STRONG INSTITUTIONAL FUNDS INC
N-30D, 1999-05-06
Previous: FITZGERALDS GAMING CORP, 8-K, 1999-05-06
Next: UROQUEST MEDICAL CORP, 10-Q, 1999-05-06




                                                             [STRONG LOGO]   

   THE STRONG
   INSTITUTIONAL BOND FUND
- --------------------------------------------------------------------------
   ANNUAL REPORT o FEBRUARY 28, 1999




                       [PICTURE OF STRONG FUNDS BUILDING]

<PAGE>

                                   THE STRONG
                                  INSTITUTIONAL
                                    BOND FUND
                    ----------------------------------------

                        ANNUAL REPORT o FEBRUARY 28, 1999

                               Table of Contents


Investment Review
    The Strong Institutional Bond Fund ....................................2

Financial Information
    Schedule of Investments in Securities .................................4
    Statement of Assets and Liabilities ...................................7
    Statement of Operations ...............................................8
    Statements of Changes in Net Assets ...................................9
    Notes to Financial Statements ........................................10

Financial Highlights .....................................................12

Report of Independent Accountants ........................................12



<PAGE>
                                 ====================
                       THE STRONG INSTITUTIONAL BOND FUND
- ---------------------------------====================---------------------------

FUND 
 HIGHLIGHTS

o    The Strong  Institutional  Bond Fund returned 7.91% for the 12 months ended
     February 28, 1999.

o    The Fund's  share  price  experienced  only  moderate  fluctuation  despite
     extremely  volatile interest rates around the world throughout the year and
     significantly wider credit spreads in the second half of the year.

o    We  successfully  dampened  share price  fluctuation by managing the Fund's
     interest rate exposure,  avoiding poor-performing  corporate and government
     securities, and avoiding exposure to Japan and the emerging markets.

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

            AVERAGE ANNUAL
             TOTAL RETURN

             As of 2-28-99

             1-year       7.91%

    Since Inception      13.25%
      (on 12-31-96)

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

              PORTFOLIO
              STATISTICS

            As of 2-26-99

30-day annualized yield(1)      5.93%

Average quality rating(2)       AA


PERSPECTIVES
FROM THE MANAGERS


/s/ Bradley C. Tank     /s/ Jeffrey A. Koch    /s/ Shirish T. Malekar
Bradley C. Tank         Jeffrey A. Koch        Shirish T. Malekar
Portfolio Co-manager    Portfolio Co-manager   Portfolio Co-manager

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

The last twelve to eighteen months have seen a number of financial, economic and
political  crises in many parts of the world. The financial  markets  vacillated
between worries about overheating economies in the developed world in early 1998
to fears of global  recession  after the Russian  debt  default in August.  High
profile  hedge fund  liquidations  added to the  financial  market  instability,
causing extreme valuation discrepancies in many sectors of the market.

Central  bankers  around the world cut  interest  rates to provide  liquidity to
global  capital  markets.  The interest rate cuts also signaled that the central
bankers were worried about the potential threat to the global financial markets.
U.S.  and  Japanese  interest  rates went down only to return to higher  levels,
whereas  European  interest  rates went down and stayed  down in response to the
slower  economic  growth  throughout the region.  The U.S.  Federal Reserve took
leadership,  cutting  interest  rates by 0.75% in the last quarter of 1998.  The
eleven European  countries  joining the "European Union" cut interest rates in a
coordinated action to prepare the region for the union and to address the global
crisis.  Meanwhile,  the Japanese  government  and central bank are  desperately
trying to  revive  their  moribund  economy  through  interest  rate and  fiscal
stimulation.

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

                                                      THE FUND'S SHARE

                                                      PRICE EXPERIENCED 

                                                        ONLY MODERATE 

                                                     FLUCTUATION DESPITE 

                                                      EXTREMELY VOLATILE 

                                                    INTEREST RATES AROUND 

                                                         THE WORLD...

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

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

1    Yields vary and are  annualized.  Performance  is  historical  and does not
     represent future results.  Investment returns and principal value vary, and
     you may have a gain or loss  when you sell  shares.  Note  that the  amount
     distributed  by a Fund during any given  30-day  period may be more or less
     than the stated yield.

2    For purposes of this average rating, the Fund's short-term debt obligations
     have been assigned a long-term rating by the Advisor.


2
<PAGE>

In the emerging  countries,  the risk  premium,  or credit  spread,  versus U.S.
Treasury  securities  increased  dramatically from 4.40% at the beginning of the
year to over  17.00% in the middle of the crisis in October.  This risk  premium
narrowed to about 13.00% after the global interest rate cuts.

Continued  strong  economic  growth in the U.S. has improved  confidence  in the
corporate bond markets,  and both  investment  grade and  high-yield  bonds have
performed relatively well over the last three months. We expect this performance
to continue as valuations are still at attractive levels.

The Federal  Reserve will likely keep interest rates steady for the  foreseeable
future as concerns about  above-trend  U.S.  economic  growth are offset by slow
economic  growth  abroad  and the still  fragile  recovery  in global  financial
markets.  As a result, we expect the domestic economy to perform relatively well
over the next year with moderate economic growth and continued low inflation.

Thank you for your continued investment in the Strong Institutional Bond Fund.


                     GROWTH OF AN ASSUMED $10,000 INVESTMENT
                            From 12-31-96 to 2-28-99 

                         THE STRONG                   Lipper Intermediate
                        INSTITUTIONAL     Blended      Investment Grade
                          BOND FUND     Bond Index*    Debt Funds Index*

             12-96         10,000          10,000          10,000
              6-97         11,032          10,374          10,294
             12-97         11,886          11,033          10,879
              6-98         12,451          11,501          11,289
             12-98         13,174          11,929          11,735
              2-99         13,095          11,867          11,597

This graph,  prepared in  accordance  with SEC  regulations,  compares a $10,000
investment in the Fund, made at its inception,  with a similar investment in the
Blended  Bond Index.  Results  include the  reinvestment  of all  dividends  and
capital gains  distributions.  Performance  is historical and does not represent
future results.  Investment returns and principal value vary, and you may have a
gain or loss when you sell shares.

