EVERGREEN EQUITY TRUST /DE/
497, 1997-12-08
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PROSPECTUS
                                                              November 10, 1997
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Evergreen Specialty Growth and
Balanced Funds
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Evergreen Balanced Fund
 
CLASS A SHARES
 
CLASS B SHARES
 
CLASS C SHARES
 
         The Evergreen Balanced Fund (the "Fund") seeks to provide  shareholders
with current income.
 
         This Prospectus provides information regarding the Class A, Class B and
Class C shares  offered  by the  Fund.  The Fund is a  diversified  series of an
open-end,  management  investment  company.  This  Prospectus sets forth concise
information  about the Fund  that a  prospective  investor  should  know  before
investing. The address of the Fund is 200 Berkeley Street, Boston, Massachusetts
02116.
 
         A Statement of Additional  Information  for the Fund dated November 10,
1997, as supplemented  from time to time, has been filed with the Securities and
Exchange  Commission and is incorporated by reference  herein.  The Statement of
Additional  Information provides information regarding certain matters discussed
in this Prospectus and other matters which may be of interest to investors,  and
may be obtained without charge by calling the Fund at (800) 343-2898.  There can
be no  assurance  that the  investment  objective  of the Fund will be achieved.
Investors are advised to read this Prospectus carefully.
 
         An  investment  in the Fund is not a deposit or obligation of any bank,
is not  endorsed or  guaranteed  by any bank,  and is not  insured or  otherwise
protected by the U.S. government, the Federal Deposit Insurance Corporation, the
Federal  Reserve  Board,  or any other  government  agency  and  involves  risk,
including the possible loss of principal.
 
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND 
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES 
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE 
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS 
A CRIMINAL OFFENSE. 
 
                   Keep This Prospectus For Future Reference
 

 
                               TABLE OF CONTENTS
 
EXPENSE INFORMATION                    3 
FINANCIAL HIGHLIGHTS                   4 
DESCRIPTION OF THE FUND                4 
Investment Objective and Policies      4 
Investment Practices and Restrictions  4 
ORGANIZATION AND SERVICE PROVIDERS     9 
Organization                           9 
Service Providers                      9 
Distribution Plans and Agreements     10 
PURCHASE AND REDEMPTION OF SHARES  11 
How to Buy Shares                  11 
How to Redeem Shares               14 
Exchange Privilege                 15 
Shareholder Services               16 
Banking Laws                       17 
OTHER INFORMATION                  17 
Dividends, Distributions and Taxes 17 
General Information                18 
                                       2
 

 
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                              EXPENSE INFORMATION
 
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         The table and examples  below are designed to help you  understand  the
various expenses that you will bear, directly or indirectly,  when you invest in
the Fund.  Shareholder  transaction  expenses are fees paid  directly  from your
account when you buy or sell shares of the Fund.

<TABLE>
<CAPTION>

                                                                                          Class A    Class B  Class C  
                                                                                           Shares    Shares   Shares   
- ----------------------------------------------------------------------------------------- ---------- -------- -------- 
SHAREHOLDER TRANSACTION EXPENSES                                                                     
<S>                                                                                         <C>       <C>      <C>           
Maximum Sales Charge Imposed on Purchases (as a % of offering price)                        4.75%     None     None    
Maximum Sales Charge Imposed on Reinvested Dividends (as a % of offering price)              None     None     None    
Maximum Contingent Deferred Sales Charge (as a % of original purchase price or redemption                              
proceeds, whichever is lower)                                                                None(1)    5%(2)    1%(2) 
</TABLE>
 
         Annual operating  expenses reflect the normal operating expenses of the
Fund,  and include costs such as  management,  distribution  and other fees. The
table below shows the Fund's estimated annual operating  expenses for the fiscal
period  ending  March  31,  1998.  The  examples  show what you would pay if you
invested  $1,000  over the  periods  indicated.  The  examples  assume  that you
reinvest all of your dividends and that the Fund's average annual return will be
5%. The examples are for illustration purposes only and should not be considered
a representation of past or future expenses or annual return.  The Fund's actual
expenses and returns will vary.  For a more complete  description of the various
costs and expenses borne by the Fund see "Organization and Service Providers."
 
                          Class A Class B Class C 
                          ------- ------- ------- 
ANNUAL OPERATING EXPENSES         
Management Fees              .45%    .45%    .45% 
12b-1 Fees(3)                .25%   1.00%   1.00% 
Other Expenses               .27%    .27%    .27% 
                          ------- ------- ------- 
Total                        .97%   1.72%   1.72% 
                          ======= ======= ======= 
 
                                    Examples
 
               Assuming Redemption at   Assuming no   
                   End of Period         Redemption   
              ----------------------- --------------- 
              Class A Class B Class C Class B Class C 
              ------- ------- ------- ------- ------- 
After 1 Year      $57     $67     $27     $17     $17 
After 3 Years     $77     $84     $54     $54     $54 
 
(1) Investments of $1 million or more are not subject to a front-end sales 
    charge, but may be subject to a contingent deferred sales charge upon 
    redemption within one year after the month of purchase. 
(2) The deferred sales charge on Class B shares declines from 5% to 1% on 
    amounts redeemed within six years after the month of purchase. The deferred 
    sales charge on Class C shares is 1% on amounts redeemed within one year 
    after the month of purchase. No sales charge is imposed on redemptions made 
    thereafter. See "Purchase and Redemption of Shares" for more information. 
(3) Long-term shareholders may pay more than the economic equivalent front-end 
    sales charges permitted by the National Association of Securities Dealers, 
    Inc. 
                                       3
 

 
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                              FINANCIAL HIGHLIGHTS
 
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         As  of  the  date  of  this  Prospectus  the  Fund  had  not  commenced
operations. Consequently, no financial highlights are currently available.
 
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                            DESCRIPTION OF THE FUND
 
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INVESTMENT OBJECTIVE AND POLICIES
 
         The Fund seeks current income.
 
         The Fund's investment  objective is  nonfundamental;  as a result,  the
Fund may change its  objective  without a  shareholder  vote.  The Fund has also
adopted  certain  fundamental  investment  policies which are mainly designed to
limit the Fund's  exposure to risk. The Fund's  fundamental  policies  cannot be
changed without a shareholder vote. See the Statement of Additional  Information
("SAI")  for  more  information  regarding  the  Fund's  fundamental  investment
policies or other related  investment  policies.  There can be no assurance that
the Fund's investment objective will be achieved.
 
         Principal  Investments and Investment  Policies.  The Fund invests in a
combination of equity and debt securities  chosen  primarily for their potential
for current income and  secondarily,  to the extent  consistent  with the Fund's
investment  objective,  for their potential for capital  appreciation.  The Fund
normally  emphasizes  securities  having a liberal current yield consistent with
investment  quality on which the interest or dividend  payments  are  considered
reasonably secure. Under normal  circumstances,  the Fund maintains at least 25%
of its total assets in fixed  income  senior  securities.  The Fund will invest,
under  normal  circumstances,  at  least  50%  of its  total  assets  in  equity
securities.  The  Fund may  invest  in any type of  security,  including  bonds,
debentures and income obligations as well as common and preferred stocks.
 
         Debt securities,  which include both secured and unsecured obligations,
will, at the time of investment,  be rated within the four highest categories by
Standard  & Poor's  Ratings  Group  ("S&P")  (AAA,  AA, A and BBB),  by  Moody's
Investors Service ("Moody's") (Aaa, Aa, A and Baa), by Fitch Investors Services,
L.P.  ("Fitch") (AAA, AA, A and BBB), or if not rated or rated under a different
system,  will be of comparable quality to obligations so rated, as determined by
the Fund's investment adviser.
 
         Other  Eligible  Investments.  The  Fund  may also  invest  in  limited
partnerships,  including master limited partnerships,  and in foreign securities
(up to 25% of its  assets).  The Fund may also invest up to 25% of its assets in
high yield,  high risk bonds and similar  securities of United States (U.S.) and
foreign  issuers having a rating range of BB to CCC by S&P or Fitch and/or Ba to
Caa by Moody's, or if unrated or rated under a different system, believed by the
Fund's investment adviser to be of comparable quality.
 
         The  Fund's  debt   securities   may  include  zero  coupon  bonds  and
payment-in-kind securities ("PIKs").
 
         The  Fund may  invest  in  certain  types  of  derivative  instruments,
including   mortgage-related   securities,   such  as  collateralized   mortgage
obligations, and enter into interest rate transactions, such as "swaps," "caps,"
and  "floors."  These  vehicles  can also be  combined  to create  more  complex
products called hybrid derivatives or structured securities.
 
         The Fund also may invest, for temporary defensive purposes,  up to 100%
of its assets in short-term  obligations.  Such  obligations  may include master
demand notes,  commercial  paper and notes,  bank  deposits and other  financial
institution obligations.
 
         In addition to the investment  policies  detailed  above,  the Fund may
employ  certain  additional   investment   strategies  which  are  discussed  in
"Investment Practices and Restrictions."
 
INVESTMENT PRACTICES AND RESTRICTIONS
 
         Risk Factors.  Bond prices move inversely to interest  rates,  i.e., as
interest  rates decline the values of the bonds  increase,  and vice versa.  The
longer  the  maturity  of a bond,  the  greater  the  exposure  to market  price
fluctuations.  The same market  factors are  reflected in the share price or net
asset  value of bond funds which will vary with  interest  rates.  In  addition,
certain  of the  obligations  in which the Fund may invest  may be  variable  or
floating  rate  instruments,  which may involve a conditional  or  unconditional
demand feature, and may include variable amount master demand notes. While these
types of  instruments  may, to a certain  degree,  offset the risk to  principal
associated with rising interest rates,  they would not be expected to appreciate
in a falling interest rate environment.
 
         Below-Investment  Grade  Bonds.  Below-investment  grade bonds have low
ratings,  and a degree  of doubt  surrounds  the  safety of  investment  and the
ability of the issuer to continue interest payments. These bonds are also called
"high risk, high yield" bonds or "junk" bonds.  Junk bonds are usually backed by
issuers  of less  proven  or  questionable  financial  strength.  Compared  with
higher-grade  bonds,  issuers  of junk bonds are more  likely to face  financial
problems  and to be  materially  affected by those  problems.  As a result,  the
ability of issuers of junk bonds to pay  interest and  principal  is  uncertain.
Moreover,  the  junk  bond  market  may  react  strongly  to real  or  perceived
unfavorable news about an issuer or the economy. If a junk bond issuer defaults,
the bond will lose some or all of its value.
 
         Zero  Coupon  Bonds  and  PIKs.  Zero  coupon  bonds  and PIKs  involve
additional risks. Zero coupon bonds and PIKs do not require the periodic payment
of interest.  PIKs are debt obligations that provide that the issuer may, at its
option,  pay  interest on such bonds in cash or in the form of  additional  debt
obligations. Such investments may experience greater fluctuation in value due to
changes in interest  rates than debt  obligations  that pay interest  currently.
Even though these  investments do not pay current  interest in cash, the Fund is
nonetheless  required by tax laws to accrue interest income on such  investments
and to distribute such amounts,  at least annually,  to shareholders.  Thus, the
Fund could be required at times to liquidate investments in order to fulfill its
intention to distribute substantially all of its net income as dividends.
 
         Downgrades. If any security invested in by the Fund loses its rating or
has its rating reduced after the Fund has purchased it, the Fund is not required
to sell or otherwise dispose of the security, but may consider doing so.
 
         Repurchase Agreements.  The Fund may invest in repurchase agreements. A
repurchase  agreement  is an  agreement  by which the Fund  purchases a security
(usually  U.S.  government  securities)  for cash  and  obtains  a  simultaneous
commitment from the seller (usually a bank or  broker/dealer)  to repurchase the
security at an agreed-upon price and specified future date. The repurchase price
reflects an agreed-upon interest rate for the time period of the agreement.  The
Fund's risk is the inability of the seller to pay the  agreed-upon  price on the
delivery date. However, this risk is tempered by the ability of the Fund to sell
the  security in the open market in the case of a default.  In such a case,  the
Fund may incur costs in  disposing  of the security  which would  increase  Fund
expenses. The Fund's investment adviser will monitor the creditworthiness of the
firms with which the Fund enters into repurchase agreements.
 
         Reverse  Repurchase  Agreements.   The  Fund  may  enter  into  reverse
repurchase  agreements.  A reverse  repurchase  agreement is an agreement by the
Fund to sell a security and  repurchase  it at a specified  time and price.  The
Fund could lose money if the market  values of the  securities  it sold  decline
below their repurchase prices. Reverse repurchase agreements may be considered a
form of  borrowing,  and,  therefore,  a form of leverage.  Leverage may magnify
gains or losses of the Fund.
 
         When-Issued,  Delayed-Delivery and Forward Commitment Transactions. The
Fund may enter into  transactions  whereby it commits to buying a security,  but
does not pay for or take delivery of the security  until some  specified date in
the  future.  The value of these  securities  is subject  to market  fluctuation
during this period and no income  accrues to the Fund until  settlement.  At the
time of  settlement,  a  when-issued  security  may be  valued  at less than its
purchase price.  When entering into these  transactions,  the Fund relies on the
other party to consummate  the  transaction;  if the other party fails to do so,
the Fund may be disadvantaged.
 
         Securities  Lending.  To generate income and offset expenses,  the Fund
may lend securities to broker-dealers and other financial institutions. Loans of
securities  by the Fund may not  exceed  30% of the  value of the  Fund's  total
assets.  While securities are on loan, the borrower will pay the Fund any income
accruing on the security.  Also,  the Fund may invest any collateral it receives
in additional securities. Gains or losses in the market value of a lent security
will affect the Fund and its  shareholders.  When the Fund lends its securities,
it runs the risk that it could not  retrieve  the  securities  on a timely basis
possibly  losing the  opportunity to sell the  securities at a desirable  price.
Also,  if the borrower  files for  bankruptcy or becomes  insolvent,  the Fund's
ability to dispose of the securities may be delayed.
 
         Investing in Securities  of Other  Investment  Companies.  The Fund may
invest in the  securities of other  investment  companies.  As a shareholder  of
another  investment  company,  the  Fund  would  pay its  portion  of the  other
investment  company's  expenses.  These  expenses  would be in  addition  to the
expenses that the Fund  currently  bears  concerning  its own operations and may
result in some duplication of fees.   

                                       5

          Borrowing. The Fund may borrow from banks in an amount up to 331/3% of
its total assets, taken at market value. The Fund may only borrow as a temporary
measure for  extraordinary or emergency  purposes such as the redemption of Fund
shares.  The Fund will not purchase  securities while borrowings are outstanding
except to exercise prior commitments and to exercise  subscription  rights.  The
Fund does not intend to leverage.
 
         Illiquid Securities. The Fund may invest up to 15% of its net assets in
illiquid  securities  and other  securities  which are not  readily  marketable.
Repurchase  agreements with  maturities  longer than seven days will be included
for the purpose of the foregoing 15% limit. The inability of the Fund to dispose
of illiquid investments readily or at a reasonable price could impair the Fund's
ability to raise cash for redemptions or other purposes.
 
         Restricted  Securities.  The Fund may invest in restricted  securities,
including  securities  eligible  for  resale  pursuant  to Rule  144A  under the
Securities Act of 1933 (the "1933 Act"). Generally, Rule 144A establishes a safe
harbor from the  registration  requirements  of the 1933 Act for resale by large
institutional  investors of securities not publicly traded in the United States.
The Fund's investment  adviser  determines the liquidity of Rule 144A securities
according to guidelines and procedures  adopted by the Fund's Board of Trustees.
The Board of Trustees  monitors the  investment  adviser's  application of those
guidelines and procedures. Securities eligible for resale pursuant to Rule 144A,
which the  Fund's  investment  adviser  has  determined  to be liquid or readily
marketable, are not subject to the 15% limit on illiquid securities.
 
         Options  and  Futures.  The Fund may  engage  in  options  and  futures
transactions.  Options and futures  transactions are intended to enable the Fund
to manage market, interest rate or exchange rate risk, and the Fund does not use
these transactions for speculation or leverage.
 
         The Fund may attempt to hedge all or a portion of its portfolio through
the  purchase of both put and call  options on their  portfolio  securities  and
listed put options on financial futures contracts for portfolio securities.  The
Fund may also purchase call options on financial futures contracts. The Fund may
also write  covered  call  options  on its  portfolio  securities  to attempt to
increase its current income. The Fund will maintain its positions in securities,
option rights,  and segregated  cash subject to puts and calls until the options
are exercised,  closed,  or have expired.  An option  position may be closed out
only on an exchange which provides a secondary  market for an option of the same
series.
 
         The Fund may  write  (i.e.,  sell)  covered  call and put  options.  By
writing a call option,  the Fund becomes obligated during the term of the option
to deliver the  securities  underlying  the option upon  payment of the exercise
price. By writing a put option,  the Fund becomes  obligated  during the term of
the option to purchase  the  securities  underlying  the option at the  exercise
price  if  the  option  is  exercised.   The  Fund  also  may  write   straddles
(combinations  of covered puts and calls on the same underlying  security).  The
Fund may only write  "covered"  options.  This means that so long as the Fund is
obligated as the writer of a call option, it will own the underlying  securities
subject to the option or, in the case of call  options on U.S.  Treasury  bills,
the Fund might own  substantially  similar U.S. Treasury bills. The Fund will be
considered "covered" with respect to a put option it writes if, so long as it is
obligated as the writer of the put option,  it deposits and  maintains  with its
custodian  in a  segregated  account  liquid  assets  having a value equal to or
greater than the exercise price of the option.
 
