenses     Pension Costs         Liability
- ------------------------------------------------------------------------------
Balanced Fund                        $1,390            $1,797            $3,940
Multi-Asset Allocation Fund             361                91               520

NOTE 6 - LINE OF CREDIT.  The Fund has  available  a  Redemption  Line of Credit
Facility ("LOC"),  from a consortium of national banks, to be used for temporary
or emergency  purposes to fund redemptions of investor  shares.  The LOC permits
borrowings  to a maximum  of 10% of the Net  Assets at Value of each  respective
Fund.  Each Fund agrees to pay annual fees and interest on the unpaid  principal
balance based on prevailing  market rates as defined in the  agreement.  At July
31, 1997, there were no such borrowings.



<PAGE>

INVESCO Multiple Asset Funds, Inc.
Financial Highlights
 (For a Fund Share Outstanding Throughout Each Period)

<TABLE>
<CAPTION>
                                                                                                             Period
                                                                                                              Ended
                                                                        Year Ended July 31                  July 31
                                                               -------------------------------------------- --------
                                                                 1997              1996              1995     1994^
                
<S>                                                          <C>               <C>                <C>        <C>    
                                                               Balanced Fund

PER SHARE DATA
Net Asset Value - Beginning of Period                          $13.36            $12.08            $10.30    $10.00
                                                               -------------------------------------------- --------
INCOME FROM INVESTMENT OPERATIONS
Net Investment Income                                            0.34              0.37              0.29      0.12
Net Gains on Securities (Both Realized and Unrealized)           3.37              2.12              2.03      0.30
                                                               -------------------------------------------- --------
Total from Investment Operations                                 3.71              2.49              2.32      0.42
                                                               -------------------------------------------- --------
LESS DISTRIBUTIONS
Dividends from Net Investment Income                             0.34              0.37              0.29      0.12
Distributions from Capital Gains                                 0.87              0.84              0.25      0.00
                                                               -------------------------------------------- --------
Total Distributions                                              1.21              1.21              0.54      0.12
                                                               -------------------------------------------- --------
Net Asset Value - End of Period                                 15.86             13.36             12.08     10.30
                                                               ============================================ ========
TOTAL RETURN                                                   29.27%            20.93%            23.18%     4.16%*



<PAGE>



RATIOS
Net Assets - End of Period ($000 Omitted)                    $161,921          $115,066           $37,224    $4,252
Ratio of Expenses to Average Net Assets#                       1.29%@            1.29%@             1.25%     1.25%~
Ratio of Net Investment Income to
    Average Net Assets#                                         2.46%             3.03%             3.12%     2.87%~
Portfolio Turnover Rate                                          155%              259%              255%       61%*
Average Commission Rate Paid^^                               $ 0.1304                 -                 -                 -

</TABLE>

^ From  December 1, 1993,  commencement  of investment  operations,  to July 31,
1994.

*  Based  on  operations  for  the  period  shown  and,  accordingly,   are  not
representative of a full year.

# Various expenses of the Fund were voluntarily  absorbed by IFG and ITC for the
years ended July 31, 1997, 1996 and 1995 and for the period ended July 31, 1994.
If such expenses had not been voluntarily absorbed, ratio of expenses to average
net  assets  would  have  been  1.34%,  1.29%,  1.59%  and  4.37%  (annualized),
respectively,  and ratio of net  investment  income to average net assets  would
have been 2.41%, 3.03%, 2.77% and (0.25%) (annualized), respectively.

@ Ratio is based on Total  Expenses  of the  Fund,  less  Expenses  Absorbed  by
Investment Adviser, which is before any expense offset arrangements.

~ Annualized

^^ The average  commission rate paid is the total brokerage  commissions paid on
applicable purchases and sales of securities for the period divided by the total
number of related shares purchased or sold which is required to be disclosed for
fiscal years beginning September 1, 1995 and thereafter.