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

*    The Blended Bond Index is comprised of 70% Lehman  Brothers  Aggregate Bond
     Index, 15% Lehman Brothers  High-Yield Bond Index, and 15% Salomon Brothers
     Non-U.S. World Government Bond Index (Currency Hedged). The Lehman Brothers
     Aggregate Bond Index is an unmanaged  index composed of securities from the
     Lehman Brothers Government/Corporate Bond Index, Mortgage-Backed Securities
     Index, and Asset-Backed  Securities  Index. The Lehman Brothers  High-Yield
     Bond Index is an  unmanaged  index  generally  representative  of corporate
     bonds rated below  investment-grade.  The Salomon Brothers  Non-U.S.  World
     Government  Bond Index  (Currency  Hedged) is an unmanaged  index generally
     representative  of liquid,  non-U.S.  fixed income  government  securities.
     Rolling  three- to six-month  forward  exchange  contracts  are used as the
     hedging  instrument.  The Lipper  Intermediate  Investment Grade Debt Funds
     Index is an  equally-weighted  performance index of the largest  qualifying
     funds in this Lipper  category.  Source of the  Blended  Bond Index data is
     Standard & Poor's Micropal. Source of the Lipper index data is Lipper Inc.

YOUR FUND'S 
 APPROACH

     STRONG  INSTITUTIONAL  BOND FUND SEEKS TOTAL RETURN BY INVESTING FOR A HIGH
LEVEL OF CURRENT INCOME WITH A MODERATE DEGREE OF SHARE-PRICE  FLUCTUATION.  THE
FUND INVESTS  PRIMARILY IN  INVESTMENT-GRADE  DEBT  OBLIGATIONS  AND ITS AVERAGE
PORTFOLIO  DURATION WILL NORMALLY VARY BETWEEN THREE AND SIX YEARS. THE FUND MAY
INVEST UP TO 20% OF ITS NET ASSETS IN NON-INVESTMENT-GRADE  DEBT OBLIGATIONS AND
OTHER  HIGH-YIELD  SECURITIES.  THE FUND MAY  ALSO  INVEST  UP TO 20% OF ITS NET
ASSETS IN SECURITIES DENOMINATED IN FOREIGN CURRENCIES.

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

MARKET 
 HIGHLIGHTS

o    The Federal  Reserve lowered  short-term  interest rates three times in the
     Fall of 1998. Longer-term U.S. interest rates nearly made a round trip from
     5.5% on the 10-year  note to a low of 4.2% in October,  and then back up to
     5.3% in February of 1999.

o    Credit  spreads  were  severely  affected  from the  global  credit  crunch
     emanating from the Asian crisis and the Russian debt default.  In the U.S.,
     both investment  grade and high yield spreads reached levels not seen since
     the 1990 recession.

o    A global  flight to quality into U.S.  and German bonds was slowly  unwound
     over the last three months.