         The  principal  reason for  writing  call or put  options is to obtain,
through a receipt of premiums,  a greater  current return than would be realized
on the underlying  securities  alone. The Fund receives a premium from writing a
call or put option which it retains  whether or not the option is exercised.  By
writing  a call  option,  the  Fund  might  lose the  potential  for gain on the
underlying  security  while the option is open,  and by writing a put option the
Fund might become obligated to purchase the underlying  securities for more than
their current market price upon exercise.
 
         A futures contract is a firm commitment by two parties: the seller, who
agrees to make  delivery of the specific  type of  instrument  called for in the
contract  ("going  short"),  and the buyer,  who agrees to take  delivery of the
instrument  ("going  long") at a certain time in the future.  Financial  futures
contracts  call for the  delivery  of  particular  debt  instruments  issued  or
guaranteed by the U.S. Treasury or by specified agencies or instrumentalities of
the U.S.  government.  If the  Fund  enters  into  financial  futures  contracts
directly to hedge its holdings of fixed income  securities,  it would enter into
contracts to deliver  securities at an undetermined  price (i.e., "go short") to
protect  itself  against  the  possibility  that the prices of its fixed  income
securities may decline during the Fund's  anticipated  holding period.  The Fund
would agree to purchase securities in the future at a predetermined price (i.e.,
"go long") to hedge against a decline in market interest rates.
 
         The Fund may also  enter  into  currency  and other  financial  futures
contracts  and write options on such  contracts.  The Fund intends to enter into
such  contracts and related  options for hedging  purposes.  The Fund will enter
into futures on  securities,  currencies,  or index-based  futures  contracts in
order to hedge  against  changes in  interest or  exchange  rates or  securities
prices. A futures contract on securities or currencies is an agreement to buy or
sell securities or currencies during a designated month at whatever price exists
at that time.  A futures  contract  on a  securities  index does not involve the
actual  delivery  of  securities,  but  merely  requires  the  payment of a cash
settlement  based on changes  in the  securities  index.  The Fund does not make
payment or deliver securities upon entering into a futures contract. Instead, it
puts down a margin deposit, which is adjusted to reflect changes in the value of
the contract and which remains in effect until the contract is terminated.

                                       6
 
         The Fund may sell or  purchase  currency  and other  financial  futures
contracts.  When a  futures  contract  is sold by the  Fund,  the  profit on the
contract  will  tend to rise  when the  value of the  underlying  securities  or
currencies  declines and to fall when the value of such securities or currencies
increases.  Thus, the Fund sells futures contracts in order to offset a possible
decline in the profit on its securities or currencies.  If a futures contract is
purchased  by the  Fund,  the value of the  contract  will tend to rise when the
value of the underlying  securities or currencies increases and to fall when the
value of such securities or currencies declines.
 
         The Fund may enter into closing purchase and sale transactions in order
to terminate a futures contract and may buy or sell put and call options for the
purpose of closing out its options  positions.  The Fund's ability to enter into
closing  transactions  depends on the  development  and  maintenance of a liquid
secondary  market.  There is no assurance  that a liquid  secondary  market will
exist for any particular contract or at any particular time. As a result,  there
can be no  assurance  that the Fund  will be able to  enter  into an  offsetting
transaction  with respect to a particular  contract at a particular time. If the
Fund is not able to enter into an offsetting transaction, the Fund will continue
to be required to maintain  the margin  deposits on the contract and to complete
the contract  according to its terms,  in which case the Fund would  continue to
bear market risk on the transaction.
 
         Risk  Characteristics  of Options  and  Futures.  Although  options and
futures transactions are intended to enable the Fund to manage market, exchange,
or interest rate risks, these investment devices can be highly volatile, and the
Fund's use of them can result in poorer  performance  (i.e.,  the Fund's returns
may be reduced).  The Fund's attempt to use such investment  devices for hedging
purposes  may not be  successful.  Successful  futures  strategies  require  the
ability to predict  future  movements in securities  prices,  interest rates and
other  economic  factors.  When the Fund uses  financial  futures  contracts and
options on financial futures contracts as hedging devices,  there is a risk that
the prices of the  securities  subject to the  financial  futures  contracts and
options on financial  futures  contracts  may not correlate  perfectly  with the
prices of the securities in the Fund's  portfolio.  This may cause the financial
futures contract and any related options to react to market changes  differently
than the portfolio securities.  In addition, the Fund's investment adviser could
be incorrect in its  expectations and forecasts about the direction or extent of
market factors,  such as interest rates,  securities price movements,  and other
economic  factors.  Even if the Fund's  investment  adviser  correctly  predicts
interest rate  movements,  a hedge could be unsuccessful if changes in the value
of the Fund's futures position did not correspond to changes in the value of its
investments.  In these events,  the Fund may lose money on the financial futures
contracts or the options on financial futures contracts.  It is not certain that
a secondary market for positions in financial  futures  contracts or for options
on  financial  futures  contracts  will exist at all times.  Although the Fund's
investment  adviser will  consider  liquidity  before  entering  into  financial
futures  contracts  or  options  on  financial  futures  contracts,  there is no
assurance  that a liquid  secondary  market on an  exchange  will  exist for any
particular  financial futures contract or option on a financial futures contract
at any particular  time. The Fund's ability to establish and close out financial
futures contracts and options on financial futures contract positions depends on
this  secondary  market.  If the Fund is unable to close out its position due to
disruptions  in the market or lack of liquidity,  the Fund may lose money on the
futures contract or option, and the losses to the Fund could be significant.
 
         Derivatives.  Derivatives are financial  contracts whose value is based
on an underlying  asset,  such as a stock or a bond,  or an underlying  economic
factor, such as an index or an interest rate.
 
         The Fund may  invest  in  derivatives  only if the  expected  risks and
rewards are consistent with its objectives and policies.
 
         Losses from  derivatives  can  sometimes be  substantial.  This is true
partly  because  small price  movements  in the  underlying  asset can result in
immediate  and  substantial  gains or  losses  in the  value of the  derivative.
Derivatives can also cause the Fund to lose money if the Fund fails to correctly
predict the  direction  in which the  underlying  asset or economic  factor will
move.
 
         Foreign  Investments.  Foreign securities may involve additional risks.
Specifically,  they  may be  affected  by the  strength  of  foreign  currencies
relative to the U.S. dollar, or by political or economic developments in foreign
countries.   Accounting  procedures  and  government  supervision  may  be  less
stringent than those  applicable to U.S.  companies.  There may be less publicly
available information about a foreign company than about a U.S. company. Foreign
markets may be less liquid or more volatile than U.S. markets and may offer less
protection to investors.  It may also be more  difficult to enforce  contractual
obligations  abroad  than  would be the case in the  United  States  because  of
differences in the legal systems.  Foreign  securities may be subject to foreign
taxes,  which may reduce yield,  and may be less marketable than comparable U.S.
securities.  All these factors are considered by the Fund's  investment  adviser
before making any of these types of investments.

                                       7
 
         Investing  in  securities  of issuers  in  emerging  markets  countries
involves  exposure  to  economic  systems  that are  generally  less  mature and
political  systems  that are  generally  less  stable  than  those of  developed
countries. In addition, investing in companies in emerging markets countries may
also  involve  exposure to national  policies  that may restrict  investment  by
foreigners  and  undeveloped   legal  systems   governing  private  and  foreign
investments  and private  property.  The typically small size of the markets for
securities issued by companies in emerging markets countries and the possibility
of a low or nonexistent volume of trading in those securities may also result in
a lack of liquidity and in price volatility of those securities.
 
         Foreign Currency Transactions.  As discussed above, the Fund may invest
in securities of foreign issuers.  When the Fund invests in foreign  securities,
they usually will be denominated in foreign currencies, and the Fund temporarily
may hold funds in foreign  currencies.  Thus,  the value of Fund  shares will be
affected by changes in exchange rates.
 
         As one way of managing exchange rate risk, in addition to entering into
currency futures  contracts,  the Fund may enter into forward currency  exchange
contracts  (agreements to purchase or sell  currencies at a specified  price and
date).  The exchange rate for the  transaction  (the amount of currency the Fund
will deliver or receive when the contract is  completed)  is fixed when the Fund
enters into the  contract.  The Fund usually will enter into these  contracts to
stabilize the U.S.  dollar value of a security it has agreed to buy or sell. The
Fund intends to use these contracts to hedge the U.S. dollar value of a security
it already owns, particularly if the Fund expects a decrease in the value of the
currency in which the foreign  security is  denominated.  Although the Fund will
attempt to benefit  from using  forward  contracts,  the  success of its hedging
strategy will depend on the investment  adviser's ability to predict  accurately
the future exchange rates between foreign  currencies and the U.S.  dollar.  The
value of the Fund's investments denominated in foreign currencies will depend on
the relative strength of those currencies and the U.S. dollar,  and the Fund may
be  affected  favorably  or  unfavorably  by  changes in the  exchange  rates or
exchange  control  regulations  between foreign  currencies and the U.S. dollar.
Changes  in  foreign  currency  exchange  rates  also may  affect  the  value of
dividends  and  interest  earned,  gains  and  losses  realized  on the  sale of
securities  and net  investment  income and gains,  if any, to be distributed to
shareholders by the Fund.  Although the Fund does not currently intend to do so,
the Fund may also purchase and sell options related to foreign  currencies.  The
Fund does not intend to enter into foreign currency transactions for speculation
or leverage.
 
         Interest  Rate  Transactions  (Swaps,  Caps,  and Floors).  If the Fund
enters into interest rate swap, cap or floor  transactions,  it expects to do so
primarily for hedging purposes,  which may include preserving a return or spread
on a particular  investment or portion of its portfolio or protecting against an
increase in the price of securities the Fund  anticipates  purchasing at a later
date.  The  Fund  does not  currently  intend  to use  these  transactions  in a
speculative manner.
 
         Interest rate swaps involve the exchange by the Fund with another party
of their respective commitments to pay or receive interest (e.g., an exchange of
floating rate payments for fixed rate  payments).  Interest rate caps and floors
are similar to options in that the  purchase  of an  interest  rate cap or floor
entitles the  purchaser,  to the extent that a specified  index  exceeds (in the
case of a cap) or falls below (in the case of a floor) a predetermined  interest
rate,  to  receive  payments  of  interest  on a  contractually-based  principal
("notional")  amount from the party selling the interest rate cap or floor.  The
Fund may  enter  into  interest  rate  swaps,  caps,  and  floors  on  either an
asset-based or liability-based  basis,  depending upon whether it is hedging its
assets or liabilities,  and will usually enter into interest rate swaps on a net
basis (i.e.,  the two payment streams are netted out, with the Fund receiving or
paying, as the case may be, only the net amount of the two payments).
 
         The swap market has grown  substantially in recent years,  with a large
number of banks and investment  banking firms acting as principals and as agents
utilizing  standardized  swap  documentation.  As a result,  the swap market has
become more established and relatively  liquid.  Caps and floors are less liquid
than swaps.  These transactions also involve the delivery of securities or other
underlying assets and principal.  Accordingly, the risk of loss to the Fund from
interest  rate  transactions  is limited to the net amount of interest  payments
that the Fund is contractually obligated to make.
 
                                       8
 
         Mortgage-Backed  Securities.  A mortgage-backed  security represents an
interest  in a "pool"  of  commercial  or  residential  mortgages.  Payments  of
interest and principal  made by the  individual  borrowers on the mortgages that
underlie the  securities  are passed through to the Fund. The Fund may invest in
mortgage-backed securities and other complex asset backed securities,  including
collateralized mortgage obligations and stripped mortgage-backed securities.
 
         Early  repayment of the mortgages  underlying the securities may expose
the Fund to a lower rate of return when it reinvests the principal.  The rate of
prepayments will affect the price and volatility of the mortgage-backed security
and may have the effect of shortening or extending the effective maturity beyond
what the Fund anticipated at the time of purchase.
 
         Like other debt securities,  changes in interest rates generally affect
the value of a  mortgage-backed  security.  Additionally,  some  mortgage-backed
securities  may be  structured  so that they may be  particularly  sensitive  to
interest rates and difficult to predict.
 
         Structured  Securities.  Structured  securities  represent interests in
entities  organized  and operated  solely for the purpose of  restructuring  the
investment  characteristics  of sovereign debt obligations or foreign government
securities.  This type of restructuring involves the deposit with or purchase by
an entity,  such as a corporation or trust,  of specified  instruments  (such as
commercial  bank loans or Brady Bonds) and the issuance by that entity of one or
more classes of structured  securities backed by, or representing  interests in,
the underlying  instruments.  The cash flow on the underlying instruments may be
apportioned  among the newly issued  structured  securities to create securities
with different investment  characteristics  such as varying maturities,  payment
priorities  and interest  rate  provisions,  and the extent of the payments made
with  respect to  structured  securities  is dependent on the extent of the cash
flow on the underlying  instruments.  Because  structured  securities  typically
involve no credit enhancement, their credit risk generally will be equivalent to
that of the underlying  instruments.  Structured securities of a given class may
be either  subordinated  or  unsubordinated  to the right of  payment of another
class.  Subordinated  structured  securities  typically  have higher  yields and
present greater risks than unsubordinated structured securities.
 
- -------------------------------------------------------------------------------
 
                       ORGANIZATION AND SERVICE PROVIDERS
 
- -------------------------------------------------------------------------------
 
ORGANIZATION
 
         Fund  Structure.   The  Fund  is  an  investment  pool,  which  invests
shareholders'  money toward a specified goal. In technical  terms, the Fund is a
diversified  series  of  an  open-end,  management  investment  company,  called
Evergreen  Equity Trust (the  "Trust").  The Trust is a Delaware  business trust
organized on September 17, 1997.
 
         Board of Trustees.  The Trust is supervised by a Board of Trustees that
is responsible for representing the interests of shareholders. The Trustees meet
periodically  throughout the year to oversee the Fund's  activities,  reviewing,
among other things, the Fund's performance and its contractual arrangements with
various service providers.
 
         Shareholder  Rights.  All  shareholders  participate  in dividends  and
distributions  from the Fund's  assets and have equal  voting,  liquidation  and
other rights.  Shareholders may exchange shares as described under  "Exchanges,"
but will have no other preference,  conversion,  exchange or preemptive  rights.
When issued and paid for, shares will be fully paid and nonassessable. Shares of
the Fund are redeemable,  transferable and freely assignable as collateral.  The
Fund may establish additional classes or series of shares.
 
         The Fund  does not hold  annual  shareholder  meetings;  the Fund  may,
however,  hold  special  meetings  for such  purposes  as  electing  or removing
Trustees,  changing  fundamental  policies  and  approving  investment  advisory
agreements  or  12b-1  plans.  In  addition,  the  Fund is  prepared  to  assist
shareholders  in  communicating  with one another for the purpose of convening a
meeting to elect  Trustees.  If any matters are to be voted on by  shareholders,
each share owned as of the record date for the meeting  would be entitled to one
vote for each dollar of net asset value applicable to each share.
 
SERVICE PROVIDERS
 
         Investment  Adviser.  The  investment  adviser to the Fund is  Keystone
Investment  Management Company  ("Keystone").  Keystone has provided  investment
advisory and management  services to investment  companies and private  accounts
since it was  organized  in 1932.  Keystone is an indirect  subsidiary  of First
Union National Bank ("FUNB").  FUNB is a subsidiary of First Union  Corporation.
Both FUNB and First Union  Corporation  are located at 201 South College Street,
Charlotte,   North  Carolina   28288-0630.   First  Union  Corporation  and  its
subsidiaries  provide a broad range of  financial  services to  individuals  and
businesses throughout the United States.

                                       9
 
         The Fund pays Keystone a fee,  calculated on an annual basis,  equal to
1.5% of gross  divided and  interest  income of the Fund plus 0.60% of the first
$100,000,000  of the aggregate  net asset value of the shares of the Fund,  plus
0.55% of the next $100,000,000,  plus 0.50% of the next $100,000,000, plus 0.45%
of the next $100,000,000, plus 0.40% of the next $100,000,000, plus 0.35% of the
next $500,000,000, plus 0.30% of amounts over $1,000,000,000, computed as of the
close of business each business day and paid monthly.
 
         Portfolio  Manager.  The  Portfolio  Manager  of  the  Fund  is  Walter
McCormick.  Mr.  McCormick  is a  Keystone  Senior  Vice  President  and  Senior
Portfolio  Manager  with  more  than  27  years  of  experience  in  equity  and
fixed-income  investing.  Mr. McCormick has served as a balanced fund manager at
Keystone since 1984 and as a growth and income fund manager since 1987.
 
