UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) (X) ANNUAL REPORT PURSUANT TO SECTION 30-(a) AND (c) OF THE INVESTMENT COMPANY ACT OF 1940 AND SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 (FEE REQUIRED) For fiscal year ended December 31, 1997 ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) Commission file number 811-2563 ASSOCIATION FOR INVESTMENT IN UNITED STATES GUARANTEED ASSETS, INC. (Exact name of registrant as specified in its charter) Maryland 13-2812598 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 9 Old Kings Highway South 06820 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (203) 662-7600 Securities registered pursuant to Section 12(b) of the Act: Name of Each Exchange on Title of Each Class Which Registered None None Securities registered pursuant to Section 12(g) of the Act: None (Title of Class) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendments to this Form 10-K. {X} State the aggregate market value of the voting stock held by nonaffiliates of the registrant. None As of March 26, 1997 the registrant has authorized and issued 250,000 shares of common stock, $1.00 par value, which is owned entirely by Huntoon Hastings Capital Corp. its parent. Documents Incorporated By Reference Portion of Series 28 Prospectus dated July 11, 1997 are incorporated by reference into Part I. Index to Exhibits, Financial Statements and Schedules appear on page 17. PART I Item 1. Business The business of the registrant is the investment of net proceeds derived from the original sale of face-amount certificates to the public, and includes maintenance of reserves and deposits of assets to cover certificate liabilities, and selection and management of its investments. Further particulars of the business carried on by the registrant are contained on pages 1 through 9 of the Prospectus herein incorporated by reference. The Company employs 4 officers, 4 directors. Of the directors, 2 were officers of the Company. For related party information, refer to Note 5 of the Notes to Financial Statements. Item 2. Properties None Item 3. Legal Proceedings None Item 4. Submission of Matters to a Vote of Security Holders None 2 PART II Item 5. Market for the Registrant's Common Stock and Related Security Holder Matters a) Common stock: refer to Item 12 b)Face amount certificates: Number of Holders at December 31, 1997 Series 28 257 Series 28I 1 Item 6. Selected Financial Data 1997 1996 1995 1994 1993 ------------ ------------ ------------ ------------ ------------ Investment income $ 1,695,277 $ 1,638,569 $ 1,681,622 $ 1,483,314 $ 1,448,175 Investment expenses 109,449 169,922 158,877 157,415 156,477 Provision for certificate reserves 1,231,261 1,189,455 1,251,309 1,070,114 1,049,987 Net income 208,858 164,458 158,994 149,404 159,529 Total assets $35,037,649 $33,798,197 $32,412,633 $31,336,938 $30,126,901 Item 7. Management's Discussion and Analysis of the Results of Operations and Financial Condition 1997 versus 1996 The Company's primary portfolio investment policy was one of investing in U.S. Government or Government guaranteed short-term securities. Rates and yields on these securities were approximately the same as those prevailing in 1996. The income from this source resulted in a yield on unborrowed reserves for 1997 of 4.61% versus 4.50% in 1996. Reflecting an increase in the rates of return, the provision for certificate reserves in 1997 was higher then 1996. 1996 versus 1995 The Company's primary portfolio investment policy was one of investing in U.S. Government or Government guaranteed short-term securities. Rates and yields on these securities were approximately the same as those prevailing in 1995. The Association availed itself of the provisions of its Order of Exemption and made short-term secured loans at the prime rate to affiliated companies, however, these loans were significantly lower than in 1995, resulting in an overall decrease in earnings on investments. The income from these two sources resulted in a yield on unborrowed reserves for 1996 of 4.50% versus 6.12% in 1995. Reflecting a decrease in the rates of return, the provision for certificate reserves in 1996 was proportionately lower than 1995. 