                                                                             3
<PAGE>

SCHEDULE OF INVESTMENTS IN SECURITIES                         February 28, 1999
- --------------------------------------------------------------------------------
================================================================================
                         STRONG INSTITUTIONAL BOND FUND
================================================================================
                                                     Shares or
                                                     Principal          Value
                                                      Amount          (Note 2)
- --------------------------------------------------------------------------------
CORPORATE BONDS 32.4%
Allied Waste North America, Inc. Senior Notes,
  7.875%, Due 1/01/09                               $1,000,000       $1,012,500
APCOA/Standard Parking, Inc. Senior
  Subordinated Notes, 9.25%, Due 3/15/08               750,000          712,500
ARA Services, Inc. Guaranteed Notes, 10.625%,
  Due 8/01/00                                          270,000          285,032
Atlas Air, Inc. Senior Notes, 10.75%, Due 8/01/05      275,000          292,875
Bay View Capital Corporation Subordinated
  Notes, 9.125%, Due 8/15/07                           500,000          490,000
Capstar Radio Broadcasting Partners, Inc. Senior
  Subordinated Notes, 9.25%, Due 7/01/07               500,000          531,250
Cendant Corporation Notes, 7.75%, Due 12/01/03       3,000,000        3,063,000
Cleveland Electric/Toledo Edison Notes, Series B,
  7.67%, Due 7/01/04                                 1,500,000        1,575,536
DTE Capital Corporation Notes, 6.17%, Due 6/15/03
  (Acquired 6/16/98; Cost $845,000)(b)                 845,000          846,758
Fox/Liberty Networks LLC Senior Notes, 8.875%,
  Due 8/15/07                                          500,000          523,125
Fresenius Medical Care Capital Trust II Guaranteed
  Preferred Securities, 7.875%, Due 2/01/08            500,000          482,500
Global Crossing Holding, Ltd. Senior Notes, 9.625%,
  Due 5/15/08                                          500,000          525,000
Graham Packaging Holdings Company/GPC Capital
  Corporation II Senior Discount Notes, Zero %,
  Due 1/15/09 (Rate Reset Effective 1/15/03)         1,000,000          705,000
Hermes Europe Railtel BV Senior Notes, 10.375%,
  Due 1/15/09 (Acquired 1/08/99; Cost $786,563)(b)     750,000          800,625
Imax Corporation Senior Yankee Notes, 7.875%,
  Due 12/01/05                                         600,000          591,000
Intermedia Communications, Inc. Senior Notes,
  8.60%, Due 6/01/08                                   500,000          476,250
Israel Electric Corporation, Ltd., 7.75%, Due 3/01/09
  (Acquired 2/25/99; Cost $998,970)(b)               1,000,000        1,004,200
Jordan Telecommunication Products, Inc. Senior
  Subordinated Discount Notes, Zero %, Due 8/01/07
  (Rate Reset Effective 8/01/00)                       385,000          309,925
LCI International, Inc. Senior Notes, 7.25%,
  Due 6/15/07                                          820,000          836,962
Liberty Mutual Insurance Company Surplus Notes,
  8.20%, Due 5/04/07 (Acquired 2/23/99;
  Cost $1,036,961) (b)                                 940,000        1,014,351
MCI Worldcom, Inc. Notes, 6.125%, Due 4/15/12
  (Remarketing Date 4/15/02)                         1,235,000        1,233,930
Metronet Communications Corporation Senior Notes,
  12.00%, Due 8/15/07                                  350,000          397,250
Mohegan Tribal Gaming Authority Senior Notes,
  8.125%, Due 1/01/06 (Acquired 2/24/99;
  Cost $1,000,000) (b)                               1,000,000        1,008,750
National Wine & Spirits, Inc. Senior Notes, 10.125%,
  Due 1/15/09 (Acquired 1/20/99; Cost $754,313) (b)    750,000          774,375
Nextlink Communications LLC Senior Notes, 12.50%,
  Due 4/15/06                                          275,000          309,031
Niagara Mohawk Power Corporation Senior Notes,
  Series G, 7.75%, Due 10/01/08                      1,000,000        1,076,855
NTL, Inc. Senior Notes, 11.50%, Due 10/01/08
  (Acquired 10/26/98; Cost $500,000) (b)               500,000          565,000
Pepsi Bottling Holdings, Inc. Notes, 5.625%,
  Due 2/17/09 (Acquired 2/03/99; Cost $940,908) (b)    945,000          910,801
Philip Morris Companies, Inc. Notes, 6.15%,
  Due 3/15/10 (Putable at $100 and Rate Reset
  Effective 3/15/00)                                 1,330,000        1,336,570
Pogo Producing Company Senior Subordinated
  Notes, 10.375%, Due 2/15/09 (Acquired 1/12/99;
  Cost $488,500) (b)                                   500,000          497,500
Protection One Alarm Monitoring, Inc. Senior
  Subordinated Notes, 8.125%, Due 1/15/09
  (Acquired 12/16/98; Cost $1,000,000) (b)           1,000,000        1,017,500
Providian National Bank Senior Notes, 6.25%,
  Due 5/07/01                                        1,020,000        1,010,861
Qwest Communications International, Inc.
  Senior Notes, 7.25%, Due 11/01/08
  (Acquired 12/07/98; Cost $1,017,500) (b)           1,000,000        1,020,000
Riggs Capital Trust Preferred Securities, Series A,
  8.625%, Due 12/31/26 (Acquired 8/29/97;
  Cost $181,211) (b)                                   180,000          183,494
Riggs Capital Trust II Preferred Securities, Series B,
  8.875%, Due 3/15/27                                   95,000           98,873
Riggs Capital Trust II Preferred Securities, Series C,
  8.875%, Due 3/15/27 (Acquired 5/06/98;
  Cost $751,027) (b)                                   685,000          712,929
Saks, Inc. Notes, 7.25%, Due 12/01/04                  855,000          859,506
Saks, Inc. Notes, 7.375%, Due 2/15/19                1,500,000        1,483,259
Scotts Company Senior Subordinated Notes, 8.625%,
  Due 1/15/09 (Acquired 1/14/99; Cost $760,731) (b)    750,000          776,250
SFX Entertainment, Inc. Senior Subordinated Notes,
  9.125%, Due 12/01/08 (Acquired 1/08/99;
  Cost $756,563) (b)                                   750,000          774,375
Simon Property Group LP Notes, 6.75%, Due 2/09/04      560,000          552,131
Starwood Hotels & Resorts Worldwide, Inc., 6.75%,
  Due 11/15/05                                       1,000,000          899,316
Station Casinos, Inc. Senior Subordinated Notes,
  9.75%, Due 4/15/07                                   750,000          795,938
Stop & Shop Companies, Inc. Senior Subordinated
  Notes, 9.75%, Due 2/01/02                            375,000          409,562
SunAmerica, Inc. Debentures, 5.60%, Due 7/31/97      1,100,000          907,276
SunTrust Capital III Floating Rate Notes, 5.8706%,
  Due 3/15/28                                        2,125,000        2,077,188
Telemundo Holdings, Inc. Senior Discount Notes,
  Zero %, Due 8/15/08 (Rate Reset Effective 8/15/03)
  (Acquired 12/07/98; Cost $515,250) (b)               900,000          526,500
Transwestern Publishing Company LP/TWP
  Capital Corporation Senior Subordinated Notes,
  9.625%, Due 11/15/07                                 850,000          896,750
Tricon Global Restaurants, Inc. Senior Notes, 7.45%,
  Due 5/15/05                                          750,000          771,099
United Air Lines Pass-Thru Trust Certificates,
  Series 1992-A2, 9.35%, Due 4/07/16                   575,000          650,713
United States Filter Corporation Variable Rate
  Remarketable or Redeemable Securities, 9.625%,
  Due 5/15/11 (Remarketing Date 5/15/01)             1,000,000          982,138
US Air, Inc. Senior Notes, 9.625%, Due 2/01/01         500,000          513,848
Vintage Petroleum, Inc. Senior Subordinated Notes,
  9.75%, Due 6/30/09 (Acquired 1/20/99;
  Cost $750,000) (b)                                   750,000          723,750
Waste Management, Inc. Senior Notes, 6.125%,
  Due 7/15/01                                          805,000          803,861
WorldCom, Inc. Senior Notes, 6.40%, Due 8/15/05         55,000           55,851
- --------------------------------------------------------------------------------
Total Corporate Bonds (Cost $43,272,976)                             43,691,419
- --------------------------------------------------------------------------------

CONVERTIBLE BONDS 1.9%
Bell Atlantic Financial Services, Inc. Senior
  Convertible Notes, 5.75%, Due 4/01/03
  (Acquired 2/12/98; Cost $2,028,750) (b)            2,000,000        2,135,000
Corporate Express, Inc. Convertible Subordinated
  Notes, 4.50%, Due 7/01/00                            500,000          442,500
- --------------------------------------------------------------------------------
Total Convertible Bonds (Cost $2,481,869)                             2,577,500
- --------------------------------------------------------------------------------