<PAGE>



INVESCO Multiple Asset Funds, Inc.
Financial Highlights (Continued)
 (For a Fund Share Outstanding Throughout Each Period)
<TABLE>
<CAPTION>
                                                                                                             Period
                                                                                                              Ended
                                                                        Year Ended July 31                  July 31
                                                               -------------------------------------------- --------
                                                                 1997              1996              1995     1994^
<S>                                                         <C>                <C>                <C>        <C>  
                                                               Multi-Asset Allocation Fund

PER SHARE DATA
Net Asset Value - Beginning of Period                          $11.55            $10.84             $9.68    $10.00
                                                               -------------------------------------------- --------
INCOME FROM INVESTMENT OPERATIONS
Net Investment Income                                            0.25              0.28              0.28      0.06
Net Gains or (Losses) on Securities
    (Both Realized and Unrealized)                               3.18              0.89              1.16     (0.32)
                                                               -------------------------------------------- --------
Total from Investment Operations                                 3.43              1.17              1.44     (0.26)
                                                               -------------------------------------------- --------
LESS DISTRIBUTIONS
Dividends from Net Investment Income                             0.25              0.28              0.28      0.06
Distributions from Capital Gains                                 0.98              0.18              0.00      0.00
                                                               -------------------------------------------- --------
Total Distributions                                              1.23              0.46              0.28      0.06
                                                               -------------------------------------------- --------
Net Asset Value - End of Period                                $13.75            $11.55            $10.84     $9.68
                                                               ============================================ ========
TOTAL RETURN                                                   31.41%            10.96%            15.11%    (2.60%)*



<PAGE>



RATIOS
Net Assets - End of Period ($000 Omitted)                     $17,117            $9,574            $7,778    $4,958
Ratio of Expenses to Average Net Assets#                       1.55%@            1.62%@             1.50%     1.50%~
Ratio of Net Investment Income to
    Average Net Assets#                                         2.19%             2.43%             2.99%     2.23%~
Portfolio Turnover Rate                                           98%               92%               79%       42%*
Average Commission Rate Paid^^                                $0.0555                 -                 -         -
</TABLE>

^ From  December 1, 1993,  commencement  of investment  operations,  to July 31,
1994.

*  Based  on  operations  for  the  period  shown  and,  accordingly,   are  not
representative of a full year.

# Various expenses of the Fund were voluntarily  absorbed by IFG and IMR for the
years ended July 31, 1997, 1996 and 1995 and for the period ended July 31, 1994.
If such expenses had not been voluntarily absorbed, ratio of expenses to average
net  assets  would  have  been  1.97%,  2.24%,  2.47%  and  5.14%  (annualized),
respectively,  and ratio of net  investment  income to average net assets  would
have been 1.77%, 1.81%, 2.02% and (1.41%) (annualized), respectively.

@ Ratio is based on Total  Expenses  of the  Fund,  less  Expenses  Absorbed  by
Investment Adviser, which is before any expense offset arrangements.

~ Annualized

^^ The average  commission rate paid is the total brokerage  commissions paid on
applicable purchases and sales of securities for the period divided by the total
number of related shares purchased or sold which is required to be disclosed for
fiscal years beginning September 1, 1995 and thereafter.



<PAGE>



Report of Independent Accountants


To the Shareholders and Board of Directors of
INVESCO Multiple Asset Funds, Inc.

In our opinion, the accompanying statement of assets and liabilities,  including
the statement of investment securities, 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 INVESCO Balanced Fund and INVESCO
Multi-Asset  Allocation Fund  (constituting  INVESCO Multiple Asset Funds, Inc.,
hereafter  referred to as the "Fund") at July 31,  1997,  the results of each of
their  operations  for the year then  ended,  the  changes  in each of their net
assets  for each of the two years in the  period  then  ended and the  financial
highlights  for each of 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 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  July  31,  1997  by
correspondence with the custodian and brokers and the application of alternative
auditing  procedures for unsettled security  transactions,  provide a reasonable
basis for the opinion expressed above.




Price Waterhouse LLP

Denver, Colorado
September 2, 1997


<PAGE>


INVESCO FUNDS

We're easy to stay in touch with:
Investor Services Representatives,
1-800-525-8085
PAL(R), your Personal Account Line,
1-800-424-8085

On the World Wide Web:
http://www.invesco.com

Denver Investor Centers:
Cherry Creek, 155-B Fillmore Street;
Denver Tech Center, 7800 E. Union Avenue,
Lobby Level

INVESCO Funds Group, Inc.,(SM) Distributor
(As of 9/29/97, INVESCO Distributors, Inc., Distributor)
Post Office Box 173706
Denver, Colorado 80217-3706

This information must be preceded or
accompanied by a current prospectus.








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