3 Liquidity The liquidity of the investment portfolio is an important concern of the fund's management. Loans under the Order of Exemption are of short-term duration, and the average maturity of the investments in U.S. Government Treasury Bills is three (3) months. Capital Resources The Association continues to meet the minimum capital requirements for a face-amount certificate company as specified by law. Additional capital is not required for the current or future operations of the company. 4 Independent Auditors' Report Board of Directors and Security Holders Association for Investment in United States Guaranteed Assets, Inc. We have audited the accompanying balance sheets of Association for Investment in United States Guaranteed Assets, Inc. as of December 31, 1997 and 1996 and the related statements of income, retained earnings and cash flows for each of the years in the three year period ended December 31, 1997. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards 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. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Association for Investment in United States Guaranteed Assets, Inc. as of December 31, 1997 and 1996 and the results of its operations and its cash flows for each of the years in the three year period ended December 31, 1997, in conformity with generally accepted accounting principles. Bridgeport, Connecticut Dworken, Hillman, LaMorte & Sterczala, P.C. February 11, 1998 5 ASSOCIATION FOR INVESTMENT IN UNITED STATES GUARANTEED ASSETS, INC. BALANCE SHEETS December 31, 1997 and 1996 Assets 1997 1996 ----------- ----------- Qualified assets (Note 2): Cash $ 18,184 $ 13,195 Investments in U.S. Treasury Bills, at cost which approximates market 6,944,367 7,068,716 Certificates loans, secured by applicable certificate reserves (Note 3) 27,639,163 26,359,464 Loans to affiliates under Order of Exemption (Note 5) 14,173 1,801 Receivable for accrued interest (Note 5) 421,762 355,021 ---------- ---------- $35,037,649 $33,798,197 ---------- ---------- ---------- ---------- Liabilities and Shareholder's Equity Certificate reserves (Note 3): Reserves to mature: Series 28, fully paid certificates (Note 5) $30,122,784 $28,960,222 Series 28I, installment certificates 7,579 7,241 Reserve for additional credits 4,327,211 4,258,850 ---------- ---------- 34,457,574 33,226,313 Current liabilities, exclusive of certificate reserve liabilities: Unearned interest on certificate holders' loans 76,685 67,559 Accrued expenses, taxes and other 73,881 93,674 ---------- ---------- 34,608,140 33,387,546 ---------- ---------- Shareholder's equity: Common stock, par value $1 per share, authorized, issued and outstanding 250,000 shares 250,000 250,000 Capital in excess of par value 1,000 1,000 Retained earnings 178,509 159,651 ------------ ----------- 429,509 410,651 ------------ ----------- $35,037,649 $33,798,197 ------------ ----------- ------------ ----------- See notes to financial statements. 6 ASSOCIATION FOR INVESTMENT IN UNITED STATES GUARANTEED ASSETS, INC. STATEMENTS OF INCOME Years Ended December 31, 1997, 1996 and 1995 1997 1996 1995 ----------- ----------- ----------- Investment income: Interest income: (Note 5) Investments $ 367,483 $ 370,457 $ 473,888 Certificate loans 1,327,277 1,268,112 1,207,734 --------- --------- --------- 1,695,277 1,638,569 1,681,622 --------- --------- --------- Investment expenses: Officer's salary 49,269 69,333 104,000 Consulting 31,500 Professional fees 17,694 26,977 10,750 Custodial fees 19,058 16,000 16,000 Printing, promotion and telephone 8,156 8,286 8,553 Directors' fees 8,000 8,000 10,000 Payroll taxes 4,065 3,778 5,575 Miscellaneous 3,207 6,048 3,999 ------------ ------------ ------------ 109,449 169,922 158,877 ------------ ------------ ------------ Net investment income 1,585,828 1,468,647 1,522,745 Provision for certificate reserves (Notes 3 and 5) 1,231,261 1,189,455 1,251,309 ----------- ----------- ----------- Income before income taxes 354,567 279,192 271,436 Income taxes (Note 4) 145,709 114,734 112,442 ------------ ------------ ------------ Net income $ 208,858 $ 164,458 $ 158,994 =========== =========== ============ See notes to financial statements. 7 ASSOCIATION FOR INVESTMENT IN UNITED STATES GUARANTEED ASSETS, INC. STATEMENTS OF RETAINED EARNINGS Years Ended December 31, 1997, 1996 and 1995 1997 1996 1995 ---------- ---------- ----------- Balance, beginning $159,651 $ 15,193 $ 6,199 Add net income 208,828 164,458 158,994 Deduct cash dividends on common stock ( 190,000) ( 20,000) ( 150,000) --------- ---------- ---------- Balance, ending $178,509 $159,651 $ 15,193 ======== ======== ========== See notes to financial statements. 