         Transfer Agent and Dividend Disbursing Agent. Evergreen Service Company
("ESC"),  200 Berkeley Street,  Boston,  Massachusetts 02116, acts as the Fund's
transfer agent and dividend  disbursing agent. ESC is an indirect,  wholly-owned
subsidiary of First Union Corporation.
 
         Custodian.  State Street Bank and Trust Company, P.O. Box 9021, Boston,
Massachusetts 02205-9827 acts as the Fund's custodian.
 
         Principal   Underwriter.   Evergreen   Distributor,   Inc.  ("EDI"),  a
subsidiary of The BISYS Group,  Inc., located at 125 West 55th Street, New York,
New York 10019, is the principal underwriter of the Fund.
 
DISTRIBUTION PLANS AND AGREEMENTS
 
         Distribution  Plans. The Fund's Class A, Class B and Class C shares pay
for the expenses  associated with the  distribution of such shares  according to
distribution  plans adopted pursuant to Rule 12b-1 under the Investment  Company
Act of 1940 (the "1940 Act") (each a "Plan" or collectively the "Plans").  Under
the   Plans,   the  Fund  may   incur   distribution-related   and   shareholder
servicing-related  expenses  which are based  upon a  maximum  annual  rate as a
percentage of the Fund's average daily net assets  attributable to the Class, as
follows:
 
Class A shares 0.75% (currently limited to 0.25%) 
Class B shares 1.00%                              
Class C shares 1.00%                              
 
         Of the amount that each Class may pay under its respective  Plan, up to
0.25% may constitute a service fee to be used to compensate organizations, which
may  include  the Fund's  investment  adviser or its  affiliates,  for  personal
services  rendered  to  shareholders   and/or  the  maintenance  of  shareholder
accounts.  The Fund may not pay any  distribution  or  service  fees  during any
fiscal  period in excess of the amounts set forth above.  Amounts paid under the
Distribution  Agreements are used to compensate the Fund's distributor  pursuant
to the Distribution Agreements entered into by the Fund.
 
         Distribution  Agreements.  The Fund has also entered into  distribution
agreements (each a "Distribution  Agreement" or collectively  the  "Distribution
Agreements")  with EDI. Pursuant to the Distribution  Agreements,  the Fund will
compensate  EDI for its services as  distributor  based upon the maximum  annual
rate as a percentage of the Fund's average daily net assets  attributable to the
Class, as follows:
 
Class A shares 0.25% 
Class B shares 1.00% 
Class C shares 1.00% 
 
         The Distribution  Agreements provide that EDI will use the distribution
fee  received  from the Fund for payments (1) to  compensate  broker-dealers  or
other  persons  for  distributing  shares of the Fund,  including  interest  and
principal  payments made in respect of amounts paid to  broker-dealers  or other
persons  that  have  been  financed  (EDI  may  assign  its  rights  to  receive
compensation  under the  Plans to  secure  such  financings),  (2) to  otherwise
promote the sale of shares of the Fund,  and (3) to  compensate  broker-dealers,
depository  institutions  and  other  financial   intermediaries  for  providing
administrative,  accounting  and  other  services  with  respect  to the  Fund's
shareholders.  FUNB or its  affiliates  may finance the payments  made by EDI to
compensate  broker-dealers or other persons for distributing shares of the Fund.

                                       10
 
 
         In the event  the Fund  acquires  the  assets  of other  mutual  funds,
compensation paid to EDI under the Distribution Agreements may be paid by EDI to
the distributors of the acquired funds or their predecessors.
 
         Since  EDI's  compensation  under the  Distribution  Agreements  is not
directly  tied to the  expenses  incurred  by EDI,  the  amount of  compensation
received by EDI under the Distribution Agreements during any year may be more or
less than its actual  expenses  and may result in a profit to EDI.  Distribution
expenses  incurred  by  EDI  in  one  fiscal  year  that  exceed  the  level  of
compensation  paid to EDI for  that  year  may be paid  from  distribution  fees
received from the Fund in subsequent fiscal years.
 
- -------------------------------------------------------------------------------
 
                       PURCHASE AND REDEMPTION OF SHARES
 
- -------------------------------------------------------------------------------
 
HOW TO BUY SHARES
 
         You may purchase  shares of the Fund through  broker-dealers,  banks or
other financial  intermediaries,  or directly through EDI. In addition,  you may
purchase  shares of the Fund by  mailing  to the  Fund,  c/o  Evergreen  Service
Company,  P.O.  Box  2121,  Boston,   Massachusetts   02106-2121,   a  completed
Application   and  a  check  payable  to  the  Fund.   You  may  also  telephone
1-800-343-2898  to  obtain  the  number of an  account  to which you can wire or
electronically  transfer  funds and then send in a  completed  Application.  The
minimum initial investment is $1,000, which may be waived in certain situations.
Subsequent  investments  in any amount may be made by check,  by wiring  federal
funds, by direct deposit or by an electronic funds transfer.
 
         There is no minimum amount for subsequent  investments.  Investments of
$25  or  more  are  allowed  under  the  Systematic  Investment  Plan.  See  the
Application for more  information.  Only Class A, Class B and Class C shares are
offered  through this  Prospectus.  (See "General  Information-Other  Classes of
Shares.")
 
         Class A  Shares-Front-End  Sales Charge  Alternative.  You may purchase
Class A shares of the Fund at net asset  value plus an initial  sales  charge on
purchases  under  $1,000,000.  You may  purchase  $1,000,000  or more of Class A
shares without a front-end sales charge;  however,  a contingent  deferred sales
charge  ("CDSC")  equal  to  the  lesser  of 1% of  the  purchase  price  or the
redemption value will be imposed on shares redeemed during the month of purchase
and the 12-month period following the month of purchase. The schedule of charges
for Class A shares is as follows:
 
                              Initial Sales Charge
 
                                                   Commission to       
                   As a % of the                   Dealer/Agent        
                     Net Amount   As a % of the      as a % of         
                      Invested   Offering Price   Offering Price       
                   ------------- -------------- ---------------------- 
AMOUNT OF PURCHASE 
Less than $50,000      4.99%         4.75%          4.25%                      
$ 50,000-$ 99,999      4.71%         4.50%          4.25%                      
$100,000-$249,999      3.90%         3.75%          3.25%                      
$250,000-$499,999      2.56%         2.50%          2.00%                      
$500,000-$999,999      2.04%         2.00%          1.75%                      
                                                    1.00% of the amount        
                                                    invested up to $2,999,999; 
                                                    .50% of the amount         
                                                    invested over $2,999,999,  
                                                    up to $4,999,999; and      
                                                    .25% of the excess over    
$1,000,000 or more     None          None           $4,999,999                 
 
         No front-end  sales charges are imposed on Class A shares  purchased by
(a)  institutional  investors,  which may  include  bank trust  departments  and
registered  investment  advisers;   (b)  investment  advisers,   consultants  or
financial  planners  who place  trades for their own accounts or the accounts of
their clients and who charge such clients a management,  consulting, advisory or
other fee; (c) clients of  investment  advisers or financial  planners who place
trades for their own accounts if the  accounts are linked to the master  account
of  such  investment  advisers  or  financial  planners  on  the  books  of  the
broker-dealer  through whom shares are purchased;  (d) institutional  clients of
broker-dealers,  including  retirement and deferred  compensation  plans and the
trusts used to fund these plans,  which place trades through an omnibus  account
maintained  with the Fund by the  broker-dealer;  (e)  shareholders of record on
October 12, 1990 in any series of  Evergreen  Investment  Trust in  existence on
that date, and the members of their immediate families;  (f) current and retired
employees of FUNB and its affiliates,  EDI and any  broker-dealer  with whom EDI
has entered  into an  agreement  to sell shares of the Fund,  and members of the
immediate  families of such employees;  (g) and upon the initial  purchase of an
Evergreen fund by investors  reinvesting  the proceeds from a redemption  within
the preceding thirty days of shares of other mutual funds,  provided such shares
were  initially  purchased  with a front-end  sales charge or subject to a CDSC.
Certain  broker-dealers  or other  financial  institutions  may  impose a fee on
transactions in shares of the Fund.
 
                                       11

         Class A shares may also be purchased at net asset value by corporate or
certain  other  qualified   retirement   plans  or  a   non-qualified   deferred
compensation plan or a Title I tax sheltered annuity or TSA plan sponsored by an
organization having 100 or more eligible employees, or a TSA plan sponsored by a
public education entity having 5,000 or more eligible employees.
 
         In  connection  with sales made to plans of the type  described  in the
preceding  sentence EDI will pay  broker-dealers  and others  concessions at the
rate of 0.50% of the net asset value of the shares purchased. These payments are
subject to reclaim in the event the shares are  redeemed  within  twelve  months
after purchase.
 
         When Class A shares are sold, EDI will normally retain a portion of the
applicable  sales  charge  and pay the  balance  to the  broker-dealer  or other
financial  intermediary through whom the sale was made. EDI may also pay fees to
banks from sales  charges for services  performed on behalf of the  customers of
such banks in connection with the purchase of shares of the Fund. In addition to
compensation  paid at the time of sale,  entities  whose clients have  purchased
Class A shares may receive a trailing  commission  equal to 0.25% of the average
daily  net  asset  value on an  annual  basis  of  Class A shares  held by their
clients.  Certain  purchases  of Class A shares may qualify  for  reduced  sales
charges  in  accordance  with  the  Fund's  Concurrent   Purchases,   Rights  of
Accumulation,  Letter of  Intent,  certain  Retirement  Plans and  Reinstatement
Privilege.  Consult the Application for additional  information concerning these
reduced sales charges.
 
         Class B  Shares-Deferred  Sales  Charge  Alternative.  You may purchase
Class B shares at net asset value without an initial sales charge.  However, you
may pay a CDSC if you  redeem  shares  within  six  years  after  the  month  of
purchase. The amount of the CDSC (expressed as a percentage of the lesser of the
current net asset value or original  cost) will vary  according to the number of
years from the month of purchase of Class B shares as set forth below.
 
                                                                    CDSC  
Redemption Timing                                                 Imposed 
- ----------------------------------------------------------------- ------- 
Month of purchase and the first twelve-month period 
   following the month of purchase                                  5.00% 
Second twelve-month period following the month of purchase          4.00% 
Third twelve-month period following the month of purchase           3.00% 
Fourth twelve-month period following the month of purchase          3.00% 
Fifth twelve-month period following the month of purchase           2.00% 
Sixth twelve-month period following the month of purchase           1.00% 
No CDSC is imposed on amounts redeemed thereafter.                
 
         The CDSC is deducted from the amount of the  redemption  and is paid to
EDI. In the event the Fund acquires the assets of other mutual  funds,  the CDSC
may be paid by EDI to the distributors of the acquired funds. Class B shares are
subject to higher  distribution  and/or  shareholder  service  fees than Class A
shares for a period of seven years after the month of purchase  (after  which it
is expected  that they will convert to Class A shares  without  imposition  of a
front-end sales charge). The higher fees mean a higher expense ratio, so Class B
shares pay correspondingly  lower dividends and may have a lower net asset value
than Class A shares.  The Fund will not normally  accept any purchase of Class B
shares in the amount of $250,000 or more.
 
         At the  end of the  period  ending  seven  years  after  the end of the
calendar month in which the shareholder's  purchase order was accepted,  Class B
shares  will  automatically  convert  to Class A shares  and will no  longer  be
subject to the higher  distribution  and service fees imposed on Class B shares.
Such conversion will be on the basis of the relative net asset values of the two
Classes,  without the  imposition of any sales load,  fee or other  charge.  The
purpose of the  conversion  feature is to reduce the  distribution  services fee
paid by holders of Class B shares that have been outstanding long enough for the
Distributor to have been  compensated for the expenses  associated with the sale
of such shares.
 
         Class C Shares-Level-Load  Alternative. Class C shares are only offered
through  broker-dealers who have special  distribution  agreements with EDI. You
may purchase  Class C shares at net asset value without any initial sales charge
and, therefore, the full amount of your investment will be used to purchase Fund
shares. However, you will pay a 1.00% CDSC if you redeem shares during the month
of purchase and the 12-month period following the month of purchase.  No CDSC is
imposed on amounts redeemed thereafter. Class C shares incur higher distribution
and/or shareholder  service fees than Class A shares but, unlike Class B shares,
do not convert to any other class of shares of the Fund.  The higher fees mean a
higher expense ratio, so Class C shares pay correspondingly  lower dividends and
may have a lower net asset value than Class A shares. The Fund will not normally
accept any purchase of Class C shares in the amount of $500,000 or more. No CDSC
will be imposed on Class C shares  purchased  by  institutional  investors,  and
through  employee  benefit and savings  plans  eligible for the  exemption  from
front-end sales charges described under "Class A  Shares-Front-End  Sales Charge
Alternative"  above.  Broker-dealers  and other financial  intermediaries  whose
clients have purchased Class C shares may receive a trailing commission equal to
0.75% of the average  daily net asset  value of such  shares on an annual  basis
held by their  clients  more than one year from the date of  purchase.  Trailing
commissions  will  commence  immediately  with  respect to shares  eligible  for
exemption from the CDSC normally applicable to Class C shares.

                                       12
 
         Contingent Deferred Sales Charge.  Certain shares with respect to which
the Fund did not pay a commission on issuance,  including  shares  obtained from
dividend  or  distribution  reinvestment,  are not  subject to a CDSC.  Any CDSC
imposed  upon  the  redemption  of  Class  A,  Class B or  Class C  shares  is a
percentage  of the lesser of (1) the net asset  value of the shares  redeemed or
(2) the net asset value at the time of purchase of such shares.
 
         No CDSC is imposed on a  redemption  of shares of the Fund in the event
of: (1) death or disability of the shareholder; (2) a lump-sum distribution from
a 401(k) plan or other  benefit plan  qualified  under the  Employee  Retirement
Income  Security Act of 1974  ("ERISA");  (3) automatic  withdrawals  from ERISA
plans  if  the  shareholder  is  at  least  591/2  years  old;  (4)  involuntary
redemptions of accounts having an aggregate net asset value of less than $1,000;
(5) automatic  withdrawals  under the Systematic  Withdrawal Plan of up to 1.00%
per  month  of  the  shareholder's  initial  account  balance;  (6)  withdrawals
consisting  of loan  proceeds to a retirement  plan  participant;  (7) financial
hardship  withdrawals made by a retirement plan participant;  or (8) withdrawals
consisting of returns of excess contributions or excess deferral amounts made to
a retirement plan participant.
 
         The Fund may also sell  Class A, Class B or Class C shares at net asset
value without any initial sales charge or CDSC to certain  Directors,  Trustees,
officers and employees of the Fund,  Keystone,  FUNB, Evergreen Asset Management
Corp.  ("Evergreen Asset"), EDI and certain of their affiliates,  and to members
of the immediate  families of such persons,  to  registered  representatives  of
firms with dealer  agreements with EDI, and to a bank or trust company acting as
a trustee for a single account.
 
         How the Fund  Values Its  Shares.  The net asset value of each Class of
shares of the Fund is  calculated  by  dividing  the value of the  amount of the
Fund's net assets attributable to that Class by the number of outstanding shares
of that  Class.  Shares are valued  each day the New York  Stock  Exchange  (the
"Exchange")  is open as of the close of  regular  trading  (currently  4:00 p.m.
Eastern  time).  The  securities in the Fund are valued at their current  market
values  determined on the basis of market  quotations or, if such quotations are
not  readily  available,  such  other  methods  as the  Trustees  believe  would
accurately reflect fair value.  Non-dollar denominated securities will be valued
as of the close of the Exchange at the closing price of such securities in their
principal trading markets.
 
         General. The decision as to which Class of shares is more beneficial to
you  depends  on the amount of your  investment  and the length of time you will
hold it. If you are making a large  investment,  thus  qualifying  for a reduced
sales charge,  you might  consider  Class A shares.  If you are making a smaller
investment,  you might  consider  Class B shares since 100% of your  purchase is
invested immediately and since such shares will convert to Class A shares, which
incur lower ongoing  distribution  and/or shareholder  service fees, after seven
years.  If you are  unsure  of the time  period  of your  investment,  you might
consider  Class C shares since there are no initial sales charges and,  although
there is no conversion feature, the CDSC only applies to redemptions made during
the first year after the month of purchase.  Consult your financial intermediary
for further information.  The compensation received by broker-dealers and agents
may differ  depending  on whether  they sell Class A, Class B or Class C shares.
There is no size limit on purchases of Class A shares.
 
         In addition to the discount or commission paid to  broker-dealers,  EDI
may from time to time pay to broker-dealers  additional cash or other incentives
that are  conditioned  upon the sale of a  specified  minimum  dollar  amount of
shares of the Fund and/or other Evergreen  funds.  Such incentives will take the
form of payment for attendance at seminars, lunches, dinners, sporting events or
theater performances,  or payment for travel, lodging and entertainment incurred
in connection with travel by persons  associated with a broker-dealer  and their
immediate  family  members to urban or resort  locations  within or outside  the
United States.  Such a dealer may elect to receive cash incentives of equivalent
amount in lieu of such  payments.  EDI may also limit the  availability  of such
incentives  to  certain  specified  dealers.  EDI  from  time to  time  sponsors
promotions  involving First Union Brokerage Services,  Inc., an affiliate of the
Fund's  investment  adviser,  and  select  broker-dealers,   pursuant  to  which
incentives are paid,  including gift  certificates and payments in amounts up to
1% of the  dollar  amount of shares of the Fund  sold.  Awards  may also be made
based on the opening of a minimum  number of accounts.  Such  promotions are not
being made  available to all  broker-dealers.  Certain  broker-dealers  may also
receive  payments from EDI or the Fund's  investment  adviser over and above the
usual trail commissions or shareholder  servicing payments applicable to a given
Class of shares.