4
<PAGE>

- --------------------------------------------------------------------------------
================================================================================
                   STRONG INSTITUTIONAL BOND FUND (continued)
================================================================================
                                                     Shares or
                                                     Principal          Value
                                                      Amount          (Note 2)
- --------------------------------------------------------------------------------
NON-AGENCY MORTGAGE & ASSET BACKED
  SECURITIES 13.7%
Bear Stearns Mortgage Securities, Inc. Mortgage
  Pass-Thru Certificates, Series 1995-1, Class 2-P,
  Principal Only, Due 7/25/10                       $  215,204      $   182,976
Bear Stearns Commercial Mortgage Securities, Inc.
  Variable Rate Mortgage Pass-Thru Certificates,
  Series 1999-C1, Class A-2, 6.02%, Due 2/14/09      2,215,000        2,140,244
CMC Securities Corporation III Collateralized
  Mortgage Obligation, Series 1998-2, Class B-3,
  6.75%, Due 11/25/28                                1,995,861        1,805,426
Deutsche Mortgage and Asset Receiving
  Corporation Commercial Mortgage Pass-Thru
  Certificates, Series 1998-C1, Class A2, 6.538%,
  Due 2/15/08                                        1,475,000        1,472,426
DLJ Commercial Mortgage Corporation Commercial
  Mortgage Pass-Thru Certificates, Series 1998-CF1,
  Class A1B, 6.41%, Due 2/15/08                      1,725,000        1,712,640
Headlands Mortgage Securities, Inc. Mortgage
  Pass-Thru Certificates, Series 1975, Class AII1,
  6.75%, Due 11/25/27                                  820,114          826,720
Nomura Asset Securities Corporation, Series 1994-4B,
  Class 4PO, Principal Only, Due 9/25/24                95,723           74,783
PNC Mortgage Securities Corporation Mortgage
  Pass-Thru Certificates, Series 1998-1, Class 4B4,
  6.75%, Due 3/25/13 (Acquired 10/23/98;
  Cost $287,336) (b)                                   360,933          283,105
PNC Mortgage Securities Corporation Mortgage
  Pass-Thru Certificates, Series 1998-11, Class 2B4,
  6.25%, Due 11/25/13 (Acquired 10/23/98;
  Cost $279,306) (b)                                   370,248          279,537
RTC Floating Rate Bond, Series 1992-C8, Class A2,
  6.288%, Due 12/25/23                               1,462,575        1,465,770
RTC Variable Rate Mortgage Pass-Thru Securities,
  Inc., Series 1991-M4, Class A-1, 6.155%,
  Due 2/25/20                                        1,749,300        1,750,166
Rural Housing Trust 1987-1 Senior Mortgage
  Pass-Thru Certificates, Series 1, Class D, 6.33%,
  Due 4/01/26                                        1,359,772        1,334,256
Salomon Brothers Mortgage Securities VII, Inc.
  Mortgage Pass-Thru Certificates, Series 1996-LB2,
  Class A-5, 7.25%, Due 10/25/26                     2,675,000        2,688,121
Structured Asset Mortgage Investments, Inc.
  Mortgage Pass-Thru Certificates, Series 1998-12,
  Class B-3, 6.75%, Due 2/25/29                      1,112,123        1,003,953
The Equitable Life Assurance Society of the
  United States Floating Rate Notes, Series 174,
  Class A2, 5.296%, Due 5/15/03 (Acquired 1/29/99;
  Cost $1,491,914) (b)                               1,500,000        1,489,695
- --------------------------------------------------------------------------------
Total Non-Agency Mortgage & Asset Backed Securities
Cost $18,679,540)                                                    18,509,818
- --------------------------------------------------------------------------------

MUNICIPAL BONDS 0.8%
New Jersey EDA State Pension Funding Revenue,
  7.425%, Due 2/15/29                                  915,000        1,011,124
- --------------------------------------------------------------------------------
Total Municipal Bonds (Cost $1,006,098)                               1,011,124
- --------------------------------------------------------------------------------

UNITED STATES GOVERNMENT & AGENCY
  ISSUES 37.4%
FHLMC Participation Certificates, 6.25%,
  Due 6/15/12 thru 9/15/22                           1,850,000        1,816,916
FHLMC Variable Rate Participation Certificates,
  8.109%, Due 8/01/25                                1,080,741        1,112,279
FNMA Guaranteed Real Estate Mortgage
  Investment Conduit Pass-Thru Certificates:
  6.25%, Due 1/25/08                                 2,435,000        2,438,324
  8.00%, Due 4/01/17 thru 9/01/23                    3,508,944        3,655,527
  8.50%, Due 8/01/12                                   172,233          182,375
  9.00%, Due 12/01/16 thru 8/01/17                   2,919,023        3,126,568
FNMA Guaranteed Real Estate Mortgage
  Investment Conduit Adjustable Rate Mortgage
  Certificates, Pool #92117, 7.206%, Due 6/01/18       174,686          180,034
United States Treasury Bonds:
  5.25%, Due 2/15/29                                   945,000          902,475
  5.50%, Due 8/15/28                                 5,035,000        4,880,803
  6.125%, Due 11/15/27                               2,950,000        3,097,500
United States Treasury Notes:
  4.00%, Due 10/31/00                                7,500,000        7,364,063
  4.75%, Due 11/15/08                                1,990,000        1,911,023
  5.375%, Due 6/30/03                                  800,000          802,500
  5.50%, Due 4/15/00                                    50,000           50,250
  5.50%, Due 3/31/03                                   595,000          599,463
  5.75%, Due 8/15/03                                 5,110,000        5,197,831
  6.00%, Due 7/31/02                                 5,750,000        5,882,969
  6.50%, Due 5/15/05                                   390,000          413,035
  7.00%, Due 7/15/06                                 3,550,000        3,887,250
  7.50%, Due 2/15/05                                   380,000          420,731
  7.875%, Due 11/15/04                               2,195,000        2,461,831
- --------------------------------------------------------------------------------
Total United States Government & Agency Issues
Cost $51,252,990)                                                    50,383,747
- --------------------------------------------------------------------------------

FOREIGN GOVERNMENT ISSUES 6.1%
Australian Government Bonds, 8.75%,
  Due 8/15/08                                    2,565,000 AUD        1,955,991
Government of United Kingdom Treasury
  Notes, 7.25%, Due 12/07/07                     2,500,000 GBP        4,734,702
Government of New Zealand Notes, 10.00%,
  Due 3/15/02                                    2,500,000 NZD        1,471,632
- --------------------------------------------------------------------------------
Total Foreign Government Issues (Cost $7,992,614)                     8,162,325
- --------------------------------------------------------------------------------

PREFERRED STOCKS 3.4%
Centaur Funding Corporation Series B
  (Acquired 12/09/98; Cost $1,385,000) (b)               1,385        1,528,694
Indosuez Holdings SCA Sponsored ADR 10.375%
  Representing 1/10 Series A (Acquired 2/05/98;
  Cost $1,981,000) (b)                                  70,000        1,907,500
Superior Healthcare Management Series A 7.75%
  (Acquired 12/30/97; Cost $1,006,460) (b)               1,000        1,066,580
- --------------------------------------------------------------------------------
Total Preferred Stocks (Cost $4,372,460)                              4,502,774
- --------------------------------------------------------------------------------

COMMON STOCKS 0.0%
Optel, Inc. Non-Voting (Acquired 4/14/98;
  Cost $20,000) (b) (e)                                    500           15,000
- --------------------------------------------------------------------------------
Total Common Stocks (Cost $20,000)                                       15,000
- --------------------------------------------------------------------------------

WARRANTS 0.0%
MetroNet Communications Corporation, Expire 8/15/07        350           14,000
- --------------------------------------------------------------------------------
Total Warrants (Cost $4)                                                 14,000
- --------------------------------------------------------------------------------