8 ASSOCIATION FOR INVESTMENT IN UNITED STATES GUARANTEED ASSETS, INC. STATEMENTS OF CASH FLOWS Years Ended December 31, 1997, 1996 and 1995 1997 1996 1995 ------------- ------------ ------------- Cash flows from operating activities: Net income $ 208,858 $ 164,458 $ 158,994 Adjustments to reconcile net income to net cash provided by operating activities: Provision for certificate reserves 1,231,261 1,189,455 1,251,309 Change in assets and liabilities: (Increase) in accrued interest ( 66,741) ( 245,328) ( 92,806) Increase in unearned interest 9,126 8,593 9,117 Increase (decrease) in accrued expenses ( 19,793) 43,058 ( 193,725) ------------- ------------ ------------- Net cash provided by operating activities 1,362,711 1,160,236 1,132,889 ------------- ------------ ------------- Cash flows from investing activities: Proceeds from sale and maturity of investments 13,193,368 14,327,107 13,325,270 Purchase of investments ( 13,069,019) ( 16,260,497) ( 11,555,103) (Increase) decrease in loans to affiliates ( 12,372) 2,019,396 ( 1,512,726) Disbursements for certificate loans ( 1,279,699) ( 1,255,768) ( 1,250,819) ------------- ------------ ------------- Net cash used in investing activities ( 1,167,722) ( 1,169,762) ( 993,378) ------------- ------------ ------------- Cash flows from financing activities: Cash dividends paid ( 190,000) ( 20,000) ( 150,000) ------------- ------------ -------------- Net cash used in financing activities ( 190,000) ( 20,000) ( 150,000) ------------- ------------ -------------- Net increase (decrease) in cash 4,989 ( 29,526) ( 10,489) Cash, beginning 13,195 42,721 53,210 ------------- ------------ -------------- Cash, ending $ 18,184 $ 13,195 $ 42,721 ============= ============ ============== Supplemental disclosures of cash flows information: Cash payment for income taxes $ 98,266 $ 80,000 $ 105,000 ============== ============= ============= See notes to financial statements. 9 ASSOCIATION FOR INVESTMENT IN UNITED STATES GUARANTEED ASSETS, INC. NOTES TO FINANCIAL STATEMENTS Years Ended December 31, 1997, 1996 and 1995 1. Nature of business and significant accounting policies: Nature of business: The Company is an issuer of Series 28 Face amount certificates. The Company is a wholly-owned subsidiary of Huntoon Hastings Capital Corp. ("Parent"). The Company's financial statements are prepared in accordance with generally accepted accounting principles and comply with Section 28 of the Investment Company Act of 1940. Use of estimates: Management uses estimates and assumptions in preparing these financial statements in accordance with generally accepted accounting principles. Those estimates and assumptions affect the reported amount of assets and liabilities, the disclosure of contingent assets and liabilities, and reported revenue and expenses. Actual results could vary from the estimates that were used. Valuation of qualified assets: Qualified assets are stated at cost, except for United States Treasury Bills which are stated at amortized cost which approximates market value. An allowance for loss will be provided if evidence indicates a permanent decline in the underlying value and earning power of individual securities. Income recognition: Security transactions are recorded on the trade date. Interest income is recorded when earned. Discounts on United States Treasury Bills are amortized over the terms of the securities to which they apply. Unearned interest on certificate loans is amortized on a straight-line basis over the life of the loan. Provision for certificate reserves: Certificate reserves accrue at the rate of 3 1/2% compounded annually. In addition, at the end of each fiscal year of the Company, each certificate upon which all payments including all installments, have been made will receive "additional credits" calculated on the earnings attributable to the invested reserves. Borrowed reserves are not eligible for additional credits. 