                                       13
 
         Additional Purchase Information.  As a condition of this offering, if a
purchase is canceled due to nonpayment  or because an investor's  check does not
clear,  the  investor  will be  responsible  for any loss the Fund or the Fund's
investment adviser incurs. If such investor is an existing shareholder, the Fund
may  redeem  shares  from an  investor's  account to  reimburse  the Fund or its
investment adviser for any loss. In addition, such investor may be prohibited or
restricted from making further purchases in any of the Evergreen funds. The Fund
will not accept  third  party  checks  other than those  payable  directly  to a
shareholder whose account has been in existence at least 30 days.
 
HOW TO REDEEM SHARES
 
         You may "redeem"  (i.e.,  sell) your shares in the Fund to the Fund for
cash at their  net  redemption  value on any day the  Exchange  is open,  either
directly  by  writing  to  the  Fund,   c/o  ESC,  or  through  your   financial
intermediary.  The amount you will  receive is the net asset value  adjusted for
fractions of a cent (less any applicable  CDSC) next  calculated  after the Fund
receives  your request in proper form.  Proceeds  generally  will be sent to you
within seven days.  However,  for shares recently  purchased by check,  the Fund
will not send proceeds until it is reasonably  satisfied that the check has been
collected  (which may take up to 15 days).  Once a  redemption  request has been
telephoned or mailed, it is irrevocable and may not be modified or canceled.
 
         Redeeming  Shares  Through Your Financial  Intermediary.  The Fund must
receive instructions from your financial  intermediary before 4:00 p.m. (Eastern
time) for you to receive that day's net asset value (less any applicable  CDSC).
Your  financial   intermediary  is  responsible  for  furnishing  all  necessary
documentation to the Fund and may charge you for this service. Certain financial
intermediaries  may require  that you give  instructions  earlier than 4:00 p.m.
(Eastern time).
 
         Redeeming Shares Directly by Mail or Telephone. Send a signed letter of
instruction or stock power form to the Fund,  c/o ESC, the  registrar,  transfer
agent  and  dividend-disbursing  agent  for the  Fund.  Stock  power  forms  are
available  from your financial  intermediary,  ESC, and many  commercial  banks.
Additional  documentation  is required  for the sale of shares by  corporations,
financial  intermediaries,  fiduciaries  and surviving  joint owners.  Signature
guarantees are required for all  redemption  requests for shares with a value of
more than $50,000. Currently, the requirement for a signature guarantee has been
waived on redemptions of $50,000 or less when the account  address of record has
been the same for a minimum  period  of 30 days.  The Fund and ESC  reserve  the
right to  withdraw  this  waiver  at any time.  A  signature  guarantee  must be
provided by a bank or trust  company (not a Notary  Public),  a member firm of a
domestic stock exchange or by other financial  institutions whose guarantees are
acceptable under the Securities Exchange Act of 1934 and ESC's policies.
 
         Shareholders  may redeem amounts of $1,000 or more (up to $50,000) from
their  accounts  by  calling  the  telephone  number on the  front  page of this
Prospectus  between  the hours of 8:00 a.m.  and 6:00 p.m.  (Eastern  time) each
business day (i.e., any weekday exclusive of days on which the Exchange or ESC's
offices are  closed).  The  Exchange is closed on New Years Day,  Martin  Luther
King, Jr. Day,  Presidents' Day, Good Friday,  Memorial Day,  Independence  Day,
Labor Day,  Thanksgiving  Day and Christmas Day.  Redemption  requests  received
after 4:00 p.m.  (Eastern  time)  will be  processed  using the net asset  value
determined on the next business day. Such  redemption  requests must include the
shareholder's account name, as registered with the Fund, and the account number.
During  periods  of  drastic  economic  or  market  changes,   shareholders  may
experience  difficulty in effecting telephone  redemptions.  If you cannot reach
the Fund by telephone, you should follow the procedures for redeeming by mail or
through a broker-dealer as set forth herein. The telephone redemption service is
not made available to shareholders  automatically.  Shareholders  wishing to use
the telephone  redemption  service must complete the appropriate  section on the
Application  and choose how the redemption  proceeds are to be paid.  Redemption
proceeds will either (1) be mailed by check to the shareholder at the address in
which the  account is  registered  or (2) be wired to an  account  with the same
registration as the shareholder's account in the Fund at a designated commercial
bank.

                                       14

 
         In order to insure that  instructions  received by ESC are genuine when
you  initiate  a  telephone  transaction,  you will be asked to  verify  certain
criteria  specific to your account.  At the conclusion of the  transaction,  you
will be  given  a  transaction  number  confirming  your  request,  and  written
confirmation  of your  transaction  will be mailed the next  business  day. Your
telephone  instructions  will be recorded.  Redemptions by telephone are allowed
only if the address and bank  account of record have been the same for a minimum
period  of 30  days.  The Fund  reserves  the  right  at any time to  terminate,
suspend,  or  change  the  terms  of any  redemption  method  described  in this
Prospectus, except redemption by mail, and to impose fees.
 
         Except as  otherwise  noted,  the Fund,  ESC,  and EDI will not  assume
responsibility for the authenticity of any instructions  received by any of them
from a shareholder in writing, over the Evergreen Express Line, or by telephone.
ESC will employ reasonable procedures to confirm that instructions received over
the Evergreen  Express Line or by telephone are genuine.  The Fund, ESC, and EDI
will not be liable  when  following  instructions  received  over the  Evergreen
Express Line or by telephone that ESC reasonably believes are genuine.
 
         Evergreen  Express Line. The Evergreen Express Line offers you specific
fund account  information and price and yield  quotations as well as the ability
to do account transactions,  including  investments,  exchanges and redemptions.
You may access the Evergreen Express Line by dialing toll free 1-800-346-3858 on
any touch-tone telephone, 24 hours a day, seven days a week.
 
         General. The sale of shares is a taxable transaction for federal income
tax purposes.  The Fund may  temporarily  suspend the right to redeem its shares
when:  (1) the  Exchange  is closed,  other than  customary  weekend and holiday
closings; (2) trading on the Exchange is restricted; (3) an emergency exists and
the Fund cannot dispose of its  investments or fairly  determine their value; or
(4) the Securities and Exchange  Commission ("SEC") so orders. The Fund reserves
the right to close an account  that through  redemption  has fallen below $1,000
and has  remained so for 30 days.  Shareholders  will  receive 60 days'  written
notice to increase the account  value to at least  $1,000  before the account is
closed.  The Fund has  elected to be  governed  by Rule 18f-1 under the 1940 Act
pursuant to which the Fund is obligated to redeem  shares  solely in cash, up to
the lesser of $250,000 or 1% of the Fund's  total net assets,  during any 90 day
period for any one shareholder.
 
EXCHANGE PRIVILEGE
 
         How to Exchange Shares. You may exchange some or all of your shares for
shares of the same class in the other  Evergreen  funds  through your  financial
intermediary,  by calling or  writing to ESC or by using the  Evergreen  Express
Line as described above. Once an exchange request has been telephoned or mailed,
it is irrevocable and may not be modified or canceled. Exchanges will be made on
the  basis of the  relative  net  asset  values  of the  shares  exchanged  next
determined after an exchange  request is received.  An exchange which represents
an initial  investment  in  another  Evergreen  fund is  subject to the  minimum
investment and suitability requirements of each fund.
 
         Each of the Evergreen  funds has different  investment  objectives  and
policies.  For  complete  information,  a  prospectus  of the fund into which an
exchange  will be made should be read prior to the exchange.  An exchange  order
must comply with the requirement  for a redemption or repurchase  order and must
specify  the dollar  value or number of shares to be  exchanged.  An exchange is
treated for federal  income tax purposes as a redemption  and purchase of shares
and may result in the  realization of a capital gain or loss.  Shareholders  are
limited  to five  exchanges  per  calendar  year,  with a  maximum  of three per
calendar quarter. This exchange privilege may be modified or discontinued at any
time by the Fund upon 60 days' notice to  shareholders  and is only available in
states in which shares of the fund being acquired may lawfully be sold.
 
         No CDSC will be imposed in the event shares are exchanged for shares of
the  same  class  of other  Evergreen  funds.  If you  redeem  shares,  the CDSC
applicable to the shares of the Evergreen fund originally  purchased for cash is
applied. Also, Class B shares will continue to age following an exchange for the
purpose of conversion to Class A shares and for the purpose of  determining  the
amount of the applicable CDSC.
 
         Exchanges  Through Your Financial  Intermediary.  The Fund must receive
exchange instructions from your financial intermediary before 4:00 p.m. (Eastern
time) for you to receive that day's net asset value. Your financial intermediary
is responsible  for furnishing all necessary  documentation  to the Fund and may
charge you for this service.
 
         Exchanges By Telephone and Mail. Exchange requests received by the Fund
after 4:00 p.m.  (Eastern  time)  will be  processed  using the net asset  value
determined  at the close of the next  business  day.  During  periods of drastic
economic or market changes,  shareholders may experience difficulty in effecting
telephone exchanges. 

                                       15
 
 
         You should follow the  procedures  outlined below for exchanges by mail
if you are unable to reach ESC by  telephone.  If you wish to use the  telephone
exchange  service you should indicate this on the  Application.  As noted above,
the Fund will employ reasonable  procedures to confirm that instructions for the
redemption  or exchange of shares  communicated  by  telephone  are  genuine.  A
telephone exchange may be refused by the Fund or ESC if it is believed advisable
to do so.  Procedures for exchanging Fund shares by telephone may be modified or
terminated at any time.  Written  requests for exchanges  should follow the same
procedures outlined for written redemption requests in the section entitled "How
to Redeem Shares;" however, no signature guarantee is required.
 
SHAREHOLDER SERVICES
 
         The  Fund  offers  the  following   shareholder   services.   For  more
information  about  these  services  or your  account,  contact  your  financial
intermediary,  ESC or  call  the  toll-free  number  on the  front  page of this
Prospectus. Some services are described in more detail in the Application.
 
         Systematic Investment Plan. Under a Systematic Investment Plan, you may
invest as little as $25 per month to purchase shares of the Fund with no minimum
initial investment required.
 
         Telephone  Investment  Plan. You may make  investments into an existing
account electronically in amounts of not less than $100 or more than $10,000 per
investment.  Telephone  investment requests received by 4:00 p.m. (Eastern time)
will be credited to a shareholder's account the day the request is received.
 
         Systematic  Withdrawal  Plan.  When an  account  of  $10,000 or more is
opened or when an existing account reaches that size, you may participate in the
Systematic   Withdrawal  Plan  by  filling  out  the  appropriate  part  of  the
Application.  Under this Plan,  you may receive  (or  designate a third party to
receive) a monthly or quarterly  fixed-withdrawal  payment in a stated amount of
at least $75 and as much as 1.0% per month or 3.0% per  quarter of the total net
asset value of the Fund shares in your  account  when the Plan was opened.  Fund
shares  will  be  redeemed  as  necessary  to  meet  withdrawal  payments.   All
participants must elect to have their dividends and capital gains  distributions
reinvested automatically.
 
         Investments  Through  Employee  Benefit  and  Savings  Plans.   Certain
qualified and  non-qualified  employee benefit and savings plans may make shares
of the Fund and the  other  Evergreen  funds  available  to their  participants.
Investments  made by such employee  benefit  plans may be exempt from  front-end
sales   charges  if  they  meet  the   criteria   set  forth   under   "Class  A
Shares-Front-End  Sales Charge Alternative."  Evergreen Asset,  Keystone or FUNB
may  provide   compensation  to  organizations   providing   administrative  and
recordkeeping  services  to plans  which  make  shares  of the  Evergreen  funds
available to their participants.
 
         Automatic  Reinvestment  Plan. For the  convenience  of investors,  all
dividends and distributions are automatically  reinvested in full and fractional
shares of a Fund at the net asset  value per share at the close of  business  on
the record date, unless otherwise  requested by a shareholder in writing. If the
transfer  agent does not  receive a written  request  for  subsequent  dividends
and/or  distributions to be paid in cash at least three full business days prior
to a given record  date,  the  dividends  and/or  distributions  to be paid to a
shareholder will be reinvested.
 
         Dollar Cost  Averaging.  Through dollar cost averaging you can invest a
fixed  dollar  amount each month or each  quarter in any  Evergreen  fund.  This
results in more shares being  purchased when the selected fund's net asset value
is  relatively  low and fewer shares being  purchased  when the fund's net asset
value is relatively high and may result in a lower average cost per share than a
less systematic investment approach.
 
         Prior to participating in dollar cost averaging,  you must establish an
account in a fund. You should designate on the Application (1) the dollar amount
of each monthly or quarterly  investment  you wish to make,  and (2) the fund in
which  the  investment  is to be  made.  Thereafter,  on  the  first  day of the
designated  month,  an  amount  equal  to the  specified  monthly  or  quarterly
investment will automatically be redeemed from your initial account and invested
in shares of the designated fund.
 
         Two  Dimensional  Investing.  You may elect to have  income and capital
gains  distributions  from  any  Evergreen  fund  shares  you own  automatically
invested to purchase the same class of shares of any other  Evergreen  fund. You
may select this service on your  Application and indicate the Evergreen  fund(s)
into which distributions are to be invested. 

                                       16
 
 
         Tax Sheltered  Retirement Plans. The Fund has various  retirement plans
available  to  eligible  investors,  including  Individual  Retirement  Accounts
(IRAs);   Rollover  IRAs;  Simplified  Employee  Pension  Plans  (SEPs);  Salary
Incentive  Match Plan for  Employees  (SIMPLEs);  Tax Sheltered  Annuity  Plans;
403(b)(7)  Plans;  401(k)  Plans;  Keogh Plans;  Profit-Sharing  Plans;  Medical
Savings  Accounts;  Pension and Target  Benefit and Money  Purchase  Plans.  For
details,  including fees and application forms, call toll free 1-800-247-4075 or
write to ESC.
 
BANKING LAWS
 
         The Glass-Steagall Act and other banking laws and regulations presently
prohibit member banks of the Federal  Reserve System  ("Member  Banks") or their
non-bank affiliates from sponsoring,  organizing,  controlling,  or distributing
the shares of registered  open-end  investment  companies such as the Fund. Such
laws  and  regulations  also  prohibit  banks  from  issuing,   underwriting  or
distributing  securities in general.  However,  under the Glass-Steagall Act and
such other laws and regulations,  a Member Bank or an affiliate  thereof may act
as  investment  adviser,  transfer  agent or custodian to a registered  open-end
investment  company and may also act as agent in connection with the purchase of
shares of such an investment  company upon the order of its  customer.  Keystone
and FUNB are  subject  to and in  compliance  with the  aforementioned  laws and
regulations.
 
         Changes  to  applicable  laws and  regulations  or future  judicial  or
administrative  decisions  could result in FUNB or Keystone being prevented from
continuing  to perform  the  services  required  under the  investment  advisory
contract or from acting as agent in  connection  with the  purchase of shares of
the Fund by its customers. If Keystone were prevented from continuing to provide
the services called for under the investment advisory agreement,  it is expected
that the  Trustees  would  identify,  and call upon the Fund's  shareholders  to
approve, a new investment  adviser. If this were to occur, it is not anticipated
that  the   shareholders  of  the  Fund  would  suffer  any  adverse   financial
consequences.
 
- -------------------------------------------------------------------------------
 
                               OTHER INFORMATION
 
- -------------------------------------------------------------------------------
 
DIVIDENDS, DISTRIBUTIONS AND TAXES
 
         The Fund intends to distribute  its investment  company  taxable income
quarterly and net realized capital gains at least annually. Shareholders receive
Fund distributions in the form of additional shares of that class of shares upon
which  the  distribution  is based  or, at the  shareholder's  option,  in cash.
Shareholders of the Fund who have not opted to receive cash prior to the payable
date for any  dividend  from net  investment  income or the record  date for any
capital gains distribution will have the number of such shares determined on the
basis of the Fund's net asset  value per share  computed  at the end of that day
after adjustment for the distribution.  Net asset value is used in computing the
number of shares in both capital gains and income distribution investments.
 
         Because Class A shares bear most of the costs of  distribution  of such
shares  through  payment of a front-end  sales  charge,  while Class B and, when
applicable,   Class  C  shares  bear  such  expenses  through  a  higher  annual
distribution  fee,  expenses  attributable  to Class B shares and Class C shares
will generally be higher than those of Class A shares, and income  distributions
paid by the Fund with  respect to Class A shares will  generally be greater than
those paid with respect to Class B and Class C shares.
 
         Account statements and/or checks, as appropriate, will be mailed within
seven  days  after  the Fund  pays a  distribution.  Unless  the  Fund  receives
instructions  to the contrary before the record or payable date, as the case may
be, it will assume that a shareholder  wishes to receive that  distribution  and
future capital gains and income distributions in shares.  Instructions  continue
in effect until changed in writing.
 
         The Fund intends to qualify as a regulated investment company under the
Internal Revenue Code of 1986, as amended (the "Code").  While so qualified,  it
is expected  that the Fund will not be required to pay any federal  income taxes
on that portion of its  investment  company  taxable income and any net realized
capital  gains  it   distributes  to   shareholders.   The  Code  imposes  a  4%
nondeductible excise tax on regulated investment companies, such as the Fund, to
the extent they do not meet certain distribution requirements by the end of each
calendar year. The Fund anticipates meeting such distribution requirements.
 
         Any  taxable  dividend  declared  in  October,  November or December to
shareholders of record in such a month and paid by the following January 31 will
be includable in the taxable income of shareholders as if paid on December 31 of
the year in which the dividend was declared. 

                                       17
 

         The Fund may be subject to foreign withholding taxes which would reduce
the yield on its  investments.  Tax treaties  between certain  countries and the
United States may reduce or eliminate such taxes. Shareholders of a Fund who are
subject to United States federal income tax may be entitled,  subject to certain
rules and  limitations,  to claim a federal  income tax credit or deduction  for
foreign income taxes paid by the Fund. See the SAI for additional  details.  The
Fund's transactions in options,  futures and forward contracts may be subject to
special tax rules. These rules can affect the amount, timing and characteristics
of distributions to shareholders.
 
         The Fund is  required  by federal  law to  withhold  31% of  reportable
payments (which may include dividends,  capital gains distributions (if any) and
redemptions)  paid to  certain  shareholders.  In  order to  avoid  this  backup
withholding requirement,  each investor must certify on the Application, or on a
separate form supplied by the Fund's transfer agent,  that the investor's social
security or taxpayer  identification  number is correct and that the investor is
not  currently   subject  to  backup   withholding  or  is  exempt  from  backup
withholding.  A shareholder  who acquires  Class A shares of a Fund and sells or
otherwise  disposes of such shares within ninety days of acquisition  may not be
allowed to include  certain sales charges  incurred in acquiring such shares for
purposes of calculating gain and loss realized upon a sale or exchange of shares
of the Fund.
 
         The Fund intends to  distribute  its net capital gains as capital gains
dividends.  Shareholders should treat such dividends as long-term capital gains.
The Fund will designate capital gains  distributions as such by a written notice
mailed to each  shareholder  no later than 60 days after the close of the Fund's
taxable year.  If a  shareholder  receives a capital gain dividend and holds his
shares for six months or less,  then any allowable  loss on  disposition of such
shares will be treated as a long-term capital loss to the extent of such capital
gain dividend.
 
         The foregoing discussion of federal income tax consequences is based on
tax laws and regulations in effect on the date of this Prospectus and is subject
to change by legislative or administrative  action. As the foregoing  discussion
is for  general  information  only,  you should also  review the  discussion  of
"Additional  Tax  Information"  contained  in the SAI. In  addition,  you should
consult your own tax adviser as to the tax  consequences  of  investments in the
Fund,  including the application of state and local taxes which may be different
from the federal income tax consequences described above.
 
GENERAL INFORMATION
 
         Portfolio  Turnover.  The estimated annual portfolio  turnover rate for
the Fund is not expected to exceed 100%. A portfolio turnover rate of 100% would
occur if all of the Fund's  portfolio  securities were replaced in one year. The
portfolio turnover rate experienced by the Fund directly affects the transaction
costs  relating  to the  purchase  and sale of  securities  which the Fund bears
directly.  A high rate of portfolio  turnover will increase such costs.  See the
SAI for  further  information  regarding  the  practices  of the Fund  affecting
portfolio turnover.
 
         Portfolio  Transactions.  Consistent  with  the  Conduct  Rules  of the
National  Association of Securities  Dealers,  Inc., and subject to seeking best
price and  execution,  the Fund may consider  sales of its shares as a factor in
the selection of  broker-dealers  to enter into portfolio  transactions with the
Fund.
 
         Other  Classes of Shares.  The Fund  currently  offers four  classes of
shares,  Class A,  Class B,  Class C and  Class Y, and may in the  future  offer
additional  classes.  Class Y shares are not offered by this  Prospectus and are
only  available to (1) persons who at or prior to December 31, 1994 owned shares
in a mutual fund advised by Evergreen Asset, (2) certain institutional investors
and (3) investment advisory clients of FUNB, Evergreen Asset,  Keystone or their
affiliates.  The dividends  payable with respect to Class A, Class B and Class C
shares will be less than those payable with respect to Class Y shares due to the
distribution and shareholder  servicing-related expenses borne by Class A, Class
B and Class C shares  and the fact that such  expenses  are not borne by Class Y
shares.  Investors should telephone (800) 343-2898 to obtain more information on
other classes of shares.
 
         Performance  Information.  From  time to time,  the Fund may  quote its
"total return" or "yield" for a specified period in  advertisements,  reports or
other  communications  to  shareholders.  Total  return  and yield are  computed
separately  for Class A, Class B, Class C and Class Y shares.  The Fund's  total
return for each such period is computed by finding, through the use of a formula
prescribed  by the SEC, the average  annual  compounded  rate of return over the
period that would equate an assumed  initial amount invested to the value of the
investment  at the end of the period.  For purposes of computing  total  return,
dividends and capital gains distributions paid on shares of the Fund are assumed
to have been  reinvested  when paid and the maximum sales charges  applicable to
purchases of the Fund's shares are assumed to have been paid.
 
         Yield is a way of  showing  the rate of  income  the Fund  earns on its
investments  as a  percentage  of the Fund's  share  price.  The Fund's yield is
calculated according to accounting methods that are standardized by the


                                       18
 

         SEC for all stock and bond  funds.  Because  yield  accounting  methods
differ from the method used for other accounting purposes,  the Fund's yield may
not equal its  distribution  rate,  the income  paid to your  account or the net
investment  income  reported in the Fund's  financial  statements.  To calculate
yield,  the Fund  takes the  interest  and  dividend  income it earned  from its
portfolio of  investments  (as defined by the SEC  formula) for a 30-day  period
(net of  expenses),  divides  it by the  average  number of shares  entitled  to
receive  dividends,  and expresses the result as an annualized  percentage  rate
based on the Fund's share price at the end of the 30-day period. This yield does
not reflect gains or losses from selling securities.
 
         Performance  data  may  be  included  in  any  advertisement  or  sales
literature of the Fund. These  advertisements may quote performance  rankings or
ratings of the Fund by financial publications or independent  organizations such
as Lipper Analytical Services, Inc. and Morningstar,  Inc. or compare the Fund's
performance  to various  indices.  The Fund may also advertise in items of sales
literature an "actual distribution rate" which is computed by dividing the total
ordinary income  distributed (which may include the excess of short-term capital
gains over losses) to  shareholders  for the latest  twelve-month  period by the
maximum public offering price per share on the last day of the period. Investors
should be aware that past performance may not be indicative of future results.
 
         In marketing  the Fund's  shares,  information  may be provided that is
designed  to help  individuals  understand  their  investment  goals and explore
various  financial   strategies.   Such  information  may  include  publications
describing   general   principles  of  investing,   such  as  asset  allocation,
diversification,  risk tolerance,  and goal setting; a questionnaire designed to
help create a personal financial profile; and an action plan offering investment
alternatives. The information provided to investors may also include discussions
of other Evergreen funds, products, and services, which may include:  retirement
investing;  brokerage products and services;  the effects of periodic investment
plans and dollar cost averaging;  saving for college;  and charitable giving. In
addition,  the information provided to investors may quote financial or business
publications and periodicals, including model portfolios or allocations, as they
relate to fund management, investment philosophy, and investment techniques. The
materials  may  also  reprint,  and use as  advertising  and  sales  literature,
articles from Evergreen Events, a quarterly  magazine provided free of charge to
Evergreen fund shareholders.
 
         Additional  Information.  This  Prospectus  and the SAI, which has been
incorporated by reference  herein,  do not contain all the information set forth
in the  Registration  Statement  filed  by the  Trust  with  the SEC  under  the
Securities Act of 1933, as amended.  Copies of the Registration Statement may be
obtained at a reasonable charge from the SEC or may be examined, without charge,
at the offices of the SEC in Washington, D.C. 

                                       19

 
 
 
Investment Adviser
Keystone Investment Management Company, 200 Berkeley Street, Boston, 
Massachusetts 02116-5034 
 
Custodian
State Street Bank and Trust Company, P.O. Box 9021, Boston, Massachusetts 
02205-9827 
 
Transfer Agent
Evergreen Service Company, P.O. Box 2121, Boston, Massachusetts 02106-2121
 
Legal Counsel
Sullivan & Worcester LLP, 1025 Connecticut Avenue, N.W., Washington, D.C. 20036
 
Independent Auditors
KPMG Peat Marwick LLP, 99 High Street, Boston, Massachusetts 02110
 
Distributor
Evergreen Distributor, Inc., 125 W. 55th Street, New York, New York 10019
 
                                                                         542084

<PAGE>

 

- -------------------------------------------------------------------------------
PROSPECTUS
                                                              November 10, 1997
- -------------------------------------------------------------------------------
 
Evergreen Specialty Growth and
Balanced Funds
- -------------------------------------------------------------------------------
 
 
Evergreen Balanced Fund
 
CLASS Y SHARES
 
     The Evergreen Balanced Fund (the "Fund") seeks to provide shareholders with
current income.
 
     This Prospectus provides  information  regarding the Class Y shares offered
by the  Fund.  The  Fund is a  diversified  series  of an  open-end,  management
investment  company.  This Prospectus sets forth concise  information  about the
Fund that a prospective  investor should know before  investing.  The address of
the Fund is 200 Berkeley Street, Boston, Massachusetts 02116.
 
     A Statement of Additional Information for the Fund dated November 10, 1997,
as  supplemented  from time to time,  has been  filed  with the  Securities  and
Exchange  Commission and is incorporated by reference  herein.  The Statement of
Additional  Information provides information regarding certain matters discussed
in this Prospectus and other matters which may be of interest to investors,  and
may be obtained without charge by calling the Fund at (800) 343-2898.  There can
be no  assurance  that the  investment  objective  of the Fund will be achieved.
Investors are advised to read this Prospectus carefully.
 
     An  investment  in the Fund is not a deposit or  obligation of any bank, is
not  endorsed  or  guaranteed  by any  bank,  and is not  insured  or  otherwise
protected by the U.S. government, the Federal Deposit Insurance Corporation, the
Federal  Reserve  Board,  or any other  government  agency  and  involves  risk,
including the possible loss of principal.
 
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND 
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES 
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE 
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS 
A CRIMINAL OFFENSE. 
 
                   Keep This Prospectus For Future Reference
 

 
                               TABLE OF CONTENTS
 
EXPENSE INFORMATION                   3 
FINANCIAL HIGHLIGHTS                  4 
DESCRIPTION OF THE FUND               4 
Investment Objective and Policies     4 
Investment Practices and Restrictions 4 
ORGANIZATION AND SERVICE PROVIDERS    9 
Organization                          9 
Service Providers                     9 
PURCHASE AND REDEMPTION OF SHARES  10 
How to Buy Shares                  10 
How to Redeem Shares               11 
Exchange Privilege                 12 
Shareholder Services               12 
Banking Laws                       13 
OTHER INFORMATION                  14 
Dividends, Distributions and Taxes 14 
General Information                14 


                                       2
 

 
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                              EXPENSE INFORMATION
 
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     The table and example below are designed to help you understand the various
expenses  that you will bear,  directly  or  indirectly,  when you invest in the
Fund. Shareholder  transaction expenses are fees paid directly from your account
when you buy or sell shares of the Fund.
 
SHAREHOLDER TRANSACTION EXPENSES       
Sales Charge Imposed on Purchases            None 
Sales Charge on Dividend Reinvestments       None 
Contingent Deferred Sales Charge             None 
 
     Annual  operating  expenses  reflect the normal  operating  expenses of the
Fund,  and include costs such as  management,  distribution  and other fees. The
table below shows the Fund's estimated annual operating  expenses for the fiscal
period  ending  March 31,  1998.  The  example  shows  what you would pay if you
invested  $1,000  over the  periods  indicated.  The  example  assumes  that you
reinvest all of your dividends and that the Fund's average annual return will be
5%. The example is for illustration purposes only and should not be considered a
representation  of past or future  expenses or annual return.  The Fund's actual
expenses and returns will vary.  For a more complete  description of the various
costs and expenses borne by the Fund see "Organization and Service Providers."
 
                Annual Operating                       
                    Expenses                           Example 
                ----------------                       ------- 
Management Fees     .45%           After 1 Year          $ 7 
12b-1 Fees            -                        
Other Expenses      .27%           After 3 Years         $23 
                ----------------                       
Total               .72%                       
                ================   

                   
                                       3
  
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                              FINANCIAL HIGHLIGHTS
 
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     As of the date of this  Prospectus  the Fund had not commenced  operations.
Consequently, no financial highlights are currently available.
 
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                            DESCRIPTION OF THE FUND
 
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INVESTMENT OBJECTIVE AND POLICIES
 
     The Fund seeks current income.
 
     The Fund's investment  objective is  nonfundamental;  as a result, the Fund
may change its objective  without a shareholder  vote. The Fund has also adopted
certain  fundamental  investment policies which are mainly designed to limit the
Fund's  exposure  to risk.  The Fund's  fundamental  policies  cannot be changed
without a shareholder vote. See the Statement of Additional  Information ("SAI")
for more information  regarding the Fund's  fundamental  investment  policies or
other related  investment  policies.  There can be no assurance  that the Fund's
investment objective will be achieved.
 
     Principal  Investments  and  Investment  Policies.  The Fund  invests  in a
combination of equity and debt securities  chosen  primarily for their potential
for current income and  secondarily,  to the extent  consistent  with the Fund's
investment  objective,  for their potential for capital  appreciation.  The Fund
normally  emphasizes  securities  having a liberal current yield consistent with
investment  quality on which the interest or dividend  payments  are  considered
reasonably secure. Under normal  circumstances,  the Fund maintains at least 25%
of its total assets in fixed  income  senior  securities.  The Fund will invest,
under  normal  circumstances,  at  least  50%  of its  total  assets  in  equity
securities.  The  Fund may  invest  in any type of  security,  including  bonds,
debentures and income obligations as well as common and preferred stocks.
 
     Debt securities, which include both secured and unsecured obligations will,
at the time of  investment,  be rated  within  the four  highest  categories  by
Standard  & Poor's  Ratings  Group  ("S&P")  (AAA,  AA, A and BBB),  by  Moody's
Investors Service ("Moody's") (Aaa, Aa, A and Baa), by Fitch Investors Services,
L.P.  ("Fitch") (AAA, AA, A and BBB), or if not rated or rated under a different
system,  will be of comparable quality to obligations so rated, as determined by
the Fund's investment adviser.
 
     Other   Eligible   Investments.   The  Fund  may  also  invest  in  limited
partnerships,  including master limited partnerships,  and in foreign securities
(up to 25% of its  assets).  The Fund may also invest up to 25% of its assets in
high yield,  high risk bonds and similar  securities of United States (U.S.) and
foreign  issuers having a rating range of BB to CCC by S&P or Fitch and/or Ba to
Caa by Moody's, or if unrated or rated under a different system, believed by the
Fund's investment adviser to be of comparable quality.
 
     The  Fund's   debt   securities   may  include   zero   coupon   bonds  and
payment-in-kind securities ("PIKs").
 
     The Fund may invest in certain types of derivative  instruments,  including
mortgage-related  securities,  such as collateralized mortgage obligations,  and
enter into interest rate  transactions,  such as "swaps,"  "caps," and "floors."
These  vehicles  can also be  combined to create more  complex  products  called
hybrid derivatives or structured securities.
 
     The Fund also may invest, for temporary defensive  purposes,  up to 100% of
its assets in short-term obligations. Such obligations may include master demand
notes, commercial paper and notes, bank deposits and other financial institution
obligations.
 
     In addition to the investment  policies detailed above, the Fund may employ
certain  additional  investment  strategies  which are discussed in  "Investment
Practices and Restrictions."
 
INVESTMENT PRACTICES AND RESTRICTIONS
 
     Risk  Factors.  Bond prices move  inversely  to interest  rates,  i.e.,  as
interest  rates decline the values of the bonds  increase,  and vice versa.  The
longer  the  maturity  of a bond,  the  greater  the  exposure  to market  price
fluctuations.  The same market  factors are  reflected in the share price or net
asset  value of bond funds which will vary with  interest  rates.  In  addition,
certain  of the  obligations  in which the Fund may invest  may be  variable  or
floating  rate  instruments,  which may involve a conditional  or  unconditional
demand feature, and may include variable amount master demand notes. While these
types of  instruments  may, to a certain  degree,  offset the risk to  principal
associated with rising interest rates,  they would not be expected to appreciate
in a falling interest rate environment.
 
                                       4

     Below-Investment  Grade  Bonds.   Below-investment  grade  bonds  have  low
ratings,  and a degree  of doubt  surrounds  the  safety of  investment  and the
ability of the issuer to continue interest payments. These bonds are also called
"high risk, high yield" bonds or "junk" bonds.  Junk bonds are usually backed by
issuers  of less  proven  or  questionable  financial  strength.  Compared  with
higher-grade  bonds,  issuers  of junk bonds are more  likely to face  financial
problems  and to be  materially  affected by those  problems.  As a result,  the
ability of issuers of junk bonds to pay  interest and  principal  is  uncertain.
Moreover,  the  junk  bond  market  may  react  strongly  to real  or  perceived
unfavorable news about an issuer or the economy. If a junk bond issuer defaults,
the bond will lose some or all of its value.
 
     Zero Coupon Bonds and PIKs.  Zero coupon bonds and PIKs involve  additional
risks.  Zero  coupon  bonds and PIKs do not  require  the  periodic  payment  of
interest.  PIKs are debt  obligations  that  provide that the issuer may, at its
option,  pay  interest on such bonds in cash or in the form of  additional  debt
obligations. Such investments may experience greater fluctuation in value due to
changes in interest  rates than debt  obligations  that pay interest  currently.
Even though these  investments do not pay current  interest in cash, the Fund is
nonetheless  required by tax laws to accrue interest income on such  investments
and to distribute such amounts,  at least annually,  to shareholders.  Thus, the
Fund could be required at times to liquidate investments in order to fulfill its
intention to distribute substantially all of its net income as dividends.
 
     Downgrades. If any security invested in by the Fund loses its rating or has
its rating  reduced after the Fund has purchased it, the Fund is not required to
sell or otherwise dispose of the security, but may consider doing so.
 
     Repurchase  Agreements.  The Fund may invest in  repurchase  agreements.  A
repurchase  agreement  is an  agreement  by which the Fund  purchases a security
(usually  U.S.  government  securities)  for cash  and  obtains  a  simultaneous
commitment from the seller (usually a bank or  broker/dealer)  to repurchase the
security at an agreed-upon price and specified future date. The repurchase price
reflects an agreed-upon interest rate for the time period of the agreement.  The
Fund's risk is the inability of the seller to pay the  agreed-upon  price on the
delivery date. However, this risk is tempered by the ability of the Fund to sell
the  security in the open market in the case of a default.  In such a case,  the
Fund may incur costs in  disposing  of the security  which would  increase  Fund
expenses. The Fund's investment adviser will monitor the creditworthiness of the
firms with which the Fund enters into repurchase agreements.
 
     Reverse Repurchase  Agreements.  The Fund may enter into reverse repurchase
agreements. A reverse repurchase agreement is an agreement by the Fund to sell a
security and  repurchase it at a specified  time and price.  The Fund could lose
money if the  market  values  of the  securities  it sold  decline  below  their
repurchase  prices.  Reverse  repurchase  agreements may be considered a form of
borrowing,  and,  therefore,  a form of leverage.  Leverage may magnify gains or
losses of the Fund.
 
     When-Issued, Delayed-Delivery and Forward Commitment Transactions. The Fund
may enter into  transactions  whereby it commits to buying a security,  but does
not pay for or take delivery of the security  until some  specified  date in the
future.  The value of these securities is subject to market  fluctuation  during
this period and no income accrues to the Fund until  settlement.  At the time of
settlement,  a  when-issued  security  may be valued  at less than its  purchase
price. When entering into these transactions, the Fund relies on the other party
to consummate the  transaction;  if the other party fails to do so, the Fund may
be disadvantaged.
 
     Securities  Lending.  To generate income and offset expenses,  the Fund may
lend securities to  broker-dealers  and other financial  institutions.  Loans of
securities  by the Fund may not  exceed  30% of the  value of the  Fund's  total
assets.  While securities are on loan, the borrower will pay the Fund any income
accruing on the security.  Also,  the Fund may invest any collateral it receives
in additional securities. Gains or losses in the market value of a lent security
will affect the Fund and its  shareholders.  When the Fund lends its securities,
it runs the risk that it could not  retrieve  the  securities  on a timely basis
possibly  losing the  opportunity to sell the  securities at a desirable  price.
Also,  if the borrower  files for  bankruptcy or becomes  insolvent,  the Fund's
ability to dispose of the securities may be delayed.
 
     Investing in Securities of Other Investment Companies.  The Fund may invest
in the  securities of other  investment  companies.  As a shareholder of another
investment  company,  the Fund  would pay its  portion  of the other  investment
company's expenses. These expenses would be in addition to the expenses that the
Fund  currently  bears  concerning  its own  operations  and may  result in some
duplication of fees.
 
                                       5
 

 
     Borrowing.  The Fund may borrow from banks in an amount up to 331/3% of its
total  assets,  taken at market  value.  The Fund may only borrow as a temporary
measure for  extraordinary or emergency  purposes such as the redemption of Fund
shares.  The Fund will not purchase  securities while borrowings are outstanding
except to exercise prior commitments and to exercise  subscription  rights.  The
Fund does not intend to leverage.
 
     Illiquid  Securities.  The Fund may  invest up to 15% of its net  assets in
illiquid  securities  and other  securities  which are not  readily  marketable.
Repurchase  agreements with  maturities  longer than seven days will be included
for the purpose of the foregoing 15% limit. The inability of the Fund to dispose
of illiquid investments readily or at a reasonable price could impair the Fund's
ability to raise cash for redemptions or other purposes.
 
     Restricted  Securities.  The  Fund may  invest  in  restricted  securities,
including  securities  eligible  for  resale  pursuant  to Rule  144A  under the
Securities Act of 1933 (the "1933 Act"). Generally, Rule 144A establishes a safe
harbor from the  registration  requirements  of the 1933 Act for resale by large
institutional  investors of securities not publicly traded in the United States.
The Fund's investment  adviser  determines the liquidity of Rule 144A securities
according to guidelines and procedures  adopted by the Fund's Board of Trustees.
The Board of Trustees  monitors the  investment  adviser's  application of those
guidelines and procedures. Securities eligible for resale pursuant to Rule 144A,
which the  Fund's  investment  adviser  has  determined  to be liquid or readily
marketable, are not subject to the 15% limit on illiquid securities.
 
     Options  and   Futures.   The  Fund  may  engage  in  options  and  futures
transactions.  Options and futures  transactions are intended to enable the Fund
to manage market, interest rate or exchange rate risk, and the Fund does not use
these transactions for speculation or leverage.
 
     The Fund may attempt to hedge all or a portion of its portfolio through the
purchase of both put and call options on their  portfolio  securities and listed
put options on financial  futures contracts for portfolio  securities.  The Fund
may also purchase call options on financial futures contracts. The Fund may also
write  covered call options on its  portfolio  securities to attempt to increase
its current income.  The Fund will maintain its positions in securities,  option
rights,  and  segregated  cash  subject to puts and calls  until the options are
exercised, closed, or have expired. An option position may be closed out only on
an exchange which provides a secondary market for an option of the same series.
 
     The Fund may write (i.e., sell) covered call and put options.  By writing a
call option, the Fund becomes obligated during the term of the option to deliver
the  securities  underlying  the option upon payment of the exercise  price.  By
writing a put option,  the Fund becomes  obligated during the term of the option
to purchase the  securities  underlying  the option at the exercise price if the
option is exercised.  The Fund also may write straddles (combinations of covered
puts and  calls  on the  same  underlying  security).  The  Fund may only  write
"covered"  options.  This  means  that so long as the Fund is  obligated  as the
writer of a call option,  it will own the underlying  securities  subject to the
option or, in the case of call options on U.S.  Treasury  bills,  the Fund might
own  substantially  similar U.S.  Treasury  bills.  The Fund will be  considered
"covered"  with respect to a put option it writes if, so long as it is obligated
as the writer of the put option, it deposits and maintains with its custodian in
a segregated  account  liquid assets having a value equal to or greater than the
exercise price of the option.
 
     The principal reason for writing call or put options is to obtain,  through
a receipt of premiums,  a greater  current  return than would be realized on the
underlying  securities alone. The Fund receives a premium from writing a call or
put option which it retains whether or not the option is exercised. By writing a
call  option,  the Fund  might  lose the  potential  for gain on the  underlying
security  while the  option is open,  and by writing a put option the Fund might
become  obligated  to purchase  the  underlying  securities  for more than their
current market price upon exercise.
 
     A futures  contract is a firm  commitment by two parties:  the seller,  who
agrees to make  delivery of the specific  type of  instrument  called for in the
contract  ("going  short"),  and the buyer,  who agrees to take  delivery of the
instrument  ("going  long") at a certain time in the future.  Financial  futures
contracts  call for the  delivery  of  particular  debt  instruments  issued  or
guaranteed by the U.S. Treasury or by specified agencies or instrumentalities of
the U.S.  government.  If the  Fund  enters  into  financial  futures  contracts
directly to hedge its holdings of fixed income  securities,  it would enter into
contracts to deliver  securities at an undetermined  price (i.e., "go short") to
protect  itself  against  the  possibility  that the prices of its fixed  income
securities may decline during the Fund's  anticipated  holding period.  The Fund
would agree to purchase securities in the future at a predetermined price (i.e.,
"go long") to hedge against a decline in market interest rates.
 
     The Fund may also enter into currency and other financial futures contracts
and  write  options  on such  contracts.  The Fund  intends  to enter  into such
contracts  and related  options for hedging  purposes.  The Fund will enter into
futures on securities,  currencies, or index-based futures contracts in order to
hedge  against  changes in interest or exchange  rates or securities  prices.  A
futures  contract on  securities  or  currencies  is an agreement to buy or sell
securities or currencies  during a designated  month at whatever price exists at
that time. A futures  contract on a securities index does not involve the actual
delivery of  securities,  but merely  requires the payment of a cash  settlement
based on  changes in the  securities  index.  The Fund does not make  payment or
deliver securities upon entering into a futures contract.  Instead, it puts down
a margin  deposit,  which is  adjusted  to  reflect  changes in the value of the
contract and which remains in effect until the contract is terminated.

                                       6
 
     The  Fund  may  sell or  purchase  currency  and  other  financial  futures
contracts.  When a  futures  contract  is sold by the  Fund,  the  profit on the
contract  will  tend to rise  when the  value of the  underlying  securities  or
currencies  declines and to fall when the value of such securities or currencies
increases.  Thus, the Fund sells futures contracts in order to offset a possible
decline in the profit on its securities or currencies.  If a futures contract is
purchased  by the  Fund,  the value of the  contract  will tend to rise when the
value of the underlying  securities or currencies increases and to fall when the
value of such securities or currencies declines.
 
     The Fund may enter into closing purchase and sale  transactions in order to
terminate a futures  contract  and may buy or sell put and call  options for the
purpose of closing out its options  positions.  The Fund's ability to enter into
closing  transactions  depends on the  development  and  maintenance of a liquid
secondary  market.  There is no assurance  that a liquid  secondary  market will
exist for any particular contract or at any particular time. As a result,  there
can be no  assurance  that the Fund  will be able to  enter  into an  offsetting
transaction  with respect to a particular  contract at a particular time. If the
Fund is not able to enter into an offsetting transaction, the Fund will continue
to be required to maintain  the margin  deposits on the contract and to complete
the contract  according to its terms,  in which case the Fund would  continue to
bear market risk on the transaction.
 
     Risk  Characteristics of Options and Futures.  Although options and futures
transactions  are  intended to enable the Fund to manage  market,  exchange,  or
interest rate risks,  these investment  devices can be highly volatile,  and the
Fund's use of them can result in poorer  performance  (i.e.,  the Fund's returns
may be reduced).  The Fund's attempt to use such investment  devices for hedging
purposes  may not be  successful.  Successful  futures  strategies  require  the
ability to predict  future  movements in securities  prices,  interest rates and
other  economic  factors.  When the Fund uses  financial  futures  contracts and
options on financial futures contracts as hedging devices,  there is a risk that
the prices of the  securities  subject to the  financial  futures  contracts and
options on financial  futures  contracts  may not correlate  perfectly  with the
prices of the securities in the Fund's  portfolio.  This may cause the financial
futures contract and any related options to react to market changes  differently
than the portfolio securities.  In addition, the Fund's investment adviser could
be incorrect in its  expectations and forecasts about the direction or extent of
market factors,  such as interest rates,  securities price movements,  and other
economic  factors.  Even if the Fund's  investment  adviser  correctly  predicts
interest rate  movements,  a hedge could be unsuccessful if changes in the value
of the Fund's futures position did not correspond to changes in the value of its
investments.  In these events,  the Fund may lose money on the financial futures
contracts or the options on financial futures contracts.  It is not certain that
a secondary market for positions in financial  futures  contracts or for options
on  financial  futures  contracts  will exist at all times.  Although the Fund's
investment  adviser will  consider  liquidity  before  entering  into  financial
futures  contracts  or  options  on  financial  futures  contracts,  there is no
assurance  that a liquid  secondary  market on an  exchange  will  exist for any
particular  financial futures contract or option on a financial futures contract
at any particular  time. The Fund's ability to establish and close out financial
futures contracts and options on financial futures contract positions depends on
this  secondary  market.  If the Fund is unable to close out its position due to
disruptions  in the market or lack of liquidity,  the Fund may lose money on the
futures contract or option, and the losses to the Fund could be significant.
 
     Derivatives. Derivatives are financial contracts whose value is based on an
underlying asset,  such as a stock or a bond, or an underlying  economic factor,
such as an index or an interest rate.
 
     The Fund may invest in  derivatives  only if the expected risks and rewards
are consistent with its objectives and policies.
 
     Losses from  derivatives can sometimes be substantial.  This is true partly
because small price  movements in the  underlying  asset can result in immediate
and substantial gains or losses in the value of the derivative.  Derivatives can
also  cause the Fund to lose money if the Fund fails to  correctly  predict  the
direction in which the underlying asset or economic factor will move.
 
     Foreign  Investments.  Foreign  Securities  may involve  additional  risks.
Specifically,  they  may be  affected  by the  strength  of  foreign  currencies
relative to the U.S. dollar, or by political or economic developments in foreign
countries.   Accounting  procedures  and  government  supervision  may  be  less
stringent than those  applicable to U.S.  companies.  There may be less publicly
available information about a foreign company than about a U.S. company. Foreign
markets may be less liquid or more volatile than U.S. markets and may offer less
protection to investors.  It may also be more  difficult to enforce  contractual
obligations  abroad  than  would be the case in the  United  States  because  of
differences in the legal systems.  Foreign  securities may be subject to foreign
taxes,  which may reduce yield,  and may be less marketable than comparable U.S.
securities.  All these factors are considered by the Fund's  investment  adviser
before making any of these types of investments.

                                       7
 
     Investing in securities of issuers in emerging markets  countries  involves
exposure to  economic  systems  that are  generally  less  mature and  political
systems that are  generally  less stable than those of developed  countries.  In
addition,  investing in companies in emerging markets countries may also involve
exposure to national  policies that may restrict  investment  by foreigners  and
undeveloped legal systems governing private and foreign  investments and private
property.  The  typically  small size of the  markets for  securities  issued by
companies  in  emerging  markets  countries  and  the  possibility  of a low  or
nonexistent  volume of trading in those  securities may also result in a lack of
liquidity and in price volatility of those securities.
 
     Foreign Currency  Transactions.  As discussed above, the Fund may invest in
securities of foreign issuers. When the Fund invests in foreign securities, they
usually will be denominated in foreign currencies,  and the Fund temporarily may
hold  funds in  foreign  currencies.  Thus,  the  value of Fund  shares  will be
affected by changes in exchange rates.
 
     As one way of managing  exchange  rate risk,  in addition to entering  into
currency futures  contracts,  the Fund may enter into forward currency  exchange
contracts  (agreements to purchase or sell  currencies at a specified  price and
date).  The exchange rate for the  transaction  (the amount of currency the Fund
will deliver or receive when the contract is  completed)  is fixed when the Fund
enters into the  contract.  The Fund usually will enter into these  contracts to
stabilize the U.S.  dollar value of a security it has agreed to buy or sell. The
Fund intends to use these contracts to hedge the U.S. dollar value of a security
it already owns, particularly if the Fund expects a decrease in the value of the
currency in which the foreign  security is  denominated.  Although the Fund will
attempt to benefit  from using  forward  contracts,  the  success of its hedging
strategy will depend on the investment  adviser's ability to predict  accurately
the future exchange rates between foreign  currencies and the U.S.  dollar.  The
value of the Fund's investments denominated in foreign currencies will depend on
the relative strength of those currencies and the U.S. dollar,  and the Fund may
be  affected  favorably  or  unfavorably  by  changes in the  exchange  rates or
exchange  control  regulations  between foreign  currencies and the U.S. dollar.
Changes  in  foreign  currency  exchange  rates  also may  affect  the  value of
dividends  and  interest  earned,  gains  and  losses  realized  on the  sale of
securities  and net  investment  income and gains,  if any, to be distributed to
shareholders by the Fund.  Although the Fund does not currently intend to do so,
the Fund may also purchase and sell options related to foreign  currencies.  The
Fund does not intend to enter into foreign currency transactions for speculation
or leverage.
 
     Interest Rate Transactions  (Swaps,  Caps, and Floors).  If the Fund enters
into  interest  rate  swap,  cap or  floor  transactions,  it  expects  to do so
primarily for hedging purposes,  which may include preserving a return or spread
on a particular  investment or portion of its portfolio or protecting against an
increase in the price of securities the Fund  anticipates  purchasing at a later
date.  The  Fund  does not  currently  intend  to use  these  transactions  in a
speculative manner.
 
     Interest  rate swaps involve the exchange by the Fund with another party of
their  respective  commitments to pay or receive  interest (e.g., an exchange of
floating rate payments for fixed rate  payments).  Interest rate caps and floors
are similar to options in that the  purchase  of an  interest  rate cap or floor
entitles the  purchaser,  to the extent that a specified  index  exceeds (in the
case of a cap) or falls below (in the case of a floor) a predetermined  interest
rate,  to  receive  payments  of  interest  on a  contractually-based  principal
("notional")  amount from the party selling the interest rate cap or floor.  The
Fund may  enter  into  interest  rate  swaps,  caps,  and  floors  on  either an
asset-based or liability-based  basis,  depending upon whether it is hedging its
assets or liabilities,  and will usually enter into interest rate swaps on a net
basis (i.e.,  the two payment streams are netted out, with the Fund receiving or
paying, as the case may be, only the net amount of the two payments).
 
     The swap  market  has grown  substantially  in recent  years,  with a large
number of banks and investment  banking firms acting as principals and as agents
utilizing  standardized  swap  documentation.  As a result,  the swap market has
become more established and relatively  liquid.  Caps and floors are less liquid
than swaps.  These transactions also involve the delivery of securities or other
underlying assets and principal.  Accordingly, the risk of loss to the Fund from
interest  rate  transactions  is limited to the net amount of interest  payments
that the Fund is contractually obligated to make. 

                                       8
 
  
     Mortgage-Backed   Securities.  A  mortgage-backed  security  represents  an
interest  in a "pool"  of  commercial  or  residential  mortgages.  Payments  of
interest and principal  made by the  individual  borrowers on the mortgages that
underlie the  securities  are passed through to the Fund. The Fund may invest in
mortgage-backed securities and other complex asset backed securities,  including
collateralized mortgage obligations and stripped mortgage-backed securities.
 
     Early  repayment of the mortgages  underlying the securities may expose the
Fund to a lower rate of return  when it  reinvests  the  principal.  The rate of
prepayments will affect the price and volatility of the mortgage-backed security
and may have the effect of shortening or extending the effective maturity beyond
what the Fund anticipated at the time of purchase.
 
     Like other debt securities,  changes in interest rates generally affect the
value  of  a  mortgage-backed  security.   Additionally,   some  mortgage-backed
securities  may be  structured  so that they may be  particularly  sensitive  to
interest rates and difficult to predict.
 
     Structured   Securities.   Structured  securities  represent  interests  in
entities  organized  and operated  solely for the purpose of  restructuring  the
investment  characteristics  of sovereign debt obligations or foreign government
securities.  This type of restructuring involves the deposit with or purchase by
an entity,  such as a corporation or trust,  of specified  instruments  (such as
commercial  bank loans or Brady Bonds) and the issuance by that entity of one or
more classes of structured  securities backed by, or representing  interests in,
the underlying  instruments.  The cash flow on the underlying instruments may be
apportioned  among the newly issued  structured  securities to create securities
with different investment  characteristics  such as varying maturities,  payment
priorities  and interest  rate  provisions,  and the extent of the payments made
with  respect to  structured  securities  is dependent on the extent of the cash
flow on the underlying  instruments.  Because  structured  securities  typically
involve no credit enhancement, their credit risk generally will be equivalent to
that of the underlying  instruments.  Structured securities of a given class may
be either  subordinated  or  unsubordinated  to the right of  payment of another
class.  Subordinated  structured  securities  typically  have higher  yields and
present greater risks than unsubordinated structured securities.
 
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                       ORGANIZATION AND SERVICE PROVIDERS
 
- -------------------------------------------------------------------------------
 
ORGANIZATION
 
     Fund Structure. The Fund is an investment pool, which invests shareholders'
money toward a specified  goal.  In technical  terms,  the Fund is a diversified
series of an open-end,  management  investment company,  called Evergreen Equity
Trust  (the  "Trust").  The Trust is a  Delaware  business  trust  organized  on
September 17, 1997.
 
     Board of Trustees.  The Trust is  supervised by a Board of Trustees that is
responsible for representing  the interests of  shareholders.  The Trustees meet
periodically  throughout the year to oversee the Fund's  activities,  reviewing,
among other things, the Fund's performance and its contractual arrangements with
various service providers.
 
     Shareholder   Rights.   All  shareholders   participate  in  dividends  and
distributions  from the Fund's  assets and have equal  voting,  liquidation  and
other rights.  Shareholders may exchange shares as described under  "Exchanges",
but will have no other preference,  conversion,  exchange or preemptive  rights.
When issued and paid for, shares will be fully paid and nonassessable. Shares of
the Fund are redeemable,  transferable and freely assignable as collateral.  The
Fund may establish additional classes or series of shares.
 
     The Fund does not hold annual shareholder meetings;  the Fund may, however,
hold  special  meetings  for such  purposes as  electing  or removing  Trustees,
changing  fundamental  policies and approving  investment advisory agreements or
12b-1  plans.  In  addition,  the Fund is  prepared  to assist  shareholders  in
communicating  with one another for the purpose of  convening a meeting to elect
Trustees. If any matters are to be voted on by shareholders, each share owned as
of the record date for the meeting would be entitled to one vote for each dollar
of net asset value applicable to each share.
 
SERVICE PROVIDERS
 
     Investment  Adviser.  The  investment  adviser  to  the  Fund  is  Keystone
Investment  Management Company  ("Keystone").  Keystone has provided  investment
advisory and management  services to investment  companies and private  accounts
since it was  organized  in 1932.  Keystone is an indirect  subsidiary  of First
Union National

                                       9

 
     Bank ("FUNB").  FUNB is a subsidiary of First Union Corporation.  Both FUNB
and First Union Corporation are located at 201 South College Street,  Charlotte,
North Carolina 28288-0630.  First Union Corporation and its subsidiaries provide
a broad range of financial services to individuals and businesses throughout the
United States.
 
     The Fund pays Keystone a fee,  calculated on an annual basis, equal to 1.5%
of gross  dividend  and  interest  income  of the Fund  plus  0.60% of the first
$100,000,000  of the aggregate  net asset value of the shares of the Fund,  plus
0.55% of the next $100,000,000,  plus 0.50% of the next $100,000,000, plus 0.45%
of the next $100,000,000, plus 0.40% of the next $100,000,000, plus 0.35% of the
next $500,000,000, plus 0.30% of amounts over $1,000,000,000, computed as of the
close of business each business day and paid monthly.
 
     Portfolio  Manager.  The Portfolio Manager of the Fund is Walter McCormick.
Mr. McCormick is a Keystone Senior Vice President and Senior  Portfolio  Manager
with more than 27 years of experience in equity and fixed-income investing.  Mr.
McCormick has served as a balanced fund manager at Keystone  since 1984 and as a
growth and income fund manager since 1987.
 
     Transfer Agent and Dividend  Disbursing  Agent.  Evergreen  Service Company
("ESC"),  200 Berkeley Street,  Boston,  Massachusetts 02116, acts as the Fund's
transfer agent and dividend  disbursing agent. ESC is an indirect,  wholly-owned
subsidiary of First Union Corporation.
 
     Custodian.  State Street Bank and Trust  Company,  P.O.  Box 9021,  Boston,
Massachusetts 02205-9827 acts as the Fund's custodian.
 
     Principal Underwriter. Evergreen Distributor, Inc. ("EDI"), a subsidiary of
The BISYS  Group,  Inc.,  located at 125 West 55th  Street,  New York,  New York
10019, is the principal underwriter of the Fund.
 
- -------------------------------------------------------------------------------
 
                       PURCHASE AND REDEMPTION OF SHARES
 
- -------------------------------------------------------------------------------
 
HOW TO BUY SHARES
 
     Class Y shares are  offered at net asset value  without a  front-end  sales
charge or a contingent  deferred sales load.  Class Y shares are only offered to
(1) persons who at or prior to December  31, 1994 owned  shares in a mutual fund
advised  by  Evergreen  Asset,  (2)  certain  institutional  investors  and  (3)
investment   advisory   clients  of  FUNB,   Evergreen  Asset  Management  Corp.
("Evergreen Asset"), Keystone or their affiliates.
 
     Eligible  investors  may  purchase  Class  Y  shares  of the  Fund  through
broker-dealers,  banks or other financial  intermediaries,  or directly  through
EDI. In addition,  you may purchase Class Y shares of the Fund by mailing to the
Fund,  c/o  Evergreen  Service  Company,  P.O. Box 2121,  Boston,  Massachusetts
02106-2121,  a completed  Application  and a check payable to the Fund.  You may
also  telephone  1-800-343-2898  to obtain the number of an account to which you
can  wire  or  electronically  transfer  funds  and  then  send  in a  completed
Application.  The minimum initial  investment is $1,000,  which may be waived in
certain situations.  Subsequent  investments in any amount may be made by check,
by wiring federal funds, by direct deposit or by an electronic funds transfer.
 
     There is no minimum amount for subsequent  investments.  Investments of $25
or more are allowed under the Systematic  Investment  Plan. See the  Application
for more  information.  Only Class Y shares are offered  through this Prospectus
(see "General Information"-"Other Classes of Shares").
 
     How the Fund Values Its Shares. The net asset value of each Class of shares
of the Fund is  calculated by dividing the value of the amount of the Fund's net
assets  attributable  to that Class by the number of outstanding  shares of that
Class.  Shares are valued each day the New York Stock Exchange (the  "Exchange")
is open as of the close of regular trading  (currently 4:00 p.m.  Eastern time).
The securities in the Fund are valued at their current market values  determined
on the  basis of  market  quotations  or,  if such  quotations  are not  readily
available,  such  other  methods  as the  Trustees  of the Trust  believe  would
accurately reflect fair value.  Non-dollar denominated securities will be valued
as of the close of the Exchange at the closing price of such securities in their
principal trading markets.
 
     Additional  Purchase  Information.  As a condition of this  offering,  if a
purchase is canceled due to nonpayment  or because an investor's  check does not
clear,  the  investor  will be  responsible  for any loss the Fund or the Fund's
investment adviser incurs. If such investor is an existing shareholder, the Fund
may  redeem  shares  from an  investor's  account to  reimburse  the Fund or its
investment adviser for any loss. In addition, such investor may be prohibited or
restricted from making further purchases in any of the Evergreen funds. The Fund
will not accept  third  party  checks  other than those  payable  directly  to a
shareholder whose account has been in existence at least 30 days.
 
HOW TO REDEEM SHARES
 
     You may "redeem"  (i.e.,  sell) your Class Y shares in the Fund to the Fund
for cash at their net redemption  value on any day the Exchange is open,  either
directly  by  writing  to  the  Fund,   c/o  ESC,  or  through  your   financial
intermediary.  The amount you will  receive is the net asset value  adjusted for
fractions  of a cent next  calculated  after the Fund  receives  your request in
proper form.  Proceeds generally will be sent to you within seven days. However,
for shares recently purchased by check, the Fund will not send proceeds until it
is reasonably  satisfied that the check has been collected (which may take up to
15 days).  Once a  redemption  request  has been  telephoned  or  mailed,  it is
irrevocable and may not be modified or canceled.
 
     Redeeming Shares Through Your Financial Intermediary. The Fund must receive
instructions  from your financial  intermediary  before 4:00 p.m. (Eastern time)
for you to receive that day's net asset value.  Your financial  intermediary  is
responsible  for  furnishing  all  necessary  documentation  to the Fund and may
charge you for this service.  Certain financial  intermediaries may require that
you give instructions earlier than 4:00 p.m. (Eastern time).
 
     Redeeming  Shares  Directly by Mail or  Telephone.  Send a signed letter of
instruction or stock power form to the Fund,  c/o ESC, the  registrar,  transfer
agent  and  dividend-disbursing  agent  for the  Fund.  Stock  power  forms  are
available  from your financial  intermediary,  ESC, and many  commercial  banks.
Additional  documentation  is required  for the sale of shares by  corporations,
financial  intermediaries,  fiduciaries  and surviving  joint owners.  Signature
guarantees are required for all  redemption  requests for shares with a value of
more than $50,000. Currently, the requirement for a signature guarantee has been
waived on redemptions of $50,000 or less when the account  address of record has
been the same for a minimum  period  of 30 days.  The Fund and ESC  reserve  the
right to  withdraw  this  waiver  at any time.  A  signature  guarantee  must be
provided by a bank or trust  company (not a Notary  Public),  a member firm of a
domestic stock exchange or by other financial  institutions whose guarantees are
acceptable under the Securities Exchange Act of 1934 and ESC's policies.
 
     Shareholders  may  redeem  amounts of $1,000 or more (up to  $50,000)  from
their  accounts  by  calling  the  telephone  number on the  front  page of this
Prospectus  between  the hours of 8:00 a.m.  and 6:00 p.m.  (Eastern  time) each
business day (i.e., any weekday exclusive of days on which the Exchange or ESC's
offices are  closed).  The  Exchange is closed on New Years Day,  Martin  Luther
King, Jr. Day,  Presidents' Day, Good Friday,  Memorial Day,  Independence  Day,
Labor Day,  Thanksgiving  Day and Christmas Day.  Redemption  requests  received
after 4:00 p.m.  (Eastern  time)  will be  processed  using the net asset  value
determined on the next business day. Such  redemption  requests must include the
shareholder's account name, as registered with the Fund, and the account number.
During  periods  of  drastic  economic  or  market  changes,   shareholders  may
experience  difficulty in effecting telephone  redemptions.  If you cannot reach
the Fund by telephone, you should follow the procedures for redeeming by mail or
through a broker-dealer as set forth herein. The telephone redemption service is
not made available to shareholders  automatically.  Shareholders  wishing to use
the telephone  redemption  service must complete the appropriate  section on the
Application  and choose how the redemption  proceeds are to be paid.  Redemption
proceeds will either (1) be mailed by check to the shareholder at the address in
which the  account is  registered  or (2) be wired to an  account  with the same
registration as the shareholder's account in the Fund at a designated commercial
bank.
 
     In order to insure that  instructions  received by ESC are genuine when you
initiate a telephone  transaction,  you will be asked to verify certain criteria
specific to your  account.  At the  conclusion of the  transaction,  you will be
given a transaction number confirming your request,  and written confirmation of
your   transaction  will  be  mailed  the  next  business  day.  Your  telephone
instructions will be recorded.  Redemptions by telephone are allowed only if the
address and bank account of record have been the same for a minimum period of 30
days. The Fund reserves the right at any time to terminate,  suspend,  or change
the  terms  of any  redemption  method  described  in  this  Prospectus,  except
redemption by mail, and to impose fees.
 
     Except  as  otherwise  noted,  the  Fund,  ESC,  and EDI  will  not  assume
responsibility for the authenticity of any instructions  received by any of them
from a shareholder in writing, over the Evergreen Express Line, or by telephone.
ESC will employ reasonable procedures to confirm that instructions received over
the Evergreen  Express Line or by telephone are genuine.  The Fund, ESC, and EDI
will not be liable  when  following  instructions  received  over the  Evergreen
Express Line or by telephone that ESC reasonably believes are genuine.

                                       11
 
     Evergreen Express Line. The Evergreen Express Line offers you specific fund
account  information and price and yield quotations as well as the ability to do
account transactions,  including investments, exchanges and redemptions. You may
access the  Evergreen  Express Line by dialing toll free  1-800-346-3858  on any
touch-tone telephone, 24 hours a day, seven days a week.
 
     General. The sale of shares is a taxable transaction for federal income tax
purposes.  The Fund may temporarily suspend the right to redeem its shares when:
(1) the Exchange is closed,  other than customary  weekend and holiday closings;
(2) trading on the Exchange is restricted;  (3) an emergency exists and the Fund
cannot dispose of its  investments or fairly  determine  their value; or (4) the
Securities  and Exchange  Commission  ("SEC") so orders.  The Fund  reserves the
right to close an account  that through  redemption  has fallen below $1,000 and
has remained so for 30 days.  Shareholders  will receive 60 days' written notice
to increase the account  value to at least $1,000  before the account is closed.
The Fund has elected to be governed by Rule 18f-1 under the  Investment  Company
Act of 1940 (the "1940 Act")  pursuant to which the Fund is  obligated to redeem
shares  solely in cash,  up to the lesser of $250,000 or 1% of the Fund's  total
net assets, during any 90 day period for any one shareholder.
 
EXCHANGE PRIVILEGE
 
     How to Exchange Shares. You may exchange some or all of your Class Y shares
for shares of the same class in the other Evergreen funds through your financial
intermediary,  by calling or  writing to ESC or by using the  Evergreen  Express
Line as described above. Once an exchange request has been telephoned or mailed,
it is irrevocable and may not be modified or canceled. Exchanges will be made on
the  basis of the  relative  net  asset  values  of the  shares  exchanged  next
determined after an exchange  request is received.  An exchange which represents
an initial  investment  in  another  Evergreen  fund is  subject to the  minimum
investment and suitability requirements of each fund.
 
     Each  of the  Evergreen  funds  has  different  investment  objectives  and
policies.  For  complete  information,  a  prospectus  of the fund into which an
exchange  will be made should be read prior to the exchange.  An exchange  order
must comply with the requirement  for a redemption or repurchase  order and must
specify  the dollar  value or number of shares to be  exchanged.  An exchange is
treated for federal  income tax purposes as a redemption  and purchase of shares
and may result in the  realization of a capital gain or loss.  Shareholders  are
limited  to five  exchanges  per  calendar  year,  with a  maximum  of three per
calendar quarter. This exchange privilege may be modified or discontinued at any
time by the Fund upon 60 days' notice to  shareholders  and is only available in
states in which shares of the fund being acquired may lawfully be sold.
 
     Exchanges  Through  Your  Financial  Intermediary.  The Fund  must  receive
exchange instructions from your financial intermediary before 4:00 p.m. (Eastern
time) for you to receive that day's net asset value. Your financial intermediary
is responsible  for furnishing all necessary  documentation  to the Fund and may
charge you for this service.
 
     Exchanges By Telephone  and Mail.  Exchange  requests  received by the Fund
after 4:00 p.m.  (Eastern  time)  will be  processed  using the net asset  value
determined  at the close of the next  business  day.  During  periods of drastic
economic or market changes,  shareholders may experience difficulty in effecting
telephone  exchanges.  You  should  follow  the  procedures  outlined  below for
exchanges  by mail if you are unable to reach ESC by  telephone.  If you wish to
use the telephone  exchange service you should indicate this on the Application.
As noted  above,  the Fund will employ  reasonable  procedures  to confirm  that
instructions for the redemption or exchange of shares  communicated by telephone
are  genuine.  A telephone  exchange  may be refused by the Fund or ESC if it is
believed  advisable to do so. Procedures for exchanging Fund shares by telephone
may be modified or terminated at any time. Written requests for exchanges should
follow the same  procedures  outlined  for  written  redemption  requests in the
section  entitled "How to Redeem  Shares;"  however,  no signature  guarantee is
required.
 
SHAREHOLDER SERVICES
 
     The Fund offers the following  shareholder  services.  For more information
about these services or your account,  contact your financial intermediary,  ESC
or call the toll-free number on the front page of this Prospectus. Some services
are described in more detail in the Application.

                                       12

 
 
     Systematic  Investment  Plan.  Under a Systematic  Investment Plan, you may
invest as little as $25 per month to purchase shares of the Fund with no minimum
initial investment required.
 
     Telephone  Investment  Plan.  You may  make  investments  into an  existing
account electronically in amounts of not less than $100 or more than $10,000 per
investment.  Telephone  investment requests received by 4:00 p.m. (Eastern time)
will be credited to a shareholder's account the day the request is received.
 
     Systematic Withdrawal Plan. When an account of $10,000 or more is opened or
when  an  existing  account  reaches  that  size,  you  may  participate  in the
Systematic   Withdrawal  Plan  by  filling  out  the  appropriate  part  of  the
Application.  Under this Plan,  you may receive  (or  designate a third party to
receive) a monthly or quarterly  fixed-withdrawal  payment in a stated amount of
at least $75 and as much as 1.0% per month or 3.0% per  quarter of the total net
asset value of the Fund shares in your  account  when the Plan was opened.  Fund
shares  will  be  redeemed  as  necessary  to  meet  withdrawal  payments.   All
participants must elect to have their dividends and capital gains  distributions
reinvested automatically.
 
     Automatic  Reinvestment  Plan.  For  the  convenience  of  investors,   all
dividends and distributions are automatically  reinvested in full and fractional
shares of a Fund at the net asset  value per share at the close of  business  on
the record date, unless otherwise  requested by a shareholder in writing. If the
transfer  agent does not  receive a written  request  for  subsequent  dividends
and/or  distributions to be paid in cash at least three full business days prior
to a given record  date,  the  dividends  and/or  distributions  to be paid to a
shareholder will be reinvested.
 
     Dollar Cost Averaging. Through dollar cost averaging you can invest a fixed
dollar amount each month or each quarter in any Evergreen  fund. This results in
more  shares  being  purchased  when the  selected  fund's  net  asset  value is
relatively low and fewer shares being  purchased when the fund's net asset value
is relatively  high and may result in a lower average cost per share than a less
systematic investment approach.
 
     Prior to  participating  in dollar cost  averaging,  you must  establish an
account in a fund. You should designate on the Application (1) the dollar amount
of each monthly or quarterly  investment  you wish to make,  and (2) the fund in
which  the  investment  is to be  made.  Thereafter,  on  the  first  day of the
designated  month,  an  amount  equal  to the  specified  monthly  or  quarterly
investment will automatically be redeemed from your initial account and invested
in shares of the designated fund.
 
     Two Dimensional  Investing.  You may elect to have income and capital gains
distributions  from any Class Y  Evergreen  fund  shares  you own  automatically
invested to purchase the same class of shares of any other  Evergreen  fund. You
may select this service on your  Application and indicate the Evergreen  fund(s)
into which distributions are to be invested.
 
     Tax  Sheltered  Retirement  Plans.  The Fund has various  retirement  plans
available  to  eligible  investors,  including  Individual  Retirement  Accounts
(IRAs);   Rollover  IRAs;  Simplified  Employee  Pension  Plans  (SEPs);  Salary
Incentive  Match Plan for  Employees  (SIMPLEs);  Tax Sheltered  Annuity  Plans;
403(b)(7)  Plans;  401(k)  Plans;  Keogh Plans;  Profit-Sharing  Plans;  Medical
Savings  Accounts;  Pension and Target  Benefit and Money  Purchase  Plans.  For
details,  including fees and application forms, call toll free 1-800-247-4075 or
write to ESC.
 
BANKING LAWS
 
     The  Glass-Steagall  Act and other banking laws and  regulations  presently
prohibit member banks of the Federal  Reserve System  ("Member  Banks") or their
non-bank affiliates from sponsoring,  organizing,  controlling,  or distributing
the shares of registered  open-end  investment  companies such as the Fund. Such
laws  and  regulations  also  prohibit  banks  from  issuing,   underwriting  or
distributing  securities in general.  However,  under the Glass-Steagall Act and
such other laws and regulations,  a Member Bank or an affiliate  thereof may act
as  investment  adviser,  transfer  agent or custodian to a registered  open-end
investment  company and may also act as agent in connection with the purchase of
shares of such an investment  company upon the order of its  customer.  Keystone
and FUNB are  subject  to and in  compliance  with the  aforementioned  laws and
regulations.
 
     Changes  to  applicable   laws  and   regulations  or  future  judicial  or
administrative  decisions  could result in FUNB or Keystone being prevented from
continuing  to perform  the  services  required  under the  investment  advisory
contract or from acting as agent in  connection  with the  purchase of shares of
the Fund by its customers. If Keystone were prevented from continuing to provide
the services called for under the investment advisory agreement,  it is expected
that the  Trustees  would  identify,  and call upon the Fund's  shareholders  to
approve, a new investment  adviser. If this were to occur, it is not anticipated
that  the   shareholders  of  the  Fund  would  suffer  any  adverse   financial
consequences. 

                                       13
 

- -------------------------------------------------------------------------------
 
                               OTHER INFORMATION
 
- -------------------------------------------------------------------------------
 
DIVIDENDS, DISTRIBUTIONS AND TAXES
 
     The Fund  intends to  distribute  its  investment  company  taxable  income
quarterly and net realized capital gains at least annually. Shareholders receive
Fund distributions in the form of additional shares of that class of shares upon
which  the  distribution  is based  or, at the  shareholder's  option,  in cash.
Shareholders of the Fund who have not opted to receive cash prior to the payable
date for any  dividend  from net  investment  income or the record  date for any
capital gains distribution will have the number of such shares determined on the
basis of the Fund's net asset  value per share  computed  at the end of that day
after adjustment for the distribution.  Net asset value is used in computing the
number of shares in both capital gains and income distribution investments.
 
     Account  statements  and/or checks,  as appropriate,  will be mailed within
seven  days  after  the Fund  pays a  distribution.  Unless  the  Fund  receives
instructions  to the contrary before the record or payable date, as the case may
be, it will assume that a shareholder  wishes to receive that  distribution  and
future capital gains and income distributions in shares.  Instructions  continue
in effect until changed in writing.
 
     The Fund  intends to qualify as a regulated  investment  company  under the
Internal Revenue Code of 1986, as amended (the "Code").  While so qualified,  it
is expected  that the Fund will not be required to pay any federal  income taxes
on that portion of its  investment  company  taxable income and any net realized
capital  gains  it   distributes  to   shareholders.   The  Code  imposes  a  4%
nondeductible excise tax on regulated investment companies, such as the Fund, to
the extent they do not meet certain distribution requirements by the end of each
calendar year. The Fund anticipates meeting such distribution requirements.
 
     Any  taxable  dividend  declared  in  October,   November  or  December  to
shareholders of record in such a month and paid by the following January 31 will
be includable in the taxable income of shareholders as if paid on December 31 of
the year in which the dividend was declared.
 
     The Fund may be subject to foreign withholding taxes which would reduce the
yield on its investments.  Tax treaties between certain countries and the United
States  may  reduce or  eliminate  such  taxes.  Shareholders  of a Fund who are
subject to United States federal income tax may be entitled,  subject to certain
rules and  limitations,  to claim a federal  income tax credit or deduction  for
foreign income taxes paid by the Fund. See the SAI for additional  details.  The
Fund's transactions in options,  futures and forward contracts may be subject to
special tax rules. These rules can affect the amount, timing and characteristics
of distributions to shareholders.
 
     The Fund is required by federal law to withhold 31% of reportable  payments
(which  may  include  dividends,   capital  gains  distributions  (if  any)  and
redemptions)  paid to  certain  shareholders.  In  order to  avoid  this  backup
withholding requirement,  each investor must certify on the Application, or on a
separate form supplied by the Fund's transfer agent,  that the investor's social
security or taxpayer  identification  number is correct and that the investor is
not  currently   subject  to  backup   withholding  or  is  exempt  from  backup
withholding.
 
     The Fund  intends to  distribute  its net  capital  gains as capital  gains
dividends.  Shareholders should treat such dividends as long-term capital gains.
The Fund will designate capital gains  distributions as such by a written notice
mailed to each  shareholder  no later than 60 days after the close of the Fund's
taxable year.  If a  shareholder  receives a capital gain dividend and holds his
shares for six months or less,  then any allowable  loss on  disposition of such
shares will be treated as a long-term capital loss to the extent of such capital
gain dividend.
 
     The foregoing discussion of federal income tax consequences is based on tax
laws and  regulations in effect on the date of this Prospectus and is subject to
change by legislative or administrative  action. As the foregoing  discussion is
for  general  information  only,  you  should  also  review  the  discussion  of
"Additional  Tax  Information"  contained  in the SAI. In  addition,  you should
consult your own tax adviser as to the tax  consequences  of  investments in the
Fund,  including the application of state and local taxes which may be different
from the federal income tax consequences described above.
 
GENERAL INFORMATION
 
     Portfolio  Turnover.  The estimated annual portfolio  turnover rate for the
Fund is not  expected to exceed 100%.  A portfolio  turnover  rate of 100% would
occur if all of the Fund's  portfolio  securities were replaced in one year. The
portfolio turnover rate experienced by the Fund directly affects the transaction
costs  relating  to the  purchase  and sale of  securities  which the Fund bears
directly.  A high rate of portfolio  turnover will increase such costs.  See the
SAI for  further  information  regarding  the  practices  of the Fund  affecting
portfolio turnover.
 
                                       14

     Portfolio  Transactions.  Consistent with the Conduct Rules of the National
Association of Securities  Dealers,  Inc., and subject to seeking best price and
execution,  the  Fund  may  consider  sales of its  shares  as a  factor  in the
selection of broker-dealers to enter into portfolio transactions with the Fund.
 
     Other Classes of Shares.  The Fund currently offers four classes of shares,
Class A, Class B, Class C and Class Y, and may in the  future  offer  additional
classes.  Class Y shares are the only class of shares offered by this Prospectus
and are only available to (1) persons who at or prior to December 31, 1994 owned
shares in a mutual fund advised by Evergreen  Asset,  (2) certain  institutional
investors and (3) investment advisory clients of FUNB, Evergreen Asset, Keystone
or their affiliates.  The dividends payable with respect to Class A, Class B and
Class C shares will be less than those  payable  with  respect to Class Y shares
due to the  distribution  and  shareholder  servicing-related  expenses borne by
Class A,  Class B and Class C shares  and the fact that  such  expenses  are not
borne by Class Y shares.  Investors  should  telephone  (800) 343-2898 to obtain
more information on other classes of shares.
 
     Performance  Information.  From time to time, the Fund may quote its "total
return" or "yield" for a specified  period in  advertisements,  reports or other
communications to shareholders.  Total return and yield are computed  separately
for Class A, Class B, Class C and Class Y shares.  The Fund's  total  return for
each such period is computed by finding, through the use of a formula prescribed
by the SEC, the average  annual  compounded  rate of return over the period that
would equate an assumed  initial amount  invested to the value of the investment
at the end of the period. For purposes of computing total return,  dividends and
capital gains  distributions paid on shares of the Fund are assumed to have been
reinvested  when paid and the maximum sales  charges  applicable to purchases of
the Fund's shares are assumed to have been paid.
 
     Yield  is a way of  showing  the  rate of  income  the  Fund  earns  on its
investments  as a  percentage  of the Fund's  share  price.  The Fund's yield is
calculated  according to accounting methods that are standardized by the SEC for
all stock and bond  funds.  Because  yield  accounting  methods  differ from the
method used for other  accounting  purposes,  the Fund's yield may not equal its
distribution  rate, the income paid to your account or the net investment income
reported in the Fund's financial statements.  To calculate yield, the Fund takes
the interest and dividend income it earned from its portfolio of investments (as
defined by the SEC formula) for a 30-day period (net of expenses), divides it by
the average number of shares  entitled to receive  dividends,  and expresses the
result as an annualized  percentage  rate based on the Fund's share price at the
end of the  30-day  period.  This yield does not  reflect  gains or losses  from
selling securities.
 
     Performance  data may be included in any  advertisement or sales literature
of the Fund. These  advertisements may quote performance  rankings or ratings of
the Fund by financial  publications or independent  organizations such as Lipper
Analytical  Services,   Inc.  and  Morningstar,   Inc.  or  compare  the  Fund's
performance  to various  indices.  The Fund may also advertise in items of sales
literature an "actual distribution rate" which is computed by dividing the total
ordinary income  distributed (which may include the excess of short-term capital
gains over losses) to  shareholders  for the latest  twelve-month  period by the
maximum public offering price per share on the last day of the period. Investors
should be aware that past performance may not be indicative of future results.
 
     In  marketing  the  Fund's  shares,  information  may be  provided  that is
designed  to help  individuals  understand  their  investment  goals and explore
various  financial   strategies.   Such  information  may  include  publications
describing   general   principles  of  investing,   such  as  asset  allocation,
diversification,  risk tolerance,  and goal setting; a questionnaire designed to
help create a personal financial profile; and an action plan offering investment
alternatives. The information provided to investors may also include discussions
of other Evergreen funds, products, and services, which may include:  retirement
investing;  brokerage products and services;  the effects of periodic investment
plans and dollar cost averaging;  saving for college;  and charitable giving. In
addition,  the information provided to investors may quote financial or business
publications and periodicals, including model portfolios or allocations, as they
relate to fund management, investment philosophy, and investment techniques. The
materials  may  also  reprint,  and use as  advertising  and  sales  literature,
articles from Evergreen Events, a quarterly  magazine provided free of charge to
Evergreen fund shareholders.
 
     Additional  Information.  This  Prospectus  and the  SAI,  which  has  been
incorporated by reference  herein,  do not contain all the information set forth
in the  Registration  Statement  filed  by the  Trust  with  the SEC  under  the
Securities Act of 1933, as amended.  Copies of the Registration Statement may be
obtained at a reasonable charge from the SEC or may be examined, without charge,
at the offices of the SEC in Washington, D.C. 


                                       15

 
 
 
Investment Adviser
Keystone Investment Management Company, 200 Berkeley Street, Boston, 
Massachusetts 02116-5034 
 
Custodian
State Street Bank and Trust Company, P.O. Box 9021, Boston, Massachusetts 
02205-9827 
 
Transfer Agent
Evergreen Service Company, P.O. Box 2121, Boston, Massachusetts 02106-2121
 
Legal Counsel
Sullivan & Worcester LLP, 1025 Connecticut Avenue, N.W., Washington, D.C. 20036
 
Independent Auditors
KPMG Peat Marwick LLP, 99 High Street, Boston, Massachusetts 02110
 
Distributor
Evergreen Distributor, Inc., 125 W. 55th Street, New York, New York 10019
 
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