                                                                             5
<PAGE>

SCHEDULE OF INVESTMENTS IN SECURITIES (continued)             February 28, 1999
- --------------------------------------------------------------------------------
================================================================================
                   STRONG INSTITUTIONAL BOND FUND (continued)
================================================================================
                                                     Shares or
                                                     Principal          Value
                                                      Amount          (Note 2)
- --------------------------------------------------------------------------------
SHORT-TERM INVESTMENTS (a) 4.0%
Commercial Paper 0.2%
Interest Bearing, Due Upon Demand
General Mills, Inc., 4.54%                          $   25,400      $    25,400
Pitney Bowes Credit Corporation, 4.51%                 292,800          292,800
                                                                    -----------
                                                                        318,200
Corporate Bonds 0.9%
TCI Communications, Inc. Senior Notes, 6.375%,
  Due 9/15/99                                        1,220,000        1,228,489

Repurchase Agreements 2.8%
ABN-AMRO Tri-Party (Dated 2/26/99), 4.75%, Due 3/01/99
  (Repurchase proceeds $3,801,504); Collateralized by:
  Tennessee Valley Authority Strips and Notes, SLMA Notes,
  FNMA Notes and Principal Strips, FHLMC Home
  Loan Mortgage Bank Bonds, and Federal Farm
  Credit Bank Notes (d)                              3,800,000        3,800,000

United States Government Issues 0.1%
United States Treasury Bills, Due 4/29/99 thru
  5/13/99 (c)                                          125,000          124,007
- --------------------------------------------------------------------------------
Total Short-Term Investments (Cost $5,461,689)                        5,470,696
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Total Investments in Securities (Cost $134,540,240) 99.7%           134,338,403
Other Assets and Liabilities, Net 0.3%                                  377,313
- --------------------------------------------------------------------------------
NET ASSETS 100.0%                                                  $134,715,716
================================================================================


FUTURES
- --------------------------------------------------------------------------------
                                                  Underlying     Unrealized
                                   Expiration     Face Amount   Appreciation
                                      Date         at Value    (Depreciation)
- --------------------------------------------------------------------------------
Purchased:
39 U.S. Treasury Bonds                6/99        $4,717,781      ($61,937)
Sold:
44 Five Year U.S. Treasury Notes      6/99        (4,882,625)       41,615
54 Ten Year U.S. Treasury Notes       6/99        (6,196,500)       54,280


- --------------------------------------------------------------------------------
FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS
- --------------------------------------------------------------------------------
                                                                  Unrealized
  Currency                     Settlement          Value         Appreciation
 Bought/Sold                      Date             in USD       (Depreciation)
- --------------------------------------------------------------------------------
Sold:
3,290,000 AUD                    3/29/99         $2,035,205       ($ 12,908)
3,015,000 GBP                    3/29/99          4,831,538         209,934
2,750,000 NZD                    3/29/99          1,436,884         (79,484)



CURRENCY ABBREVIATIONS
- --------------------------------------------------------------------------------
AUD      Australian Dollar
GBP      British Pound
NZD      New Zealand Dollar
USD      United States Dollar


LEGEND
- --------------------------------------------------------------------------------
(a)  Short-term  investments  include any security  which has a maturity of less
     than one year.
(b)  Restricted security.
(c)  All or a portion of  security  pledged  to cover  margin  requirements  for
     futures contracts.
(d)  See Note 2(I) of Notes to Financial Statements.
(e)  Non-income producing security.



     Percentages are stated as a percent of net assets.

     See  Notes to Financial Statements.


6
<PAGE>
<TABLE>

STATEMENT OF ASSETS AND LIABILITIES
- -----------------------------------------------------------------------------------------------
February 28, 1999
<CAPTION>
                                                                      Strong Institutional
                                                                            Bond Fund
                                                                      --------------------
ASSETS:
<S>                                                                       <C>         
  Investments in Securities, at Value (Cost of $134,540,240)              $134,338,403
  Receivable for Securities and Forward Foreign Currency Contracts Sold      2,025,108
  Receivable from Fund Shares Sold                                             119,090
  Interest Receivable                                                        1,438,626
  Other Assets                                                                  64,269
                                                                          ------------
  Total Assets                                                             137,985,496

LIABILITIES:
  Payable for Securities Purchased                                           2,419,398
  Payable for Fund Shares Redeemed                                               1,485
  Dividends Payable                                                            801,446
  Accrued Operating Expenses and Other Liabilities                              47,451
                                                                          ------------
  Total Liabilities                                                          3,269,780
                                                                          ------------
NET ASSETS                                                                $134,715,716
                                                                          ============
NET ASSETS CONSIST OF:
  Capital Stock (par value and paid-in capital)                           $134,226,087
  Undistributed Net Investment Income                                           31,622
  Undistributed Net Realized Gain                                              511,301
  Net Unrealized Depreciation                                                  (53,294)
                                                                          ------------ 
  Net Assets                                                              $134,715,716
                                                                          ============

Capital Shares Outstanding (Unlimited Number Authorized)                    12,119,230

NET ASSET VALUE PER SHARE                                                       $11.12
                                                                                ======


                          See Notes to Financial Statements.

                                                                                   7
</TABLE>
<PAGE>

STATEMENT OF OPERATIONS
- --------------------------------------------------------------------------------
For the Year Ended February 28, 1999
                                                           Strong Institutional
                                                                Bond Fund
                                                           --------------------
INCOME:
  Interest Income                                              $5,178,658
  Dividend Income                                                 271,825
                                                               ----------
TOTAL INCOME                                                    5,450,483

EXPENSES:
  Investment Advisory Fees                                        213,238
  Custodian Fees                                                   25,151
  Shareholder Servicing Costs                                      25,462
  Federal and State Registration Fees                              23,905
  Other                                                            26,913
                                                               ----------
  Total Expenses                                                  314,669
                                                               ----------
NET INVESTMENT INCOME                                           5,135,814

REALIZED AND UNREALIZED GAIN (LOSS):
  Net Realized Gain (Loss) on:
   Investments                                                  1,792,256
   Futures Contracts and Forward Foreign Currency Contracts      (252,303)
   Foreign Currencies                                              16,170
                                                               ----------
   Net Realized Gain                                            1,556,123
  Change in Unrealized Appreciation/Depreciation on:
   Investments                                                   (984,583)
   Futures Contracts and Forward Foreign Currency Contracts       164,291
   Foreign Currencies                                              (4,372)
                                                               ---------- 
   Net Change in Unrealized Appreciation/Depreciation            (824,664)
                                                               ---------- 
NET GAIN ON INVESTMENTS                                           731,459
                                                               ----------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS           $5,867,273
                                                               ==========


                       See Notes to Financial Statements.