10 ASSOCIATION FOR INVESTMENT IN UNITED STATES GUARANTEED ASSETS, INC. NOTES TO FINANCIAL STATEMENTS (Continued) Years Ended December 31, 1997, 1996 and 1995 1. Nature of business and significant accounting policies (continued): Cash: For the purposes of the Statement of Cash Flows, the Company considers investments with original maturities of three months or less to be a cash equivalent. The Company maintains its cash in bank deposit accounts which, at times, may exceed federally insured limits. The Company believes it is not exposed to any significant credit risk on cash and cash equivalents. Fair value of financial instruments: The carrying amount of cash, investments in U.S. Treasury Bills, accounts, loans and other receivables, loans payable and trade payables approximates fair value because of the short maturity of those instruments. The carrying amount of Certificate Loans approximates fair value because these loans are secured by related Certificate Reserves. The carrying amount of Certificate Reserves approximates fair value because under the terms of the Certificates, a holder can sell their certificates at any time for its carrying amount. 2. Qualified assets: Under the provisions of its certificates and the Investment Company Act of 1940, at December 31, 1997, the Company was required to have qualified assets (as that term is defined in Section 28 (b) of the Act), of $34,707,574. As shown in the accompanying balance sheet, the Company had qualified assets of $35,037,649. Pursuant to the requirements of the Investment Company Act of 1940, "Qualified Assets" are to be maintained on deposit with First Union Bank under a "Depository Agreement" to meet certificate reserve requirements of $34,457,574, at December 31, 1997. Assets on deposit as of December 31, 1997 are as follows: Cash $ 18,184 United States Treasury Bills 6,944,367 Certificate loans, secured by certificate reserves 27,639,163 Loans to affiliates under Order of Exemption secured by United States guaranteed financial instruments 14,173 ------- $34,615,887 ----------- ----------- 11 ASSOCIATION FOR INVESTMENT IN UNITED STATES GUARANTEED ASSETS, INC. NOTES TO FINANCIAL STATEMENTS (Continued) Years Ended December 31, 1997, 1996 and 1995 3. Certificate reserves: Reserves maintained on outstanding certificates have been computed in accordance with the provisions of the certificates and Section 28 of the Investment Company Act of 1940. The total gross rate of accumulation on Series 28 and 28I certificates for 1997 was 4.61%. Gross rates of accumulation on certificate reserves were as follows: 1997 1996 1995 ---------------------------- ---------------------------- -------------------------- Annual Gross Annual Gross Annual Gross Total Rates of Total Rates of Total Rates of Reserves Accumulation Reserves Accumulation Reserves Accumulation -------- ------------ -------- ------------ -------- ---------- Reserves to mature: Series 28 $30,122,784 3.50% $28,960,222 3.50% $27,839,168 3.50% Series 28I 7,579 3.50% 7,241 3.50% 6,889 3.50% Additional credits on Series 28 and 28I certificates 4,327,211 1.11% 4,258,850 1.00% 4,190,800 2.62% ------------- ------------- ------------- $34,457,574 $33,226,313 $32,036,857 =========== =========== =========== 4. Income taxes: The Company files a consolidated federal income tax return with its parent and affiliates. The tax liability is allocated to the Company on a separate-return basis. The provision for income taxes is composed of the following for the years ended December 31, 1997, 1996 and 1995: 1997 1996 1995 ---------- ---------- ---------- Federal $107,593 $ 84,721 $ 81,906 State 38,116 30,013 30,536 ---------- ---------- ---------- $145,709 $114,734 $112,442 ======== ======== ======== 12 ASSOCIATION FOR INVESTMENT IN UNITED STATES GUARANTEED ASSETS, INC. NOTES TO FINANCIAL STATEMENTS (Continued) Years Ended December 31, 1997, 1996 and 1995 4. Income taxes (continued): 1997 1996 1995 -------- --------- --------- Computed "expected" federal tax expense $120,553 $ 94,925 $ 92,288 Increase in taxes resulting from state income taxes, net of federal benefit 25,156 19,809 20,154 ---------- ---------- ---------- Actual tax expense $145,709 $114,734 $112,442 ======== ======== ======== 5. Related party transactions: AtDecember 31, 1997, the Parent owned certificates with an aggregate cost of $26,109,000 ($23,762,000 in 1996) and had a related loan balance of $25,574,000 ($23,276,000 for 1996) with accrued interest of $398,000 ($343,800 for 1996). During 1997, the Company made certificate reserve provisions of approximately $879,000 ($827,500 and $854,000 for 1996 and 1995, respectively) and recorded earned interest of $1,226,200 ($1,158,500 and $897,000 for 1996 and 1995, respectively), both, pertaining to the affiliate's certificates and loans. Under the Order of Exemption granted by the Securities and Exchange Commission, during 1997, 1996 and 1995 the Association made short-term loans to affiliates of the Company, secured by FHA mortgages. Interest earned on these loans, charged at a rate equal to the prime rate, amounted to $0, $4,400 and $162,000 during 1997, 1996 and 1995, respectively. The affiliate has borne all operational expenses of the Company, other than those set forth in the statements of income. 6. Year 2000 compliance: The Company is evaluating its computer software systems for compliance with issues related to the year 2000. Management anticipates that the Company's systems will be fully compliant by the end of 1998. The costs associated with this are not expected to have a material impact on the Company's financial position or results of operations. 7. Subsequent event: Subsequent to year end, the Parent entered into an agreement to sell 100% of the Company's stock to an affiliated company, USGI Holdings, Inc. 13 Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosures NONE 14 PART III Item 10. Directors and Executive officers of the Registrant Name ---- Directors Age Position with registrant --------- --- ------------------------ William C. Gow 67 Chairman of Board of Directors from July 14, 1980 to present Chester T. Smith, Jr. 66 Chairman of Board of Directors from March 20, 1979 to July 14, 1980 and President and Director since March 20, 1979 Joseph B. Breen 67 President to March 19, 1979, Director since March 12, 1975 Edward J. Martin 60 Director since February 6, 1976 Each director's present term of office expires March 1, 1998. Executive Officers - ------------------ Chester T. Smith, Jr. 66 President since March 20, 1979 and Chairman of Board of Directors from March 20, 1979 to July 14, 1980 William C. Gow 67 Chairman of Board of Directors from July 14, 1980 to present Glenn J. Reinardy 53 Secretary since June 1, 1982 Marcie Gow Pajolek 40 Vice President since August 8, 1991 Business Experience - ------------------- Chester T. Smith, Jr. Vice-Chairman Huntoon Hastings Capital Corp. April 1995 to present. President of First Sentinel Securities Ltd. from April 1979 to present. William C. Gow Chairman of Huntoon Hastings Capital Corp. from August 1992 to July 1997 and First Sentine Securities, Ltd. From July 1980 to present. 15 PART III (CONTINUED) Business Experience (Continued) - ------------------------------- Glenn J. Reinardy President of Huntoon Hastings Capital Corp. from July 1992 to present. Marcie Gow Pajolek Vice President of Association for Investment in United States Guaranteed Assets, Inc. from June 1990 to present. Joseph B. Breen Practicing attorney and partner of the law firm of Emmet, Marvin & Martin, former counsel and Senior Vice President of Merrill Lynch Commercial Real Estate, Inc. Edward J. Martin Practicing attorney and partner of the law firm of Reid & Priest from June 1994 to present. Item 11. Executive Compensation (a) Executive Compensation The following table lists all compensation paid or accrued by the Company to its chief executive officer and vice president for each of the three years in the period ended December 31, 1997. No other executive officers of the Company received annual salary or bonus during this period. SUMMARY COMPENSATION TABLE Annual Compensation ------------------------------------------ Salary/ Other Annual Name and Principal Position Year Consulting Compensation --------------------------- ---- ------------- ------------ Chester T. Smith, Jr. President 1996 $ 69,333 $2,000 1995 104,000 2,000 Marcie Gow Pajolek 1997 $49,269 None 1996 31,500 None Other annual compensation is directors' fees (b) Compensation of Directors All directors of the Company are paid an annual fee, which for 1997 was $2,000 per director. 16 PART III (CONTINUED) (a) Current Remuneration. (Continued) (2) All Officers and Directors. All officers and directors of the registrant as a group, stating the number of persons in the group without naming them. Salaries, Fees Number Capacities Directors' Fees, of Persons in Which Commissions in Group Served and Bonuses --------- ---------- ---------------- 4 Director $ 8,000 1 Officer 49,269 (b) Incentive and compensation plans and arrangements. None (c) Stock purchase plans, profit-sharing and thrift plans. None Item 12. Security Ownership of Certain Beneficial Owners and Management. The registrant has authorized and issued 250,000 shares of common stock, 1.00 par value, which are owned entirely by its parent, Huntoon Hastings Capital Corp., 9 Old Kings Highway South, Darien Connecticut 06820. (1) (2) (3) Title of Beneficially Percent Class Owned of Class -------- ------------ -------- Common Stock, no par value 250,000 100% Item 13. Certain Relationships and Related Transactions. For related party information, refer to Note 5 of the Notes to Financial Statements. 17 PART IV Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K (a) 1. Financial Statements included in Part II, Item 8, of this report: Independent Auditor's Report Balance Sheets, December 31, 1997 and 1996 Statements of Income, Years Ended December 31, 1997, 1996 and 1995 Statements of Retained Earnings, Years Ended December 31, 1997, 1996 and 1995 Statements of Cash Flows, Years Ended December 31, 1997, 1996 and 1995 (a) 2. Financial Statements Schedules: Independent Auditor's Report on Financial Statement Schedule Schedule VI - Certificate Reserves All other schedules are omitted because they are not applicable or the required information is shown in the financial statements or the notes thereto. (a) 3. Exhibits 3 - Articles of Incorporation of By-Laws. The articles of incorporation and by-laws, incorporated by reference, were previously filed as an exhibit to Form N-8B-4 filed on March 13, 1975, as amended on May 29, 1975. - Series 28 Prospectus dated July 11, 1997 (b) Reports on Form 8-K NONE 18 Independent Auditors' Report on Financial Statement Schedule Board of Directors and Security Holders Association for Investment in United States Guaranteed Assets, Inc. Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule VI is presented for purposes of complying with the Securities and Exchange Commission's rules and is not a part of the basic financial statements. This schedule has been subjected to the auditing procedures applied in our audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Bridgeport, Connecticut Dworken, Hillman, LaMorte & Sterczala, P.C. February 11, 1998 19 ASSOCIATION FOR INVESTMENT IN UNITED STATES GUARANTEED ASSETS, INC. SCHEDULE VI - CERTIFICATE RESERVES December 31, 1997 Description Balance, January 1, 1997 Additions Deductions Balance, December 31, 1997 - -------------------- -------------------------------- ------------------------ ---------- --------------------------------- Yield to Number of Number of Maturity on Accounts Reserve Cash Accounts an annual With Amount of Charge to payments by Surrender With Amount of Payment Certificate Maturity Amount of Profit and Certificate Prior to Certificate Maturity Amount of Series Basis Holders Value Reserves Loss Holders Maturity Holders Value Reserves ------ ----------- ----------- -------- -------- ---------- ----------- --------- ---------- --------- ------- Paid up certificate - Series 28 283 $34,399,980 $28,960,222 $1,162,562 $ $ 257 $34,399,980 $30,122,784 Installment basis - Series 28I 1 9,480 7,241 338 1 9,480 7,579 Additional credits: Series 28 N/A 4,255,780 68,165 N/A N/A 4,323,945 Series 28I N/A 3,070 196 N/A N/A 3,266 ----- ----------- ----------- --------- -------- -------- ----- ---------- --------- 284 $34,409,460 $33,226,313 $1,231,261 $ $ 258 $34,409,460 $34,457,574 ----- ----------- ----------- --------- -------- -------- ----- ---------- --------- ----- ----------- ----------- --------- -------- -------- ----- ---------- --------- 20 SIGNATURES Pursuant to the requirements of Section 30(a) and (c) of the Investment Company Act of 1940 and pursuant to Section 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Date: ------------ ASSOCIATION FOR INVESTMENT IN UNITED STATES GUARANTEED ASSETS, INC. ----------------------------- Registrant ----------------------------- Chester T. Smith, Jr. President Pursuant to the requirements of the Investment Company Act of 1940 and pursuant to the Securities and Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By: Director Date: March 1998 ---------------------------------------------------------- --------------- By: Director Date: March 1998 ---------------------------------------------------------- --------------- By: Director Date: March 1998 ---------------------------------------------------------- ---------------