8
<PAGE>
<TABLE>

STATEMENTS OF CHANGES IN NET ASSETS
- ---------------------------------------------------------------------------------------------------------------
<CAPTION>
                                                                     Strong Institutional Bond Fund
                                                              ----------------------------------------------
                                                               Year Ended      Year Ended       Year Ended
                                                              Feb. 28, 1999   Feb. 28, 1998    Dec. 31, 1997
                                                              -------------   -------------    -------------
                                                                                 (Note 1)
OPERATIONS:
<S>                                                           <C>              <C>              <C>        
  Net Investment Income                                       $  5,135,814     $   547,035      $ 1,321,511
  Net Realized Gain                                              1,556,123         528,611          771,098
  Net Change in Unrealized Appreciation/Depreciation              (824,664)         19,560          751,810
                                                              ------------     -----------      -----------
  Net Increase in Net Assets Resulting from Operations           5,867,273       1,095,206        2,844,419

DISTRIBUTIONS:
  From Net Investment Income                                    (5,166,846)       (535,167)      (1,321,511)
  In Excess of Net Investment Income                                    --         (11,433)              --
  From Net Realized Gains                                       (1,721,649)             --         (546,992)
                                                              ------------     -----------      ----------- 
  Total Distributions                                           (6,888,495)       (546,600)      (1,868,503)

CAPITAL SHARE TRANSACTIONS:
  Proceeds from Shares Sold                                     86,338,180       3,994,776       66,565,110
  Proceeds from Reinvestment of Distributions                    6,064,592         536,657        1,576,599
  Payment for Shares Redeemed                                  (13,230,237)       (523,288)     (17,109,973)
                                                              ------------     -----------      ----------- 
  Net Increase in Net Assets from Capital Share Transactions    79,172,535       4,008,145       51,031,736
                                                              ------------     -----------      -----------
TOTAL INCREASE IN NET ASSETS                                    78,151,313       4,556,751       52,007,652

NET ASSETS:
  Beginning of Year                                             56,564,403      52,007,652               --
                                                              ------------     -----------      -----------           
  End of Year                                                 $134,715,716     $56,564,403      $52,007,652
                                                              ============     ===========      ===========
TRANSACTIONS IN SHARES OF THE FUND:
  Sold                                                           7,695,552         357,661        6,116,637
  Issued in Reinvestment of Distributions                          542,552          48,261          143,923
  Redeemed                                                      (1,180,209)        (46,916)      (1,558,230)
                                                                 ---------         -------        --------- 
  Net Increase in Shares of the Fund                             7,057,895         359,006        4,702,330
                                                                 =========         =======        =========


                                      See Notes to Financial Statements.
                                                  


                                                                                                        9    
</TABLE>
<PAGE>
 

NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
February 28, 1999

1.   Organization
     The  Strong  Institutional  Bond Fund  (the  "Fund")  commenced  investment
     operations  on  January  2,  1997 and is a  diversified  series  of  Strong
     Institutional  Funds,  Inc.,  an  open-end  management  investment  company
     registered under the Investment Company Act of 1940. During 1997, the Board
     of Directors of the Fund approved  changing the Fund's fiscal year-end from
     December 31 to February 28.

2.   Significant Accounting Policies
     The following is a summary of significant  accounting  policies followed by
     the Fund in the preparation of its financial statements.

     (A)  Security  Valuation  --  Securities  of the  Fund are  valued  through
          valuations obtained by a commercial pricing service or the mean of the
          bid and asked prices when no last sales price is available. Securities
          for which market  quotations  are not readily  available are valued at
          fair value as  determined  in good faith  under  consistently  applied
          procedures  established  by and under the general  supervision  of the
          Board of Directors.  Securities  which are purchased within 60 days of
          their stated maturity are valued at amortized cost, which approximates
          fair  value,  whereby  a  portfolio  security  is  valued  at its cost
          initially, and thereafter valued to reflect a constant amortization to
          maturity of any discount or premium.

          The Fund owns certain investment securities which are restricted as to
          resale.  These  securities  are  valued by the Fund  after  giving due
          consideration  to pertinent  factors,  including recent private sales,
          market  conditions and the issuer's  financial  performance.  The Fund
          generally bears the costs, if any,  associated with the disposition of
          restricted  securities.   Aggregate  cost  and  fair  value  of  these
          restricted  securities  held at February 28, 1999 was  $21,563,263 and
          $21,862,269, respectively, representing 16.2% of the net assets of the
          Fund. Of these securities, which are restricted as to resale, 90.5% is
          either  Section  4(2)  commercial  paper  or is  eligible  for  resale
          pursuant to Rule 144A under the  Securities  Act of 1933 and also have
          been  determined  to be liquid by the  Advisor  based upon  guidelines
          established by the Fund's Board of Directors.

     (B)  Federal Income and Excise Taxes and  Distributions  to Shareholders --
          The Fund  intends  to comply  with the  requirements  of the  Internal
          Revenue Code  applicable  to  regulated  investment  companies  and to
          distribute substantially all of its taxable income to its shareholders
          in a manner which results in no tax cost to the Fund. Accordingly,  no
          federal income or excise tax provision is required.

          The  character of income and  distributions  made during the year from
          net  investment  income  or net  realized  gains may  differ  from the
          characterization for federal income tax purposes due to differences in
          the  recognition  of income and expense items for financial  statement
          and tax purposes.  Where  appropriate,  reclassifications  between net
          asset  accounts are made for such  differences  that are  permanent in
          nature.

          The Fund generally  pays dividends from net investment  income monthly
          and  distributes  any net  capital  gains that it  realizes  annually.
          Dividends  are  declared  on each day net asset  value is  calculated,
          except for bank holidays.

     (C)  Realized  Gains and Losses on  Investment  Transactions  -- Investment
          security  transactions are recorded on the trade date. Gains or losses
          realized on investment  transactions  are  determined by comparing the
          identified cost of the security lot sold with the net sales proceeds.

     (D)  Certain   Investment   Risks  --  The  Fund  may  utilize   derivative
          instruments,  including  options,  futures and other  instruments with
          similar  characteristics,  to the extent that they are consistent with
          the Fund's investment objectives and limitations.  The Fund intends to
          use such derivative  instruments primarily to hedge or protect against
          adverse  movements in securities  prices or interest rates. The use of
          these  instruments  may  involve  risks  such  as the  possibility  of
          illiquid  markets or  imperfect  correlation  between the value of the
          instruments and the underlying  securities,  or that the  counterparty
          will fail to perform its obligations.

          To the  extent  the Fund has  foreign  denominated  assets or  forward
          currency  contracts,  these investments may involve greater risks than
          domestic  transactions,  including  currency,  political and economic,
          regulatory and market risks.

     (E)  Futures -- Upon entering into a futures contract,  the Fund pledges to
          the broker cash or other  investments  equal to the  minimum  "initial
          margin"  requirements of the exchange.  Additional  securities held by
          the Fund may be designated  as  collateral on open futures  contracts.
          The Fund also  receives  from or pays to the  broker an amount of cash
          equal to the  daily  fluctuation  in the value of the  contract.  Such
          receipts or payments are known as "variation  margin" and are recorded
          as unrealized gains or losses.  When the futures contract is closed, a
          realized gain or loss is recorded equal to the difference  between the
          value of the  contract  at the time it was opened and the value at the
          time it was closed.

     (F)  Options -- The Fund may write put or call  options  (none were written
          during the period).  Premiums received by the Fund upon writing put or
          call options are recorded as an asset with a  corresponding  liability
          which is  subsequently  adjusted  to the current  market  value of the
          option. When an option expires,  is exercised,  or is closed, the Fund
          realizes a gain or loss,  and the  liability is  eliminated.  The Fund
          continues  to bear the risk of adverse  movements  in the price of the
          underlying  asset  during  the  period  of the  option,  although  any
          potential loss during the period would be reduced by the amount of the
          option premium received.

10
<PAGE>

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

     (G)  Foreign Currency Translation -- Investment securities and other assets
          and  liabilities   initially   expressed  in  foreign  currencies  are
          converted to U.S. dollars based upon current exchange rates. Purchases
          and sales of foreign investment securities and income are converted to
          U.S.  dollars based upon  currency  exchange  rates  prevailing on the
          respective  dates of such  transactions.  The  effect  of  changes  in
          foreign  exchange rates on realized and  unrealized  security gains or
          losses  is   reflected  as  a  component  of  such  gains  or  losses.

     (H)  Forward  Foreign  Currency  Exchange   Contracts  --  Forward  foreign
          currency  exchange  contracts  are valued at the forward  rate and are
          marked-to-market  daily.  The change in market value is recorded as an
          unrealized gain or loss. When the contract is closed, the Fund records
          an exchange gain or loss equal to the difference  between the value of
          the  contract  at the time it was  opened and the value at the time it
          was closed.

     (I)  Repurchase Agreements -- The Fund may enter into repurchase agreements
          with institutions that the Fund's investment  advisor,  Strong Capital
          Management,  Inc. ("the  Advisor"),  has  determined are  creditworthy
          pursuant  to  criteria  adopted  by  the  Board  of  Directors.   Each
          repurchase  agreement is recorded at cost.  The Fund requires that the
          collateral,  represented  by  securities  (primarily  U.S.  Government
          securities), in a repurchase transaction be maintained in a segregated
          account  with a custodian  bank in a manner  sufficient  to enable the
          Fund to obtain those  securities  in the event of a default  under the
          repurchase  agreement.  On a daily basis,  the Advisor  monitors  each
          repurchase agreement to ensure the value of the collateral,  including
          accrued  interest,  is at least equal to the amounts  owed to the Fund
          under each repurchase agreement.

     (J)  Use of  Estimates  --  The  preparation  of  financial  statements  in
          conformity  with generally  accepted  accounting  principles  requires
          management to make estimates and assumptions  that affect the reported
          amounts in these  financial  statements.  Actual  results could differ
          from those estimates.

     (K)  Other  --  Dividend  income  and  distributions  to  shareholders  are
          recorded on the ex-dividend  date.  Interest income is recorded on the
          accrual basis and includes amortization of premiums and discounts.

3.   Related Party Transactions
     The  Advisor,  with whom  certain  officers  and  directors of the Fund are
     affiliated,   provides   investment   advisory   services  and  shareholder
     recordkeeping  and related  services to the Fund. The  investment  advisory
     fee, which is established by terms of the Advisory  Agreement,  is based on
     an  annualized  rate of 0.25% of the average  daily net assets of the Fund.
     Based on the  terms of the  Advisory  Agreement,  advisory  fees and  other
     expenses  will  be  waived  or  reimbursed  by the  Advisor  if the  Fund's
     operating  expenses  exceed 2% of the average daily net assets of the Fund.
     In addition,  the Fund's  Advisor may  voluntarily  waive or absorb certain
     expenses at its discretion.  Shareholder  recordkeeping and related service
     fees are based on an annualized  rate of 0.02% of the Fund's  average daily
     net asset  value  with a minimum  annual  fee of  $25,000.  The  Advisor is
     compensated  for  certain  other  services  related to costs  incurred  for
     reports to shareholders.

     The Fund may invest cash in money market funds sponsored and managed by the
     Advisor, subject to certain limitations. The terms of such transactions are
     identical to those of non-related  entities except that, to avoid duplicate
     investment  advisory  fees,  advisory  fees of the Fund are  reduced  by an
     amount  equal to  advisory  fees paid to the Advisor  under its  investment
     advisory agreement with the money market funds.

     The  amount  payable to the  Advisor  at  February  28,  1999,  shareholder
     servicing and other  expenses paid to Advisor and  unaffiliated  directors'
     fees for the  period  then  ended,  excluding  the  effect of  waivers  and
     reimbursements, were $34,610, $21,818, and $1,500, respectively.

4.   Line of Credit
     The Strong Funds have established a line of credit  agreement  ("LOC") with
     certain  financial  institutions  to be used  for  temporary  or  emergency
     purposes,  primarily for financing redemption payments. Combined borrowings
     among all  participating  Strong Funds are subject to a $350 million cap on
     the total line of credit. For an individual Fund,  borrowings under the LOC
     are limited to either the lesser of 15% of the market value of total assets
     or any explicit borrowing limits in the Fund's prospectus. Borrowings under
     the LOC bear interest  based on  prevailing  market rates as defined in the
     LOC. A commitment  fee of .07% per annum is incurred on the unused  portion
     of the line of credit and is allocated to all  participating  Strong Funds.
     At February  28, 1999,  there were no  borrowings  by the Fund  outstanding
     under the LOC.

5.   Investment Transactions
     The aggregate  purchases and sales of U.S. Government and Agency securities
     for the year ended February 28, 1999 were  $137,841,282  and  $105,410,371,
     respectively.   The  aggregate  purchases  and  sales  of  other  long-term
     securities  for the year ended  February  28,  1999 were  $185,988,269  and
     $145,911,835, respectively.

6.   Income Tax Information
     At February 28, 1999,  the cost of  investments  in securities  for federal
     income tax  purposes  was  $134,722,105.  Net  unrealized  depreciation  of
     securities was $383,702,  consisting of gross  unrealized  appreciation and
     depreciation of $1,290,566 and $1,674,268, respectively.

     During  the year ended  February  28,  1999,  the Fund paid  capital  gains
     distributions  (taxable as long-term  capital gains at 20%) to shareholders
     in the amount of $148,285 (unaudited).

     For corporate  shareholders  in the Fund, the percentage of dividend income
     distributed  for the period ended  February 28, 1999 which is designated as
     qualifying for the dividends-received deduction is 1.3% (unaudited).

                                                                             11
<PAGE>

FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------

STRONG INSTITUTIONAL BOND FUND
- --------------------------------------------------------------------------------
                                                             Year Ended
                                                     ---------------------------
                                                     Feb. 28,  Feb. 28, Dec. 31,
Selected Per-Share Data(a)                             1999     1998(b)   1997
- --------------------------------------------------------------------------------
Net Asset Value, Beginning of Period                  $11.18    $11.06   $10.00
Income From Investment Operations
  Net Investment Income                                 0.67      0.11     0.66
  Net Realized and Unrealized Gains on Investments      0.19      0.12     1.18
  ------------------------------------------------------------------------------
  Total from Investment Operations                      0.86      0.23     1.84
Less Distributions
  From Net Investment Income                           (0.68)    (0.11)   (0.66)
  In Excess of Net Investment Income                      --      0.00(c)    --
  From Net Realized Gains                              (0.24)       --    (0.12)
  ------------------------------------------------------------------------------
  Total Distributions                                  (0.92)    (0.11)   (0.78)
- --------------------------------------------------------------------------------
Net Asset Value, End of Period                        $11.12    $11.18   $11.06
================================================================================
Ratios and Supplemental Data
- --------------------------------------------------------------------------------
  Total Return                                         +7.9%     +2.1%   +18.9%
  Net Assets, End of Period (In Thousands)          $134,716   $56,564  $52,008
  Ratio of Expenses to Average Net Assets               0.4%      0.4%*    0.4%
  Ratio of Expenses to Average Net Assets
    Without Voluntary Waivers and Absorptions           0.4%      0.4%*    0.7%
  Ratio of Net Investment Income to Average Net Assets  6.0%      6.2%*    6.3%
  Portfolio Turnover Rate                             305.4%     68.1%   358.6%



  *  Calculated on an annualized basis
(a)  Information  presented  relates  to a share  of  capital  stock of the Fund
     outstanding for the entire period.
(b)  For the period from December 31, 1997 to February 28, 1998 (Note 1).
(c)  Amount calculated is less than $0.01.


See Notes to Financial Statements.



REPORT OF INDEPENDENT ACCOUNTANTS
- --------------------------------------------------------------------------------

To the Board of Directors of the Strong Institutional Funds, Inc.
and the Shareholders of the Strong Institutional Bond Fund

In our opinion, the accompanying statement of assets and liabilities,  including
the schedule of  investments,  and the related  statements of operations  and of
changes  in net assets  and the  financial  highlights  present  fairly,  in all
material respects, the financial position of Strong Institutional Bond Fund (the
"Fund") (one of the  portfolios  constituting  the Strong  Institutional  Funds,
Inc.) at February  28,  1999,  the results of its  operations  for the year then
ended,  the changes in its net assets and the financial  highlights for the year
ended  February 28, 1999,  the period from January 1, 1998 to February 28, 1998,
and for the year ended December 31, 1997, 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 audits 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 owned at February 28, 1999 by correspondence with the
custodians, provide a reasonable basis for the opinion expressed above.

PricewaterhouseCoopers LLP

Milwaukee, Wisconsin
April 7, 1999

12

<PAGE>

                                   DIRECTORS
                               Richard S. Strong
                                Willie D. Davis
                                Stanley Kritzik
                                Marvin E. Nevins
                                William F. Vogt

                                    OFFICERS
                    Richard S. Strong, Chairman of the Board
                         Mary F. Hoppa, Vice President
                        Thomas P. Lemke, Vice President
                        John S. Weitzer, Vice President
              Stephen J. Shenkenberg, Vice President and Secretary
                           Dana J. Russart, Treasurer

                               INVESTMENT ADVISOR
                        Strong Capital Management, Inc.
                   P.O. Box 2936, Milwaukee, Wisconsin 53201

                                  DISTRIBUTOR
                            Strong Investments, Inc.
                   P.O. Box 2936, Milwaukee, Wisconsin 53201

                                   CUSTODIAN
                          Firstar Bank Milwaukee, N.A.
                    P.O. Box 701, Milwaukee, Wisconsin 53201

                  TRANSFER AGENT AND DIVIDEND-DISBURSING AGENT
                        Strong Capital Management, Inc.
                   P.O. Box 2936, Milwaukee, Wisconsin 53201

                            INDEPENDENT ACCOUNTANTS
                           PricewaterhouseCoopers LLP
             100 East Wisconsin Avenue, Milwaukee, Wisconsin 53202

                                 LEGAL COUNSEL
                              Godfrey & Kahn, S.C.
               780 North Water Street, Milwaukee, Wisconsin 53202

<PAGE>

For a prospectus containing more complete information, including management fees
and  expenses,  please  call  1-800-368-1030.  Please read it  carefully  before
investing or sending  money.  This report does not  constitute  an offer for the
sale of securities. Strong Funds are offered for sale by prospectus only.


                             [PICTURE OF TELEPHONE]
                        To order a free prospectus kit,
                               CALL 1-800-368-1030

                         To learn more about our funds,
                          discuss an existing account,
                           or conduct a transaction,
                               CALL 1-800-368-3863
                               -------------------

                                  If you are a
                            Financial Professional,
                              CALL 1-800-368-1683



                    [PICTURE OF STRONG WEB SITE ON COMPUTER]
                                 Strong On-line
                               www.strongfunds.com




                                  [STRONG LOGO]

                                  STRONG FUNDS
                   P.O. Box 2936 o Milwaukee, Wisconsin 53201
                       Strong Investments, Inc. 11144C99                  



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission