EVERGREEN EQUITY TRUST /DE/
485BPOS, 1998-12-29
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                                                  1933 Act No. 333-37453
                                                  1940 Act No. 811-08413

                                        SECURITIES AND EXCHANGE COMMISSION
                                              Washington, D.C. 20549

                                                     Form N-1A

   
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933                 [ ]
    Pre-Effective Amendment No.                                         [ ]
    Post-Effective Amendment No.   11                                   [X]
    

                                                      and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY
   
         ACT OF 1940                                                    [ ]
     Amendment No.  10                                                 [X]
    


                             EVERGREEN EQUITY TRUST
               (Exact Name of Registrant as Specified in Charter)

              200 Berkeley Street, Boston, Massachusetts 02116-5034
                    (Address of Principal Executive Offices)

                                 (617) 210-3200
                         (Registrant's Telephone Number)

                          The Corporation Trust Company
                               1209 Orange Street
                           Wilmington, Delaware 19801
                     (Name and Address of Agent for Service)


   
It is proposed  that this filing will become  effective:  
[X]  immediately  upon filing  pursuant to paragraph (b) 
[ ] on (date) pursuant to paragraph (b) 
[ ] 60 days  after  filing  pursuant  to  paragraph  (a)(i) 
[ ] on (date)  pursuant  to paragraph  (a)(i) 
[ ] 75 days after filing  pursuant to paragraph  (a)(ii) 
[ ] on (date) pursuant to paragraph (a)(ii) of
    
         Rule 485

If appropriate, check the following box:
[ ]      this post-effective amendment designates a new effective
         date for a previously filed post-effective amendment
[ ]      60 days after filing pursuant to paragraph (a)(i)
[ ]      on (date) pursuant to paragraph (a)(i)


                                                        -1-

<PAGE>




                                              EVERGREEN EQUITY TRUST

   
                                                    CONTENTS OF
                                         POST-EFFECTIVE AMENDMENT NO. 11 
    
                                                        to
                                              REGISTRATION STATEMENT

   
     This Post-Effective Amendment No. 11 to Registrant's Registration Statement
No.  333-37453/811-08413  consists of the following pages,  items of information
and documents:
    


                                                 The Facing Sheet

                                                 The Contents Page

                                             The Cross-Reference Sheet

                                                      PART A
                                                      ------

         Prospectuses for Evergreen Masters Fund as contained herein.

       
   
         Prospectuses  for Evergreen  Aggressive  Growth Fund,  Evergreen  Fund,
Evergreen Micro Cap Fund,  Evergreen Omega Fund,  Evergreen Small Company Growth
Fund,  Evergreen  Strategic  Growth Fund ,  Evergreen  Stock  Selector  Fund and
Evergreen Tax Strategic Equity Fund are contained in Registration  Statement No.
333-37453/811-  08413 filed on June 12,  1998,  August 3, 1998 and  November 25,
1998.
    

     Prospectuses   for  the  following  funds  are  contained  in  Registration
Statement No.  333-37453/811-08413  filed on July 31, 1998:  Evergreen  American
Retirement Fund,  Evergreen  Foundation Fund, Evergreen Tax Strategic Foundation
Fund and Evergreen Balanced Fund.

   
         Prospectuses  for the  following  funds are  contained in  Registration
Statement No.  333-37453/811-08413  filed September 30, 1998: Evergreen Fund for
Total  Return,  Evergreen  Growth and Income Fund,  Evergreen  Income and Growth
Fund,  Evergreen Small Cap Equity Income Fund,  Evergreen Value Fund,  Evergreen
Utility Fund, and Evergreen Blue Chip Fund.
    

                                                        -2-

<PAGE>






                                                      PART B
                                                      ------

         Statement of Additional  Information  for Evergreen  Aggressive  Growth
Fund,  Evergreen Fund, Evergreen Micro Cap Fund, Evergreen Omega Fund, Evergreen
Small Company Growth Fund,  Evergreen  Strategic  Growth Fund,  Evergreen  Stock
Selector Fund, Evergreen Tax Strategic Equity Fund and Evergreen Masters Fund is
contained herein.

     Statement of Additional Information for the following funds is contained in
Registration Statement No. 333-37453/811-08413 filed on July 31, 1998: Evergreen
American  Retirement Fund,  Evergreen  Foundation Fund,  Evergreen Tax Strategic
Foundation Fund and Evergreen Balanced Fund.

   
         Statement  of  Additional   Information  for  the  following  funds  is
contained in Registration Statement No.  333-37453/811-08413  filed on September
30, 1998:  Evergreen  Fund for Total Return,  Evergreen  Growth and Income Fund,
Evergreen  Income and Growth  Fund,  Evergreen  Small Cap  Equity  Income  Fund,
Evergreen Value Fund, Evergreen Utility Fund and Evergreen Blue Chip Fund.
    


                                     PART C
                                     ------

                              Financial Statements

                                    Exhibits

                         Number of Holders of Securities

                                 Indemnification

              Business and Other Connections of Investment Adviser

                              Principal Underwriter

                        Location of Accounts and Records

                                  Undertakings

                                   Signatures

                                                        -3-

<PAGE>






                                              EVERGREEN EQUITY TRUST

                                               Cross Reference Sheet
              pursuant to Rules 404 and 495 under the Securities Act of 1933
<TABLE>
<CAPTION>


N-1A Item No.                                                     Location in Prospectus(es)
Part A
<S>               <C>                                            <C>

Item 1.           Cover Page                                      Cover Page
Item 2.           Synopsis and Fee                                Expense Information
                  Table
Item 3.           Condensed Financial                             Financial Highlights
                  Information
Item 4.           General Description                             Additional Investment
                  of Registrant                                   Information; Cover Page;
                                                                  Fund Description; Fund
                                                                  Objectives and Policies;
                                                                  Investment Restrictions;
                                                                  Risk Factors; General
                                                                  Information
Item 5.           Management of the                               Fund Management; Expenses
                  Fund
Item 6.           Capital Stock and                               Fund Description; Dividends
                  Other Securities                                and Taxes; Fund Shares;
                              Shareholder Services
Item 7.           Purchase of                                     Distribution Plan; How to
                  Securities Being                                Buy Shares; Pricing Shares;
                  Offered                                         Shareholder Services
Item 8.           Redemption or                                   How to Redeem Shares
                  Repurchase
Item 9.           Pending Legal                                   Not Applicable
                  Proceedings

                                                                  Location in Statement of
Part B                                                            Additional Information

Item 10.          Cover Page                                      Cover Page


                                                        -4-

<PAGE>




Item 11.          Table of Contents                               Table of Contents
Item 12.          General Information                             Trust Organization
                  and History
Item 13.          Investment                                      Fund Investments
                  Objectives and
                  Policies
Item 14.          Management of the                               Management of the Trust
                  Fund
Item 15.          Control Persons and                             Management of the Trust;
                  Principal Holders of                            Principal Holders of Fund
                  Securities                                      Shares
Item 16.          Investment Advisory                             Investment Advisory and
                  and Other Services                              Other Services
Item 17.          Brokerage Allocation                            Brokerage
Item 18.          Capital Stock and                               Trust Organization
                  Other Securities
Item 19.          Purchase, Redemption                            Purchase, Redemption and
                  and Pricing of                                  Pricing of Shares
                  Securities Being
                  Offered
Item 20.          Tax Status                                      Additional Tax Information
Item 21.          Underwriters                                    Principal Underwriter
Item 22.          Calculation of                                  Financial Information
                  Performance Data
Item 23.          Financial Statements                            Financial Information
</TABLE>

         Part C

         Information  required  to be  included in Part C is set forth under the
appropriate item, so numbered, in Part C to this Registration Statement.


                                                        -5-

<PAGE>



  PROSPECTUS                                      January 4, 1999

  EVERGREEN DOMESTIC GROWTH FUNDS                 (Evergreen Funds logo
                                                  appears here)

  EVERGREEN MASTERS FUND

  CLASS A SHARES
  CLASS B SHARES
  CLASS C SHARES

         The  Evergreen  Masters  Fund  (the  "Fund")  seeks  long-term  capital
appreciation.

         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  ("SAI")  for the Fund  dated
February 1, 1998, as amended on August 3, 1998, September 1, 1998 and January 4,
1999 has been filed with the Securities and Exchange  Commission  ("SEC") and is
incorporated by reference herein. The SAI 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. An investment in the Fund
involves risk, including the possible loss of principal.

         THESE   SECURITIES  HAVE  NOT  BEEN  APPROVED  OR  DISAPPROVED  BY  THE
SECURITIES  AND  EXCHANGE   COMMISSION  NOR  HAS  THE  SECURITIES  AND  EXCHANGE
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

                                                        -6-

<PAGE>





                                                 TABLE OF CONTENTS
<TABLE>
<CAPTION>
<S>                                                                                                               <C>


EXPENSE INFORMATION...............................................................................................3

FINANCIAL HIGHLIGHTS..............................................................................................5

DESCRIPTION OF THE FUND...........................................................................................5
         INVESTMENT OBJECTIVE AND POLICIES........................................................................5
         INVESTMENT PRACTICES AND RESTRICTIONS....................................................................8

   
ORGANIZATION AND SERVICE PROVIDERS...............................................................................16
         ORGANIZATION............................................................................................16
         SERVICE PROVIDERS.......................................................................................16
         DISTRIBUTION PLANS AND AGREEMENTS.................................................................... 20

PURCHASE AND REDEMPTION OF SHARES............................................................................. 22
         HOW TO BUY SHARES.................................................................................... 22
         HOW TO REDEEM SHARES................................................................................. 28
         EXCHANGE PRIVILEGE................................................................................... 31
         SHAREHOLDER SERVICES................................................................................. 32
         BANKING LAWS......................................................................................... 34

OTHER INFORMATION............................................................................................. 35
         DIVIDENDS, DISTRIBUTIONS AND TAXES................................................................... 35
         GENERAL INFORMATION.................................................................................. 37
    
</TABLE>



                                                        -7-

<PAGE>




                                                EXPENSE INFORMATION

         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
SHAREHOLDER TRANSACTION EXPENSES                                 Shares             Shares             Shares
<S>                                                              <C>                <C>                <C>

Maximum Sales Charge Imposed on                                  4.75%              None               None
Purchases (as a % of offering
price)
Maximum Contingent Deferred Sales                                None(1)            5%(2)              1%(2)
Charge (as a % of original
purchase price or redemption
proceeds, whichever is lower)

</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  September  30, 1999.  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."



                                           ANNUAL OPERATING EXPENSES
                              Class A          Class B         Class C
Management Fees               0.95%            0.95%           0.95%
12b-1 Fees (3)                0.25%            1.00%           1.00%
Other Expenses                0.38%            0.38%           0.38%
                              -----            -----           -----
Total                         1.58%            2.33%           2.33%
                              =====            =====           =====



                                                              -8-

<PAGE>


<TABLE>
<CAPTION>

                                                            Examples


                                    Assuming Redemption at End                      Assuming no Redemption
                         of Period
                         Class A          Class B         Class C          Class B             Class C
<S>                      <C>              <C>             <C>              <C>                 <C>

   
After 1 Year             $63                  $74         $34              $24                 $24
After 3 Years            $95              $103            $73              $73                 $73
    
</TABLE>

- -------------------------
(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)      Class A shares of the Fund can pay up to 0.75% of average
         daily net assets as a 12b-1 fee.  For the foreseeable
         future, the Class A 12b-1 fees will be limited to 0.25% of
         average daily net assets.  Long-term shareholders may pay
         more than the economic equivalent front-end sales charges
         permitted by the National Association of Securities Dealers,
         Inc.

                                                        -9-

<PAGE>





                                               FINANCIAL HIGHLIGHTS

         As of  the  date  of  this  prospectus,  the  Fund  had  not  commenced
operations. Therefore, no financial highlights are currently available.

                                              DESCRIPTION OF THE FUND

INVESTMENT OBJECTIVE AND POLICIES

         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 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.

   
         The  Fund's   investment   objective  is  to  seek  long-term   capital
appreciation by investing at least 65% of its assets in equity  securities.  The
Fund's investment  program is based on the Manager of Managers Strategy of First
Union National Bank's ("FUNB")  Evergreen  Investment  Management group ("EIM").
EIM allocates the Fund's portfolio assets on an approximately  equal basis among
a number of investment management  organizations  ("Managers") -- currently four
in number -- each of which employs a different investment style.

         In  EIM's  opinion,  the  Manager  of  Managers  strategy  may  provide
advantages  over the use of a single  manager  because of the following  primary
factors:
    

         (i) Most  equity  investment  management  firms  consistently  employ a
distinct   investment  "style"  which  causes  them  to  emphasize  stocks  with
particular characteristics;

         (ii) because of changing  investor  preferences,  any given  investment
style  will  move  into and out of  market  favor  and  will  result  in  better
investment  performance  under certain  market  conditions  but less  successful
performance under other conditions; and

         (iii)   consequently,   by  allocating  the  Fund's   portfolio  on  an
approximately equal basis among Managers employing different

                                                       -10-

<PAGE>



styles,  the  impact of any one such  style on  investment  performance  will be
diluted,  and the  investment  performance  of the total  portfolio will be more
consistent  and less  volatile  over the long term than if a single  style  were
employed throughout the entire period.

   
         EIM,  based  on  the  foregoing  principles  and on  its  analysis  and
evaluation of  information  regarding the  personnel and  investment  styles and
performance of numerous  professional  investment management firms, has selected
for  appointment  by the Fund a group of  Managers  representing  a blending  of
different  investment styles which, in its opinion, is appropriate to the Fund's
investment objective.

         EIM has ultimate  responsibility for the investment  performance of the
Fund. EIM  continuously  monitors the performance  and investment  styles of the
Fund's  portfolio  Managers  and from  time to time  may  recommend  changes  of
Managers based on factors such as changes in a Manager's  investment  style or a
departure by a Manager from the investment style for which it had been selected,
a deterioration in a Manager's  performance relative to that of other investment
management firms practicing a similar style, or adverse changes in its ownership
or personnel.
    

         The Fund's current Managers are:

         Evergreen Asset Management Corp. ("Evergreen Asset")
         MFS Institutional Advisors, Inc. ("MFS")
         OppenheimerFunds, Inc. ("Oppenheimer")
         Putnam Investment Management, Inc. ("Putnam")

         The investment  styles described below will be those applied by each of
the  Managers to the segment of the Fund's  portfolio  for which that Manager is
responsible.

   
         Evergreen  Asset's segment of the portfolio will primarily be invested,
in accordance with its value oriented strategy, in equity securities of U.S. and
foreign companies with market capitalizations between approximately $500 million
and $5 billion.  In accordance with the value style of investing Evergreen Asset
invests in  companies  it believes  the market has  temporarily  undervalued  in
relation  to such  factors  as the  company's  assets,  cash  flow and  earnings
potential.
    

       
                                                       -11-

<PAGE>



       
   
         MFS manages its segment of the  portfolio  by primarily  investing,  in
accordance with its growth oriented investment strategy, in equity securities of
companies with market capitalizations  between approximately $500 million and $5
billion. Such companies generally would be expected to show earnings growth over
time that is well above the growth rate of the  overall  economy and the rate of
inflation,  and would have the  products,  management  and market  opportunities
which are usually necessary to continue  sustained growth.  MFS may invest up to
25% (and  generally  expects to invest between 0% and 10%) of its segment of the
Fund's  assets  in  foreign  securities  (not  including   American   Depositary
Receipts),  including foreign growth securities,  which are not traded on a U.S.
exchange.
    

         Oppenheimer  manages its segment of the portfolio in accordance  with a
blended  growth and value  investment  strategy.  Investments  are  primarily in
equity  securities  of  those  companies  with  market  capitalizations  over $5
billion; however, Oppenheimer may, when it deems advisable, invest in the equity
securities  of  mid-cap  and  small-cap   companies.   In  purchasing  portfolio
securities,  Oppenheimer may invest without limit in foreign securities and may,
to a limited  degree,  invest in  non-convertible  debt securities and preferred
stocks which have the potential for capital appreciation.

   
         Putnam's  segment of the  portfolio  will  primarily  be  invested,  in
accordance with its growth oriented investment strategy, in equity securities of
U.S.  and foreign  issuers  with market  capitalizations  of $2 billion or more.
Putnam  may also  purchase  non-convertible  debt  securities  which  offer  the
opportunity for capital appreciation.
    

         In the evaluation of a company,  more  consideration is given to growth
potential than to dividend  income.  Putnam believes that evaluating a company's
probable future  earnings,  dividends,  financial  strength,  working assets and
competitive  position  will prove more  profitable  in the long run than  simply
seeking current dividend income.

   
         Equity  securities  include common  stocks,  preferred  stocks,  bonds,
warrants or rights that are convertible into stocks, and depositary receipts for
those  securities.  Investments  may  also  be  made  to  a  limited  degree  in
non-convertible debt securities
    

                                                       -12-

<PAGE>



   
and preferred stocks which offer an opportunity for capital
appreciation.
    

         Each Manager may also invest, for temporary defensive  purposes,  up to
100% of the assets  allocated  to its segment in  short-term  obligations.  Such
obligations  may  include  U.S.  government  securities,  master  demand  notes,
commercial paper and notes, bank deposits and other financial 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

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  Managers 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

                                                       -13-

<PAGE>



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.
The Fund does not intend to  purchase  when-issued  securities  for  speculative
purposes, but only in furtherance of its investment objective.

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 33 1/3% 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.

Borrowing.  The Fund may  borrow  from  banks in an  amount up to 33 1/3% of its
total assets,  taken at market value.  The Fund may also borrow an additional 5%
of its  total  assets  from  banks  and  others.  The Fund may only  borrow as a
temporary measure for extraordinary or emergency purposes such as the redemption
of Fund shares. The Fund may not purchase additional  securities when borrowings
exceed 5% of total assets.

         The purchase of securities  while  borrowings are outstanding will have
the effect of leveraging the Fund.  Such  leveraging or borrowing  increases the
Fund's exposure to capital risk and borrowed funds are subject to interest costs
which will reduce net income.

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

                                                       -14-

<PAGE>



investments  readily or at a reasonable  price could impair its 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 U.S. The Fund's  Managers
determine the liquidity of Rule 144A securities  according to the guidelines and
procedures  adopted by Evergreen Equity Trust's Board of Trustees.  The Board of
Trustees monitors the Managers'  application of those guidelines and procedures.
Securities  eligible for resale pursuant to Rule 144A, which the Fund's Managers
have 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.  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 its 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
write  covered call options on its  portfolio  securities to attempt to increase
its current  income.  The Fund will maintain its position 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

                                                       -15-

<PAGE>



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

                                                       -16-

<PAGE>



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.

         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 value of 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 it 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 return 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 contracts

                                                       -17-

<PAGE>



and any  related  options  to  react  to  market  changes  differently  than the
portfolio  securities.  In addition,  the Fund's  Managers could be incorrect in
their  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 Managers correctly predict 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  Managers 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, such as those described above,
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.

Investment  in Small and  Mid-Sized  Companies.  Investments  in  securities  of
little-known,  relatively small or mid-sized and special situation companies may
tend  to be  speculative  and  volatile.  A lack  of  management  depth  in such
companies could increase the risks associated with the loss of key personnel.

                                                       -18-

<PAGE>



Also,  the material and  financial  resources of such  companies may be limited,
with the consequence that funds or external  financing  necessary for growth may
be  unavailable.  Such  companies  may also be  involved in the  development  or
marketing  of new  products  or  services  for which  there  are no  established
markets.  If  projected  markets do not  materialize  or only  regional  markets
develop,  such  companies  may be  adversely  affected  or may be subject to the
consequences  of local events.  Moreover,  such  companies may be  insignificant
factors in their  industries and may become subject to intense  competition from
larger  companies.  Securities  of  companies  in which the Fund may invest will
frequently be traded only in the  over-the-counter  market or on regional  stock
exchanges  and will  often be  closely  held.  Securities  of this type may have
limited liquidity and may be subject to wide price fluctuations.  As a result of
the risk factors  described  above,  to the extent the Fund invests in small and
mid-sized companies, the net asset value of the Fund's shares can be expected to
vary significantly.

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 U.S. 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  Managers  before making any of these
types of investments.

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 the Fund's 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

                                                       -19-

<PAGE>



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 Managers' 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. The
Fund does not intend to enter into foreign currency transactions for speculation
or leverage.

   
Special Risk Considerations  Regarding the Multi-Manager  Strategy. EIM oversees
the  portfolio  management  services  provided  to the  Fund by each of the four
Managers. EIM does not, however, determine what investments will be purchased or
sold for any segment of the portfolio. Because each Manager will be managing its
segment  of the  portfolio  independently  from  the  other  Managers,  the same
security  may be held in two  different  segments  of the  portfolio,  or may be
acquired for one segment of the  portfolio at a time when the Manager of another
segment deems it appropriate to dispose of the security from that other segment.
Similarly, under some market conditions, one or more of the Managers may believe
that  temporary,  defensive  investments  in short-term  instruments or cash are
appropriate when another Manager or Managers believe  continued  exposure to the
equity markets is appropriate for their segments of the portfolio.  Because each
Manager  directs the trading for its own segment of the portfolio,  and does not
aggregate its transactions with those of the other Managers,  the Fund may incur
higher brokerage costs than would be the case if a single investment  advisor or
Manager were managing the entire  portfolio.  Also,  because each segment of the
portfolio will perform  differently  from the other segments  depending upon the
investments it holds and changing market  conditions,  one segment may be larger
or smaller at various  times than other  segments.  Net cash inflows or outflows
resulting from sales and redemptions of the Fund's shares will, however,
    

                                                       -20-

<PAGE>



   
continue  to be  allocated  on an equal  basis  among the four  segments  of the
portfolio  without  regard to the relative  size of the  segments.  EIM will not
reallocate  assets among the segments to reduce these  differences in size until
the assets  allocated to one Manager  either  exceeds 35% or is less than 15% of
the Fund's average daily net assets for a period of three consecutive months. In
such event EIM may, but is not obligated to, reallocate assets among Managers to
provide for a more equal distribution of the Fund's assets.
    

                                        ORGANIZATION AND SERVICE PROVIDERS

ORGANIZATION

Fund  Structure.  The Fund is an investment  pool,  which invests  shareholders'
money toward a specified goal. 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 18, 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 have equal voting,  liquidation and other
rights.  Each share is  entitled  to one vote for each dollar of net asset value
applicable to such share.  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 Trust 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.

SERVICE PROVIDERS

   
Investment Advisor.  The investment advisor of the Fund is the EIM group of FUNB
which is a wholly-owned subsidiary of First
    

                                                       -21-

<PAGE>



Union Corporation  ("First Union").  First Union is located at 301 South College
Street  and FUNB is  located  at 201  South  College  Street,  Charlotte,  North
Carolina  28288-0630.  First Union and its subsidiaries provide a broad range of
financial services to individuals and businesses throughout the United States.

   
         Pursuant to its  Investment  Advisory  and  Management  Agreement  (the
"Advisory  Agreement")  EIM  oversees the  administration  of all aspects of the
business and affairs of the Fund and  selects,  contracts  with and  compensates
Managers to manage the assets of the Fund's portfolio. EIM monitors the Managers
for compliance with the investment  objectives and policies of the Fund, reviews
the performance of the Managers,  and periodically reports to the Trust. EIM has
the right under the  Advisory  Agreement  to  directly  manage any or all of the
Fund's assets.

         EIM is entitled  to receive  from the Fund an annual fee equal to 0.95%
of average daily net assets of the Fund.

         The Trust and FUNB have received an exemptive order from the Securities
and Exchange Commission ("SEC") that permits EIM, subject to certain conditions,
and  without  the  approval of  shareholders  to: (a) employ a new  unaffiliated
Manager  or  Managers  for the Fund  pursuant  to the  terms of a new  portfolio
management  agreement,  in each case  either as a  replacement  for an  existing
Manager or as an  additional  Manager;  (b)  change  the terms of any  portfolio
management agreement;  and (c) continue the employment of an existing Manager on
the same advisory contract terms where a contract has been assigned because of a
change in control of the  Manager.  In such  circumstances,  shareholders  would
receive notice of such action,  including the information concerning the Manager
that normally is provided in a proxy statement. The exemptive order also permits
disclosure of fees paid to unaffiliated Managers on an aggregate basis only.
    

         Shareholders have the right to terminate arrangements with a Manager by
vote  of a  majority  of the  outstanding  shares  of  the  Fund.  In  addition,
shareholders  have  the  right  to  approve,  in  accordance  with  current  SEC
interpretations,   any  new  portfolio  management  agreements  with  affiliated
Managers.

   
Manager  Oversight.  David Francis is primarily  responsible  for overseeing the
Managers.  Mr. Francis joined FUNB in 1994 from Federated Investment Counseling,
a division of Federated Investors in Pittsburgh, PA, where he managed equities
    

                                                       -22-

<PAGE>



   
for employee benefit and tax-exempt  separate accounts and mutual funds. He is a
Senior Vice President, Managing Director and Chief Investment Officer of EIM.





Managers.  Subject to the  supervision of EIM, each Manager manages a segment of
the Fund's  portfolio in  accordance  with the Fund's  investment  objective and
policies,  makes  investment  decisions  for the segment,  and places  orders to
purchase and sell  securities  for the segment.  The Fund pays no direct fees to
any of the Managers.
    

         Set forth below is a brief description of the Fund's Managers.

   
         Evergreen Asset, 2500 Westchester Avenue,  Purchase, New York 10577, is
a  wholly-owned   subsidiary  of  First  Union.   Evergreen   Asset,   with  its
predecessors,  has served as investment  advisor to the  Evergreen  mutual funds
since 1971.
    

         MFS, 500 Boylston Street,  Boston,  Massachusetts 02116,  together with
its parent company,  is America's oldest mutual fund  organization.  MFS and its
predecessor  organizations  have a history of money management  dating from 1924
and the  founding  of the  first  mutual  fund in the  United  States.  MFS is a
subsidiary of Massachusetts Financial Services Company, which is a subsidiary of
SunLife of Canada (U.S.) Financial Services Holdings,  Inc., which in turn is an
indirect  wholly-owned  subsidiary of SunLife Assurance Company of Canada. As of
July 31,  1998,  MFS managed more than $87 billion on behalf of over 3.3 million
investor accounts.

   
         Oppenheimer,  Two World Trade  Center,  New York,  New York 10048,  has
operated as an investment advisor since 1959. As of August 31, 1998, Oppenheimer
and its subsidiaries  managed investment  companies with assets of more than $85
billion and with more than 4 million shareholder accounts.  Oppenheimer is owned
by Oppenheimer  Acquisition  Corp.,  a holding  company that is owned in part by
senior  officers of  Oppenheimer  and  controlled by  Massachusetts  Mutual Life
Insurance Company.
    

         Putnam, One Post Office Square,  Boston,  Massachusetts 02109, has been
managing mutual funds since 1937. As of June 30, 1998, Putnam and its affiliates
managed  more than $278  billion of  assets.  Putnam is a  subsidiary  of Putnam
Investments, Inc.,

                                                       -23-

<PAGE>



which is owned by Marsh & McLennan  Companies,  Inc., a  publicly-owned  holding
company whose principal  businesses are international  insurance and reinsurance
brokerage, employee benefit consulting and investment management.

         Evergreen Asset has entered into a sub-advisory agreement with Lieber &
Company, an indirect wholly-owned subsidiary of First Union, which provides that
Lieber & Company's  research  department and staff will furnish  Evergreen Asset
with information,  investment  recommendations,  advice and assistance, and will
generally be available for  consultation on the portfolio of the Fund.  Lieber &
Company will be reimbursed by Evergreen  Asset in connection  with the rendering
of services on the basis of the direct and  indirect  costs of  performing  such
services. There is no additional charge to the Fund for the services provided by
Lieber & Company.  The address of Lieber & Company is 2500  Westchester  Avenue,
Purchase, New York 10577.

   
         EIM  pays  the  Managers  of the Fund  sub-advisory  fees  equal in the
aggregate up to .50% of the Fund's average daily net assets. Evergreen Asset, an
affiliate of EIM,  receives a  sub-advisory  fee equal to .50% of the first $500
million of the Fund's average daily net assets managed by Evergreen Asset,  .40%
of the next $500 million of such assets, and .35% of such assets in excess of $1
billion.
    

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.

   
         The Fund pays ESC a fee of $10.00  when a new  account is  established,
plus annual fees as follows:
    

<TABLE>
<CAPTION>

                                                     Annual Fee Per                   Annual Fee Per
   
                  Fund Type                           Open Account                    Closed Account
                  ---------                           ------------                    --------------
<S>               <C>                                 <C>                             <C>

Monthly Dividend Funds                                   $22.75                            $9.00
Quarterly Dividend                                       $21.75                            $9.00
Funds
Semiannual Dividend                                      $20.75                            $9.00
Funds
Annual Dividend Funds                                    $20.75                            $9.00
Money Market Funds                                       $22.75                            $9.00
    
</TABLE>

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.

Administrator.   Evergreen   Investment   Services,   Inc.   ("EIS")  serves  as
administrator to the Fund. As administrator,  and subject to the supervision and
control of the Trust's Board of Trustees, EIS provides the Fund with facilities,
equipment and personnel.  For its services as administrator,  EIS is entitled to
receive a fee based on the  aggregate  average daily net assets of the Fund at a
rate based on the total assets of all mutual funds administered by EIS for which
any affiliate of FUNB serves as investment  advisor.  The  administration fee is
calculated in accordance with the following schedule.


Administration Fee
                0.050%                  on the first $7 billion
                0.035%                  on the next $3 billion
                0.030%                  on the next $5 billion
                0.020%                  on the next $10 billion
                0.015%                  on the next $5 billion
                0.010%                  on assets in excess of $30 billion


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

                                                       -24-

<PAGE>



compensate organizations, which may include the Fund's investment advisor or its
affiliates,   for  personal  services   rendered  to  shareholders   and/or  the
maintenance of shareholder  accounts.  The Fund may not pay any  distribution or
services fee during any fiscal  period in excess of the amounts set forth above.
Amounts  paid  under the Plans are used to  compensate  the  Fund's  distributor
pursuant to the Distribution Agreements entered into by the Fund.

         The Plans are in  compliance  with the  Conduct  Rules of the  National
Association  of Securities  Dealers,  Inc.  which  effectively  limit the annual
asset-based sales charges and service fees that a mutual fund may pay on a class
of shares to an annual  rate of 0.75% and 0.25%,  respectively,  of the  average
aggregate annual net assets attributable to that class. The rules also limit the
aggregate of all front-end,  deferred and asset-based sales charges imposed with
respect to a class of shares by a mutual fund that also charges a service fee to
6.25% of  cumulative  gross sales of shares of that class,  plus interest on the
unpaid amount at the prime rate plus 1% per annum.

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 Distribution  Agreements 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.


                                                       -25-

<PAGE>



         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 ESC,  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 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:


                                                       -26-

<PAGE>


<TABLE>
<CAPTION>



Amount of Purchase                      As a % of                 As a % of               Commission to
                                        the Net                   the                     Dealer/Agent
                                        Amount                    Offering                as a % of
                                        Invested                  Price                   Offering Price
<S>                                     <C>                       <C>                     <C>

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%
$1,000,000 or more                      None                      None                    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
                                                                                          $4,999,999

</TABLE>

         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  advisors;   (b)  investment  advisors,   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  advisors or financial  planners who place
trades for their own accounts if the  accounts are linked to the master  account
of  such  investment  advisors  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

                                                       -27-

<PAGE>



with whom EDI has entered  into an  agreement  to sell  shares of the Fund,  and
members  of the  immediate  families  of such  employees;  (g) upon the  initial
purchase of an Evergreen  fund by  investors  reinvesting  the  proceeds  from a
redemption  within  the  preceding  30 days of  shares  of other  mutual  funds,
provided such shares were initially  purchased with a front-end  sales charge or
subject to a CDSC; and (h) all qualified plan customers  holding Evergreen Class
Y shares in connection  with a rollover into an individual  retirement  account.
Certain  broker-dealers  or other  financial  institutions  may  impose a fee on
transactions in shares of the Fund.

   
         Class A shares may also be  purchased  at net asset value for a limited
time. Class A shares may be purchased at net asset value from January 4, 1999 to
March 5, 1999, or when the Fund's total assets reach $100 million,  whichever is
sooner.  A CDSC of 1.00% will be imposed if the shares are  redeemed  within two
years of their purchase. Exchanges into other Evergreen funds are prohibited for
a period of six months  following  the initial  purchase.  Any shares  exchanged
after the six-month  period which are redeemed within two years from the initial
purchase will be subject to a CDSC of 1.00%.  Redemptions received in connection
with a  Systematic  Withdrawal  Plan  will not  incur a CDSC.  See  "Shareholder
Services--Systematic  Withdrawal Plan" for further information.  See "How to Buy
Shares--Contingent  Deferred Sales Charge" for more  information on waivers.  In
connection with sales made, EDI will pay  broker-dealers at the rate of 3.00% of
the net asset value of the shares purchased.
    

         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.

         Certain  employer-sponsored  retirement  or  savings  plans,  including
eligible  401(k) plans,  may purchase Class A shares at net asset value provided
that such plans meet certain  required  minimum number of eligible  employees or
required amount of assets. Additional information concerning the waiver of sales
charges is set forth in the SAI.

                                                       -28-

<PAGE>



         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,  Letters 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                                             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

                                                       -29-

<PAGE>



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 service fee 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.  Service fees will
commence immediately with respect to shares eligible for exemption from the CDSC
normally applicable to Class C shares.

Contingent Deferred Sales Charge.  Certain shares with respect to which the Fund
did not pay a commission on issuance, including

                                                       -30-

<PAGE>



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  59 1/2  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,  FUNB,  Evergreen  Investment  Management
Company ("EIMC"),  Meridian  Investment Company  ("Meridian"),  Evergreen Asset,
First International Advisors, Ltd. ("First  International"),  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.

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,

                                                       -31-

<PAGE>



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 incentives that are
conditioned upon the sale of a specified  minimum dollar amount of shares of the
Fund and/or other Evergreen  funds.  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  advisor,  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  advisor over and above the
usual trail commissions or shareholder  servicing payments applicable to a given
class of shares.

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 its  investment  advisor
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  advisor 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

                                                       -32-

<PAGE>



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.  You may  redeem  by mail by
sending 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.

                                                       -33-

<PAGE>



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  (described
below), 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.


                                                       -34-

<PAGE>



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
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 other Evergreen funds through your financial  intermediary,
by calling or writing to ESC or by using the Evergreen Express Line as described
above.  If the shares being tendered for exchange are still subject to a CDSC or
are  eligible for  conversion  in a specified  time,  such  remaining  charge or
remaining  time will carry over to the shares  being  acquired  in the  exchange
transaction.  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 more 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.

                                                       -35-

<PAGE>



         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. 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

                                                       -36-

<PAGE>



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
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, EIMC, Meridian,  First International 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 the
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.


                                                       -37-

<PAGE>



         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.

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  advisor,  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.  FUNB and
its affiliates 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 its affiliates 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

                                                       -38-

<PAGE>



Fund by its customers.  If FUNB or its affiliates 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  advisor. 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
annually and net capital realized 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,  when
applicable,  and 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

                                                       -39-

<PAGE>



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
U.S.  may  reduce or  eliminate  such  taxes.  Shareholders  of the Fund who are
subject to U.S. 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 the Fund and sells or
otherwise  disposes  of such  shares  within 90 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

                                                       -40-

<PAGE>



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 advisor 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 and Brokerage.  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. It
is  contemplated  that Lieber & Company,  an affiliate of Evergreen  Asset and a
member of the New York and American Stock Exchanges will, with respect to assets
of the Fund managed by  Evergreen  Asset and to the extent  practicable,  effect
substantially all of the portfolio transactions for Evergreen Asset's portion of
the Fund effected on those  exchanges.  In addition,  broker-dealers  affiliated
with MFS, Oppenheimer and Putnam may effect portfolio transactions for the Fund.
See the  SAI  for  further  information  regarding  the  practices  of the  Fund
affecting portfolio turnover and brokerage allocation practices.
    

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

                                                       -41-

<PAGE>



advised  by  Evergreen  Asset,  (2)  certain  institutional  investors  and  (3)
investment  advisory clients of FUNB,  Evergreen Asset,  EIMC,  Meridian,  First
International 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 may  compare the Fund's
performance to various indices. The Fund may also

                                                       -42-

<PAGE>



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  12-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. EDI
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.

Year 2000  Risks.  Like  other  investment  companies,  financial  and  business
organizations  and  individuals  around the world,  the Fund could be  adversely
affected if the computer systems used by the Fund's  investment  advisor and the
Fund's  other   service   providers  do  not  properly   process  and  calculate
date-related  information  and data  from and after  January  1,  2000.  This is
commonly  known as the "Year 2000  Problem."  The Fund's  investment  advisor is
taking  steps to address  the Year 2000  Problem  with  respect to the  computer
systems that it uses and to obtain  assurances that  comparable  steps are being
taken by the Fund's other major service providers.  At this time, however, there
can be no  assurance  that these steps will be  sufficient  to avoid any adverse
impact on the Fund.

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 1933 Act.
Copies of the Registration Statement may be obtained at a reasonable charge

                                                       -43-

<PAGE>



from the SEC or may be examined, without charge, at the offices
of the SEC in Washington, D.C.


                                                       -44-

<PAGE>




Investment Advisor
   
 Evergreen Investment Management  group of First
Union National Bank, 201 South College Street, Charlotte, North
    
Carolina 28288

Managers
Evergreen Asset Management Corp., 2500 Westchester Avenue,
Purchase, New York 10577

MFS Institutional Advisors, Inc., 500 Boylston Street, Boston,
Massachusetts 02116

OppenheimerFunds, Inc., Two World Trade Center, New York, New
York 10048

Putnam Investment Management, Inc., One Post Office Square,
Boston, Massachusetts 02109

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




                                                       -45-

<PAGE>



PROSPECTUS                                      January 4, 1999


EVERGREEN DOMESTIC GROWTH FUNDS                 [EVERGREEN LOGO APPEARS
                                                 HERE]


EVERGREEN MASTERS FUND


CLASS Y SHARES


         The  Evergreen  Masters  Fund  (the  "Fund")  seeks  long-term  capital
appreciation.

         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  ("SAI")  for the Fund  dated
February 1, 1998, as amended on August 3, 1998, September 1, 1998 and January 4,
1999 has been filed with the Securities and Exchange  Commission  ("SEC") and is
incorporated by reference herein. The SAI 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. An investment in the Fund
involves risk, including the possible loss of principal.

         THESE   SECURITIES  HAVE  NOT  BEEN  APPROVED  OR  DISAPPROVED  BY  THE
SECURITIES  AND  EXCHANGE   COMMISSION  NOR  HAS  THE  SECURITIES  AND  EXCHANGE
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


                                                        -1-

<PAGE>





                                                 TABLE OF CONTENTS
<TABLE>
<CAPTION>
<S>                                                                                                               <C>


EXPENSE INFORMATION...............................................................................................3

FINANCIAL HIGHLIGHTS..............................................................................................4

DESCRIPTION OF THE FUND...........................................................................................4
         INVESTMENT OBJECTIVE AND POLICIES........................................................................4
         INVESTMENT PRACTICES AND RESTRICTIONS....................................................................7

ORGANIZATION AND SERVICE PROVIDERS...............................................................................15
         ORGANIZATION............................................................................................15
         SERVICE PROVIDERS.......................................................................................15

   
PURCHASE AND REDEMPTION OF SHARES............................................................................. 19
         HOW TO BUY SHARES.................................................................................... 19
         HOW TO REDEEM SHARES....................................................................................20
         EXCHANGE PRIVILEGE................................................................................... 23
         SHAREHOLDER SERVICES................................................................................. 24
         BANKING LAWS............................................................................................25

OTHER INFORMATION............................................................................................. 26
         DIVIDENDS, DISTRIBUTIONS AND TAXES................................................................... 26
         GENERAL INFORMATION.................................................................................. 28
    
</TABLE>



                                                        -2-

<PAGE>





                                                EXPENSE INFORMATION


         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.

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 and other fees. The table below shows
the Fund's  estimated  annual  operating  expenses for the fiscal  period ending
September 30, 1999. 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."



                                                       Annual Operating
                                                           Expenses
                                                     ---------------------
Management Fees                            0.95%
Other Expenses                             0.38%
                                           =====
Total                                      1.33%


                                                            Example
                                                           ---------
After 1 Year                               $14


                                                        -3-

<PAGE>



                                                       Annual Operating
                                                           Expenses
                                                     ---------------------
After 3 Years                              $42


                                               FINANCIAL HIGHLIGHTS

         As of  the  date  of  this  prospectus,  the  Fund  had  not  commenced
operations. Therefore, no financial highlights are currently available.

                                              DESCRIPTION OF THE FUND

INVESTMENT OBJECTIVE AND POLICIES

         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 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.

   
         The  Fund's   investment   objective  is  to  seek  long-term   capital
appreciation by investing at least 65% of its assets in equity  securities.  The
Fund's investment  program is based on the Manager of Managers Strategy of First
Union National Bank's ("FUNB")  Evergreen  Investment  Management group ("EIM").
EIM allocates the Fund's portfolio assets on an approximately  equal basis among
a number of investment management  organizations  ("Managers") -- currently four
in number -- each of which employs a different investment style.

         In  EIM's  opinion,  the  Manager  of  Managers  strategy  may  provide
advantages  over the use of a single  manager  because of the following  primary
factors:
    

         (i) Most  equity  investment  management  firms  consistently  employ a
distinct   investment  "style"  which  causes  them  to  emphasize  stocks  with
particular characteristics;

         (ii) because of changing  investor  preferences,  any given  investment
style  will  move  into and out of  market  favor  and  will  result  in  better
investment performance under certain market

                                                        -4-

<PAGE>



conditions but less successful performance under other
conditions; and

         (iii)   consequently,   by  allocating  the  Fund's   portfolio  on  an
approximately  equal basis among Managers employing different styles, the impact
of any one  such  style  on  investment  performance  will be  diluted,  and the
investment  performance of the total  portfolio will be more consistent and less
volatile over the long term than if a single style were employed  throughout the
entire period.

   
         EIM,  based  on  the  foregoing  principles  and on  its  analysis  and
evaluation of  information  regarding the  personnel and  investment  styles and
performance of numerous  professional  investment management firms, has selected
for  appointment  by the Fund a group of  Managers  representing  a blending  of
different  investment styles which, in its opinion, is appropriate to the Fund's
investment objective.

         EIM has ultimate  responsibility for the investment  performance of the
Fund. EIM  continuously  monitors the performance  and investment  styles of the
Fund's  portfolio  Managers  and from  time to time  may  recommend  changes  of
Managers based on factors such as changes in a Manager's  investment  style or a
departure by a Manager from the investment style for which it had been selected,
a deterioration in a Manager's  performance relative to that of other investment
management firms practicing a similar style, or adverse changes in its ownership
or personnel.
    

         The Fund's current Managers are:

         Evergreen Asset Management Corp. ("Evergreen Asset")
         MFS Institutional Advisors, Inc. ("MFS")
         OppenheimerFunds, Inc. ("Oppenheimer")
         Putnam Investment Management, Inc. ("Putnam")

         The investment  styles described below will be those applied by each of
the  Managers to the segment of the Fund's  portfolio  for which that Manager is
responsible.

   
         Evergreen  Asset's segment of the portfolio will primarily be invested,
in accordance with its value oriented strategy, in equity securities of U.S. and
foreign companies with market capitalizations between approximately $500 million
and $5 billion.  In accordance with the value style of investing Evergreen Asset
invests in companies it believes the market
    

                                                        -5-

<PAGE>



has temporarily undervalued in relation to such factors as the company's assets,
cash flow and earnings potential.

       
   
         MFS manages its segment of the  portfolio  by primarily  investing,  in
accordance with its growth oriented investment strategy, in equity securities of
companies with market capitalizations  between approximately $500 million and $5
billion. Such companies generally would be expected to show earnings growth over
time that is well above the growth rate of the  overall  economy and the rate of
inflation,  and would have the  products,  management  and market  opportunities
which are usually necessary to continue  sustained growth.  MFS may invest up to
25% (and  generally  expects to invest between 0% and 10%) of its segment of the
Fund's  assets  in  foreign  securities  (not  including   American   Depositary
Receipts),  including foreign growth securities,  which are not traded on a U.S.
exchange.
    

         Oppenheimer  manages its segment of the portfolio in accordance  with a
blended growth and value  oriented  strategy.  Investments  are primarily in the
equity  securities  of  those  companies  with  market  capitalizations  over $5
billion; however, Oppenheimer may, when it deems advisable, invest in the equity
securities  of  mid-cap  and  small-cap   companies.   In  purchasing  portfolio
securities,  Oppenheimer may invest without limit in foreign securities and may,
to a limited  degree,  invest in  non-convertible  debt securities and preferred
stocks which have the potential for capital appreciation.

   
         Putnam's  segment of the  portfolio  will  primarily  be  invested,  in
accordance with its growth oriented investment strategy, in equity securities of
U.S.  and foreign  issuers  with market  capitalizations  of $2 billion or more.
Putnam  may also  purchase  non-convertible  debt  securities  which  offer  the
opportunity for capital appreciation.
    

         In the evaluation of a company,  more  consideration is given to growth
potential than to dividend  income.  Putnam believes that evaluating a company's
probable future  earnings,  dividends,  financial  strength,  working assets and
competitive  position  will prove more  profitable  in the long run than  simply
seeking current dividend income.

                                                        -6-

<PAGE>



   
         Equity  securities  include common  stocks,  preferred  stocks,  bonds,
warrants or rights that are convertible into stocks, and depositary receipts for
those  securities.  Investments  may  also  be  made  to  a  limited  degree  in
non-convertible  debt securities and preferred stocks which offer an opportunity
for capital appreciation.
    


         Each Manager may also invest, for temporary defensive  purposes,  up to
100% of the assets  allocated  to its segment in  short-term  obligations.  Such
obligations  may  include  U.S.  government  securities,  master  demand  notes,
commercial paper and notes, bank deposits and other financial 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

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  Managers 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

                                                        -7-

<PAGE>



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.  The Fund does not intend to purchase when-issued  securities for
speculative purposes, but only in furtherance of its investment objective.

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 33 1/3% 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.

Borrowing.  The Fund may  borrow  from  banks in an  amount up to 33 1/3% of its
total assets,  taken at market value.  The Fund may also borrow an additional 5%
of its  total  assets  from  banks  and  others.  The Fund may only  borrow as a
temporary measure for extraordinary or emergency purposes such as the redemption
of Fund shares. The Fund may not purchase additional  securities when borrowings
exceed 5% of total assets.

         The purchase of securities  while  borrowings are outstanding will have
the effect of leveraging the Fund.  Such  leveraging or borrowing  increases the
Fund's exposure to capital risk and borrowed funds are subject to interest costs
which will reduce net income.


                                                        -8-

<PAGE>



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 its 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 U.S. The Fund's  Managers
determine the liquidity of Rule 144A securities  according to the guidelines and
procedures  adopted by Evergreen Equity Trust's Board of Trustees.  The Board of
Trustees monitors the Managers'  application of those guidelines and procedures.
Securities  eligible for resale pursuant to Rule 144A, which the Fund's Managers
have 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.  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 its 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
write  covered call options on its  portfolio  securities to attempt to increase
its current  income.  The Fund will maintain its position 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

                                                        -9-

<PAGE>



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

                                                       -10-

<PAGE>



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.

         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 value of 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 it 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 return 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

                                                       -11-

<PAGE>



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
contracts and any related  options to react to market changes  differently  than
the portfolio securities. In addition, the Fund's Managers could be incorrect in
their  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 Managers correctly predict 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  Managers 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, such as those described above,
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.


                                                       -12-

<PAGE>



Investment  in Small and  Mid-Sized  Companies.  Investments  in  securities  of
little-known,  relatively small or mid-sized and special situation companies may
tend  to be  speculative  and  volatile.  A lack  of  management  depth  in such
companies  could increase the risks  associated  with the loss of key personnel.
Also,  the material and  financial  resources of such  companies may be limited,
with the consequence that funds or external  financing  necessary for growth may
be  unavailable.  Such  companies  may also be  involved in the  development  or
marketing  of new  products  or  services  for which  there  are no  established
markets.  If  projected  markets do not  materialize  or only  regional  markets
develop,  such  companies  may be  adversely  affected  or may be subject to the
consequences  of local events.  Moreover,  such  companies may be  insignificant
factors in their  industries and may become subject to intense  competition from
larger  companies.  Securities  of  companies  in which the Fund may invest will
frequently be traded only in the  over-the-counter  market or on regional  stock
exchanges  and will  often be  closely  held.  Securities  of this type may have
limited liquidity and may be subject to wide price fluctuations.  As a result of
the risk factors  described  above,  to the extent the Fund invests in small and
mid-sized companies, the net asset value of the Fund's shares can be expected to
vary significantly.

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 U.S. 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  Managers  before making any of these
types of investments.

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 the Fund's shares will be
affected by changes in exchange rates.


                                                       -13-

<PAGE>



         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 Managers'  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. The
Fund does not intend to enter into foreign currency transactions for speculation
or leverage.

   
Special Risk Considerations  Regarding the Multi-Manager  Strategy. EIM oversees
the  portfolio  management  services  provided  to the  Fund by each of the four
Managers. EIM does not, however, determine what investments will be purchased or
sold for any segment of the portfolio. Because each Manager will be managing its
segment  of the  portfolio  independently  from  the  other  Managers,  the same
security  may be held in two  different  segments  of the  portfolio,  or may be
acquired for one segment of the  portfolio at a time when the Manager of another
segment deems it appropriate to dispose of the security from that other segment.
Similarly, under some market conditions, one or more of the Managers may believe
that  temporary,  defensive  investments  in short-term  instruments or cash are
appropriate when another Manager or Managers believe  continued  exposure to the
equity markets is appropriate for their segments of the portfolio.  Because each
Manager  directs the trading for its own segment of the portfolio,  and does not
aggregate its transactions with those of the other Managers,  the Fund may incur
higher brokerage costs than would be the case if a single investment  advisor or
Manager were managing the entire portfolio. Also, because each segment
    

                                                       -14-

<PAGE>



   
of the portfolio will perform differently from the other segments depending upon
the  investments  it holds and changing  market  conditions,  one segment may be
larger or smaller at various  times  than other  segments.  Net cash  inflows or
outflows  resulting  from  sales and  redemptions  of the  Fund's  shares  will,
however,  continue to be allocated on an equal basis among the four  segments of
the portfolio without regard to the relative size of the segments.  EIM will not
reallocate  assets among the segments to reduce these  differences in size until
the assets  allocated to one Manager  either  exceeds 35% or is less than 15% of
the Fund's average daily net assets for a period of three consecutive months. In
such event EIM may, but is not obligated to, reallocate assets among Managers to
provide for a more equal distribution of the Fund's assets.
    

                                        ORGANIZATION AND SERVICE PROVIDERS

ORGANIZATION

Fund  Structure.  The Fund is an investment  pool,  which invests  shareholders'
money toward a specified goal. 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 18, 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 have equal voting,  liquidation and other
rights.  Each share is  entitled  to one vote for each dollar of net asset value
applicable to such share.  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 Trust 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.

                                                       -15-

<PAGE>



SERVICE PROVIDERS

   
Investment Advisor.  The investment advisor of the Fund is the EIM group of FUNB
which is a wholly-owned  subsidiary of First Union Corporation  ("First Union").
First  Union is located at 301 South  College  Street and FUNB is located at 201
South College Street, Charlotte, North Carolina 28288-0630.  First Union and its
subsidiaries  provide a broad range of  financial  services to  individuals  and
businesses throughout the United States.

         Pursuant to its  Investment  Advisory  and  Management  Agreement  (the
"Advisory  Agreement")  EIM  oversees the  administration  of all aspects of the
business and affairs of the Fund and  selects,  contracts  with and  compensates
Managers to manage the assets of the Fund's portfolio. EIM monitors the Managers
for compliance with the investment  objectives and policies of the Fund, reviews
the performance of the Managers,  and periodically reports to the Trust. EIM has
the right under the  Advisory  Agreement  to  directly  manage any or all of the
Fund's assets.

         EIM is entitled  to receive  from the Fund an annual fee equal to 0.95%
of average daily net assets of the Fund.

         The Trust and FUNB have received an exemptive order from the Securities
and Exchange Commission ("SEC") that permits EIM, subject to certain conditions,
and  without  the  approval of  shareholders  to: (a) employ a new  unaffiliated
Manager  or  Managers  for the Fund  pursuant  to the  terms of a new  portfolio
management  agreement,  in each case  either as a  replacement  for an  existing
Manager or as an  additional  Manager;  (b)  change  the terms of any  portfolio
management agreement;  and (c) continue the employment of an existing Manager on
the same advisory contract terms where a contract has been assigned because of a
change in control of the  Manager.  In such  circumstances,  shareholders  would
receive notice of such action,  including the information concerning the Manager
that normally is provided in a proxy statement. The exemptive order also permits
disclosure of fees paid to unaffiliated Managers on an aggregate basis only.
    

         Shareholders have the right to terminate arrangements with a Manager by
vote  of a  majority  of the  outstanding  shares  of  the  Fund.  In  addition,
shareholders  have  the  right  to  approve,  in  accordance  with  current  SEC
interpretations,   any  new  portfolio  management  agreements  with  affiliated
Managers.


                                                       -16-

<PAGE>



   
Manager  Oversight.  David Francis is primarily  responsible  for overseeing the
Managers.  Mr. Francis joined FUNB in 1994 from Federated Investment Counseling,
a division of Federated  Investors in Pittsburgh,  PA, where he managed equities
for employee benefit and tax-exempt  separate accounts and mutual funds. He is a
Senior Vice President, Managing Director and Chief Investment Officer of EIM.





Managers.  Subject to the  supervision of EIM, each Manager manages a segment of
the Fund's  portfolio in  accordance  with the Fund's  investment  objective and
policies,  makes  investment  decisions  for the segment,  and places  orders to
purchase and sell  securities  for the segment.  The Fund pays no direct fees to
any of the Managers.
    

         Set forth below is a brief description of the Fund's Managers.

   
         Evergreen Asset, 2500 Westchester Avenue,  Purchase, New York 10577, is
a  wholly-owned   subsidiary  of  First  Union.   Evergreen   Asset,   with  its
predecessors,  has served as investment  advisor to the  Evergreen  mutual funds
since 1971.
    

         MFS, 500 Boylston Street,  Boston,  Massachusetts 02116,  together with
its parent company,  is America's oldest mutual fund  organization.  MFS and its
predecessor  organizations  have a history of money management  dating from 1924
and the  founding  of the  first  mutual  fund in the  United  States.  MFS is a
subsidiary of Massachusetts Financial Services Company, which is a subsidiary of
SunLife of Canada (U.S.) Financial Services Holdings,  Inc., which in turn is an
indirect  wholly-owned  subsidiary of SunLife Assurance Company of Canada. As of
July 31,  1998,  MFS managed more than $87 billion on behalf of over 3.3 million
investor accounts.

   
         Oppenheimer,  Two World Trade  Center,  New York,  New York 10048,  has
operated as an investment advisor since 1959. As of August 31, 1998, Oppenheimer
and its subsidiaries  managed investment  companies with assets of more than $85
billion and with more than 4 million shareholder accounts.  Oppenheimer is owned
by Oppenheimer  Acquisition  Corp.,  a holding  company that is owned in part by
senior  officers of  Oppenheimer  and  controlled by  Massachusetts  Mutual Life
Insurance Company.
    


                                                       -17-

<PAGE>



         Putnam, One Post Office Square,  Boston,  Massachusetts 02109, has been
managing mutual funds since 1937. As of June 30, 1998, Putnam and its affiliates
managed  more than $278  billion of  assets.  Putnam is a  subsidiary  of Putnam
Investments,  Inc., which is wholly owned by Marsh & McLennan Companies, Inc., a
publicly-owned  holding  company whose  principal  businesses are  international
insurance and reinsurance brokerage,  employee benefit consulting and investment
management.

         Evergreen Asset has entered into a sub-advisory agreement with Lieber &
Company, an indirect wholly-owned subsidiary of First Union, which provides that
Lieber & Company's  research  department and staff will furnish  Evergreen Asset
with information,  investment  recommendations,  advice and assistance, and will
generally be available for  consultation on the portfolio of the Fund.  Lieber &
Company will be reimbursed by Evergreen  Asset in connection  with the rendering
of services on the basis of the direct and  indirect  costs of  performing  such
services. There is no additional charge to the Fund for the services provided by
Lieber & Company.  The address of Lieber & Company is 2500  Westchester  Avenue,
Purchase, New York 10577.

   
         EIM  pays  the  Managers  of the Fund  sub-advisory  fees  equal in the
aggregate up to .50% of the Fund's average daily net assets. Evergreen Asset, an
affiliate of EIM,  receives a  sub-advisory  fee equal to .50% of the first $500
million of the Fund's average daily net assets managed by Evergreen Asset,  .40%
of the next $500 million of such assets, and .35% of such assets in excess of $1
billion.
    

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.

   
         The Fund pays ESC a fee of $10.00  when a new  account is  established,
plus annual fees as follows:
    

<TABLE>
<CAPTION>

                                                     Annual Fee Per                   Annual Fee Per
   
                  Fund Type                           Open Account                    Closed Account
<S>               <C>                                 <C>                             <C>

Monthly Dividend Funds                                   $22.75                            $9.00
Quarterly Dividend                                       $21.75                            $9.00
Funds
    


                                                       -18-

<PAGE>



                                                     Annual Fee Per                   Annual Fee Per
   
                  Fund Type                           Open Account                    Closed Account
                  ---------                           ------------                    --------------
Semiannual Dividend                                      $20.75                            $9.00
Funds
Annual Dividend Funds                                    $20.75                            $9.00
Money Market Funds                                       $22.75                            $9.00
    
</TABLE>


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.

Administrator.   Evergreen   Investment   Services,   Inc.   ("EIS")  serves  as
administrator to the Fund. As administrator,  and subject to the supervision and
control of the Trust's Board of Trustees, EIS provides the Fund with facilities,
equipment and personnel.  For its services as administrator,  EIS is entitled to
receive a fee based on the  aggregate  average daily net assets of the Fund at a
rate based on the total assets of all mutual funds administered by EIS for which
any affiliate of FUNB serves as investment  advisor.  The  administration fee is
calculated in accordance with the following schedule.


Administration Fee
                0.050%                  on the first $7 billion
                0.035%                  on the next $3 billion
                0.030%                  on the next $5 billion
                0.020%                  on the next $10 billion
                0.015%                  on the next $5 billion
                0.010%                  on assets in excess of $30 billion

                                         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)

                                                       -19-

<PAGE>



   
investment  advisory  clients of FUNB,  Evergreen  Asset,  Evergreen  Investment
Management Company ("EIMC"),  Meridian  Investment Company  ("Meridian"),  First
International Advisors, Ltd.
    
("First International") 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 ESC, 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 believe would accurately  reflect
fair value.

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 its  investment  advisor
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  advisor 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

                                                       -20-

<PAGE>




         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.  You may  redeem  by mail by
sending 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,

                                                       -21-

<PAGE>



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  (described
below), 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.

                                                       -22-

<PAGE>



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
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 Class Y shares for
shares  of the same  class in  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 more 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

                                                       -23-

<PAGE>



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.

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

                                                       -24-

<PAGE>



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 the
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.

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.

                                                       -25-

<PAGE>



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  advisor,  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.  FUNB and
its affiliates 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 its affiliates 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  FUNB or its  affiliates  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 advisor. 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
annually and net capital realized 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

                                                       -26-

<PAGE>



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
U.S.  may  reduce or  eliminate  such  taxes.  Shareholders  of the Fund who are
subject to U.S. 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

                                                       -27-

<PAGE>



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 advisor 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 and Brokerage.  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. It
is  contemplated  that Lieber & Company,  an affiliate of Evergreen  Asset and a
member of the New York and American Stock  Exchanges,  will, with respect to the
assets of the Fund  managed by  Evergreen  Asset and to the extent  practicable,
effect  substantially  all of the portfolio  transactions for Evergreen  Asset's
portion of the Fund  effected on those  exchanges.  In addition,  broker-dealers
affiliated with MFS, Oppenheimer and Putnam may be utilized by these Managers to
effect portfolio  transactions for the Fund. See the SAI for further information
regarding the practices of the Fund affecting  portfolio  turnover and brokerage
allocation practices.
    

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

                                                       -28-

<PAGE>



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, EIMC,  Meridian,
First  International 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

                                                       -29-

<PAGE>



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 may 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 12-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. EDI
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.

Year 2000  Risks.  Like  other  investment  companies,  financial  and  business
organizations  and  individuals  around the world,  the Fund could be  adversely
affected if the computer systems used by the Fund's  investment  advisor and the
Fund's  other   service   providers  do  not  properly   process  and  calculate
date-related  information  and data  from and after  January  1,  2000.  This is
commonly  known as the "Year 2000  Problem."  The Fund's  investment  advisor is
taking  steps to address  the Year 2000  Problem  with  respect to the  computer
systems that it uses and to obtain  assurances that  comparable  steps are being
taken by the Fund's other major service providers.  At this time, however, there
can be no

                                                       -30-

<PAGE>



assurance that these steps will be sufficient to avoid any adverse impact on the
Fund.


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 1933 Act.
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.

                                                       -31-

<PAGE>





Investment Advisor
   
 Evergreen Investment Management  group of First
Union National Bank, 201 South College Street, Charlotte, North
    
Carolina  28288

Managers
Evergreen Asset Management Corp., 2500 Westchester Avenue,
Purchase, New York  10577

MFS Institutional Advisors, Inc., 500 Boylston Street, Boston,
Massachusetts 02116

OppenheimerFunds, inc., Two World Trade Center, New York, New
York, 10048

Putnam Investment Management, Inc., One Post Office Square,
Boston, Massachusetts  02109

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


                                                       -32-

<PAGE>







                             EVERGREEN EQUITY TRUST
                               200 Berkeley Street
                           Boston, Massachusetts 02116
                                 (800) 633-2700

                              DOMESTIC GROWTH FUNDS

                       STATEMENT OF ADDITIONAL INFORMATION

February 1, 1998, as amended August 3, 1998, September 1, 1998 and January 4,
1999

                          Evergreen Fund ("Evergreen")
                       Evergreen Micro Cap Fund ("Micro")
                 Evergreen Aggressive Growth Fund ("Aggressive")
                         Evergreen Omega Fund ("Omega")
                  Evergreen Small Company Growth Fund ("Small")
                  Evergreen Strategic Growth Fund ("Strategic")
                     Evergreen Stock Selector Fund ("Stock")
                   Evergreen Tax Strategic Equity Fund ("Tax")
                       Evergreen Masters Fund ("Masters")
                     (Each a "Fund"; together, the "Funds")

                      Each Fund is a series of an open-end
                     management investment company known as
                      Evergreen Equity Trust (the "Trust").



         This Statement of Additional Information as amended ("SAI") pertains to
all classes of shares of the Funds  listed  above.  It is not a  prospectus  and
should  be read in  conjunction  with  the  prospectuses  of  Evergreen,  Micro,
Aggressive,  Omega, Small, Strategic and Stock dated February 1, 1998 as amended
August  3,  1998,  the  prospectuses  of Tax  dated  September  1,  1998 and the
prospectuses  of Masters  dated January 4, 1999,  as  supplemented  from time to
time.  The Funds are offered  through two  separate  prospectuses:  one offering
Class A, Class B and Class C shares of each Fund and one offering Class Y shares
of all but Strategic.  You may obtain any of these  prospectuses  from Evergreen
Distributor, Inc.







<PAGE>



                                                 TABLE OF CONTENTS

<TABLE>
<CAPTION>
<S>                                                                                                               <C>

INVESTMENT POLICIES...............................................................................................3
         FUNDAMENTAL INVESTMENT POLICIES..........................................................................3
         ADDITIONAL INFORMATION ON SECURITIES AND INVESTMENT PRACTICES............................................4

MANAGEMENT OF THE TRUST..........................................................................................10

PRINCIPAL HOLDERS OF FUND SHARES.................................................................................13

   
INVESTMENT ADVISORY AND OTHER SERVICES........................................................................ 21
         INVESTMENT ADVISORS.................................................................................. 21
         INVESTMENT ADVISORY AGREEMENTS....................................................................... 21
         DISTRIBUTOR.......................................................................................... 23
         DISTRIBUTION PLANS AND AGREEMENTS.................................................................... 23
         ADDITIONAL SERVICE PROVIDERS......................................................................... 24

BROKERAGE..................................................................................................... 25
         BROKERAGE COMMISSIONS................................................................................ 25
         SELECTION OF BROKERS................................................................................. 25
         SIMULTANEOUS TRANSACTIONS............................................................................ 26

TRUST ORGANIZATION............................................................................................ 26
         FORM OF ORGANIZATION................................................................................. 26
         DESCRIPTION OF SHARES................................................................................ 26
         VOTING RIGHTS........................................................................................ 27
         LIMITATION OF TRUSTEES' LIABILITY.................................................................... 27

PURCHASE, REDEMPTION AND PRICING OF SHARES.................................................................... 27
         HOW THE FUNDS OFFER SHARES TO THE PUBLIC............................................................. 27
         CONTINGENT DEFERRED SALES CHARGE..................................................................... 28
         SALES CHARGE WAIVERS OR REDUCTIONS................................................................... 28
         EXCHANGES............................................................................................ 30
         CALCULATION OF NET ASSET VALUE PER SHARE ("NAV") .................................................... 31
         VALUATION OF PORTFOLIO SECURITIES.................................................................... 31
         SHAREHOLDER SERVICES................................................................................. 31

PRINCIPAL UNDERWRITER......................................................................................... 32

ADDITIONAL TAX INFORMATION.................................................................................... 32
         REQUIREMENTS FOR QUALIFICATION AS A REGULATED INVESTMENT COMPANY..................................... 32
         TAXES ON DISTRIBUTIONS............................................................................... 33
         TAXES ON THE SALE OR EXCHANGE OF FUND SHARES......................................................... 34
         OTHER TAX CONSIDERATIONS............................................................................. 34

FINANCIAL INFORMATION......................................................................................... 34
         EXPENSES ............................................................................................ 34
         BROKERAGE COMMISSIONS PAID........................................................................... 36
         COMPUTATION OF CLASS A OFFERING PRICE................................................................ 37
         PERFORMANCE.......................................................................................... 37

ADDITIONAL INFORMATION........................................................................................ 40
    

                                                        -2-

<PAGE>




APPENDIX A......................................................................................................A-1
</TABLE>

                                                        -3-

<PAGE>





                                                INVESTMENT POLICIES


FUNDAMENTAL INVESTMENT POLICIES

         Each Fund has adopted the fundamental investment restrictions set forth
below  which may not be changed  without  the vote of a  majority  of the Fund's
outstanding shares, as defined in the Investment Company Act of 1940, as amended
(the "1940 Act"). Where necessary,  an explanation  beneath a fundamental policy
describes a Fund's practices with respect to that policy,  as allowed by current
law. If the law  governing a policy  changes,  the Fund's  practices  may change
accordingly  without a shareholder vote. Unless otherwise stated, all references
to the assets of the Fund are in terms of current market value.

         1.       DIVERSIFICATION

         Each Fund may not make any  investment  that is  inconsistent  with its
classification as a diversified investment company under the 1940 Act.

                  FURTHER EXPLANATION OF DIVERSIFICATION POLICY

         To remain classified as a diversified investment company under the 1940
Act, each Fund must conform with the following: With respect to 75% of its total
assets,  a  diversified  investment  company  may not invest more than 5% of its
total assets,  determined at market or other fair value at the time of purchase,
in the  securities  of any  one  issuer,  or  invest  in  more  than  10% of the
outstanding  voting  securities  of any one  issuer,  determined  at the time of
purchase.  These limitations do not apply to investments in securities issued or
guaranteed  by  the  United  States  ("U.S.")  government  or  its  agencies  or
instrumentalities.

         2.       CONCENTRATION

         Each Fund may not  concentrate  its  investments  in the  securities of
issuers primarily engaged in any particular industry (other than securities that
are issued or guaranteed by the U.S.
government or its agencies or instrumentalities).

         FURTHER EXPLANATION OF CONCENTRATION POLICY

         Each Fund may not invest  more than 25% of its total  assets,  taken at
market value, in the securities of issuers  primarily  engaged in any particular
industry (other than securities  issued or guaranteed by the U.S.  government or
its agencies or instrumentalities).

         3.       ISSUING SENIOR SECURITIES

         Except as permitted  under the 1940 Act, each Fund may not issue senior
securities.

         4. Each Fund may not borrow  money,  except to the extent  permitted by
applicable law.

         FURTHER EXPLANATION OF BORROWING POLICY


                                                        -4-

<PAGE>



         Each  Fund may  borrow  from  banks or enter  into  reverse  repurchase
agreements in an amount up to 33 1/3% of its total assets  (including the amount
borrowed),  taken at market value. Each Fund may also borrow up to an additional
5% of its total  assets  from  banks or others.  Each Fund may borrow  only as a
temporary measure for extraordinary or emergency purposes such as the redemption
of Fund shares. Each Fund may not purchase additional securities when borrowings
exceed 5% of its total assets.  Each Fund may obtain such  short-term  credit as
may be  necessary  for  the  clearance  of  purchases  and  sales  of  portfolio
securities.  Each Fund may  purchase  securities  on margin  and engage in short
sales to the extent permitted by applicable law.

         5.       UNDERWRITING

         Each  Fund  may not  underwrite  securities  of other  issuers,  except
insofar as each Fund may be deemed to be an underwriter  in connection  with the
disposition of its portfolio securities.

         6.       REAL ESTATE

         Each Fund may not  purchase or sell real estate,  except  that,  to the
extent  permitted by applicable law, each Fund may invest in (a) securities that
are directly or indirectly  secured by real estate,  or (b) securities issued by
issuers that invest in real estate.

         7.       COMMODITIES

         Each  Fund  may  not  purchase  or sell  commodities  or  contracts  on
commodities, except to the extent that each Fund may engage in financial futures
contracts and related options and currency contracts and related options and may
otherwise do so in accordance with  applicable law and without  registering as a
commodity pool operator under the Commodity Exchange Act.

         8.       LENDING

         Each Fund may not make loans to other  persons,  except  that each Fund
may lend its  portfolio  securities  in  accordance  with  applicable  law.  The
acquisition of investment  securities or other investment  instruments shall not
be deemed to be the making of a loan.

         FURTHER EXPLANATION OF LENDING POLICY

         To generate  income and offset  expenses,  each Fund may lend portfolio
securities to broker-dealers and other financial institutions in an amount up to
33 1/3% of its total assets,  taken at market  value.  While  securities  are on
loan,  the borrower will pay a Fund any income  accruing on the  security.  Each
Fund may invest any collateral it receives in additional  portfolio  securities,
such  as  U.S.  Treasury  notes,  certificates  of  deposit,  other  high-grade,
short-term obligations or interest bearing cash equivalents.  Gains or losses in
the market value of a security lent will affect a Fund and its shareholders.

         When a Fund lends it  securities,  it will require the borrower to give
the Fund  collateral  in cash or  government  securities.  The Fund will require
collateral  in an amount  equal to at least 100% of the current  market value of
the securities lent,  including accrued interest. A Fund has the right to call a
loan and obtain the securities  lent at any time on notice of not more than five
business days. A Fund may pay reasonable fees in connection with such loans.

ADDITIONAL INFORMATION ON SECURITIES AND INVESTMENT PRACTICES


                                                        -5-

<PAGE>



U.S. Government Securities

         Each  Fund may  invest  in  securities  issued  or  guaranteed  by U.S.
Government agencies or instrumentalities.

         These securities are backed by (1) the  discretionary  authority of the
U.S. Government to purchase certain obligations of agencies or instrumentalities
or (2) the credit of the agency or instrumentality issuing the obligations.

     Some government  agencies and  instrumentalities  may not receive financial
support from the U.S. Government. Examples of such agencies are:

     (i) Farm Credit System, including the National Bank for Cooperatives,  Farm
Credit Banks and Banks for Cooperatives;

         (ii)     Farmers Home Administration;

         (iii)    Federal Home Loan Banks;

         (iv)     Federal Home Loan Mortgage Corporation;

         (v)      Federal National Mortgage Association; and

         (vi)     Student Loan Marketing Association.


         Securities Issued by the Government National Mortgage Association
("GNMA")

         The Funds may invest in  securities  issued by the GNMA, a  corporation
wholly-owned by the U.S. Government. GNMA securities or "certificates" represent
ownership in a pool of underlying mortgages. The timely payment of principal and
interest due on these securities is guaranteed.

         Unlike  conventional  bonds, the principal on GNMA  certificates is not
paid at  maturity  but  over  the  life of the  security  in  scheduled  monthly
payments. While mortgages pooled in a GNMA certificate may have maturities of up
to 30 years,  the certificate  itself will have a shorter  average  maturity and
less principal volatility than a comparable 30-year bond.

         The market value and interest yield of GNMA  certificates  can vary due
not only to market  fluctuations,  but also to early  prepayments  of  mortgages
within  the pool.  Since  prepayment  rates vary  widely,  it is  impossible  to
accurately  predict  the  average  maturity  of a GNMA pool.  In addition to the
guaranteed  principal  payments,  GNMA  certificates  may also make  unscheduled
principal payments resulting from prepayments on the underlying mortgages.

         Although GNMA certificates may offer yields higher than those available
from other types of U.S. Government securities,  they may be less effective as a
means of  locking  in  attractive  long-term  rates  because  of the  prepayment
feature.  For instance,  when interest rates decline,  prepayments are likely to
increase as the  holders of the  underlying  mortgages  seek  refinancing.  As a
result,  the value of a GNMA  certificate  is not  likely to rise as much as the
value of a  comparable  debt  security  would in  response to same  decline.  In
addition, these prepayments can cause the

                                                        -6-

<PAGE>



price of a GNMA  certificate  originally  purchased  at a premium  to decline in
price compared to its par value, which may result in a loss.

When-Issued, Delayed-Delivery and Forward Commitment Transactions

         The Funds may purchase  securities on a when-issued or delayed delivery
basis  and may  purchase  or sell  securities  on a  forward  commitment  basis.
Settlement of such transactions normally occurs within a month or more after the
purchase or sale commitment is made.

         The Funds may purchase  securities  under such conditions only with the
intention of actually acquiring them, but may enter into a separate agreement to
sell the securities  before the settlement  date.  Since the value of securities
purchased may fluctuate prior to settlement,  a Fund may be required to pay more
at  settlement  than the security is worth.  In addition,  the  purchaser is not
entitled to any of the interest earned prior to settlement.

         Upon  making a  commitment  to  purchase a security  on a  when-issued,
delayed  delivery or forward  commitment  basis,  a Fund will hold liquid assets
worth at least the  equivalent  of the amount  due.  The liquid  assets  will be
monitored on a daily basis and  adjusted as necessary to maintain the  necessary
value.

         Purchases  made under such  conditions are a form of leveraging and may
involve the risk that yields secured at the time of commitment may be lower than
otherwise  available by the time settlement  takes place,  causing an unrealized
loss to the  Fund.  Leverage  may  cause  any  gains or  losses  of a Fund to be
magnified.  In addition, when a Fund engages in such purchases, it relies on the
other  party to  consummate  the sale.  If the other  party fails to perform its
obligations,  the Fund  may  miss the  opportunity  to  obtain a  security  at a
favorable price or yield.

Loans of Securities

         To  generate  income,  each Fund may lend to  broker-dealers  and other
financial  institutions portfolio securities valued at up to 33 1/3% of a Fund's
total  assets.  A Fund will require  borrowers to provide  collateral in cash or
government  securities at least equal to the value of the securities  loaned.  A
Fund may invest such collateral in additional portfolio securities, such as U.S.
Treasury  notes,   certificates  of  deposit,   other   high-grade,   short-term
obligations or interest-bearing cash equivalents.  While securities are on loan,
the borrower will pay a Fund any income accruing on the security.

         Each Fund may make loans only to borrowers which meet credit  standards
set by the Board of Trustees. Income to be earned from the loan must justify the
attendant  risks.  If a borrower fails  financially,  a Fund may have difficulty
recovering the securities lent or may lose its right to the collateral.

         Each Fund has the right to call a loan and obtain the  securities  lent
upon giving notice of not more than five business days.

Repurchase Agreements

         The Funds may enter into  repurchase  agreements with entities that are
registered as U.S. Government securities dealers,  including member banks of the
Federal Reserve System having at least $1 billion in assets,  primary dealers in
U.S. Government securities or other financial

                                                        -7-

<PAGE>



institutions believed by the Advisor (as defined later) to be creditworthy. In a
repurchase  agreement,  a Fund obtains a security and simultaneously  commits to
return  the  security  to the  seller at a set price  (including  principal  and
interest)  within a period of time usually not exceeding  seven days. The resale
price  reflects the  purchase  price plus an agreed upon market rate of interest
which is unrelated to the coupon rate or maturity of the underlying  security. A
repurchase  agreement  involves the  obligation  of the seller to pay the agreed
upon price, which obligation is in effect secured by the value of the underlying
security.

         A Fund or its custodian will take possession of the securities  subject
to repurchase  agreements,  and these securities will be marked to market daily.
To the extent that the original seller does not repurchase the securities from a
Fund, the Fund could receive less than the repurchase  price on any sale of such
securities.  In the event that such a defaulting  seller filed for bankruptcy or
became  insolvent,  disposition of such  securities by the Fund might be delayed
pending court  action.  Each Fund's  Advisor or Manager  believes that under the
regular  procedures  normally  in effect for  custody  of the  Fund's  portfolio
securities subject to repurchase  agreements,  a court of competent jurisdiction
would  rule in favor of the Fund and  allow  retention  or  disposition  of such
securities.  The Funds will only enter into repurchase agreements with banks and
other  recognized  financial  institutions,  such as  broker-dealers,  which are
deemed by the  Advisor or  Manager to be  creditworthy  pursuant  to  guidelines
established by the Board of Trustees.

Reverse Repurchase Agreements

         Each  Fund  may  enter  into  reverse  repurchase   agreements.   These
transactions are similar to borrowing cash. In a reverse repurchase agreement, a
Fund transfers possession of a portfolio instrument to another person, such as a
financial  institution,  broker,  or dealer,  in return for a percentage  of the
instrument's  market value in cash, and agrees that on a stipulated  date in the
future the Fund will  repurchase  the  portfolio  instrument  by  remitting  the
original consideration plus interest at an agreed upon rate.

         The use of  reverse  repurchase  agreements  may enable a Fund to avoid
selling  portfolio  instruments  at a  time  when a sale  may  be  deemed  to be
disadvantageous,  but the ability to enter into  reverse  repurchase  agreements
does  not  ensure  that  the  Fund  will  be  able to  avoid  selling  portfolio
instruments at a disadvantageous time.

         When effecting reverse repurchase agreements,  liquid assets of a Fund,
in a  dollar  amount  sufficient  to  make  payment  for the  obligations  to be
purchased,  are  segregated at the trade date.  These  securities  are marked to
market daily and maintained until the transaction is settled.

Options

         The  Funds  may buy or sell  (i.e.,  write)  put and  call  options  on
securities  they  hold or  intend  to  acquire.  The Funds may also buy and sell
options on financial  futures  contracts.  The Funds will use options as a hedge
against  decreases or increases in the value of securities  they hold or intends
to  acquire.  The Funds may  purchase  put and call  options  for the purpose of
offsetting previously written put and call options of the same series.

         The Funds may write only covered options. With regard to a call option,
this  means that a Fund will own,  for the life of the  option,  the  securities
subject to the call  option.  Each Fund will cover put options by holding,  in a
segregated  account,  liquid  assets having a value equal to or greater than the
price of securities  subject to the put option.  If a Fund is unable to effect a
closing purchase transaction with respect to the covered options it has sold, it
will not be able to sell the

                                                        -8-

<PAGE>



underlying  securities  or dispose of assets held in a segregated  account until
the options expire or are exercised.

Futures Transactions

         Each Fund may enter into financial  futures contracts and write options
on such  contracts.  Each Fund intends to enter into such  contracts and related
options for hedging  purposes.  Each Fund will enter into  futures  contracts on
securities or indices in order to hedge against  changes in interest or exchange
rates or securities  prices. A futures contract on securities is an agreement to
buy or sell securities at a specified price during a designated month. 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.  A 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 continues until the contract is terminated.

         Each  Fund may  sell or  purchase  futures  contracts.  When a  futures
contract is sold by a Fund, the value of the contract will tend to rise when the
value of the underlying  securities  declines and to fall when the value of such
securities increases. Thus, each Fund sells futures contracts in order to offset
a possible  decline in the value of its  securities.  If a futures  contract  is
purchased by a Fund,  the value of the contract will tend to rise when the value
of the  underlying  securities  increases  and to fall  when  the  value of such
securities declines. Each Fund intends to purchase futures contracts in order to
establish what is believed by the Advisor or Manager to be a favorable price and
rate of return for securities the Fund intends to purchase.

         Each Fund also  intends  to  purchase  put and call  options on futures
contracts for hedging  purposes.  A put option purchased by a Fund would give it
the right to assume a  position  as the  seller  of a futures  contract.  A call
option  purchased  by a Fund would give it the right to assume a position as the
purchaser of a futures contract. The purchase of an option on a futures contract
requires a Fund to pay a premium.  In exchange for the  premium,  a Fund becomes
entitled to exercise the benefits, if any, provided by the futures contract, but
is not required to take any action under the  contract.  If the option cannot be
exercised  profitably  before it  expires,  a Fund's loss will be limited to the
amount of the premium and any transaction costs.

         Each Fund may enter into  closing  purchase  and sale  transactions  in
order to terminate a futures  contract and may sell put and call options for the
purpose of closing out its  options  positions.  A 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 a Fund  will  be  able to  enter  into an  offsetting
transaction  with respect to a particular  contract at a particular  time.  If a
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 it would  continue to bear
market risk on the transaction.

         Although futures and options transactions are intended to enable a Fund
to manage market or interest rate risk,  unanticipated changes in interest rates
or market prices could result in poorer  performance  than if it had not entered
into these  transactions.  Even if the  Advisor or  Manager  correctly  predicts
interest rate  movements,  a hedge could be unsuccessful if changes in the value
of a Fund's  futures  position did not correspond to changes in the value of its
investments.  This lack of  correlation  between a Fund's futures and securities
positions may be caused by differences

                                                        -9-

<PAGE>



between  the  futures  and  securities  markets or by  differences  between  the
securities underlying a Fund's futures position and the securities held by or to
be purchased for a Fund. Each Fund's Advisor or Manager will attempt to minimize
these risks through  careful  selection and monitoring of the Fund's futures and
options positions.

         The Funds do not intend to use futures  transactions for speculation or
leverage.  Each Fund has the ability to write options on futures,  but currently
intends to write such  options  only to close out options  purchased  by a Fund.
Each Fund will not change these policies without  supplementing  the information
in the prospectus and SAI.

         The Funds will not maintain open  positions in futures  contracts  they
have  sold or call  options  it has  written  on  futures  contracts  if, in the
aggregate,  the value of the open  positions  (marked  to  market)  exceeds  the
current market value of their securities  portfolio plus or minus the unrealized
gain or loss on those open positions, adjusted for the correlation of volatility
between the hedged securities and the futures  contracts.  If this limitation is
exceeded  at any  time,  each  Fund  will  take  prompt  action  to close  out a
sufficient  number of open  contracts  to bring  its open  futures  and  options
positions within this limitation.

         "Margin" in Futures Transactions

         Unlike  the  purchase  or sale of a  security,  the Funds do not pay or
receive money upon the purchase or sale of a futures contract. Rather, each Fund
is required to deposit an amount of  "initial  margin" in cash or U.S.  Treasury
bills with its custodian (or the broker,  if legally  permitted).  The nature of
initial  margin in  futures  transactions  is  different  from that of margin in
securities transactions in that futures contract initial margin does not involve
the borrowing of funds by a Fund to finance the transactions.  Initial margin is
in the nature of a performance  bond or good faith deposit on the contract which
is returned to a Fund upon  termination  of the futures  contract,  assuming all
contractual obligations have been satisfied.

         A  futures  contract  held by a Fund is  valued  daily at the  official
settlement price of the exchange on which it is traded. Each day, a Fund pays or
receives cash, called "variation  margin," equal to the daily change in value of
the futures  contract.  This process is known as "marking to market."  Variation
margin  does  not  represent  a  borrowing  or  loan  by a Fund  but is  instead
settlement between the Fund and the broker of the amount one would owe the other
if the futures contract expired.  In computing its daily net asset value, a Fund
will  mark-to-market its open futures positions.  The Funds are also required to
deposit and maintain margin when they write call options on futures contracts.

Foreign Securities (Omega, Small, Strategic, Stock, Tax and Masters)

         Each Fund may invest in foreign securities or U.S. securities traded in
foreign markets.  Permissible  investments may consist of obligations of foreign
branches of U.S. banks and of foreign banks,  including European certificates of
deposit, European time deposits,  Canadian time deposits and Yankee certificates
of deposit, and investments in Canadian commercial paper, foreign securities and
Europaper.  These instruments may subject a Fund to investment risks that differ
in some  respects  from those  related to  investments  in  obligations  of U.S.
issuers. Such risks include future adverse political and economic  developments;
the possible  imposition of withholding  taxes on interest or other income;  the
possible seizure,  nationalization,  or expropriation of foreign  deposits;  the
possible  establishment of exchange controls or taxation at the source;  greater
fluctuations in value due to changes in exchange rates; or the adoption of other
foreign  governmental  restrictions  which might adversely affect the payment of
principal and interest on

                                                       -10-

<PAGE>



such  obligations.  Such  investments may also entail higher  custodial fees and
sales  commissions than domestic  investments.  Foreign issuers of securities or
obligations  are often  subject to  accounting  treatment and engage in business
practices different from those respecting domestic issuers of similar securities
or obligations.  Foreign branches of U.S. banks and foreign banks may be subject
to less  stringent  reserve  requirements  than  those  applicable  to  domestic
branches of U.S.
banks.

Foreign Currency Transactions (Omega, Small, Strategic, Tax and Masters)

         As one way of  managing  exchange  rate risk,  each 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  a Fund will  deliver  and  receive  when the  contract  is
completed)  is fixed when a Fund enters into the  contract.  A Fund usually will
enter into these  contracts to stabilize the U.S.  dollar value of a security it
has agreed to buy or sell. Each Fund intends to use these contracts to hedge the
U.S. dollar value of a security it already owns,  particularly if a Fund expects
a  decrease  in the value of the  currency  in which  the  foreign  security  is
denominated.  Although  each Fund will  attempt  to benefit  from using  forward
contracts,  the success of its  hedging  strategy  will depend on the  Advisor's
ability  to  predict  accurately  the  future  exchange  rates  between  foreign
currencies and the U.S. dollar. The value of a Fund's investments denominated in
foreign currencies will depend on the relative strengths of those currencies and
the U.S. dollar,  and a 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 each Fund. Each Fund may also purchase and sell
options related to foreign currencies in connection with hedging strategies.

Illiquid and Restricted Securities

         Each Fund may not invest more than 15% of its net assets in  securities
that are illiquid.  A security is illiquid  when a Fund cannot  dispose of it in
the ordinary course of business within seven days at approximately  the value at
which each Fund has the investment on its books.

         Each  Fund may  invest in  "restricted  securities,"  i.e.,  securities
subject to restrictions on resale under federal securities laws. Rule 144A under
the Securities Act of 1933 ("Rule 144A") allows certain restricted securities to
trade freely among qualified institutional investors. Since Rule 144A securities
may have limited  markets,  the Board of Trustees  will  determine  whether such
securities should be considered illiquid for the purpose of determining a Fund's
compliance with the limit on illiquid securities indicated above. In determining
the  liquidity of Rule 144A  securities,  the Trustees  will  consider:  (1) the
frequency  of trades  and  quotes  for the  security;  (2) the number of dealers
willing to  purchase  or sell the  security  and the  number of other  potential
buyers;  (3) dealer  undertakings to make a market in the security;  and (4) the
nature of the security and the nature of the marketplace trades.

Investment in Other Investment Companies

         Each Fund may purchase the shares of other investment  companies to the
extent permitted under the 1940 Act.  Currently,  each Fund may not (1) own more
than 3% of the  outstanding  voting  stock of another  investment  company,  (2)
invest  more than 5% of its assets in any  single  investment  company,  and (3)
invest more than 10% of its assets in investment  companies.  However, each Fund
may invest all of its investable assets in securities of a single open-end

                                                       -11-

<PAGE>



management investment company with substantially the same fundamental investment
objectives, policies and limitations as each Fund.

Short Sales

         Each Fund may not make short  sales of  securities  or maintain a short
position  unless,  at all times when a short  position is open, it owns an equal
amount of such securities or of securities which, without payment of any further
consideration,  are convertible  into or exchangeable for securities of the same
issue as, and equal in amount  to,  the  securities  sold  short.  Each Fund may
effect a short  sale in  connection  with an  underwriting  in which a Fund is a
participant.

                                              MANAGEMENT OF THE TRUST

   
         The Trust is supervised by a Board of Trustees that is responsible  for
representing the interest of the  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.

         The Trust has an Executive  Committee which consists of the Chairman of
the Board,  James Howell,  and Messrs.  Scofield and Salton,  each of whom is an
Independent  Trustee.  The  Executive  Committee  recommends  Trustees  to  fill
vacancies,  prepares the agenda for Board  meetings and acts on routine  matters
between scheduled Board meetings.

         Set forth below are the  Trustees  and  officers of the Trust and their
principal  occupations and some of their  affiliations over the last five years.
Unless  otherwise  indicated,  the address  for each  Trustee and officer is 200
Berkeley Street, Boston,  Massachusetts 02116. Each Trustee is also a Trustee of
each of the eight other Trusts in the Evergreen fund complex.
    
<TABLE>
<CAPTION>


Name                                 Position with Trust             Principal Occupations for Last Five Years
- -------------------------------      --------------------------      -----------------------------------------
<S>                                  <C>                             <C>                

Laurence B. Ashkin                   Trustee                         Real estate developer and construction consultant;
(DOB: 2/2/28)                                                        and President of Centrum Equities and Centrum
                                                                     Properties, Inc.
Charles A. Austin III                Trustee                         Investment Counselor to Appleton Partners, Inc.;
(DOB: 10/23/34)                                                      and former Managing Director, Seaward
                                                                     Management
                                                                     Corporation
                                                                     (investment
                                                                     advice);
                                                                     Director,
                                                                     the Andover
                                                                     Companies
                                                                     (Insurance);
                                                                     and
                                                                     Trustee,
                                                                     Arthritis
                                                                     Foundation
                                                                     of      New
                                                                     England.
K. Dun Gifford                       Trustee                         Trustee, Treasurer and Chairman of the Finance
(DOB: 10/12/38)                                                      Committee, Cambridge College; Chairman Emeritus
                                                                     and
                                                                     Director,
                                                                     American
                                                                     Institute
                                                                     of Food and
                                                                     Wine;
                                                                     Chairman
                                                                     and
                                                                     President,
                                                                     Oldways
                                                                     Preservation
                                                                     and
                                                                     Exchange
                                                                     Trust
                                                                     (education);
                                                                     former
                                                                     Chairman of
                                                                     the  Board,
                                                                     Director,
                                                                     and
                                                                     Executive
                                                                     Vice
                                                                     President,
                                                                     The  London
                                                                     Harness
                                                                     Company;
                                                                     former
                                                                     Managing
                                                                     Partner,
                                                                     Roscommon
                                                                     Capital
                                                                     Corp.;
                                                                     former
                                                                     Chief
                                                                     Executive
                                                                     Officer,
                                                                     Gifford
                                                                     Gifts    of
                                                                     Fine Foods;
                                                                     and  former
                                                                     Chairman,
                                                                     Gifford,
                                                                     Drescher  &
                                                                     Associates
                                                                     (environmental
                                                                     consulting).


                                                       -12-

<PAGE>



Name                                 Position with Trust             Principal Occupations for Last Five Years
- -------------------------------      --------------------------      -----------------------------------------
James S. Howell                      Chairman of the                 Former Chairman of the Distribution Foundation for
(DOB: 8/13/24)                       Board of Trustees               the Carolinas; and former Vice President of Lance
                                                                     Inc. (food manufacturing).
Leroy Keith, Jr.                     Trustee                         Chairman of the Board and Chief Executive Officer,
(DOB: 2/14/39)                                                       Carson Products Company; Director of Phoenix
                                                                     Total
                                                                     Return Fund
                                                                     and
                                                                     Equifax,
                                                                     Inc.;
                                                                     Trustee  of
                                                                     Phoenix
                                                                     Series
                                                                     Fund,
                                                                     Phoenix
                                                                     Multi-Portfolio
                                                                     Fund,   and
                                                                     The Phoenix
                                                                     Big    Edge
                                                                     Series
                                                                     Fund;   and
                                                                     former
                                                                     President,
                                                                     Morehouse
                                                                     College.
   
Gerald M. McDonnell                  Trustee                         Sales Representative with Nucor-Yamoto, Inc.
(DOB: 7/14/39)                                                       (steel producer).
Thomas L. McVerry                    Trustee                         Former Vice President and Director of Rexham
(DOB: 8/2/39)                                                        Corporation (manufacturing); and former Director
    
                                                                     of Carolina Cooperative Federal Credit Union.
William Walt Pettit                  Trustee                         Partner in the law firm of William Walt Pettit, P.A.
(DOB: 8/26/55)
David M. Richardson                  Trustee                         Vice Chair and former Executive Vice President,
(DOB: 9/14/41)                                                       DHR International, Inc. (executive recruitment);
                                                                     former Senior Vice President, Boyden International
                                                                     Inc. (executive recruitment); and Director,
                                                                     Commerce and Industry Association of New
                                                                     Jersey, 411 International, Inc., and J&M Cumming
                                    Paper Co.
Russell A. Salton, III MD            Trustee                         Medical Director, U.S. Health Care/Aetna Health
(DOB: 6/2/47)                                                        Services; former Managed Health Care Consultant;
                                                                     and former President, Primary Physician Care.
Michael S. Scofield                  Trustee                         Attorney, Law Offices of Michael S. Scofield.
(DOB: 2/20/43)
Richard J. Shima                     Trustee                         Former Chairman, Environmental Warranty, Inc.
(DOB: 8/11/39)                                                       (insurance agency); Executive Consultant, Drake
                                                                     Beam Morin,
                                                                     Inc.
                                                                     (executive
                                                                     outplacement);
                                                                     Director of
                                                                     Connecticut
                                                                     Natural Gas
                                                                     Corporation,
                                                                     Hartford
                                                                     Hospital,
                                                                     Old   State
                                                                     House
                                                                     Association,
                                                                     Middlesex
                                                                     Mutual
                                                                     Assurance
                                                                     Company,
                                                                     and Enhance
                                                                     Financial
                                                                     Services,
                                                                     Inc.;
                                                                     Chairman,
                                                                     Board    of
                                                                     Trustees,
                                                                     Hartford
                                                                     Graduate
                                                                     Center;
                                                                     Trustee,
                                                                     Greater
                                                                     Hartford
                                                                     YMCA;
                                                                     former
                                                                     Director,
                                                                     Vice
                                                                     Chairman
                                                                     and   Chief
                                                                     Investment
                                                                     Officer,
                                                                     The
                                                                     Travelers
                                                                     Corporation;
                                                                     former
                                                                     Trustee,
                                                                     Kingswood-
                                                                     Oxford
                                                                     School; and
                                                                     former
                                                                     Managing
                                                                     Director
                                                                     and
                                                                     Consultant,
                                                                     Russell
                                                                     Miller,
                                                                     Inc.


                                                       -13-

<PAGE>



Name                                 Position with Trust             Principal Occupations for Last Five Years
- -------------------------------      --------------------------      -----------------------------------------
William J. Tomko*                    President and                   Senior Vice President and Operations Executive,
(DOB: 8/30/58)                       Treasurer                       BYSIS Fund Services.
Nimish S. Bhatt*                     Vice President and              Vice President, Tax, BISYS Fund Services; former
(DOB: 6/6/63)                        Assistant Treasurer             Assistant Vice President, Evergreen Asset
                                                                     Management
                                                                     Corp./First
                                                                     Union
                                                                     National
                                                                     Bank;
                                                                     former
                                                                     Senior  Tax
                                                                     Consulting/Acting
                                                                     Manager,
                                                                     Investment
                                                                     Companies
                                                                     Group,
                                                                     PricewaterhouseCoopers,
                                                                     LLP,    New
                                                                     York.
   
Bryan Haft *                         Vice President                  Team Leader, Fund Administration, BISYS Fund
(DOB: 1/23/65)                                                       Services.
            Michael                  Secretary                       Senior Vice President                             
H. Koonce                                                                     and Assistant General Counsel, First
(DOB:                                                                Union Corporation; former Senior Vice President
4/20/60)                                                             and General Counsel, Colonial Management
                                                                     Associates, Inc.
    
</TABLE>

*Address: BISYS, 3435 Stelzer Road, Columbus, Ohio 43219-8001

Trustee Compensation

         Listed below is the Trustee  compensation for the  twelve-month  period
ended September 30, 1998.

<TABLE>
<CAPTION>

                                                                                          Total Compensation
                                                      Aggregate Compensation              from Trust and Fund
   
Trustee                                               from Trust                          Complex
<S>                                                   <C>                                 <C>

Laurence B. Ashkin                                    $27,177                             $73,450
Charles A. Austin III                                  23,723                              65,450 (a)
Foster Bam*                                            16,951                              42,950
K. Dun Gifford                                         23,091                              63,575
James S. Howell                                        35,759                              99,425 (b)
Robert J. Jeffries*                                     9,702                              28,437
Leroy Keith Jr.                                        23,091                              63,575
Gerald M. McDonnell**                                  28,937                              79,200
Thomas L. McVerry**                                    31,955                              88,275
William Walt Pettit**                                  26,529                              72,325
David M. Richardson                                    22,878                              62,950
    


                                                       -14-

<PAGE>



                                                                                          Total Compensation
                                                      Aggregate Compensation              from Trust and Fund
   
Trustee                                               from Trust                          Complex
Russell A. Salton, III**                               29,569                              81,625
Michael S. Scofield                                    29,771                              81,924 (c)
Richard J. Shima                                       25,585                              70,150
</TABLE>

(a)      $8,512 of this amount payable in later years as deferred compensation.
(b)      $76,119 of this amount payable in later years as deferred compensation.
(c)      $11,740 of this amount payable in later years as deferred compensation.
    

*        Former Trustee; retired as of December 31, 1997.
**       Entire amount payable in later years as deferred compensation.


                                         PRINCIPAL HOLDERS OF FUND SHARES

         As of the date of this SAI,  the  officers  and  Trustees  of the Trust
owned as a group less than 1% of the outstanding of any class of each Fund.

   
         Set forth below is information with respect to each person who, to each
Fund's knowledge,  owned  beneficially or of record more than 5% of a class of a
Fund's outstanding shares as of November 30, 1998.
    


Evergreen Class A

None

Evergreen Class B

None

Evergreen Class C
   
Turtle & Co                              
P.O. Box 9427                            7.834%
    
Boston, MA  02209-9427

   
MLPF&S for the sole benefit of its       
customers                                5.934%
    
Attn: Fund Administration #97JB1
4800 Deer Lake Dr E. 2nd Fl.
Jacksonville, FL  32246-6484

Evergreen Class Y


                                                       -15-

<PAGE>




   
First Union National Bank/EB/INT         
Cash Account                             27.754%
Attn: Trust Operations Fund Group
    
401 S. Tryon St. 3rd Fl. CMG
1151
Charlotte, NC 28202-1911
   
First Union National Bank/EB/INT         
Cash Account                             10.527%
Attn: Trust Operations Fund Group
401 S. Tryon St. 3rd Fl. CMG
1151
Charlotte, NC 28202-1911

Micro Class A

Charles Schwab & Company Inc.                  
Special Custody Account                  5.143%
FBO Exclusive Benefit of
Customers
Reinvest Account, Attn: Mutual
Fund
101 Montgomery Street
San Francisco, CA 94104-4122

First Union Brokerage Services                 
Vince Vitti and Susan Vitti              5.124%
JTWROS LN Account
                 
266 Harridstown Road, 3rd Fl.
Newark, NJ  07452
Micro Class B
MLPF&S for the sole                            
benefit of its customers                 7.375%
Attn: Fund Administration #97H76
4800 Deer Lake Dr. E. 2nd Fl.
Jacksonville, FL 32246-6484

Micro Class C

MLPF&S for the sole benefit of its             
customers                                5.180%
Attn: Fund Administration #     
97JA4
4800 Deer Lake Dr. E. 2nd Fl.
Jacksonville, FL  32246-6484

Micro Class Y

Stephen A. Lieber                               
1210 Greacen Point Rd.                   12.113%
Mamaroneck, NY 10543-4693
    


                                                       -16-

<PAGE>




   
Charles Schwab & Company Inc.                  
Special Custody Account                  8.689%
FBO Exclusive Benefit of
Customers
Reinvest Account, Attn: Mutual
Fund
101 Montgomery Street
San Francisco, CA  94104-4122

Constance E. Lieber                            
1210 Greacen Point Rd.                   8.666%
    
Mamaroneck, NY 10543-4693
   
Citibank NA                              7.866%

Delta Airlines Master Trust 308235
Joe Villella Citicorp Services
3800 Citibank Center
Attn: Carolyn Smith 

Tampa, FL  33610
    
Aetna Life Insurance & Annuity           5.834%
Central Valuation Unit
   
Attn: Jackie Johnson -     
       Conveyor TS31
151 Farmington Ave.
Hartford, CT  06156-0001

Omega Class A

None

Omega Class B

MLPF&S for the sole                            
benefit of its customers.                6.824%
Attn: Fund Administration #97BP1
4800 Deer Lake Dr. E. 2nd Fl.
Jacksonville, FL 32246-6484

Omega Class C

MLPF&S for the sole                             
benefit of its customers.                25.955%
Attn: Fund Administration #97BP5
4800 Deer Lake Dr. E. 2nd Fl.
Jacksonville, FL 32246-6484

Omega Class Y
    


                                                       -17-

<PAGE>




   
First Union National Bank                44.668%
 Re-invest Account
Attn:  Trust
Operations Fund Group

 401 South Tryon St. 3rd
Fl.
Charlotte, NC  28202-
 1911

First Union National Bank                17.914%
Cash Account
Attn: Trust Operations Fund Group
1525 West WT Harris Blvd.
Charlotte, NC 28262

Hobert Z. Cross &                        11.701%
Hazel H. Cross TR
Cross Family Rev. Trust
    
       
   
 U/A/D 3-8 
    


       
   
              
                  -           
               88
            5335 Fidler Avenue
                     Lakewood,
CA 90712-            2001

Strategic Class A

None

Strategic Class B

None

Strategic Class C

State Street Bank and Trust Co.                 
Cust.                                           
Edward W. Sparrow Hosp. TSA                
FBO                                               
Dennis Allen Swan                        11.438%
3741 Chippendale
Okemos, MI  48864-3861
    


                                                       -18-

<PAGE>




   
State Street Bank and Trust Co.          10.137%
    

       
   

 Cust.
IRA FBO
William B. Read
100 Christwood Blvd., Apt. 225
Covington, LA  70433-4603
    
MLPF&S for the sole benefit of its       5.025%
customers
Attn:  Fund Administration
#97TX1
   
4800 Deer Lake  Dr.
E. 2nd Fl. 
    

       
   
                          
                    
Jacksonville, FL 32246-    
       6484

Aggressive Class A

MLPF&S for the sole                             
benefit of its customers.                10.414%
Attn: Fund Administration #97212
4800 Deer Lake Dr. E. 2nd Fl.
Jacksonville, FL 32246-6484

Aggressive Class B

None

Aggressive Class C

MLPF&S for the sole                             
benefit of its customers.                20.296%
Attn: Fund Administration #97JA1
4800 Deer Lake Dr. E. 2nd Fl.
Jacksonville, FL 32246-6484

Lavedna Ellingson                               
Douglas Ellingson JT WROS                9.713%
8510 McClintock
Tempe, AZ 85284-2527
    


                                                       -19-

<PAGE>




   
Salomon Smith Barney Inc.                5.867%
 333 West
34th St. 3rd Fl.
New York, NY              
10001

Aggressive Class Y

First Union National Bank                       
Trust Accounts                           79.604%
Attn: Ginny Batten
11th Floor, CMG-1151
301 S. Tryon St.
Charlotte, NC 28288-0002

Small Class A

ROFE & Company                                 
C/O State Street Bank & Trust Co.        6.572%
For Sub Account
Kokusai Securities Co. LTD.
P.O. Box 5061
Boston, MA 02206-5061

Small Class B

MLPF&S for the sole benefit of its              
customers                                20.153%
Attn: Fund Administration #98302
4800 Deer Lake Dr. E. 2nd Fl.
Jacksonville, FL 32246-6484
    

Small Class C
   
MLPF&S for the sole benefit of its       
customers                                61.464%
    
Attn: Fund Administration #97TU0
4800 Deer Lake Dr. E. 2nd Fl.
Jacksonville, FL  32246-6484
   
State Street Bank and Trust Co.                
Cust.                                    8.398%
    
Rollover IRA FBO
Mark Loveland
2701 Westheimer Rd. #12H
Houston, TX 77098-1238

Small Class Y
   
First Union National Bank                
Cash Account                             83.550%
Attn: Trust Operations Fund Group
    
401 South Tryon St. 3rd Fl.
Charlotte, NC  28202-1911


                                                       -20-

<PAGE>




First Union National Bank                10.026%
Re-invest Account
Attn: Trust Operations Fund Group
   
401 South Tryon St., 3rd Fl.
Charlotte, NC 28202-1911

Stock Class A

None

Stock Class B

State Street Bank and Trust Co.,         9.689%
Cust.
ABC Unified School District
TSA FBO
Barbara J. Guarnieri
16561 Rhone Lane
Huntington Beach, CA 92647-
4622

First Union Brokerage Services           9.394%
James M. Connor, Jr. UTMA
70 Brandywine St.
Chadds Ford, PA  19317

Peter E. Grumblatt                              
Lisa M. Young JTTEN                           
1302 Village Green Dr.                        
Gilbertsville, PA 19525-9593                      
                                         
                                         8.945%
Ronald H. Mulkey and                     8.288
    

       
   

 Lisa L. 
Mulkey JTWROS
 3180 Ellis Rd.

 Kennesaw, GA 30144
    
Stock Class Y


                                                       -21-

<PAGE>




   
 First Union              90.524%
National Bank

BK/EB/INT
 Re-invest Acct.

Attn: Trust Operations
Fund Group
401 South Tryon St., 3rd Fl.
CMG-1151
Charlotte, NC 28202-1911
    
First Union National Bank                5.076%
BK/EB/INT
Cash Acct.
Attn: Trust Operations Fund Group
401 South Tryon St., 3rd Fl.
CMG-1151
Charlotte, NC 28202-1911

Tax Class A

First Union Brokerage Services           17.473%
Thomas K. Morton
961 Lew  Blvd.
St. Augustine, FL 32084

First Union Brokerage Services           17.473%
William K. Morton and
Leslie H. Morton JTWROS
2 Viejo St.
St. Augustine, FL 32084

Thomas G. Henry                          11.846%
Rita E. Henry JTWROS
60 Mountain Rd.
York, PA 17402-7754

Harvey S. Kline                          7.592%
Ruth Z. Kline TTEES
M/B Harvey S. & Ruth Z Kline Trust
U/A DTD 10-13-92
207-C Hope Lane
New Oxford, PA 17350-8528

William V. Krouse                        6.689%
Judy E. Krouse JT TEN
20 Hampton Court
Red Lion, PA 17356-8207

Tax Class B

First Union Brokerage Services           11.814%
Sarah T. Driggers
4973 San Pable Road, S.
Jacksonville, FL 32224


                                                       -22-

<PAGE>




Earl O. Willoughby                       7.587%
Nancy L. Willoughby JTWROS
11 Greenbriar Dr.
Jacobus, PA 17407-1003

Painewebber for the benefit of           6.326%
Marvin H. Bluman
FAO: Celia B. Hamilton
150 West Industry Court
Deer Park, NY 11729

MLPFS&S for the sole benefit of its      5.434%
customers
Attn: Fund Administration #97YUO
4800 Deer Lake Dr. E. 2nd Fl.
Jacksonville, FL 32246-6484

Painewebber For the benefit of           5.040%
Thomas P. Conniff
Geraldine M. Conniff JTWROS
79134 Starlight Ln.
Indio, CA 92201

Tax Class C

NFSC FEBO # A7D-061336                   22.120%
Nancy J. Vandenput
Donald H. Vandenput
1314 Orlando Drive
Green Bay, WI 54313

NFSC FEBO # A7D-134090                   19.769%
Diane H. Crawford
300 St. Joseph Street
Suite 25
Green Bay, WI 54301

MLPF&S for the sole benefit of its       17.015%
customers
Attn: Fund Administration #97YU1
4800 Deer Lake Dr. E. 2nd Fl.
Jacksonville, FL 32246-6484

Carolyn R. Penrose TTEE                  11.752%
Carolyn R. Penrose Trust
U/A DTD 02/10/92
1125 Lapaloma Blvd.
N. Ft. Myers, FL 33903-1363

Gail F. Vanderperren                     7.797%
Tod Patrick Jay
1665 Lennwood St.
Green Bay, WI 54303


                                                       -23-

<PAGE>




NFSC FEBO # A7D-064467                   6.590%
Roger & Geraldine Baldwin REVO
Roger Baldwin
U/A 06/20/1994
3344 Glendale Ave.
Green Bay, WI 54313

Wheat First Securities, Inc.             5.663%
Pamela A. Arnette
3375 Marsden Pt.
Keswick, VA 22947-9133

NFSC FEBO # A7D-135909                   5.272%
Stephen J. Rickert
Genny L. Rickert
3249 Bridge Road
Green Bay, WI 54313

Tax Class Y

Stephen A. Lieber                        28.943%
1210 Greacen Point Rd.
Mamaroneck, NY 10543-4613

L. Charles Hilton, Jr.                   26.750%
Lela G. Hilton JTWROS
4116 North Highway 231
Panama City, FL 32404

Samuel A. Lieber TTEE                    14.472%
Janice Ruth Lieber Trust
U/A/D 2-22-1995
1210 Greacen Point Rd.
Mamaroneck, NY 10543-4613

Nola Maddox Falcone                      14.314%
70 Drake Road
Scarsdale, NY 10583-6447


                                      INVESTMENT ADVISORY AND OTHER SERVICES

INVESTMENT ADVISORS

         The investment  advisor to each Fund (the "Advisor") is a subsidiary of
First Union Corporation  ("First Union").  First Union is a bank holding company
headquartered  at 301 South College  Street,  Charlotte,  North Carolina  28288.
First Union and its subsidiaries  provide a broad range of financial services to
individuals and businesses throughout the United States.

         The Advisor to Evergreen,  Micro and Tax is Evergreen Asset  Management
Corp.  ("Evergreen Asset"), 2500 Westchester Avenue,  Purchase,  New York 10577.
Evergreen  Asset is entitled to receive from  Evergreen  and Micro an annual fee
based on each Fund's  average daily net assets,  as follows:  1.00% of the first
$750 million;  plus 0.90% of the next $250 million; plus 0.80% of assets over $1
billion.  Evergreen Asset is entitled to receive from Tax an annual fee equal to
0.95% of the Fund's average daily net assets.  Under an agreement with Evergreen
Asset,  Lieber &  Company,  a First  Union  subsidiary  at the same  address  as
Evergreen Asset, serves as subadvisor to

                                                       -24-

<PAGE>



each Fund at no additional cost to either Fund. Lieber & Company is paid for its
services by Evergreen Asset.

   
         The  Advisor to  Aggressive  and  Masters is the  Evergreen  Investment
Management group (" EIM") of First Union National Bank ("FUNB"). EIM is entitled
to receive from  Aggressive  and Masters an annual fee equal to 0.60% and 0.95%,
respectively, of each Fund's average daily net assets.

         The  Advisor to Omega,  Small and  Strategic  is  Evergreen  Investment
Management Company ("EIMC"), 200 Berkeley Street,  Boston,  Massachusetts 02116.
EIMC was  formerly  known as Keystone  Investment  Management  Company.  EIMC is
entitled to receive from Omega an annual fee based on the Fund's  average  daily
net assets, as follows: 0.75% of the first $250 million; plus 0.675% of the next
$250 million;  plus 0.60% of the next $500 million; plus 0.50% of assets over $1
billion,  all computed as of the close of business each business day and payable
monthly.  EIMC is entitled  to receive  from Small and  Strategic  an annual fee
based on each Fund's  average daily net assets,  as follows:  0.70% of the first
$100 million;  plus 0.65% of the next $100 million;  plus 0.60% of the next $100
million;  plus  0.55% of the next  $100  million;  plus  0.50% of the next  $100
million;  plus  0.45% of the next  $500  million;  plus  0.40% of the next  $500
million; plus 0.35% of assets over $1.5 billion, all computed as of the close of
business each business day and payable monthly.
    

         The Advisor to Stock is Meridian Investment Company  ("Meridian"),  550
Valley Stream  Parkway,  Malvern,  Pennsylvania  19355.  Meridian is entitled to
receive from Stock an annual fee equal to 0.74% of the Fund's  average daily net
assets.

INVESTMENT ADVISORY AGREEMENTS

         On  behalf  of  each  of its  Funds,  the  Trust  has  entered  into an
investment  advisory  agreement with the Advisor (the  "Advisory  Agreements") .
Under the  Advisory  Agreements  with respect to Funds other than  Masters,  and
subject  to the  supervision  of the  Trust's  Board of  Trustees,  the  Advisor
furnishes  to  the  appropriate   Fund  investment   advisory,   management  and
administrative services, office facilities, and equipment in connection with its
services for managing the investment and reinvestment of the Fund's assets.  The
Advisor pays for all of the expenses  incurred in connection  with the provision
of its services.  The Advisory  Agreement  with respect to Masters is similar to
the Trust's  other  Advisory  Agreements  except that the Advisor  selects  sub-
advisors  (hereinafter referred to as "Managers") for the Fund and monitors each
Manager's investment program and results. The Advisor has primary responsibility
under the  multi-manager  strategy to oversee  the  Managers,  including  making
recommendations  to the Trust regarding the hiring,  termination and replacement
of Managers.

         Each  Fund  pays  for  all  charges  and  expenses,  other  than  those
specifically  referred  to as being  borne by the  Advisor,  including,  but not
limited to, (1) custodian  charges and expenses;  (2)  bookkeeping and auditors'
charges and expenses;  (3) transfer  agent  charges and  expenses;  (4) fees and
expenses of Independent  Trustees  (Trustees who are not interested persons of a
Fund as defined in the 1940 Act); (5) brokerage  commissions,  brokers' fees and
expenses;  (6) issue and  transfer  taxes;  (7)  costs  and  expenses  under the
Distribution   Plan  (as  applicable)  (8)  taxes  and  trust  fees  payable  to
governmental  agencies;  (9) the  cost of  share  certificates;  (10)  fees  and
expenses of the registration and  qualification of such Fund and its shares with
the  Securities  and  Exchange  Commission  ("SEC")  or  under  state  or  other
securities laws; (11) expenses of preparing,  printing and mailing prospectuses,
SAIs,  notices,  reports and proxy  materials to shareholders of each Fund; (12)
expenses of shareholders' and Trustees'  meetings;  (13) charges and expenses of
legal counsel

                                                       -25-

<PAGE>



for each Fund and for the Independent  Trustees of the Trust on matters relating
to such Fund;  (14) charges and expenses of filing annual and other reports with
the SEC and other authorities;  and (15) all extraordinary  charges and expenses
of such Fund. (See also the section entitled "Financial Information.")

         Each  Advisory  Agreement  continues  in effect  for two years from its
effective  date and,  thereafter,  from year to year only if  approved  at least
annually  by the Board of  Trustees  of the Trust or by a vote of a majority  of
each  Fund's  outstanding  shares.  In either  case,  the terms of the  Advisory
Agreement and continuance  thereof must be approved by the vote of a majority of
the  Independent  Trustees cast in person at a meeting called for the purpose of
voting on such approval.  The Advisory  Agreements  may be  terminated,  without
penalty,  on 60 days'  written  notice by the Trust's  Board of Trustees or by a
vote of a majority of outstanding shares. Each Advisory Agreement will terminate
automatically upon its "assignment" as that term is defined in the 1940 Act.

Managers

   
         Masters'  investment program is based upon the Advisor's  multi-manager
concept.  The Advisor  allocates the Fund's  portfolio  assets on an equal basis
among a number of investment management organizations - currently four in number
- -  each  of  which  employs  a  different  investment  style,  and  periodically
rebalances  the  Fund's  portfolio  among  the  Managers  so as to  maintain  an
approximate  equal  allocation of the portfolio among them throughout all market
cycles.  Each  Manager  provides  these  services  under a Portfolio  Management
Agreement. Each Manager has discretion, subject to oversight by the Trustees and
the Advisor,  to purchase and sell portfolio  assets  consistent with the Fund's
investment  objectives,   policies  and  restrictions  and  specific  investment
strategies  developed by the Advisor. The Fund's current Managers are: Evergreen
Asset   Management   Corp.,   MFS   Institutional    Advisors,   Inc.   ("MFS"),
OppenheimerFunds,  Inc.  ("Oppenheimer") and Putnam Investment Management,  Inc.
("Putnam").

         The Trust  and FUNB  have  filed an  exemptive  application  with , and
expect in the near future to receive an order from, the SEC that will permit the
Advisor  to employ a "manager  of  managers"  strategy  in  connection  with its
management of the Fund. The exemptive order will permit the Advisor,  subject to
certain  conditions,  and  without  shareholder  approval,  to:  (a)  select new
Managers who are unaffiliated  with the Advisor with the approval of the Trust's
Board of Trustees;  (b) change the material  terms of the  Portfolio  Management
Agreements with the Managers; and (c) continue the employment of a Manager after
an event which would  otherwise  cause the automatic  termination of a Portfolio
Management  Agreement.  Shareholders  would be notified of any Manager  changes.
Shareholders have the right to terminate  arrangements with a Manager by vote of
a majority of the outstanding shares of the Fund. The order also will permit the
Fund to disclose the Managers' fees only in the aggregate.
    

         With  respect  to  affiliated   Managers   such  as  Evergreen   Asset,
shareholder approval is required by the employment of an affiliated Manager as a
replacement for an  unaffiliated  Manager or change in the material terms of the
Portfolio Management Agreement.

Transactions Among Advisory Affiliates

         The Trust has adopted procedures pursuant to Rule 17a-7 of the 1940 Act
("Rule 17a-7  Procedures").  The Rule 17a-7  Procedures  permit a Fund to buy or
sell securities from another  investment company for which a subsidiary of First
Union is an investment  advisor.  The Rule 17a-7 Procedures also allow the Funds
to buy or sell securities from other advisory clients for whom a

                                                       -26-

<PAGE>



subsidiary of First Union is an investment advisor. The Funds may engage in such
transactions if they are equitable to each  participant and consistent with each
participant's investment objective.

DISTRIBUTOR

     Evergreen  Distributor,  Inc. (the "Distributor") markets the Funds through
broker-dealers and other financial  representatives.  Its address is 125 W. 55th
Street, New York, NY 10019.

DISTRIBUTION PLANS AND AGREEMENTS

         Distribution  fees are accrued daily and paid monthly on Class A, Class
B and  Class C  shares  and are  charged  as class  expenses,  as  accrued.  The
distribution fees attributable to the Class B and Class C shares are designed to
permit an investor to purchase such shares  through  broker-dealers  without the
assessment of a front-end  sales charge,  while at the same time  permitting the
Distributor  to compensate  broker-dealers  in connection  with the sale of such
shares.  In this regard,  the purpose and  function of the  combined  contingent
deferred  sales charge and  distribution  services fee on the Class B shares are
the  same as those of the  front-end  sales  charge  and  distribution  fee with
respect  to the  Class A shares in that in each  case the  sales  charge  and/or
distribution  fee provide for the  financing of the  distribution  of the Fund's
shares.

         Under the Rule 12b-1  Distribution Plans that have been adopted by each
Fund with  respect  to each of its Class A,  Class B and Class C shares  (each a
"Plan" and  collectively,  the "Plans"),  the Treasurer of the Trust reports the
amounts  expended  under the Plans for each Fund and the purposes for which such
expenditures  were made to the  Trustees  of the  Trust  for  their  review on a
quarterly  basis.  Also, each Plan provides that the selection and nomination of
the  Independent  Trustees are committed to the  discretion of such  Independent
Trustees then in office.

         Each  Advisor  may from time to time  from its own funds or such  other
resources as may be permitted by rules of the SEC make payments for distribution
services  to the  Distributor;  the  latter  may in turn pay part or all of such
compensation to brokers or other persons for their distribution assistance.

         Each Plan and  Distribution  Agreement  will  continue  in  effect  for
successive  twelve-month  periods  provided,  however,  that such continuance is
specifically  approved at least annually by the Trustees of the Trust or by vote
of the holders of a majority of the outstanding  voting securities of that class
and, in either case, by a majority of the Independent  Trustees of the Trust who
have no direct or indirect  financial  interest in the  operation of the Plan or
any agreement related thereto.

         The  Plans  permit  the  payment  of fees to  brokers  and  others  for
distribution   and   shareholder-related    administrative   services   and   to
broker-dealers,    depository   institutions,   financial   intermediaries   and
administrators  for  administrative  services as to Class A, Class B and Class C
shares. The Plans are designed to (i) stimulate brokers to provide  distribution
and administrative support services to each Fund and holders of Class A, Class B
and Class C shares and (ii) stimulate  administrators  to render  administrative
support services to the Fund and holders of Class A, Class B and Class C shares.
The  administrative  services are provided by a representative who has knowledge
of the shareholder's  particular  circumstances and goals, and include,  but are
not limited to providing  office space,  equipment,  telephone  facilities,  and
various personnel including clerical, supervisory, and computer, as necessary or
beneficial  to  establish  and  maintain   shareholder   accounts  and  records;
processing  purchase and redemption  transactions  and automatic  investments of
client account cash balances; answering routine client inquiries regarding Class
A, Class B and Class C shares;  assisting  clients in changing dividend options,
account designations, and addresses;

                                                       -27-

<PAGE>



and providing such other services as the Fund reasonably  requests for its Class
A, Class B and Class C shares, as applicable.

         FUNB or its affiliates may finance the payments made by the Distributor
to compensate broker-dealers or other persons for distributing shares of a Fund.

         In the event that a Plan or Distribution Agreement is terminated or not
continued  with  respect to one or more classes of a Fund,  (i) no  distribution
fees (other than current  amounts accrued but not yet paid) would be owed by the
Fund to the Distributor with respect to that class or classes, and (ii) the Fund
would not be obligated to pay the Distributor for any amounts expended under the
Distribution   Agreement  not  previously  recovered  by  the  Distributor  from
distribution services fees in respect of shares of such class or classes through
deferred sales charges.

         All material  amendments to any Plan or Distribution  Agreement must be
approved  by a vote of the  Trustees  of the Trust or the  holders of the Fund's
outstanding voting  securities,  voting separately by class, and in either case,
by a majority of the  Independent  Trustees,  cast in person at a meeting called
for the  purpose  of  voting  on such  approval;  and any  Plan or  Distribution
Agreement  may not be amended in order to increase  materially  the costs that a
particular  class  of  shares  of a  Fund  may  bear  pursuant  to the  Plan  or
Distribution  Agreement without the approval of a majority of the holders of the
outstanding  voting  shares  of the  Class  affected.  Any Plan or  Distribution
Agreement  may be  terminated  (i) by a Fund  without  penalty  at any time by a
majority vote of the holders of the outstanding  voting  securities of the Fund,
voting separately by class or by a majority vote of the Independent Trustees, or
(ii) by the Distributor. To terminate any Distribution Agreement, any party must
give the other parties 60 days' written  notice;  to terminate a Plan only,  the
Fund need give no notice to the  Distributor.  Any  Distribution  Agreement will
terminate  automatically  in the event of its assignment.  (See also the section
entitled "Financial Information.")

ADDITIONAL SERVICE PROVIDERS

Administrator

         Evergreen Investment Services,  Inc. ("EIS") serves as administrator to
Aggressive,  Stock,  Tax and Masters,  subject to the supervision and control of
the Trust's Board of Trustees. EIS provides each Fund with facilities, equipment
and  personnel and is entitled to receive a fee from the Fund based on the total
assets of all mutual funds  administered  by EIS for which any affiliate of FUNB
serves as investment advisor, as follows: 0.050% of the first $7 billion; 0.035%
of the next $3 billion;  0.030% of the next $5  billion;  0.020% of the next $10
billion;  0.015% of the next $5  billion  and  0.010% of assets in excess of $30
billion.

Transfer Agent

         Evergreen Service Company ("ESC"),  a subsidiary of First Union, is the
Funds'  transfer  agent.  The  transfer  agent issues and redeems  shares,  pays
dividends  and  performs  other duties in  connection  with the  maintenance  of
shareholder  accounts.  The  transfer  agent's  address  is  Box  2121,  Boston,
Massachusetts 02106-2121.

Independent Auditors

   
         KPMG Peat  Marwick LLP, 99 High Street,  Boston,  Massachusetts  02110,
audits the annual  financial  statements  of Omega,  Small,  Strategic,  Tax and
Masters.
    

                                                       -28-

<PAGE>



   
         PricewaterhouseCoopers  LLP, 1177 Avenue of the Americas, New York, New
York,  10036,  audits the  annual  financial  statements  of  Evergreen,  Micro,
Aggressive and Stock .
    

Custodian

         State Street Bank and Trust Company is the Funds'  custodian.  The bank
keeps  custody of each Fund's  securities  and cash and performs  other  related
duties. The custodian's  address is 225 Franklin Street,  Boston,  Massachusetts
02110.

Legal Counsel

     Sullivan & Worcester LLP provides legal advice to the Funds. Its address is
1025 Connecticut Avenue, N.W., Washington, D.C. 20036.


                                                     BROKERAGE

         Due to regulatory  developments  affecting the securities exchanges and
brokerage  practices,  the Board of Trustees may modify or eliminate  any of the
following policies.

BROKERAGE COMMISSIONS

         Generally, each Fund expects to purchase and sell its equity securities
through brokerage transactions for which commissions are payable. Purchases from
underwriters  will  include  the  underwriting  commission  or  concession,  and
purchases from dealers serving as market makers will include a dealer's  mark-up
or reflect a dealer's mark-down.

         Each Fund expects to buy and sell its fixed income securities  directly
from the issuer or an underwriter or market maker for the securities. Generally,
each Fund will not pay brokerage  commissions  for such  purchases.  When a Fund
buys a security from an underwriter,  the purchase price will usually include an
underwriting commission or concession.  The purchase price for securities bought
from dealers  serving as market makers will similarly  include the dealer's mark
up or reflect a dealer's  mark down.  When a Fund executes  transactions  in the
over-the-counter  market,  it will deal with primary  market  makers unless more
favorable prices are otherwise obtainable.

SELECTION OF BROKERS

         When buying and selling portfolio securities,  each Advisor or Manager,
as  applicable,  seeks  brokers who can provide the most  benefit to the Fund or
Funds for which a trade is being made.  When  selecting a broker,  an Advisor or
Manager primarily will look for the best price at the lowest commission,  but in
the context of the broker's:

 1.  ability to provide the best net financial result to the Fund;
 2.  efficiency in handling trades;
 3.  ability to trade large blocks of securities;
 4.  readiness to handle difficult trades;
 5.  financial strength and stability; and
 6.  provision of "research services," defined as (a) reports and analyses
     concerning issuers,  industries,  securities and economic factors and (b)
     other information useful in making investment decisions.

                                                       -29-

<PAGE>



         Under each  Advisory  Agreement  and,  with  respect to  Masters,  each
Portfolio Management  Agreement,  each Fund may pay higher brokerage commissions
to a broker  providing it with research  services,  as defined in item 6, above.
Pursuant to Section 28(e) of the Securities  Exchange Act of 1934, this practice
is permitted if the  commission  is  reasonable in relation to the brokerage and
research services provided. Research services provided by a broker to an Advisor
or Manager do not replace,  but  supplement,  the services an Advisor  under the
Advisory  Agreement or the Manager under the Portfolio  Management  Agreement is
required to deliver to a Fund. It is impracticable  for an Advisor or Manager to
allocate the cost,  value and specific  application  of such  research  services
among  its  clients  because  research  services  intended  for one  client  may
indirectly benefit another.

         When selecting a broker for portfolio trades, an Advisor or Manager may
also consider the amount of Fund shares a broker has sold,  subject to the other
requirements described above.

   
         Lieber & Company,  an affiliate of Evergreen Asset, and a member of the
New York and American Stock Exchanges,  will, to the extent practicable,  effect
substantially  all of the portfolio  transactions for Evergreen,  Micro, Tax and
Masters  (only with respect to assets  managed by Evergreen  Asset)  effected on
those exchanges.  In addition,  broker-dealers  affiliated with MFS, Oppenheimer
and Putnam may execute portfolio transactions for Masters.
    

SIMULTANEOUS TRANSACTIONS

         Each Advisor or Manager, as the case may be, makes investment decisions
for a Fund  independently  of  decisions  made  for its  other  clients.  When a
security is suitable for the  investment  objective of more than one client,  it
may  be  prudent  for  an  Advisor  or  Manager  to  engage  in  a  simultaneous
transaction,  that is, buy or sell the same  security  for more than one client.
Each Advisor and Manager strives for an equitable result in such transactions by
using an  allocation  formula.  The high volume  involved  in some  simultaneous
transactions  can result in greater  value to the Funds,  but the ideal price or
trading  volume may not always be achieved for an  individual  Fund. In order to
take  advantage of the  availability  of lower  purchase  prices,  the Funds may
occasionally participate in group bidding for the direct purchase from an issuer
of certain securities.


                                                TRUST ORGANIZATION

FORM OF ORGANIZATION

         Each Fund is a series of an  open-end  management  investment  company,
known as  "Evergreen  Equity  Trust"  (the  "Trust").  The Trust was formed as a
Delaware  business  trust on September  18, 1997  pursuant to an  Agreement  and
Declaration of Trust (the "Declaration of Trust").  A copy of the Declaration of
Trust is on file at the SEC as an exhibit to the Trust's Registration Statement,
of which  this SAI is a part.  This  summary is  qualified  in its  entirety  by
reference to the Declaration of Trust.

DESCRIPTION OF SHARES

         The Declaration of Trust authorizes the issuance of an unlimited number
of shares of beneficial  interest of series and classes of shares. Each share of
each Fund  represents an equal  proportionate  interest with each other share of
that series and/or class.  Upon  liquidation,  shares are entitled to a pro rata
share of the Trust based on the relative net assets of each series and/or class.
Shareholders have no preemptive or conversion rights.  Shares are redeemable and
transferable.

                                                       -30-

<PAGE>




VOTING RIGHTS

         Under the terms of the Declaration of Trust,  the Trust is not required
to hold annual meetings. At meetings called for the initial election of Trustees
or to consider other matters, each share is entitled to one vote for each dollar
of net asset value  applicable to such share.  Shares generally vote together as
one class on all  matters.  Classes  of shares  of each Fund have  equal  voting
rights.  No amendment  may be made to the  Declaration  of Trust that  adversely
affects  any class of shares  without  the  approval  of a majority of the votes
applicable  to the  shares of that  class.  Shares  have  non-cumulative  voting
rights, which means that the holders of more than 50% of the votes applicable to
shares  voting for the election of Trustees can elect 100% of the Trustees to be
elected at a meeting  and, in such event,  the holders of the  remaining  shares
voting will not be able to elect any Trustees.

         After the initial meeting as described  above,  no further  meetings of
shareholders for the purpose of electing  Trustees will be held, unless required
by law,  unless  and until  such time as less than a  majority  of the  Trustees
holding  office have been  elected by  shareholders,  at which time the Trustees
then in office will call a shareholders' meeting for the election of Trustees.

LIMITATION OF TRUSTEES' LIABILITY

         The Declaration of Trust provides that a Trustee will not be liable for
errors of judgment or mistakes of fact or law, but nothing in the Declaration of
Trust  protects a Trustee  against any liability to which he would  otherwise be
subject  by reason of  willful  misfeasance,  bad  faith,  gross  negligence  or
reckless disregard of his duties involved in the conduct of his office.


                                    PURCHASE, REDEMPTION AND PRICING OF SHARES

HOW THE FUNDS OFFER SHARES TO THE PUBLIC

         You may buy shares of a Fund  through the  Distributor,  broker-dealers
that have entered into special  agreements with the Distributor or certain other
financial  institutions.  Each  Fund  offers  four  classes  of  shares  (except
Strategic,  which  offers  three) that differ  primarily  with  respect to sales
charges and distribution fees.  Depending upon the class of shares, you will pay
an initial  sales charge when you buy a Fund's  shares,  a  contingent  deferred
sales charge (a "CDSC") when you redeem a Fund's  shares or no sales  charges at
all.

Class A Shares

         With certain exceptions,  when you purchase Class A shares you will pay
a maximum sales charge of 4.75%.  (The  prospectus  contains a complete table of
applicable sales charges and a discussion of sales charge  reductions or waivers
that  may  apply  to  purchases.  See also  the  section  in this  SAI  entitled
"Financial  Information"  for an example of the method of computing the offering
price of Class A  shares.)  If you  purchase  Class A shares in the amount of $1
million or more,  without an initial sales charge,  the Funds will charge a CDSC
of 1.00% if you redeem during the month of your purchase and the 12-month period
following the month of your purchase.  See  "Contingent  Deferred Sales Charge,"
below.

Class B Shares


                                                        31

<PAGE>



         The Funds offer  Class B shares at net asset  value  without an initial
sales charge. With certain exceptions,  however, the Funds will charge a CDSC on
shares  you  redeem  within 72  months  after  the  month of your  purchase,  in
accordance with the following schedule:

         REDEMPTION TIMING                                             CDSC RATE

         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%
         Thereafter........................................................0.00%


         Class B shares  that have been  outstanding  for seven  years after the
month  of  purchase  will  automatically  convert  to  Class  A  shares  without
imposition of a front-end  sales charge or exchange fee.  (Conversion of Class B
shares  represented by stock  certificates  will require the return of the stock
certificate to ESC.)

Class C Shares

         Class C shares  are  available  only  through  broker-dealers  who have
entered into special  distribution  agreements with the  Distributor.  The Funds
offer Class C shares at net asset value without an initial  sales  charge.  With
certain exceptions, however, the Funds will charge a CDSC of 1.00% on shares you
redeem  within  12-months  after the  month of your  purchase.  See  "Contingent
Deferred Sales Charge" below.

Class Y Shares (Not Offered by Strategic)

   
         No CDSC is imposed on the redemption of Class Y shares.  Class Y shares
are not offered to the general  public and are available only 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 EIM, Evergreen Asset, EIMC, Meridian,  First International  Advisors,
Ltd. or their affiliates.  Class Y shares are offered at net asset value without
a front-end or back-end sales charge and do not bear any Rule 12b-1 distribution
expenses.
    

CONTINGENT DEFERRED SALES CHARGE

         The Funds charge a CDSC as reimbursement for certain expenses,  such as
commissions or shareholder servicing fees, that they have incurred in connection
with the sale of their shares (see "Distribution Plans and Agreements,"  above).
If imposed,  the Funds  deduct the CDSC from the  redemption  proceeds you would
otherwise  receive.  The CDSC is a percentage of the lesser of (1) the net asset
value of the shares at the time of redemption or (2) the shareholder's  original
net  cost for such  shares.  Upon  request  for  redemption,  to keep the CDSC a
shareholder must pay as low as possible, a Fund will first seek to redeem shares
not subject to the CDSC and/or shares held the longest,  in that order. The CDSC
on any  redemption  is, to the extent  permitted by the National  Association of
Securities Dealers, Inc. ("NASD"), paid to the Distributor or its predecessor.

SALES CHARGE WAIVERS OR REDUCTIONS

                                                        32

<PAGE>




Reducing Class A Front-end Loads

         With a larger  purchase,  there are  several  ways that you can combine
multiple  purchases of Class A shares in the Evergreen  funds and take advantage
of lower sales charges.

Combined Purchases

         You can reduce  your sales  charge by  combining  purchases  of Class A
shares of multiple Evergreen funds. For example, if you invested $75,000 in each
of two  different  Evergreen  funds,  you  would pay a sales  charge  based on a
$150,000 purchase (i.e., 3.75% of the offering price, rather than 4.75%).

Rights of Accumulation

         You can reduce your sales  charge by adding the value of Class A shares
of  Evergreen  funds  you  already  own to the  amount  of  your  next  Class  A
investment.  For  example,  if you hold  Class A shares  valued at  $99,999  and
purchase an additional $5,000, the sales charge for the $5,000 purchase would be
at the next lower sales charge of 3.75%, rather than 4.75%.

Letter of Intent

         You  can,  by  completing  the  "Letter  of  Intent"   section  of  the
application, purchase Class A shares over a 13-month period and receive the same
sales  charge as if you had  invested  all the money at once.  All  purchases of
Class A shares of an Evergreen  fund during the period will qualify as Letter of
Intent purchases.

Waiver of Initial Sales Charges

         The Funds may sell their  shares at net asset value  without an initial
sales charge to:

         1.       purchasers of shares in the amount of $1 million or more;

         2.       a corporate or certain other  qualified  retirement  plan or a
                  non-qualified  deferred  compensation  plan  or a  Title 1 tax
                  sheltered  annuity or TSA plan  sponsored  by an  organization
                  having 100 or more eligible employees (a "Qualifying Plan") or
                  a TSA plan  sponsored by a public  educational  entity  having
                  5,000 or more eligible employees (an "Educational TSA Plan");

          3.   institutional investors, which may include bank trust departments
               and registered investment advisors;

         4.       investment  advisors,  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;

         5.       clients of investment advisors or financial planners who place
                  trades for their own  accounts if the  accounts  are linked to
                  the master  account of such  investment  advisors or financial
                  planners on the books of the broker-dealer through whom shares
                  are purchased;


                                                        33

<PAGE>



         6.       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 a Fund by the broker-dealer;

         7.       employees  of  FUNB,  its  affiliates,  the  Distributor,  any
                  broker-dealer  with whom the  Distributor  has entered into an
                  agreement  to sell  shares of the  Funds,  and  members of the
                  immediate families of such employees;

          8.   certain  Directors,  Trustees,  officers  and  employees  of  the
               Evergreen  funds,  the Distributor or their affiliates and to the
               immediate families of such persons; or

         9.       a bank or trust  company  in a single  account  in the name of
                  such  bank  or  trust   company  as  trustee  if  the  initial
                  investment  in or any  Evergreen  fund made  pursuant  to this
                  waiver is at least  $500,000  and any  commission  paid at the
                  time of  such  purchase  is not  more  than  1% of the  amount
                  invested.

         With respect to items 8 and 9 above, each Fund will only sell shares to
these parties upon the purchasers'  written assurance that the purchases are for
their  personal  investment  purposes only.  Such  purchasers may not resell the
securities except through  redemption by the Fund. The Funds will not charge any
CDSC on redemptions by such purchasers.

Waiver of CDSCs

         The  Funds do not  impose  a CDSC  when the  shares  you are  redeeming
represent:

          1.   an increase in the share value above the net cost of such shares;

          2.   certain  shares  for which the Fund did not pay a  commission  on
               issuance,  including  shares  acquired  through  reinvestment  of
               dividend income and capital gains distributions;

          3.   shares that are in the accounts of a shareholder  who has died or
               become disabled;

          4.   a lump-sum  distribution from a 401(k) plan or other benefit plan
               qualified  under the Employee  Retirement  Income Security Act of
               1974 ("ERISA");

          5.   an automatic  withdrawal from the ERISA plan of a shareholder who
               is a least 59 1/2 years old;

          6.   shares in an account that we have closed  because the account has
               an aggregate
                  net asset value of less than $1,000;

          7.   an automatic  withdrawal under an Systematic Income Plan of up to
               1.0% per month
                  of your initial account balance;

          8.   a withdrawal  consisting  of loan  proceeds to a retirement  plan
               participant;

          9.   financial   hardship   withdrawals  made  by  a  retirement  plan
               participant;

          10.  a withdrawal  consisting  of returns of excess  contributions  or
               excess deferral amounts made to a retirement plan; or

                                                        34

<PAGE>



         11.      a redemption by an individual participant in a Qualifying Plan
                  that purchased Class C shares (this waiver is not available in
                  the event a Qualifying Plan, as a whole, redeems substantially
                  all of its assets).

EXCHANGES

         Investors may exchange shares of a Fund for shares of the same class of
any other Evergreen fund, as described under the section entitled "Exchanges" in
a Fund's prospectus. Before you make an exchange, you should read the prospectus
of the  Evergreen  fund into which you want to  exchange.  The Trust's  Board of
Trustees  reserves  the  right  to  discontinue,  alter or  limit  the  exchange
privilege at any time.

CALCULATION OF NET ASSET VALUE PER SHARE ("NAV")

   
         Each Fund  computes  its NAV once daily on Monday  through  Friday,  as
described  in the  prospectus.  A Fund will not  compute  its NAV on the day the
following  days that the New York  Stock  Exchange  is closed:  New Year's  Day,
Martin  Luther  King,  Jr. Day,  Presidents'  Day,  Good Friday,  Memorial  Day,
Independence Day, Labor Day, Thanksgiving Day and Christmas Day.
    

         The NAV of each class of shares of a Fund is calculated by dividing the
value of a Fund's  net  assets  attributable  to that class by the number of all
shares issued for that class.

VALUATION OF PORTFOLIO SECURITIES

         Current  values for a Fund's  portfolio  securities  are  determined as
follows:

         (1)      Securities that are traded on a national  securities  exchange
                  or the  over-the-counter  National  Market System  ("NMS") are
                  valued on the basis of the last  sales  price on the  exchange
                  where primarily  traded or on the NMS prior to the time of the
                  valuation, provided that a sale has occurred.

         (2)      Securities traded on a national  securities exchange or in the
                  over-the-counter  market for which  there has been no sale and
                  other  securities  traded in the  over-the-counter  market are
                  valued at the mean of the bid and asked  prices at the time of
                  valuation.

         (3)      Short-term  investments  maturing  in more  than 60 days,  for
                  which market quotations are readily  available,  are valued at
                  current market value.

          (4)  Short-term  investments maturing in 60 days or less are valued at
               amortized cost, which approximates market.

         (5)      Securities,  including restricted securities, for which market
                  quotations  are not readily  available;  listed  securities or
                  those on NMS if, in a Fund's  opinion,  the last  sales  price
                  does not reflect a current market value;  and other assets are
                  valued  at  prices  deemed  in good  faith  to be  fair  under
                  procedures established by the Board of Trustees.

SHAREHOLDER SERVICES

         As described in the  prospectuses,  a shareholder  may elect to receive
his or her dividends and capital gains  distributions in cash instead of shares.
However, ESC will automatically convert a

                                                        35

<PAGE>



shareholder's   distribution  option  so  that  the  shareholder  reinvests  all
dividends and  distributions in additional shares when it learns that the postal
or  other   delivery   service  is  unable  to  deliver  checks  or  transaction
confirmations to the  shareholder's  address of record.  The Funds will hold the
returned  distribution or redemption proceeds in a non interest-bearing  account
in the shareholder's name until the shareholder  updates his or her address.  No
interest  will  accrue  on  amounts  represented  by  uncashed  distribution  or
redemption checks.


                                               PRINCIPAL UNDERWRITER

         The  Distributor  is the principal  underwriter  for the Trust and with
respect to each  class of each  Fund.  The Trust has  entered  into a  Principal
Underwriting  Agreement  ("Underwriting  Agreement")  with the Distributor  with
respect to each class of each Fund. The Distributor is a subsidiary of The BISYS
Group, Inc.

         The  Distributor,  as agent, has agreed to use its best efforts to find
purchasers for the shares. The Distributor may retain and employ representatives
to promote distribution of the shares and may obtain orders from broker-dealers,
and others, acting as principals,  for sales of shares to them. The Underwriting
Agreement  provides  that the  Distributor  will bear the expense of  preparing,
printing,  and  distributing  advertising and sales  literature and prospectuses
used by it.

         All  subscriptions  and sales of shares by the  Distributor  are at the
public offering price of the shares,  which is determined in accordance with the
provisions of the Trust's Declaration of Trust,  By-Laws,  current  prospectuses
and SAI.  All  orders  are  subject  to  acceptance  by the  Trust and the Trust
reserves the right, in its sole discretion,  to reject any order received. Under
the  Underwriting  Agreement,  the Trust is not liable to anyone for  failure to
accept any order.

         The Distributor  has agreed that it will, in all respects,  duly comply
with all  state and  federal  laws  applicable  to the sale of the  shares.  The
Distributor  has also agreed that it will  indemnify and hold harmless the Trust
and each  person  who has been,  is, or may be a Trustee or officer of the Trust
against  expenses  reasonably  incurred  by any of them in  connection  with any
claim,  action,  suit,  or  proceeding  to which any of them may be a party that
arises out of or is alleged to arise out of any misrepresentation or omission to
state a material  fact on the part of the  Distributor  or any other  person for
whose acts the  Distributor  is  responsible  or is  alleged to be  responsible,
unless such  misrepresentation  or omission  was made in reliance  upon  written
information furnished by the Trust.

         The  Underwriting  Agreement  provides that it will remain in effect as
long as its terms  and  continuance  are  approved  annually  (i) by a vote of a
majority of the Trust's Independent Trustees,  and (ii) by vote of a majority of
the Trust's Trustees,  in each case, cast in person at a meeting called for that
purpose.

         The Underwriting  Agreement may be terminated,  without penalty,  on 60
days'  written  notice by the Board of  Trustees  or by a vote of a majority  of
outstanding  shares subject to such agreement.  The Underwriting  Agreement will
terminate  automatically  upon its  "assignment"  as that term is defined in the
1940 Act.

         From time to time, if, in the Distributor's  judgment, it could benefit
the sales of shares,  the  Distributor  may provide to  selected  broker-dealers
promotional materials and selling aids, including,  but not limited to, personal
computers, related software, and data files.


                                                        36

<PAGE>



                                            ADDITIONAL TAX INFORMATION

REQUIREMENTS FOR QUALIFICATION AS A REGULATED INVESTMENT COMPANY

         Each Fund other than Masters has  qualified  and intends to continue to
qualify,  and  Masters  intends  to  qualify,  for and elect  the tax  treatment
applicable to a regulated investment company (a "RIC") under Subchapter M of the
Internal Revenue Code of 1986, as amended (the "Code"). (Such qualification does
not involve supervision of management or investment practices or policies by the
Internal  Revenue  Service.)  In order to qualify  as a RIC, a Fund must,  among
other  things,  (i)  derive  at least 90% of its gross  income  from  dividends,
interest,  payments with respect to proceeds from securities  loans,  gains from
the sale or other  disposition  of  securities or foreign  currencies  and other
income (including gains from options, futures or forward contracts) derived with
respect to its business of investing in such securities;  and (ii) diversify its
holdings so that, at the end of each quarter of its taxable  year,  (a) at least
50% of the market value of the Fund's total assets is represented by cash,  U.S.
Government securities and other securities limited in respect of any one issuer,
to an amount  not  greater  than 5% of the  Fund's  total  assets and 10% of the
outstanding  voting securities of such issuer,  and (b) not more than 25% of the
value of its total assets is invested in the securities of any one issuer (other
than U.S.  Government  securities and securities of other  regulated  investment
companies).  By so qualifying, a Fund is not subject to federal income tax if it
timely  distributes  its investment  company taxable income and any net realized
capital  gains. A 4%  nondeductible  excise tax will be imposed on a Fund to the
extent it does not meet  certain  distribution  requirements  by the end of each
calendar year. Each Fund anticipates meeting such distribution requirements.

TAXES ON DISTRIBUTIONS

         Distributions will be taxable to shareholders whether made in shares or
in  cash.  Shareholders  electing  to  receive  distributions  in  the  form  of
additional shares will have a cost basis for federal income tax purposes in each
share  so  received  equal  to the net  asset  value of a share of a Fund on the
reinvestment date.

         To  calculate   ordinary   income  for  federal  income  tax  purposes,
shareholders  must  generally  include  dividends  paid  by the  Fund  from  its
investment  company  taxable  income  (net  taxable  investment  income plus net
realized  short-term  capital gains, if any). The Fund will include dividends it
receives  from  domestic   corporations  when  the  Fund  calculates  its  gross
investment  income.  The Fund  anticipates  that all or a  portion  of  ordinary
dividends  which it pays will qualify for the 70%  dividends-received  deduction
for  corporations.  The Fund will inform  shareholders  of the  amounts  that so
qualify.

         From  time to time,  the Fund  will  distribute  the  excess of its net
long-term  capital gains over its net  short-term  capital loss to  shareholders
(i.e.,  capital gain  dividends).  For federal tax purposes,  shareholders  must
include such capital gain dividends when calculating their net long-term capital
gains.  Capital gain  dividends are taxable as net long-term  capital gains to a
shareholder,  no matter how long the shareholder  has held the shares.  The Fund
will inform  shareholders of the portion, if any, of a capital gain distribution
which qualifies for the new 20% maximum federal rate.

         Distributions by a Fund reduce its NAV. A distribution that reduces the
Fund's NAV below a  shareholder's  cost basis is  taxable  as  described  above,
although  from  an  investment  standpoint,  it  is  a  return  of  capital.  In
particular,  if a  shareholder  buys Fund  shares  just  before the Fund makes a
distribution,  when the Fund makes the distribution the shareholder will receive
what is in effect a return of capital.  Nevertheless,  the shareholder may incur
taxes on the distribution. Therefore,

                                                        37

<PAGE>



shareholders  should  carefully  consider  the tax  consequences  of buying Fund
shares just before a distribution.

         All distributions, whether received in shares or cash, must be reported
by each  shareholder on his or her federal income tax return.  Each  shareholder
should  consult a tax advisor to determine the state and local tax  implications
of Fund distributions.

         If more than 50% of the value of a Fund's  total assets at the end of a
fiscal year is  represented  by  securities of foreign  corporations  and a Fund
elects to make foreign tax credits available to its shareholders,  a shareholder
will be required  to include in his gross  income  both cash  dividends  and the
amount the Fund advises him is his pro rata portion of income taxes  withheld by
foreign  governments  from interest and dividends paid on a Fund's  investments.
The  shareholder  may be entitled,  however,  to take the amount of such foreign
taxes withheld as a credit against his U.S.  income tax, or to treat the foreign
tax withheld as an itemized  deduction from his gross income,  if that should be
to his advantage.  In substance,  this policy enables the shareholder to benefit
from the same foreign tax credit or deduction  that he would have received if he
had been the individual owner of foreign  securities and had paid foreign income
tax on the income  therefrom.  As in the case of  individuals  receiving  income
directly from foreign sources, the credit or deduction is subject to a number of
limitations.

TAXES ON THE SALE OR EXCHANGE OF FUND SHARES

         Upon a sale or exchange of Fund shares,  a  shareholder  will realize a
taxable gain or loss depending on his or her basis in the shares.  A shareholder
must  treat such  gains or losses as a capital  gain or loss if the  shareholder
held the shares as capital  assets.  Capital  gain on assets  held for more than
twelve months is generally  subject to a maximum  federal income tax rate of 20%
for an individual. Generally, the Code will not allow a shareholder to realize a
loss  on  shares  he or  she  has  sold  or  exchanged  and  replaced  within  a
sixty-one-day  period  beginning thirty days before and ending thirty days after
he or she sold or exchanged the shares. The Code will not allow a shareholder to
realize a loss on the sale of Fund shares held by the shareholder for six months
or less to the extent the shareholder received exempt-interest dividends on such
shares.  Moreover,  the Code will treat a shareholder's  loss on shares held for
six months or less as a  long-term  capital  loss to the extent the  shareholder
received capital gain dividends on such shares.

         Shareholders who fail to furnish their taxpayer  identification numbers
to a Fund and to certify as to its  correctness  and certain other  shareholders
may be subject to a 31% federal  income tax backup  withholding  requirement  on
dividends,  distributions of capital gains and redemption  proceeds paid to them
by the Fund. If the withholding provisions are applicable, any such dividends or
capital  gain  distributions  to these  shareholders,  whether  taken in cash or
reinvested in additional shares, and any redemption  proceeds will be reduced by
the amounts required to be withheld. Investors may wish to consult their own tax
advisors about the applicability of the backup withholding provisions.

OTHER TAX CONSIDERATIONS

     The foregoing  discussion  relates solely to U.S. federal income tax law as
applicable to U.S. persons (i.e.,  U.S. citizens and residents and U.S. domestic
corporations, partnerships, trusts and estates). It does not reflect the special
tax consequences to certain taxpayers (e.g.,  banks,  insurance  companies,  tax
exempt  organizations  and foreign  persons).  Shareholders  are  encouraged  to
consult their own tax advisors regarding specific questions relating to federal,
state  and local  tax  consequences  of  investing  in  shares  of a Fund.  Each
shareholder  who is not a U.S.  person  should  consult  his or her tax  advisor
regarding the U.S. and foreign tax consequences of ownership of

                                                        38

<PAGE>



shares of a Fund,  including  the  possibility  that such a  shareholder  may be
subject to a U.S.  withholding  tax at a rate of 30% (or at a lower rate under a
tax treaty) on amounts treated as income from U.S. sources under the Code.


                                               FINANCIAL INFORMATION

   
         The  financial  information  below  pertains  to  each  Fund  that  has
commenced operating as of the date of this SAI . The information with respect to
Stock includes information for Core Equity Fund, a portfolio of CoreFunds,  Inc.
Core Equity Fund was reorganized into Stock in July, 1998.
    

EXPENSES

   
         The table below shows the total dollar  amounts paid or accrued by each
Fund for  services  rendered  during  the  fiscal  periods  specified.  For more
information on specific expenses,  see "Investment Advisory and Other Services,"
"Distribution  Plans and  Agreements,"  "Principal  Underwriter"  and "Purchase,
Redemption and Pricing of Shares."
    

<TABLE>
<CAPTION>


1998 Fund Expenses
                                                                                               Total           Underwriting
                                        Class A           Class B            Class C           Underwriting    Commissions
Fund                 Advisory   Fees    12b-1 Fees        12b-1 Fees         12b-1 Fees        Commissions     Retained
===================  =================  ================  =================  ================  =============== ================
<S>                  <C>                <C>               <C>                <C>               <C>             <C>

   
Evergreen                       
                     $17,536,054        $487,965          $6,189,891         $119,399          $10,689,087     $233,260
Aggressive                      
                     $1,390,081         $386,073          $392,895           $34,024           $414,138        $19,289
Micro                           
                     $615,473           $11,483           $39,503            $28,617           $331,040        $10,258
Omega                           
                     $2,214,127         $369,456          $1,170,948         $156,647          $790,103        $25,765
Small                           
                     $6,367,129         $1,539,502        $3,613,415         $34,762                  $958,402 $2,569
                                                                                                      ========
Strategic                       
                     $4,870,007         $1,356,293        $1,959,585         $1,534            $883,936        $12,462
    
- -------------------  -----------------  ----------------                                       --------------- ----------------
   
Tax (1)                         
                     $2,079             $1                $0                 $0                $477            $52
    
Stock (2)            $4,271,000         $47,476           $1,293             $0                $110,148        $10,160
Stock (3)            $968,973           $11,597           $894               $0                $5,836          $324
===================  =================  ================  =================  ================  =============== ================
</TABLE>

   
(1)      One month ended 9/30/98.  Advisory fee of $2,079 was waived.
(2)      Year ended 6/30/98.
(3)      Three months ended 9/30/98.  Advisory fee of $85,492 was waived.
    



                                                        39

<PAGE>




1997 Fund Expenses
   
                                             
                                             
                                             
                                             Total                 Underwriting
                                             Underwriting          Commissions
    
Fund                    Advisory   Fees      Commissions           Retained
   
=====================  ==================== ===================== =============
Evergreen (1)                                        
                                                       
                                                    
    
                        $13,089,112          $1,464,361            $129,417
   
Aggressive (1)                                       
                                                             
    
                        $1,013,344           $278,145              $21,472
   
Micro (1)                                                  
                        $428,047                  $2,223           $300
Omega (2)                                            
                                                     
                                                     
    
                        $1,480,178           $254,113              $19,806
   
Small (3a)                                                  
                                             ===============
                        $2,387,425               $878,274          $22,796
                                             =================
Small (3b)                                                   
                        $7,788,033               $17,885,604       $13,187,854
Strategic (4)                                
    
       
   
                        $3,205,753           $646,769              $14,708
    
Stock (5)               $3,459,108           $96,837               $4,819
======================  ==================== ===================== ===========

(1)      Year ended 9/30/97
(2)      Nine months ended 9/30/97
(3a)     Four months ended 9/30/97
(3b)     Year ended 5/31/97
(4)      Eleven months ended 9/30/97
   
(5)     Year ended 6/30/97
    


1996 Fund Expenses
   
                                             
                                             
                                             
                                              Total      Underwriting
                                             Underwriting          Commissions
    
Fund                    Advisory   Fees      Commissions           Retained
======================  ==================== ===================== ============
   
Evergreen (1)                                        
                                                       
                                                    
    
                        $9,145,287           $1,462,012            $157,233


                                                        40

<PAGE>



1996 Fund Expenses
   
                                             
                                             
                                             
                                              Total      Underwriting
                                             Underwriting          Commissions
    
Fund                    Advisory   Fees      Commissions           Retained
======================  ==================== ===================== ============
   
Aggressive (1)                                               
                        $612,492                    $185,835       $22,742
Micro (1)                                                  
                        $510,421                  $2,963           $188
Omega (2)                                            
                                                     
                                                     
    
                        $1,831,142           $983,621              $759,394
- ----------------------                       --------------------- ------------
   
Small (3)                                                    
                        $8,473,139               $15,690,812       ($5,933,719)
Strategic (4)                                               
                        $2,994,500               $4,093,912        $2,049,519
Stock (5)               $1,973,776           $12,612               $1,710
    
======================  ==================== ===================== ============

(1)      Year ended 9/30/96
(2)      Year ended 12/31/96
(3)      Year ended 5/31/96
(4)      Year ended 10/31/96
   
Year ended 6/30/96
    


BROKERAGE COMMISSIONS PAID

   
         The following chart shows:  (1) for each of the last three fiscal years
(in the case of Stock,  for the  periods  indicated)  the  amount  of  brokerage
commissions paid by each Fund to all brokers and the  commissions,  if any, paid
to Lieber & Company;  (2) for the fiscal  year ended  September  30,  1998,  the
percentage of all commissions  paid to Lieber & Company;  and (3) for the fiscal
year ended  September 30, 1998, the percentage of the total dollar amount of all
portfolio  transactions  with respect to which  commissions have been paid which
were effected by Lieber & Company.

<TABLE>
<CAPTION>



                    Evergreen       Aggressive    Micro      Omega      Small      Strategic   Tax         Stock
    
==================  ============== ============= =========  =========  =========== =========== ==========  ==============
<S>                 <C>            <C>           <C>        <C>        <C>         <C>         <C>         <C>

   
1998                               $127,761      $96,323    $513,446   $2,527,607  $162,350    $5,853      $81,289 (1)
Aggregate             $507,457                                                                             $840,644 (2)
Dollar Amount
    
- ------------------
   
1998 Dollar                                  --                   --         --          --                      --
Amount Paid to      $405,182                     $56,631                                       $5,653
Lieber              (79.85%)                     (58.80%)                                      (96.58%)
    

- ------------------  -------------- ------------- ---------  ---------  ----------- ----------- ----------  -----------------
   
1997                $ 503,276      $677,860      $ 91,568   $403,294   $1,891,397  $1,144,065         --    $1,026,435
Aggregate                                                                                                  (3)
Dollar Amount
    


                                                                 41

<PAGE>




   
1997 Dollar         $ 416,953         --          $ 61,717      --         --          --         --          --
Amount Paid to
Lieber
1996                $590,105      $119,584        $ 317,058   $829,479   $2,853,950  $1,990,208   --       $1,422,984
Aggregate                                                                                                      (4)
Dollar Amount
1996 Dollar         $515,522         --           $153,596       --       --          --          --           --
Amount Paid to
Lieber
1998 Percent          72.97%         --             51.98%       --       --         --         94.74 %          --
of Transactions
Effected by
Lieber
    
==================  =========== ================= ==========  ========== =========== =========== =========  ==========
</TABLE>

   
(1)      Three months ended 9/30/98
(2)      Year ended 6/30/98
(3)      Year ended 6/30/97
(4)      Year ended 6/30/96
    

COMPUTATION OF CLASS A OFFERING PRICE

         Class A shares  are sold at the NAV  plus a sales  charge.  Below is an
example of the method of computing the offering  price of Class A shares of each
Fund. The example assumes a purchase of Class A shares of each Fund  aggregating
less than  $100,000  based upon the NAV of each Fund's Class A shares at the end
of each Fund's latest fiscal period.

<TABLE>
<CAPTION>

   
Fund*                     Date                       Net Asset Value                     Sales           Offering Price Per
                                                                                         Charge                    Share
<S>                       <C>                        <C>                                 <C>             <C>

Evergreen                          9/30/98             $21.11                           4.75%              $22.16
Aggressive                         9/30/98             $21.26                           4.75%              $22.32
Micro                              9/30/98             $19.88                           4.75%              $20.87
Omega                              9/30/98             $21.50                           4.75%              $22.57
Strategic                          9/30/98             $9.67                            4.75%              $10.15
Small                              9/30/98             $5.72                            4.75%              $6.01
Tax                                9/30/98             $10.65                           4.75%            $11.18
Stock                              9/30/98           $18.34                             4.75%            $19.25  
    
========================= =========================  ========================  ========================  ===================

</TABLE>

PERFORMANCE

Total Return

         Total  return  quotations  for a class of  shares of a Fund as they may
appear from time to time in advertisements are calculated by finding the average
annual  compounded  rates of return over one, five and ten year periods,  or the
time periods for which such class of shares has been

                                                        42

<PAGE>



effective, whichever is relevant, on a hypothetical $1,000 investment that would
equate the initial amount invested in the class to the ending  redeemable value.
All dividends and  distributions  are added to the initial  investment,  and all
recurring  fees charged to all  shareholder  accounts are  deducted.  The ending
redeemable  value  assumes  a  complete  redemption  at the end of the  relevant
periods.

         The annual  total  returns as of  September  30, 1998 for each class of
shares of the Funds (including applicable sales charges) are as follows:
<TABLE>
<CAPTION>


                                                                          Ten Years or
                                                                              Since
                                   One Year            Five Years           Inception         Inception Date
<S>                                <C>                 <C>                <C>                 <C> 

Evergreen
   
   Class A                     -10.07%                     - -               17.76%            Jan. 3, 1995
   Class B                     -10.77%                     - -               17.99%            Jan. 3, 1995
    Class C                    -7.11%                      - -               18.49%            Jan. 3, 1995
                                   -
   Class Y                    5.25%                      15.15%              12.25%            Oct. 15, 1971
Aggressive                         -
   Class A                    10.40%                      9.04%              15.75%            Apr. 15, 1983
    Class B                    -11.30%                     - -               10.61%            July 7, 1995
   Class C                     -7.76%                      - -               10.27%            Aug. 3, 1995
    Class Y                    -5.43%                      - -               12.54%            July 11, 1995
    
Micro
   
   Class A                     -25.22%                     - -                7.43%            Jan. 3, 1995
   Class B                     -25.76%                     - -                7.38%            Jan. 3, 1995
    Class C                    -22.79%                     - -                8.06%            Jan. 3, 1995
                                   -
    Class Y                   21.28%                      4.85%              12.39%            June 1, 1983
Omega                              -
   Class A                    0.53%                      11.24%              16.08%            Apr. 29, 1968
                                   -
   Class B                    1.04%                      11.07%              13.19%            Aug. 2, 1993
                                   
    Class C                   2.80%                      11.37%              13.34%            Aug. 2, 1993
    Class Y                   4.67%                        --                   13.44%         Jan. 13, 1997
    


                                                        43

<PAGE>



                                                                          Ten Years or
                                                                              Since
                                   One Year            Five Years           Inception         Inception Date

   
Strategic                                                                                       Jan.    20,
    Class A                   --                           --                  0.99%               1998
    
       
   
    Class B                     -0.67%                   13.50%              14.84%           Sept. 11, 1935
    Class C                   --                           --                  3.11%           Jan. 22, 1998
    
Small
   
    Class A                   --                           --                -29.70%           Jan. 20, 1998
    
                              -------------------  ------------------- ------------------- ---------------------
       
   
    Class B                     -36.92%                   1.50%              11.96%            Sep. 11, 1935
    
- ----------------------------- -------------------  ------------------- ------------------- ---------------------
   
    Class C                   --                           --                -27.00%           Jan. 26, 1998
    Class Y                   --                           --                -25.74%           Jan. 26, 1998

TAX                                                                             
    Class   A                 --                           --                 0.38%            Sept. 4, 1998
    Class B                   --                           --                  --                   --
    Class C                   --                           --                  --                   --
    Class Y                   --                           --                 6.50%        Sept. 1, 1998
STOCK
    Class A                   -15.99%                    13.78%              14.42%        Feb. 28, 1990
    Class B                   --                           --                -23.15%       Nov. 7, 1997
    Class C                   --                           --                  --          --
    Class Y                   -11.56%                      --                19.99%        Feb. 21, 1995
    
============================= ===================  =================== =================== ===================
</TABLE>


       
                                                        44

<PAGE>



       
Non-Standardized Performance

         In addition to the performance  information described above, a Fund may
provide total return  information for designated  periods,  such as for the most
recent six months or most recent twelve months. This total return information is
computed as described under "Total Return" above except that no annualization is
made.

General

         From time to time, a Fund may quote its  performance in advertising and
other  types of  literature  as compared to the  performance  of the  Standard &
Poor's 500  Composite  Stock  Price  Index,  the Dow Jones  Industrial  Average,
Russell 2000 Index,  or any other commonly  quoted index of common stock prices.
The Standard & Poor's 500 Composite Stock Price Index,  the Dow Jones Industrial
Average  and the Russell  2000 Index are  unmanaged  indices of selected  common
stock prices. A Fund's performance may also be compared to those of other mutual
funds having similar objectives. This comparative performance would be expressed
as a ranking prepared by Lipper Analytical Services, Inc. or similar independent
services  monitoring  mutual  fund  performance.  A Fund's  performance  will be
calculated by assuming,  to the extent  applicable,  reinvestment of all capital
gains  distributions  and income  dividends  paid. Any such  comparisons  may be
useful to investors who wish to compare a Fund's past  performance  with that of
its competitors.  Of course,  past  performance  cannot be a guarantee of future
results.

Financial Statements


                                                        45

<PAGE>



   
         The  financial  statements  for Stock for the periods from  November 1,
1995 through June 30, 1998 have been audited by Ernst & Young, LLP,  independent
auditors and the financial  statements of Stock for the three month period ended
September 30, 1998 have been audited by PricewaterhouseCoopers  LLP, independent
auditors.  Reports of Ernst & Young LLP for the period  ended June 30,  1998 and
PricewaterhouseCoopers  LLP for  the  period  ended  September  30,  1998 on the
financial  statements  for Stock  appears in the Fund's  Annual  Report which is
incorporated by reference. The financial statements for Omega, Small , Strategic
and Tax have been  audited by KPMG Peat  Marwick LLP,  independent  auditors.  A
report of KPMG Peat  Marwick  LLP on the  financial  statements  for those Funds
appears in the Funds' Annual  Report which is  incorporated  by  reference.  The
financial statements for Evergreen,  Micro, Aggressive and Tax have been audited
by    PricewaterhouseCoopers    LLP,   independent   auditors.   A   report   of
PricewaterhouseCoopers  LLP on the financial  statements for those Funds appears
in the Funds' Annual Report which is incorporated  by reference.  Annual Reports
may be  obtained  without  charge by  writing  to ESC,  P.O.  Box 2121,  Boston,
Massachusetts 02106-2121, or by calling ESC toll-free at 1-800-343-2898.
    


                                              ADDITIONAL INFORMATION

         Except as otherwise stated in its prospectuses or required by law, each
Fund  reserves  the  right to  change  the  terms  of the  offer  stated  in its
prospectus without shareholder approval, including the right to impose or change
fees for services provided.

         No  dealer,  salesman  or  other  person  is  authorized  to  give  any
information   or  to  make  any   representation   not  contained  in  a  Fund's
prospectuses, SAI or in supplemental sales literature issued by such Fund or the
Distributor,   and  no  person  is  entitled  to  rely  on  any  information  or
representation not contained therein.

         Each Fund's prospectuses and SAI omit certain information  contained in
the Trust's registration statement,  which you may obtain for a fee from the SEC
in Washington, D.C.



                                                        46

<PAGE>



                                                    APPENDIX A


                                           S&P AND MOODY'S BOND RATINGS


S&P Bond Ratings


         An S&P bond rating is a current assessment of the  creditworthiness  of
an obligor,  including  obligors  outside the U.S.,  with  respect to a specific
obligation.  This  assessment  may  take  into  consideration  obligors  such as
guarantors,  insurers or lessees.  Ratings of foreign  obligors do not take into
account currency  exchange and related  uncertainties.  The ratings are based on
current  information  furnished  by the  issuer or  obtained  by S&P from  other
sources it considers reliable.

         The  ratings  are  based,   in  varying   degrees,   on  the  following
considerations:

     1.  Likelihood of default and capacity and willingness of the obligor as to
the timely payment of interest and repayment of principal in accordance with the
terms of the obligation;

         2.       Nature of and provisions of the obligation; and

         3.  Protection  afforded by and relative  position of the obligation in
the event of bankruptcy  reorganization  or other  arrangement under the laws of
bankruptcy and other laws affecting creditors' rights.

         PLUS (+) OR MINUS (-): To provide more detailed  indications  of credit
quality, ratings from "AA" to "BBB" may be modified by the addition of a plus or
minus sign to show relative standing within the major rating categories.

         A  provisional  rating  is  sometimes  used  by  S&P.  It  assumes  the
successful  completion of the project being financed by the debt being rated and
indicates  that  payment of debt  service  requirements  is largely or  entirely
dependent upon the successful and timely completion of the project. This rating,
however,  while  addressing  credit  quality  subsequent  to  completion  of the
project,  makes no comment  on the  likelihood  of, or the risk of default  upon
failure of, such completion.

         S&P bond ratings are as follows:

         1.  AAA - Debt  rated  AAA  has the  highest  rating  assigned  by S&P.
Capacity to pay interest and repay principal is extremely strong.

         2. AA - Debt rated AA has a very strong  capacity to pay  interest  and
repay principal and differs from the higher rated issues only in small degree.

         3. A - Debt rated A has a strong  capacity  to pay  interest  and repay
principal  although it is somewhat more  susceptible  to the adverse  effects of
changes in  circumstances  and  economic  conditions  than debt in higher  rated
categories.

         4. BBB - Debt rated BBB is regarded  as having an adequate  capacity to
pay  interest  and  repay  principal.  Whereas  it  normally  exhibits  adequate
protection parameters, adverse

                                                        A-1

<PAGE>



economic  conditions  or  changing  circumstances  are more  likely to lead to a
weakened  capacity to pay interest and repay principal for debt in this category
than in higher rated categories.

         5. BB, B, CCC, CC and C - Debt rated BB, B, CCC, CC and C is  regarded,
on  balance,  as  predominantly  speculative  with  respect to  capacity  to pay
interest and repay principal in accordance with the terms of the obligation.  BB
indicates  the  lowest  degree  of  speculation  and C  the  highest  degree  of
speculation.  While  such debt will  likely  have some  quality  and  protective
characteristics,  these are  outweighed  by large  uncertainties  or major  risk
exposures to adverse conditions.

Moody's Bond Ratings

Moody's ratings are as follows:

         1.  Aaa - Bonds  which  are  rated  Aaa are  judged  to be of the  best
quality.  They carry the smallest  degree of  investment  risk and are generally
referred to as "gilt-edge."  Interest payments are protected by a large or by an
exceptionally   stable  margin  and  principal  is  secure.  While  the  various
protective  elements are likely to change, such changes as can be visualized are
most unlikely to impair the fundamentally strong position of such issues.

         2. Aa - Bonds  which are rated Aa are  judged to be of high  quality by
all  standards.  Together  with the Aaa group they  comprise  what are generally
known as high grade  bonds.  They are rated  lower  than the best bonds  because
margins of protection may not be as large as in Aaa securities or fluctuation of
protective  elements may be of greater  amplitude or there may be other elements
present  which  make the long term  risks  appear  somewhat  larger  than in Aaa
securities.

         3. A - Bonds  which  are  rated A  possess  many  favorable  investment
attributes and are to be considered as upper medium grade  obligations.  Factors
giving  security to principal and interest are considered  adequate but elements
may be present which  suggest a  susceptibility  to  impairment  sometime in the
future.

         4. Baa - Bonds  which  are  rated Baa are  considered  as medium  grade
obligations,  i.e.,  they are  neither  highly  protected  nor  poorly  secured.
Interest  payments and principal  security  appear  adequate for the present but
certain  protective  elements  may  be  lacking  or  may  be  characteristically
unreliable over any great length of time. Such bonds lack outstanding investment
characteristics and in fact have speculative characteristics as well.

         5. Ba -  Bonds  which  are  rated  Ba are  judged  to have  speculative
elements.  Their  future  cannot  be  considered  as  well  assured.  Often  the
protection of interest and  principal  payments may be very moderate and thereby
not well safeguarded during both good and bad times over the future. Uncertainty
of position characterizes bonds in this class.

         6. B - Bonds which are rated B generally  lack  characteristics  of the
desirable  investment.  Assurance  of  interest  and  principal  payments  or of
maintenance  of other terms of the contract  over any long period of time may be
small.

         7. Caa - Bonds  which are rated Caa are of poor  standing.  Such issues
may be in default or there may be present  elements  of danger  with  respect to
principal or interest.

         8. Ca - Bonds  which  are  rated Ca  represent  obligations  which  are
speculative  in a high  degree.  Such  issues are often in default or have other
market shortcomings.


                                                        A-2

<PAGE>



         9. C - Bonds  which are rated as C are the lowest  rated class of bonds
and issues so rated can be regarded as having  extremely  poor prospects of ever
attaining any real investment standing.

         Moody's applies numerical modifiers,  1, 2 and 3 in each generic rating
classification  from Aa through Baa in its  corporate  bond rating  system.  The
modifier 1 indicates  that the  security  ranks in the higher end of its generic
rating category;  the modifier 2 indicates a mid-range ranking; and the modifier
3  indicates  that  the  issue  ranks in the  lower  end of its  generic  rating
category.

MONEY MARKET INSTRUMENTS

         Money market  securities are instruments  with remaining  maturities of
one year or less such as bank  certificates  of deposit,  bankers'  acceptances,
commercial paper (including  variable rate master demand notes), and obligations
issued or guaranteed by the U.S. government,  its agencies or instrumentalities,
some of which may be subject to repurchase agreements.

Commercial Paper

         Commercial  paper will  consist of issues rated at the time of purchase
A-1,  by S&P, or Prime-1 by Moody's or F-1 by Fitch;  or, if not rated,  will be
issued by companies  which have an  outstanding  debt issue rated at the time of
purchase  Aaa, Aa or A by Moody's,  or AAA, AA or A by S&P or Fitch,  or will be
determined by a Fund's investment advisor to be of comparable quality.

A.       S&P Ratings

         An  S&P  commercial  paper  rating  is  a  current  assessment  of  the
likelihood of timely payment of debt having an original maturity of no more than
365 days.  Ratings are graded  into four  categories,  ranging  from "A" for the
highest  quality  obligations  to "D" for the  lowest.  The top  category  is as
follows:

         1. A: Issues  assigned  this highest  rating are regarded as having the
greatest  capacity for timely  payment.  Issues in this category are  delineated
with the numbers 1, 2 and 3 to indicate the relative degree of safety.

         2. A-1: This designation  indicates that the degree of safety regarding
timely payment is either overwhelming or very strong. Those issues determined to
possess  overwhelming  safety  characteristics  are denoted with a plus (+) sign
designation.

B.       Moody's Ratings

         The  term  "commercial  paper"  as used  by  Moody's  means  promissory
obligations  not having an original  maturity in excess of nine months.  Moody's
commercial  paper  ratings  are  opinions  of the  ability  of  issuers to repay
punctually  promissory  obligations not having an original maturity in excess of
nine months. Moody's employs the following designation,  judged to be investment
grade, to indicate the relative repayment capacity of rated issuers.

         1. The rating Prime-1 is the highest  commercial  paper rating assigned
by Moody's.  Issuers  rated  Prime-1 (or related  supporting  institutions)  are
deemed to have a  superior  capacity  for  repayment  of short  term  promissory
obligations.  Repayment capacity of Prime-1 issuers is normally evidenced by the
following characteristics:

         1)       leading market positions in well-established industries;

                                                        A-3

<PAGE>



         2)       high rates of return on funds employed;

     3) conservative  capitalization  structures with moderate  reliance on debt
and ample asset protection;

     4) broad margins in earnings  coverage of fixed financial  charges and high
internal cash generation; and

     5) well  established  access to a range of  financial  markets  and assured
sources of alternate liquidity.

         In assigning  ratings to issuers whose commercial paper obligations are
supported by the credit of another  entity or entities,  Moody's  evaluates  the
financial strength of the affiliated  corporations,  commercial banks, insurance
companies,  foreign governments or other entities, but only as one factor in the
total rating assessment.




                                                        A-4

<PAGE>




                                              EVERGREEN EQUITY TRUST

                                                      PART C

                                                 OTHER INFORMATION


Item 24.                   Financial Statements and Exhibits

Item 24(a).                Financial Statements

   
         There are no financial statements for Evergreen Masters Fund.

         The information  required by this item for Evergreen  Aggressive Growth
Fund,  Evergreen Fund,  Evergreen Micro Cap Fund, Evergreen Small Company Growth
Fund,  Evergreen  Strategic  Growth Fund ,  Evergreen  Stock  Selector  Fund and
Evergreen Tax Strategic  Equity Fund is contained in Registration  Statement No.
333-37453/811-08413 filed on August 3, 1998 and November 25, 1998.
    

         The information required by this item for Evergreen American Retirement
Fund,  Evergreen  Foundation Fund,  Evergreen Tax Strategic  Foundation Fund and
Evergreen  Balanced Fund is contained in  Registration  No.  333-37453/811-08413
filed on July
31, 1998.

   
         The  information  required  by this item for  Evergreen  Fund for Total
Return,  Evergreen  Growth and Income  Fund,  Evergreen  Income and Growth Fund,
Evergreen Small Cap Equity Income Fund,  Evergreen Value Fund, Evergreen Utility
Fund  and   Evergreen   Blue  Chip  Fund  is  contained  in   Registration   No.
333-37453/811-08413 filed on September 30, 1998.
    

         The financial  statements listed below are incorporated by reference in
Part B of this Amendment to the Registration Statement:

   
         Schedule of Investments of Evergreen  Aggressive Growth Fund, Evergreen
         Fund,  Evergreen Micro Cap Fund,  Evergreen Omega Fund, Evergreen Small
         Company Growth Fund,  Evergreen  Strategic  Growth Fund,  Evergreen Tax
         Strategic Equity Fund and Evergreen Stock Selector Fund as of September
         30, 1998.

         Schedule of  Investments  of CoreFunds  Core Equity Fund as of June 30,
         1998.
    


                                                        -1-

<PAGE>



   
         Statement  of Assets and  Liabilities  of Evergreen  Aggressive  Growth
         Fund,  Evergreen Fund,  Evergreen Micro Cap Fund, Evergreen Omega Fund,
         Evergreen Small Company Growth Fund,  Evergreen  Strategic Growth Fund,
         Evergreen Tax Strategic  Equity Fund and Evergreen  Stock Selector Fund
         as of September 30, 1998.

         Statement of Assets and Liabilities of 
          CoreFunds Core Equity Fund as of June 30, 
         1998.

         Statement of Operations of Evergreen  Aggressive Growth Fund, Evergreen
         Fund,  Evergreen Micro Cap Fund,  Evergreen Omega Fund, Evergreen Small
         Company Growth Fund,  Evergreen  Strategic  Growth Fund , Evergreen Tax
         Strategic  Equity Fund and Evergreen Stock Selector Fund for the period
         ended September 30, 1998.

         Statement of Operations of Evergreen Stock Selector Fund 
         (formerly CoreFunds Core Equity Fund) for
         the year ended June 30, 1998.

         Statement of Changes in Net Assets of Evergreen Aggressive Growth Fund,
         Evergreen  Fund,  Evergreen  Micro  Cap  Fund,  Evergreen  Omega  Fund,
         Evergreen Small Company Growth Fund,  Evergreen Strategic Growth Fund ,
         Evergreen Tax Strategic  Equity Fund and Evergreen  Stock Selector Fund
         for each of the years or periods ended September 30, 1998.

         Notes to  Financial  Statements  of Evergreen  Aggressive  Growth Fund,
         Evergreen  Fund,  Evergreen  Micro  Cap  Fund,  Evergreen  Omega  Fund,
         Evergreen Small Company Growth Fund,  Evergreen  Strategic Growth Fund,
         Evergreen Tax Strategic Equity Fund and Evergreen Stock Selector Fund.

         Report of Independent Accountants for Evergreen Aggressive
         Growth Fund, Evergreen Fund,  Evergreen Micro Cap Fund
          and Evergreen Stock Selector Fund dated November
          12, 1998.

         Independent  Auditors'  Report for  Evergreen  Omega  Fund ,  Evergreen
         Strategic  Growth Fund and Evergreen  Small  Company  Growth Fund dated
         November 6, 1998.

         Independent  Auditors'  Report for Evergreen Tax Strategic  Equity Fund
         dated October 6, 1998.
    


                                                        -2-

<PAGE>



   
         Independent Auditors' Report for CoreFunds Core Equity Fund
         dated August 25, 1998. 
    
       
         The information required by this item for Evergreen American
Retirement Fund, Evergreen Foundation Fund, Evergreen Tax
Strategic Foundation Fund and Evergreen Balanced Fund is
contained in Registration Statement No. 333-37453/811-08413 filed
on July 31, 1998.

   
         The  information  required  by this item for  Evergreen  Fund for Total
Return,  Evergreen  Growth and Income  Fund,  Evergreen  Income and Growth Fund,
Evergreen Small Cap Equity Income Fund,  Evergreen Value Fund, Evergreen Utility
Fund and  Evergreen  Blue Chip Fund is contained in  Registration  Statement No.
333-37453/811-08413 filed on September 30, 1998.
    
<TABLE>
<CAPTION>

Item 24(b).                Exhibits


 Number          Description                                                        Location
<S>             <C>                                                                 <C> 

1                Declaration of Trust                                               Incorporated by reference
                                                                                    to Registrant's
                                                                                    Registration Statement
                                                                                    Filed on October 8, 1997

2                By-laws                                                            Incorporated by reference
                                                                                    to Registrant's
                                                                                    Registration Statement
                                                                                    Filed on October 8, 1997

3                Not applicable



                                                        -3-

<PAGE>




 Number          Description                                                        Location

4                Provisions of instruments
                 defining the rights of holders
                 of the securities being
                 registered are contained in
                 the Declaration of Trust
                 Articles II, III.(6)(c),
                 VI.(3), IV.(8), V, VI, VII,
                 VIII and By-laws Articles II,
                 III and VIII included as part
                 of Exhibits 1 and 2 of this
                 Registration Statement

5(a)             Investment Advisory and                                            Incorporated by reference
                 Management Agreement between                                       to Post-Effective
                 the Registrant and First Union                                     Amendment No. 4 to
                 National Bank                                                      Registrant's Registration
                                                                                    Statement filed on March
                                                                                    12, 1998 ("Post-Effective
                                                                                    Amendment No. 4")

5(b)             Investment Advisory and                                            Incorporated by reference
                 Management Agreement between                                       to Post-Effective
                 the Registrant and Evergreen                                       Amendment No. 4.
                 Asset Management Corp.

5(c)             Investment Advisory and                                            Incorporated by reference
                 Management Agreement between                                       to Post-Effective
                 the Registrant and Keystone                                        Amendment No. 4
                 Investment Management Company

5(d)             Form of Investment Advisory                                        Incorporated by reference
                 and Management Agreement                                           to Post-Effective
                 between the Registrant and                                         Amendment No. 4
                 Meridian Investment Company

   
5(e)             Sub-advisory Agreement between                                      Incorporated
                 Evergreen Asset Management                                         by reference to Post-
                 Corp. and Lieber & Company                                         Effective Amendment No. 9
                                                                                    to Registrant's
                                                                                    Registration Statement
                                                                                    filed on October 1, 1998
                                                                                    ("Post-Effective
                                                                                    Amendment No. 9")
    



                                                        -4-

<PAGE>




 Number          Description                                                        Location
   
5(f)             Form of Portfolio Management                                                    Incorporated
                 Agreement between sub-advisers                                     by reference to Post-
                 to Evergreen Masters Growth                                        Effective Amendment No. 9
                 Fund and First Union National
                 Bank
    

6(a)             Class A and Class C Principal                                      Incorporated by reference
                 Underwriting Agreement between                                     to Post-Effective
                 the Registrant and Evergreen                                       Amendment No. 4
                 Distributor, Inc.

6(b)             Class B Principal Underwriting                                     Incorporated by reference
                 Agreement between the                                              to Post-Effective
                 Registrant and Evergreen                                           Amendment No. 4
                 Investment Services, Inc. (B-
                 1)

6(c)             Class B Principal Underwriting                                     Incorporated by reference
                 Agreement between  the                                             to Post-Effective
                 Registrant and Evergreen                                           Amendment No. 4
                 Distributor, Inc. (B-2)

6(d)             Class B Principal Underwriting                                     Incorporated by reference
                 Agreement between the                                              to Post-Effective
                 Registrant and Evergreen                                           Amendment No. 4
                 Distributor, Inc.
                 (Evergreen/KCF)

6(e)             Class Y Principal Underwriting                                     Incorporated by reference
                 Agreement between the                                              to Post-Effective
                 Registrant and Evergreen                                           Amendment No. 4
                 Distributor, Inc.

6(f)             Principal Underwriting                                             Incorporated by reference
                 Agreement between the                                              to Post-Effective
                 Registrant and Kokusai                                             Amendment No. 6 to
                 Securities Company Limited                                         Registrant's Registration
                                                                                    Statement filed on July
                                                                                    31, 1998 ("Post-Effective
                                                                                    Amendment No. 6")



                                                        -5-

<PAGE>




 Number          Description                                                        Location
6(g)             Specimen Copy of Dealer                                            Incorporated by reference
                 Agreement used by Evergreen                                        to Pre-Effective
                 Distributor, Inc.                                                  Amendment No. 1 to
                                                                                    Registrant's Registration
                                                                                    Statement filed on
                                                                                    November 10, 1997 ("Pre-
                                                                                    Effective Amendment No.
                                                                                    1")

6(h)             Principal Underwriting                                             Incorporated by reference
                 Agreement between the                                              to Post-Effective
                 Registrant and Nomura                                              Amendment No. 6
                 Securities Company

7                Form of Deferred Compensation                                      Incorporated by reference
                 Plan                                                               to Pre-Effective
                                                                                    Amendment No. 1

8                Custodian Agreement between                                        Incorporated by reference
                 the Registrant and State                                           to Post-Effective
                 Street Bank and Trust Company                                      Amendment No. 4

9(a)             Administrative Services                                            Incorporated by reference
                 Agreement between Evergreen                                        to Post-Effective
                 Investment Services, Inc. and                                      Amendment No. 4
                 the Registrant

9(b)             Master Transfer and                                                Incorporated by reference
                 Recordkeeping Agreement                                            to Post-Effective
                 between the Registrant and                                         Amendment No. 4
                 Evergreen Service Company

10               Opinion and Consent of                                             Incorporated by reference
                 Sullivan & Worcester LLP                                           to Post-Effective
                                                                                    Amendment No. 2 to
                                                                                    Registrant's Registration
                                                                                    Statement filed on
                                                                                    December 12, 1997



                                                        -6-

<PAGE>




 Number          Description                                                        Location
   
11(a)            Consent of                                                         
                 PricewaterhouseCoopers LLP                                         
                                                                                    
                                                                                    
                                                                                    
                                                                                    
                                                                                    
                                                                                     Filed herein


11(b)            Consent of KPMG Peat Marwick                                                                
                 LLP                                                                                 
                                                                                     Filed
                                                                                    herein


11(c)            Consent of Ernst & Young LLP                                                                
                                                                                                     
                                                                                                      
                                                                                                             
                                                                                                             
                                                                                                            
                                                                                                      Filed
                                                                                    herein
    

12               Not applicable

13               Not applicable

15(a)            12b-1 Distribution Plan for                                        Incorporated by reference
                 Class A                                                            to Post-Effective
                                                                                    Amendment No. 4

15(b)            12b-1 Distribution Plan for                                        Incorporated by reference
                 Class B (KAF B-1)                                                  to Post-Effective
                                                                                    Amendment No. 4
       
   
15(c)            12b-1 Distribution Plan for                                        Incorporated by reference
                 Class B (KAF B-2)                                                  to Post-Effective
    
                                                                                    Amendment No. 4

15(d)            12b-1 Distribution Plan for                                        Incorporated by reference
                 Class B (KCF/Evergreen)                                            to Post-Effective
                                                                                    Amendment No. 4


                                                        -7-

<PAGE>




 Number          Description                                                        Location

15(e)            12b-1 Distribution Plan for                                        Incorporated by reference
                 Class C                                                            to Post-Effective
                                                                                    Amendment No. 4
16               Not applicable

   
17                              Financial Data                                      Filed herein.
                 Schedule
    

18               Multiple Class Plan                                                Incorporated by reference
                                                                                    to Pre-Effective
                                                                                    Amendment No. 1

19               Powers of Attorney                                                 Incorporated by reference
                                                                                    to Post-Effective
                                                                                    Amendment No. 7
</TABLE>


Item 25.          Persons Controlled by or Under Common Control with
                  Registrant.

     None

   
Item 26.          Number of Holders of Securities (as of          
                  September 30, 1998)
    
<TABLE>
<CAPTION>


TITLE OF CLASS                                                   NUMBER OF RECORD HOLDERS
- --------------                                                   ------------------------
<S>                                                              <C>  

Evergreen Fund
   
Class A                                                                 28,094
Class B                                                                 90,042
Class C                                                                1,048
Class Y                                                                 19,439
Evergreen Aggressive Growth Fund
Class A                                                                 10,042
Class B                                                                 4,917
Class C                                                                 247
Class Y                                                                 480
Evergreen Omega Fund
Class A                                                                 10,381
Class B                                                                 9,923
Class C                                                                 1,023
Class Y                                                                 28
    


                                                        -8-

<PAGE>



TITLE OF CLASS                                                   NUMBER OF RECORD HOLDERS
- --------------                                                   ------------------------
Evergreen Micro Cap Fund
   
Class A                                                                 654
Class B                                                                 752
Class C                                                             484
Class Y                                                                 906
Evergreen Small Company Growth
Fund
Class A                                                                 40,982
Class B                                                                 28,279
Class C                                                                 266
Class Y                                                                 16
Evergreen Strategic Growth Fund
Class A                                                                 33,538
Class B                                                                 12,265
Class C                                                                 77
    

Evergreen Stock Selector Fund
   
Class A                                                                1,831
Class B                                                                71
Class C                                                              0
Class Y                                                                47
Evergreen Tax Strategic Equity
Fund
Class A                                                               39
Class B                                                               68
Class C                                                               12
Class Y                                                               33
    

Evergreen Masters Fund
Class A                                                          0
Class B                                                          0
Class C                                                          0
Class Y                                                          0
</TABLE>

Item 27.          Indemnification.

         Provisions for the  indemnification  of the  Registrant's  Trustees and
officers are contained the Registrant's Declaration of Trust.


                                                        -9-

<PAGE>



         Provisions  for  the  indemnification  of the  Registrant's  Investment
Advisors are contained in their  respective  Investment  Advisory and Management
Agreements.

         Provisions for the indemnification of Evergreen Distributor,  Inc., the
Registrant's principal underwriter, are contained in each Principal Underwriting
Agreement between Evergreen Distributor, Inc. and the Registrant.

Item 28.          Business or Other Connections of Investment Adviser.

         The Directors and principal  executive officers of First Union National
Bank are:

<TABLE>
<CAPTION>
<S>                                                   <C> 

Edward E. Crutchfield, Jr.                            Chairman and Chief Executive
                                                      Officer, First Union
                                                      Corporation; Chief Executive
                                                      Officer and Chairman, First
                                                      Union National Bank
Anthony P. Terracciano                                President, First Union
                                                      Corporation; President First
                                                      Union National Bank
John R. Georgius                                      Vice Chairman, First Union
                                                      Corporation; Vice Chairman,
                                                      First Union National Bank
Marion A. Cowell, Jr.                                 Executive Vice President,
                                                      Secretary & General Counsel,
                                                      First Union Corporation;
                                                      Secretary and Executive Vice
                                                      President, First Union
                                                      National Bank
Robert T. Atwood                                      Executive Vice President and
                                                      Chief Financial Officer,
                                                      First Union Corporation;
                                                      Chief Financial Officer and
                                                      Executive Vice President
                                                      First Union National Bank

</TABLE>

     All of the above persons are located at the following address:  First Union
National Bank, One First Union Center, Charlotte, NC 28288.

     The  information  required  by this item with  respect to  Evergreen  Asset
Management Corp. is incorporated by reference to

                                                       -10-

<PAGE>



the Form ADV (File No. 801-46522) of Evergreen Asset Management Corp.

   
         The  information  required  by  this  item  with  respect  to  Keystone
Investment Management Company is incorporated by reference to the Form ADV (File
No. 801-8327) of
Evergreen Investment Management Company.
    

         The  information  required  by  this  item  with  respect  to  Meridian
Investment  Company  is  incorporated  by  reference  to the Form ADV  (File No.
801-23484) of Meridian Investment Company.

         The information  required by this item with respect to Lieber & Company
is incorporated by reference to the Form ADV (File No.
801-5923) of Lieber & Company.

         The information required by this item with respect to
OppenheimerFunds, Inc. is incorporated by reference to the Form
ADV (File No. 801-8253) of OppenheimerFunds, Inc.

         The  information  required by this item with  respect to  Massachusetts
Financial  Services  Company is  incorporated by reference to the Form ADV (File
No. 801-17352) of Massachusetts
Financial Services Company.

     The  information  required by this item with  respect to Putnam  Investment
Management,  Inc.  is  incorporated  by  reference  to the  Form ADV  (File  No.
801-7974) of Putnam Investment Management, Inc.

Item 29.          Principal Underwriters.

         The Directors and principal executive officers of Evergreen
Distributor, Inc. are:


<TABLE>
<CAPTION>
<S>                                                       <C>   

Lynn C. Mangum                                             Director, Chairman and Chief
                                                           Executive Officer
J. David Huber                                             President
Kevin J. Dell                                              Vice President, General
                                                           Counsel and Secretary
</TABLE>


     All of the above  persons are located at the following  address:  Evergreen
Distributor, Inc., 125 West 55th Street, New York, New York 10019.

                                                       -11-

<PAGE>




         Evergreen  Distributor,  Inc.  acts as principal  underwriter  for each
registered  investment company or series thereof that is a part of the Evergreen
"fund  complex" as such term is defined in Item 22(a) of Schedule  14A under the
Securities Exchange Act of 1934.

Item 30.          Location of Accounts and Records.

         All accounts and records  required to be maintained by Section 31(a) of
the  Investment  Company Act of 1940 and Rules 31a-1 through  31a-3  promulgated
thereunder are maintained at one of the following locations:

   
         Evergreen Investment Services, Inc., Evergreen Service
         Company and  Evergreen Investment Management
         Company, all located at 200 Berkeley Street, Boston,
    
         Massachusetts 02110

         First Union National Bank, One First Union Center, 201 S.
         College Street, Charlotte, North Carolina 28288

         Evergreen Asset Management Corp., 2500 Westchester Avenue,
         Purchase, New York 10577

         Meridian Investment Company, 55 Valley Stream Parkway,
         Malvern, Pennsylvania 19355

         OppenheimerFunds, Inc., Two World Trade Center, New York,
         New York 10048

         Massachusetts Financial Services Company, 500 Boylston
         Street, Boston, Massachusetts 02116

         Putnam Investment Management, Inc., One Post Office Square,
         Boston, Massachusetts 02109

         Iron Mountain, 3431 Sharp Slot Road, Swansea, Massachusetts
         02777

         State Street Bank and Trust Company, 2 Heritage Drive, North
         Quincy, Massachusetts 02171

Item 31.          Management Services.

         Not Applicable

Item 32.          Undertakings.

                                                       -12-

<PAGE>



                  The  Registrant  hereby  undertakes  to furnish each person to
                  whom a prospectus is delivered with a copy of the Registrant's
                  latest annual report to shareholders, upon request and without
                  charge.





                                                       -13-

<PAGE>




                                                    SIGNATURES


   
         Pursuant  to the  requirements  of the  Securities  Act of 1933 and the
Investment  Company Act of 1940 the Registrant has duly caused this Registration
Statement  to  be  signed  on  its  behalf  by  the  undersigned,  thereto  duly
authorized,  in the City of  Columbus,  and  State  of Ohio,  on the 29th day of
December, 1998.
    


                                                     EVERGREEN EQUITY TRUST

                                                     By: /s/ William J. Tomko
                                                     ------------------------
                                                     Name: William J. Tomko
                                                     Title: President


   
         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
Registration  Statement  has been signed below by the  following  persons in the
capacities indicated on the 29th day of December, 1998.
    


<TABLE>
<CAPTION>
<S>                                          <C>                                           <C>

/s/William J. Tomko                          /s/Laurence B. Ashkin                         /s/Charles A. Austin, III
- ----------------------                       ----------------------                        -------------------------
William J. Tomko                             Laurence B. Ashkin*                           Charles A. Austin III*
President and Treasurer                      Trustee                                       Trustee
(Principal Financial and
Accounting Officer)

/s/K. Dun Gifford                            /s/James S. Howell                            /s/William Walt Pettit
- ----------------------                       ------------------                            ----------------------
K. Dun Gifford*                              James S. Howell*                              William Walt Pettit*
Trustee                                      Trustee                                       Trustee

/s/Gerald M. McDonnell                       /s/Thomas L. McVerry                          /s/Michael S. Scofield
- ----------------------                       --------------------                          -----------------------
Gerald M. McDonnell*                         Thomas L. McVerry*                            Michael S. Scofield
Trustee                                      Trustee                                       Trustee

/s/David M. Richardson                       /s/Russell A. Salton, III MD                  /s/Richard J. Shima
- ----------------------                       ----------------------------                  --------------------
David M. Richardson*                         Russell A. Salton, III MD*                    Richard J. Shima*
Trustee                                      Trustee                                       Trustee


                                                       -14-

<PAGE>



/s/Leroy Keith, Jr.
- ----------------------
Leroy Keith, Jr.*
Trustee


*By: /s/William J. Tomko
- ---------------------------
William J. Tomko
Attorney-in-Fact
</TABLE>

         *William J. Tomko,  by signing his name  hereto,  does hereby sign this
document on behalf of each of the above-named  individuals pursuant to powers of
attorney duly executed by such persons.




                                                       -15-

<PAGE>



WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        101
<NAME>  EVERGREEN AGGRESSIVE GROWTH FUND CLASS A
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  OCT-01-1997
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   134,332,397
<INVESTMENTS-AT-VALUE>  204,595,125
<RECEIVABLES>   844,274
<ASSETS-OTHER>  35,506
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  205,474,905
<PAYABLE-FOR-SECURITIES>        0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       512,160
<TOTAL-LIABILITIES>     512,160
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        56,857,458
<SHARES-COMMON-STOCK>   6,480,639
<SHARES-COMMON-PRIOR>   7,031,081
<ACCUMULATED-NII-CURRENT>       230,381
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> 12,002,095
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        68,686,543
<NET-ASSETS>    137,776,477
<DIVIDEND-INCOME>       237,423
<INTEREST-INCOME>       54,136
<OTHER-INCOME>  0
<EXPENSES-NET>  (2,044,756)
<NET-INVESTMENT-INCOME> (1,753,197)
<REALIZED-GAINS-CURRENT>        14,010,430
<APPREC-INCREASE-CURRENT>       (21,917,489)
<NET-CHANGE-FROM-OPS>   (9,660,256)
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        (6,090,321)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 1,458,678
<NUMBER-OF-SHARES-REDEEMED>     (2,644,186)
<SHARES-REINVESTED>     256,170
<NET-CHANGE-IN-ASSETS>  (36,406,797)
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (926,551)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (2,046,430)
<AVERAGE-NET-ASSETS>    154,406,586
<PER-SHARE-NAV-BEGIN>   23.48
<PER-SHARE-NII> (0.25)
<PER-SHARE-GAIN-APPREC> (1.12)
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       (0.85)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     21.26
<EXPENSE-RATIO> 1.33
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        102
<NAME>  EVERGREEN AGGRESSIVE GROWTH FUND CLASS B
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  OCT-01-1997
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   134,332,397
<INVESTMENTS-AT-VALUE>  204,595,125
<RECEIVABLES>   844,274
<ASSETS-OTHER>  35,506
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  205,474,905
<PAYABLE-FOR-SECURITIES>        0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       512,160
<TOTAL-LIABILITIES>     512,160
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        32,655,158
<SHARES-COMMON-STOCK>   1,746,951
<SHARES-COMMON-PRIOR>   1,776,073
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  (457,874)
<ACCUMULATED-NET-GAINS> 3,707,914
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        396,187
<NET-ASSETS>    36,301,385
<DIVIDEND-INCOME>       61,848
<INTEREST-INCOME>       14,193
<OTHER-INCOME>  0
<EXPENSES-NET>  (814,762)
<NET-INVESTMENT-INCOME> (738,721)
<REALIZED-GAINS-CURRENT>        3,587,746
<APPREC-INCREASE-CURRENT>       (5,576,071)
<NET-CHANGE-FROM-OPS>   (2,727,046)
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        (1,515,887)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 438,746
<NUMBER-OF-SHARES-REDEEMED>     (537,072)
<SHARES-REINVESTED>     69,204
<NET-CHANGE-IN-ASSETS>  (4,615,770)
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (235,726)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (815,188)
<AVERAGE-NET-ASSETS>    39,282,878
<PER-SHARE-NAV-BEGIN>   23.18
<PER-SHARE-NII> (0.41)
<PER-SHARE-GAIN-APPREC> (1.14)
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       (0.85)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     20.78
<EXPENSE-RATIO> 2.08
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        103
<NAME>  EVERGREEN AGGRESSIVE GROWTH FUND CLASS C
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  OCT-01-1997
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   134,332,397
<INVESTMENTS-AT-VALUE>  204,595,125
<RECEIVABLES>   844,274
<ASSETS-OTHER>  35,506
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  205,474,905
<PAYABLE-FOR-SECURITIES>        0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       512,160
<TOTAL-LIABILITIES>     512,160
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        2,288,148
<SHARES-COMMON-STOCK>   123,875
<SHARES-COMMON-PRIOR>   172,372
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  (35,415)
<ACCUMULATED-NET-GAINS> 321,436
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        (3,694)
<NET-ASSETS>    2,570,475
<DIVIDEND-INCOME>       5,362
<INTEREST-INCOME>       1,191
<OTHER-INCOME>  0
<EXPENSES-NET>  (70,540)
<NET-INVESTMENT-INCOME> (63,987)
<REALIZED-GAINS-CURRENT>        329,067
<APPREC-INCREASE-CURRENT>       (482,735)
<NET-CHANGE-FROM-OPS>   (217,655)
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        (134,112)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 257,084
<NUMBER-OF-SHARES-REDEEMED>     (311,675)
<SHARES-REINVESTED>     6,094
<NET-CHANGE-IN-ASSETS>  (1,461,549)
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (20,407)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (70,577)
<AVERAGE-NET-ASSETS>    3,400,820
<PER-SHARE-NAV-BEGIN>   23.16
<PER-SHARE-NII> (0.41)
<PER-SHARE-GAIN-APPREC> (1.15)
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       (0.85)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     20.75
<EXPENSE-RATIO> 2.08
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        103
<NAME>  EVERGREEN AGGRESSIVE GROWTH FUND CLASS Y
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  OCT-01-1997
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   134,332,397
<INVESTMENTS-AT-VALUE>  204,595,125
<RECEIVABLES>   844,274
<ASSETS-OTHER>  35,506
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  205,474,905
<PAYABLE-FOR-SECURITIES>        0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       512,160
<TOTAL-LIABILITIES>     512,160
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        22,998,719
<SHARES-COMMON-STOCK>   1,319,267
<SHARES-COMMON-PRIOR>   1,882,994
<ACCUMULATED-NII-CURRENT>       249,257
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> 3,882,740
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        1,183,692
<NET-ASSETS>    28,314,408
<DIVIDEND-INCOME>       52,144
<INTEREST-INCOME>       11,697
<OTHER-INCOME>  0
<EXPENSES-NET>  (371,317)
<NET-INVESTMENT-INCOME> (307,476)
<REALIZED-GAINS-CURRENT>        3,201,758
<APPREC-INCREASE-CURRENT>       (4,905,963)
<NET-CHANGE-FROM-OPS>   (2,011,681)
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        (1,606,606)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 948,746
<NUMBER-OF-SHARES-REDEEMED>     (1,556,481)
<SHARES-REINVESTED>     44,007
<NET-CHANGE-IN-ASSETS>  (16,078,856)
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (207,397)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (371,692)
<AVERAGE-NET-ASSETS>    34,562,032
<PER-SHARE-NAV-BEGIN>   23.57
<PER-SHARE-NII> (0.20)
<PER-SHARE-GAIN-APPREC> (1.06)
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       (0.85)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     21.46
<EXPENSE-RATIO> 1.08
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        101
<NAME>  EVERGREEN FUND CLASS A
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  SEP-30-1997
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   1,220,157,650
<INVESTMENTS-AT-VALUE>  1,890,946,248
<RECEIVABLES>   9,682,183
<ASSETS-OTHER>  82,049
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  1,900,710,480
<PAYABLE-FOR-SECURITIES>        1,058,303
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       52,322,159
<TOTAL-LIABILITIES>     53,380,462
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        153,307,202
<SHARES-COMMON-STOCK>   8,648,992
<SHARES-COMMON-PRIOR>   7,031,081
<ACCUMULATED-NII-CURRENT>       187,029
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS>        (1,227,790)
<ACCUM-APPREC-OR-DEPREC>        30,323,619
<NET-ASSETS>    182,590,060
<DIVIDEND-INCOME>       1,415,726
<INTEREST-INCOME>       1,858,169
<OTHER-INCOME>  0
<EXPENSES-NET>  (2,801,888)
<NET-INVESTMENT-INCOME> 472,007
<REALIZED-GAINS-CURRENT>        1,096,062
<APPREC-INCREASE-CURRENT>       (12,983,321)
<NET-CHANGE-FROM-OPS>   (11,415,252)
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       (756,350)
<DISTRIBUTIONS-OF-GAINS>        (3,670,523)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 26,892,204
<NUMBER-OF-SHARES-REDEEMED>     (25,471,595)
<SHARES-REINVESTED>     197,302
<NET-CHANGE-IN-ASSETS>  21,345,399
<ACCUMULATED-NII-PRIOR> 478,527
<ACCUMULATED-GAINS-PRIOR>       3,379,810
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (1,733,553)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (2,801,888)
<AVERAGE-NET-ASSETS>    195,186,057
<PER-SHARE-NAV-BEGIN>   22.96
<PER-SHARE-NII> 0.06
<PER-SHARE-GAIN-APPREC> (1.31)
<PER-SHARE-DIVIDEND>    (0.10)
<PER-SHARE-DISTRIBUTIONS>       (0.50)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     21.11
<EXPENSE-RATIO> 1.44
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        102
<NAME>  EVERGREEN FUND CLASS B
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  SEP-30-1997
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   1,220,157,650
<INVESTMENTS-AT-VALUE>  1,890,946,248
<RECEIVABLES>   9,682,183
<ASSETS-OTHER>  82,049
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  1,900,710,480
<PAYABLE-FOR-SECURITIES>        1,058,303
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       52,322,159
<TOTAL-LIABILITIES>     53,380,462
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        555,213,849
<SHARES-COMMON-STOCK>   29,947,478
<SHARES-COMMON-PRIOR>   22,182,031
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  (4,087,798)
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS>        (4,601,259)
<ACCUM-APPREC-OR-DEPREC>        77,119,495
<NET-ASSETS>    623,644,287
<DIVIDEND-INCOME>       4,538,443
<INTEREST-INCOME>       5,897,039
<OTHER-INCOME>  0
<EXPENSES-NET>  (13,542,946)
<NET-INVESTMENT-INCOME> (3,107,464)
<REALIZED-GAINS-CURRENT>        3,475,905
<APPREC-INCREASE-CURRENT>       (41,173,571)
<NET-CHANGE-FROM-OPS>   (40,805,130)
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        (11,529,535)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 11,537,318
<NUMBER-OF-SHARES-REDEEMED>     (4,288,369)
<SHARES-REINVESTED>     516,498
<NET-CHANGE-IN-ASSETS>  130,879,989
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       4,143,061
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      (957,650)
<GROSS-ADVISORY-FEES>   (5,509,554)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (13,542,946)
<AVERAGE-NET-ASSETS>    618,989,078
<PER-SHARE-NAV-BEGIN>   22.69
<PER-SHARE-NII> (0.12)
<PER-SHARE-GAIN-APPREC> (1.25)
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       (0.50)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     20.82
<EXPENSE-RATIO> 2.19
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        103
<NAME>  EVERGREEN FUND CLASS C
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  SEP-30-1997
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   1,220,157,650
<INVESTMENTS-AT-VALUE>  1,890,946,248
<RECEIVABLES>   9,682,183
<ASSETS-OTHER>  82,049
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  1,900,710,480
<PAYABLE-FOR-SECURITIES>        1,058,303
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       52,322,159
<TOTAL-LIABILITIES>     53,380,462
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        11,261,848
<SHARES-COMMON-STOCK>   607,099
<SHARES-COMMON-PRIOR>   392,275
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  (81,503)
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS>        (83,258)
<ACCUM-APPREC-OR-DEPREC>        1,522,930
<NET-ASSETS>    12,620,017
<DIVIDEND-INCOME>       88,016
<INTEREST-INCOME>       113,869
<OTHER-INCOME>  0
<EXPENSES-NET>  (261,404)
<NET-INVESTMENT-INCOME> (59,519)
<REALIZED-GAINS-CURRENT>        67,050
<APPREC-INCREASE-CURRENT>       (794,230)
<NET-CHANGE-FROM-OPS>   (786,700)
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        (199,185)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 311,900
<NUMBER-OF-SHARES-REDEEMED>     (105,425)
<SHARES-REINVESTED>     8,349
<NET-CHANGE-IN-ASSETS>  4,071,101
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       76,081
<OVERDISTRIB-NII-PRIOR> (21,546)
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (106,275)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (261,404)
<AVERAGE-NET-ASSETS>    11,939,929
<PER-SHARE-NAV-BEGIN>   22.66
<PER-SHARE-NII> (0.11)
<PER-SHARE-GAIN-APPREC> (1.26)
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       (0.50)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     20.79
<EXPENSE-RATIO> 2.19
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        103
<NAME>  EVERGREEN FUND CLASS C
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  SEP-30-1997
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   1,220,157,650
<INVESTMENTS-AT-VALUE>  1,890,946,248
<RECEIVABLES>   9,682,183
<ASSETS-OTHER>  82,049
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  1,900,710,480
<PAYABLE-FOR-SECURITIES>        1,058,303
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       52,322,159
<TOTAL-LIABILITIES>     53,380,462
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        448,555,313
<SHARES-COMMON-STOCK>   48,390,516
<SHARES-COMMON-PRIOR>   47,870,520
<ACCUMULATED-NII-CURRENT>       5,973,801
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> 12,123,983
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        561,822,556
<NET-ASSETS>    1,028,475,653
<DIVIDEND-INCOME>       8,325,963
<INTEREST-INCOME>       10,899,628
<OTHER-INCOME>  0
<EXPENSES-NET>  (13,581,251)
<NET-INVESTMENT-INCOME> 5,644,340
<REALIZED-GAINS-CURRENT>        6,441,720
<APPREC-INCREASE-CURRENT>       (76,304,902)
<NET-CHANGE-FROM-OPS>   (64,218,842)
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       (6,894,401)
<DISTRIBUTIONS-OF-GAINS>        (23,699,502)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 77,736,786
<NUMBER-OF-SHARES-REDEEMED>     (78,332,089)
<SHARES-REINVESTED>     1,115,299
<NET-CHANGE-IN-ASSETS>  (87,062,866)
<ACCUMULATED-NII-PRIOR> 7,265,900
<ACCUMULATED-GAINS-PRIOR>       28,469,162
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (10,186,672)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (13,581,251)
<AVERAGE-NET-ASSETS>    1,147,141,639
<PER-SHARE-NAV-BEGIN>   23.07
<PER-SHARE-NII> 0.12
<PER-SHARE-GAIN-APPREC> (1.30)
<PER-SHARE-DIVIDEND>    (0.14)
<PER-SHARE-DISTRIBUTIONS>       (0.50)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     21.25
<EXPENSE-RATIO> 1.18
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        101
<NAME>  EVERGREEN MICRO CAP FUND CLASS A
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  OCT-01-1997
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   48,577,126
<INVESTMENTS-AT-VALUE>  50,947,609
<RECEIVABLES>   574,093
<ASSETS-OTHER>  18,693
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  51,540,395
<PAYABLE-FOR-SECURITIES>        0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       0
<TOTAL-LIABILITIES>     357,749
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        5,515,438
<SHARES-COMMON-STOCK>   238,535
<SHARES-COMMON-PRIOR>   0
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  (8,937)
<ACCUMULATED-NET-GAINS> (111,687)
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        (653,377)
<NET-ASSETS>    4,741,437
<DIVIDEND-INCOME>       29,726
<INTEREST-INCOME>       1,788
<OTHER-INCOME>  0
<EXPENSES-NET>  (75,390)
<NET-INVESTMENT-INCOME> (43,636)
<REALIZED-GAINS-CURRENT>        (70,855)
<APPREC-INCREASE-CURRENT>       (1,117,625)
<NET-CHANGE-FROM-OPS>   (1,232,116)
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        (142,183)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 359,192
<NUMBER-OF-SHARES-REDEEMED>     (217,436)
<SHARES-REINVESTED>     5,408
<NET-CHANGE-IN-ASSETS>  147,164
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (46,056)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (75,390)
<AVERAGE-NET-ASSETS>    4,593,605
<PER-SHARE-NAV-BEGIN>   26.68
<PER-SHARE-NII> (0.24)
<PER-SHARE-GAIN-APPREC> (5.17)
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       (1.39)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     19.88
<EXPENSE-RATIO> 0.00
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        102
<NAME>  EVERGREEN MICRO CAP FUND CLASS B
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  OCT-01-1997
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   48,577,126
<INVESTMENTS-AT-VALUE>  50,947,609
<RECEIVABLES>   574,093
<ASSETS-OTHER>  18,693
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  51,540,395
<PAYABLE-FOR-SECURITIES>        0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       0
<TOTAL-LIABILITIES>     357,749
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        4,999,216
<SHARES-COMMON-STOCK>   219,404
<SHARES-COMMON-PRIOR>   0
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  (47,791)
<ACCUMULATED-NET-GAINS> (116,480)
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        (599,296)
<NET-ASSETS>    4,235,649
<DIVIDEND-INCOME>       25,212
<INTEREST-INCOME>       1,543
<OTHER-INCOME>  0
<EXPENSES-NET>  (93,995)
<NET-INVESTMENT-INCOME> (67,033)
<REALIZED-GAINS-CURRENT>        (78,985)
<APPREC-INCREASE-CURRENT>       (961,108)
<NET-CHANGE-FROM-OPS>   (1,107,126)
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        (114,702)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 195,624
<NUMBER-OF-SHARES-REDEEMED>     (46,210)
<SHARES-REINVESTED>     4,452
<NET-CHANGE-IN-ASSETS>  153,866
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (39,635)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (93,995)
<AVERAGE-NET-ASSETS>    3,950,297
<PER-SHARE-NAV-BEGIN>   26.14
<PER-SHARE-NII> (0.42)
<PER-SHARE-GAIN-APPREC> (5.02)
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       (1.39)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     19.31
<EXPENSE-RATIO> 0.00
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        103
<NAME>  EVERGREEN MICRO CAP FUND CLASS C
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  OCT-01-1997
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   48,577,126
<INVESTMENTS-AT-VALUE>  50,947,609
<RECEIVABLES>   574,093
<ASSETS-OTHER>  18,693
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  51,540,395
<PAYABLE-FOR-SECURITIES>        0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       0
<TOTAL-LIABILITIES>     357,749
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        4,090,069
<SHARES-COMMON-STOCK>   160,013
<SHARES-COMMON-PRIOR>   0
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  (25,539)
<ACCUMULATED-NET-GAINS> (108,868)
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        (862,540)
<NET-ASSETS>    3,093,122
<DIVIDEND-INCOME>       18,214
<INTEREST-INCOME>       1,174
<OTHER-INCOME>  0
<EXPENSES-NET>  (68,446)
<NET-INVESTMENT-INCOME> (48,908)
<REALIZED-GAINS-CURRENT>        (52,082)
<APPREC-INCREASE-CURRENT>       (696,269)
<NET-CHANGE-FROM-OPS>   (797,259)
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        (57,650)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 219,122
<NUMBER-OF-SHARES-REDEEMED>     (71,292)
<SHARES-REINVESTED>     2,222
<NET-CHANGE-IN-ASSETS>  150,052
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (28,735)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (68,446)
<AVERAGE-NET-ASSETS>    2,861,771
<PER-SHARE-NAV-BEGIN>   26.16
<PER-SHARE-NII> (0.43)
<PER-SHARE-GAIN-APPREC> (5.01)
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       (1.39)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     19.33
<EXPENSE-RATIO> 0.00
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        103
<NAME>  EVERGREEN MICRO CAP FUND CLASS Y
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  OCT-01-1997
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   48,577,126
<INVESTMENTS-AT-VALUE>  50,947,609
<RECEIVABLES>   574,093
<ASSETS-OTHER>  18,693
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  51,540,395
<PAYABLE-FOR-SECURITIES>        0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       0
<TOTAL-LIABILITIES>     357,749
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        33,069,621
<SHARES-COMMON-STOCK>   1,951,003
<SHARES-COMMON-PRIOR>   0
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  69,983
<ACCUMULATED-NET-GAINS> 1,487,138
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        4,485,696
<NET-ASSETS>    39,112,438
<DIVIDEND-INCOME>       328,584
<INTEREST-INCOME>       17,688
<OTHER-INCOME>  0
<EXPENSES-NET>  (701,465)
<NET-INVESTMENT-INCOME> (352,561)
<REALIZED-GAINS-CURRENT>        1,479,251
<APPREC-INCREASE-CURRENT>       (12,199,622)
<NET-CHANGE-FROM-OPS>   (11,072,932)
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        (2,593,995)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 325,348
<NUMBER-OF-SHARES-REDEEMED>     (335,562)
<SHARES-REINVESTED>     70,343
<NET-CHANGE-IN-ASSETS>  60,129
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (501,046)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (701,465)
<AVERAGE-NET-ASSETS>    50,142,269
<PER-SHARE-NAV-BEGIN>   26.83
<PER-SHARE-NII> (0.18)
<PER-SHARE-GAIN-APPREC> (5.21)
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       (1.39)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     20.05
<EXPENSE-RATIO> 0.00
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        101
<NAME>  EVERGREEN OMEGA FUND CLASS A
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  OCT-01-1997
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   244,554,856
<INVESTMENTS-AT-VALUE>  284,124,313
<RECEIVABLES>   4,086,797
<ASSETS-OTHER>  54,209
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  288,265,319
<PAYABLE-FOR-SECURITIES>        2,864,344
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       789,772
<TOTAL-LIABILITIES>     3,654,116
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        98,737,471
<SHARES-COMMON-STOCK>   7,266,503
<SHARES-COMMON-PRIOR>   0
<ACCUMULATED-NII-CURRENT>       2,044,564
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> 23,439,173
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        31,998,643
<NET-ASSETS>    156,219,851
<DIVIDEND-INCOME>       1,118,454
<INTEREST-INCOME>       460,635
<OTHER-INCOME>  0
<EXPENSES-NET>  (2,210,413)
<NET-INVESTMENT-INCOME> (631,322)
<REALIZED-GAINS-CURRENT>        26,541,491
<APPREC-INCREASE-CURRENT>       0
<NET-CHANGE-FROM-OPS>   25,910,169
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        (14,940,773)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 1,365,259
<NUMBER-OF-SHARES-REDEEMED>     (1,928,567)
<SHARES-REINVESTED>     652,599
<NET-CHANGE-IN-ASSETS>  12,069,227
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (1,233,981)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (2,212,035)
<AVERAGE-NET-ASSETS>    167,185,229
<PER-SHARE-NAV-BEGIN>   22.69
<PER-SHARE-NII> (0.09)
<PER-SHARE-GAIN-APPREC> 1.03
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       (2.13)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     21.50
<EXPENSE-RATIO> 1.32
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        102
<NAME>  EVERGREEN OMEGA FUND CLASS B
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  OCT-01-1997
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   244,554,856
<INVESTMENTS-AT-VALUE>  284,124,313
<RECEIVABLES>   4,086,797
<ASSETS-OTHER>  54,209
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  288,265,319
<PAYABLE-FOR-SECURITIES>        2,864,344
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       789,772
<TOTAL-LIABILITIES>     3,654,116
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        99,508,797
<SHARES-COMMON-STOCK>   5,612,889
<SHARES-COMMON-PRIOR>   0
<ACCUMULATED-NII-CURRENT>       (1,718,285)
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> 10,004,091
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        6,273,831
<NET-ASSETS>    114,068,434
<DIVIDEND-INCOME>       781,122
<INTEREST-INCOME>       324,809
<OTHER-INCOME>  0
<EXPENSES-NET>  (2,459,272)
<NET-INVESTMENT-INCOME> (1,353,342)
<REALIZED-GAINS-CURRENT>        18,238,493
<APPREC-INCREASE-CURRENT>       0
<NET-CHANGE-FROM-OPS>   16,885,151
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        (10,805,705)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 1,005,764
<NUMBER-OF-SHARES-REDEEMED>     (992,163)
<SHARES-REINVESTED>     515,276
<NET-CHANGE-IN-ASSETS>  16,891,854
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (863,887)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (2,460,371)
<AVERAGE-NET-ASSETS>    117,034,250
<PER-SHARE-NAV-BEGIN>   21.71
<PER-SHARE-NII> (0.25)
<PER-SHARE-GAIN-APPREC> 0.99
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       (2.13)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     20.32
<EXPENSE-RATIO> 2.10
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        103
<NAME>  EVERGREEN OMEGA FUND CLASS C
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  OCT-01-1997
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   244,554,856
<INVESTMENTS-AT-VALUE>  284,124,313
<RECEIVABLES>   4,086,797
<ASSETS-OTHER>  54,209
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  288,265,319
<PAYABLE-FOR-SECURITIES>        2,864,344
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       789,772
<TOTAL-LIABILITIES>     3,654,116
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        11,324,173
<SHARES-COMMON-STOCK>   675,119
<SHARES-COMMON-PRIOR>   0
<ACCUMULATED-NII-CURRENT>       (331,888)
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> 1,430,838
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        1,329,127
<NET-ASSETS>    13,752,250
<DIVIDEND-INCOME>       105,167
<INTEREST-INCOME>       42,623
<OTHER-INCOME>  0
<EXPENSES-NET>  (329,241)
<NET-INVESTMENT-INCOME> (181,452)
<REALIZED-GAINS-CURRENT>        2,578,523
<APPREC-INCREASE-CURRENT>       0
<NET-CHANGE-FROM-OPS>   2,397,071
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        (1,549,758)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 105,783
<NUMBER-OF-SHARES-REDEEMED>     (244,821)
<SHARES-REINVESTED>     75,246
<NET-CHANGE-IN-ASSETS>  (554,455)
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (115,480)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (329,349)
<AVERAGE-NET-ASSETS>    15,642,811
<PER-SHARE-NAV-BEGIN>   21.74
<PER-SHARE-NII> (0.25)
<PER-SHARE-GAIN-APPREC> 1.01
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       (2.13)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     20.37
<EXPENSE-RATIO> 2.11
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        103
<NAME>  EVERGREEN OMEGA FUND CLASS Y
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  OCT-01-1997
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   244,554,856
<INVESTMENTS-AT-VALUE>  284,124,313
<RECEIVABLES>   4,086,797
<ASSETS-OTHER>  54,209
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  288,265,319
<PAYABLE-FOR-SECURITIES>        2,864,344
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       789,772
<TOTAL-LIABILITIES>     3,654,116
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        613,146
<SHARES-COMMON-STOCK>   26,492
<SHARES-COMMON-PRIOR>   0
<ACCUMULATED-NII-CURRENT>       669
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> (11,003)
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        (32,144)
<NET-ASSETS>    570,668
<DIVIDEND-INCOME>       568
<INTEREST-INCOME>       501
<OTHER-INCOME>  0
<EXPENSES-NET>  (1,182)
<NET-INVESTMENT-INCOME> (113)
<REALIZED-GAINS-CURRENT>        (9,947)
<APPREC-INCREASE-CURRENT>       0
<NET-CHANGE-FROM-OPS>   (10,060)
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        (493)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 38,657
<NUMBER-OF-SHARES-REDEEMED>     (12,421)
<SHARES-REINVESTED>     24
<NET-CHANGE-IN-ASSETS>  597,593
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (779)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (1,166)
<AVERAGE-NET-ASSETS>    105,547
<PER-SHARE-NAV-BEGIN>   22.68
<PER-SHARE-NII> (0.02)
<PER-SHARE-GAIN-APPREC> 1.01
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       (2.13)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     21.54
<EXPENSE-RATIO> 1.11
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        101
<NAME>  EVERGREEN SMALL COMPANY GROWTH FUND CLASS A
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  SEP-30-1997
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   801,807,653
<INVESTMENTS-AT-VALUE>  790,731,270
<RECEIVABLES>   18,692,980
<ASSETS-OTHER>  148,122
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  809,572,372
<PAYABLE-FOR-SECURITIES>        13,780,148
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       1,896,406
<TOTAL-LIABILITIES>     15,676,554
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        786,016,248
<SHARES-COMMON-STOCK>   102,955,378
<SHARES-COMMON-PRIOR>   0
<ACCUMULATED-NII-CURRENT>       2,048,730
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> (2,048,502)
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        (196,783,146)
<NET-ASSETS>    589,233,330
<DIVIDEND-INCOME>       1,605,232
<INTEREST-INCOME>       1,675,697
<OTHER-INCOME>  662,206
<EXPENSES-NET>  7,038,292
<NET-INVESTMENT-INCOME> (3,095,157)
<REALIZED-GAINS-CURRENT>        1,642,112
<APPREC-INCREASE-CURRENT>       (196,783,146)
<NET-CHANGE-FROM-OPS>   (198,236,191)
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        0
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 152,946,050
<NUMBER-OF-SHARES-REDEEMED>     (49,990,672)
<SHARES-REINVESTED>     0
<NET-CHANGE-IN-ASSETS>  589,221,260
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   3,087
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> 7,068
<AVERAGE-NET-ASSETS>    884,397
<PER-SHARE-NAV-BEGIN>   7.75
<PER-SHARE-NII> (0.04)
<PER-SHARE-GAIN-APPREC> (1.99)
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       0.00
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     5.72
<EXPENSE-RATIO> 0.00
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        102
<NAME>  EVERGREEN SMALL COMPANY GROWTH FUND CLASS B
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  SEP-30-1997
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   801,807,653
<INVESTMENTS-AT-VALUE>  790,731,270
<RECEIVABLES>   18,692,980
<ASSETS-OTHER>  148,122
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  809,572,372
<PAYABLE-FOR-SECURITIES>        13,780,148
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       1,896,406
<TOTAL-LIABILITIES>     15,676,554
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        (55,141,326)
<SHARES-COMMON-STOCK>   35,096,950
<SHARES-COMMON-PRIOR>   163,756,330
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  (2,067,310)
<ACCUMULATED-NET-GAINS> 70,266,827
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        186,818,624
<NET-ASSETS>    199,876,815
<DIVIDEND-INCOME>       1,660,910
<INTEREST-INCOME>       1,225,367
<OTHER-INCOME>  246,378
<EXPENSES-NET>  9,043,209
<NET-INVESTMENT-INCOME> (5,910,554)
<REALIZED-GAINS-CURRENT>        94,190,892
<APPREC-INCREASE-CURRENT>       (309,210,187)
<NET-CHANGE-FROM-OPS>   (220,929,849)
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        (124,537,167)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 34,914,270
<NUMBER-OF-SHARES-REDEEMED>     (176,576,817)
<SHARES-REINVESTED>     13,003,167
<NET-CHANGE-IN-ASSETS>  (1,346,032,162)
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   3,260
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> 9,065
<AVERAGE-NET-ASSETS>    663,638
<PER-SHARE-NAV-BEGIN>   9.44
<PER-SHARE-NII> (0.07)
<PER-SHARE-GAIN-APPREC> (2.90)
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       (0.78)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     5.69
<EXPENSE-RATIO> 0.00
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        103
<NAME>  EVERGREEN SMALL COMPANY GROWTH FUND CLASS C
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  SEP-30-1997
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   801,807,653
<INVESTMENTS-AT-VALUE>  790,731,270
<RECEIVABLES>   18,692,980
<ASSETS-OTHER>  148,122
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  809,572,372
<PAYABLE-FOR-SECURITIES>        13,780,148
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       1,896,406
<TOTAL-LIABILITIES>     15,676,554
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        5,164,579
<SHARES-COMMON-STOCK>   717,391
<SHARES-COMMON-PRIOR>   0
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  (16,035)
<ACCUMULATED-NET-GAINS> (232,947)
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        (828,716)
<NET-ASSETS>    4,086,881
<DIVIDEND-INCOME>       9,020
<INTEREST-INCOME>       7,348
<OTHER-INCOME>  4,040
<EXPENSES-NET>  66,213
<NET-INVESTMENT-INCOME> (45,805)
<REALIZED-GAINS-CURRENT>        (211,588)
<APPREC-INCREASE-CURRENT>       (828,716)
<NET-CHANGE-FROM-OPS>   (1,086,109)
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        0
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 1,743,241
<NUMBER-OF-SHARES-REDEEMED>     (1,025,850)
<SHARES-REINVESTED>     0
<NET-CHANGE-IN-ASSETS>  4,327,878
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   17
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> 66
<AVERAGE-NET-ASSETS>    5,118
<PER-SHARE-NAV-BEGIN>   7.73
<PER-SHARE-NII> (0.10)
<PER-SHARE-GAIN-APPREC> (1.93)
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       0.00
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     5.70
<EXPENSE-RATIO> 0.00
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        103
<NAME>  EVERGREEN SMALL COMPANY GROWTH FUND CLASS C
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  SEP-30-1997
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   801,807,653
<INVESTMENTS-AT-VALUE>  790,731,270
<RECEIVABLES>   18,692,980
<ASSETS-OTHER>  148,122
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  809,572,372
<PAYABLE-FOR-SECURITIES>        13,780,148
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       1,896,406
<TOTAL-LIABILITIES>     15,676,554
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        1,020,402
<SHARES-COMMON-STOCK>   121,812
<SHARES-COMMON-PRIOR>   0
<ACCUMULATED-NII-CURRENT>       2,808
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> (41,274)
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        (283,144)
<NET-ASSETS>    698,792
<DIVIDEND-INCOME>       1,380
<INTEREST-INCOME>       1,105
<OTHER-INCOME>  625
<EXPENSES-NET>  4,903
<NET-INVESTMENT-INCOME> (1,793)
<REALIZED-GAINS-CURRENT>        (37,972)
<APPREC-INCREASE-CURRENT>       (283,145)
<NET-CHANGE-FROM-OPS>   (322,910)
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        0
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 261,851
<NUMBER-OF-SHARES-REDEEMED>     (140,039)
<SHARES-REINVESTED>     0
<NET-CHANGE-IN-ASSETS>  633,324
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   3
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> 5
<AVERAGE-NET-ASSETS>    791
<PER-SHARE-NAV-BEGIN>   7.73
<PER-SHARE-NII> (0.02)
<PER-SHARE-GAIN-APPREC> (1.97)
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       0.00
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     5.74
<EXPENSE-RATIO> 0.00
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        101
<NAME>  EVERGREEN EMERGING MARKETS FUND CLASS A
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       OCT-31-1997
<PERIOD-START>  NOV-01-1996
<PERIOD-END>    OCT-31-1997
<INVESTMENTS-AT-COST>   74,173,434
<INVESTMENTS-AT-VALUE>  73,721,473
<RECEIVABLES>   1,103,345
<ASSETS-OTHER>  74,069
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  74,898,887
<PAYABLE-FOR-SECURITIES>        5,425,941
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       252,022
<TOTAL-LIABILITIES>     5,677,963
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        2,660,818
<SHARES-COMMON-STOCK>   277,892
<SHARES-COMMON-PRIOR>   194,446
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  (20,892)
<ACCUMULATED-NET-GAINS> 158,862
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        (21,992)
<NET-ASSETS>    2,776,796
<DIVIDEND-INCOME>       26,900
<INTEREST-INCOME>       11,961
<OTHER-INCOME>  0
<EXPENSES-NET>  (39,445)
<NET-INVESTMENT-INCOME> (584)
<REALIZED-GAINS-CURRENT>        147,823
<APPREC-INCREASE-CURRENT>       (20,215)
<NET-CHANGE-FROM-OPS>   127,024
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        0
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 383,278
<NUMBER-OF-SHARES-REDEEMED>     (289,832)
<SHARES-REINVESTED>     0
<NET-CHANGE-IN-ASSETS>  1,032,860
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (33,884)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (51,028)
<AVERAGE-NET-ASSETS>    2,262,265
<PER-SHARE-NAV-BEGIN>   8.46
<PER-SHARE-NII> 0.00
<PER-SHARE-GAIN-APPREC> 1.53
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       0.00
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     9.99
<EXPENSE-RATIO> 1.75
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        102
<NAME>  EVERGREEN EMERGING MARKETS FUND CLASS B
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       OCT-31-1997
<PERIOD-START>  NOV-01-1996
<PERIOD-END>    OCT-31-1997
<INVESTMENTS-AT-COST>   74,173,434
<INVESTMENTS-AT-VALUE>  73,721,473
<RECEIVABLES>   1,103,345
<ASSETS-OTHER>  74,069
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  74,898,887
<PAYABLE-FOR-SECURITIES>        5,425,941
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       252,022
<TOTAL-LIABILITIES>     5,677,963
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        3,862,960
<SHARES-COMMON-STOCK>   407,935
<SHARES-COMMON-PRIOR>   343,322
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  (48,150)
<ACCUMULATED-NET-GAINS> 240,959
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        (35,613)
<NET-ASSETS>    4,020,156
<DIVIDEND-INCOME>       44,010
<INTEREST-INCOME>       18,953
<OTHER-INCOME>  0
<EXPENSES-NET>  (91,350)
<NET-INVESTMENT-INCOME> (28,387)
<REALIZED-GAINS-CURRENT>        266,612
<APPREC-INCREASE-CURRENT>       (32,735)
<NET-CHANGE-FROM-OPS>   205,490
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        0
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 164,864
<NUMBER-OF-SHARES-REDEEMED>     (100,251)
<SHARES-REINVESTED>     0
<NET-CHANGE-IN-ASSETS>  922,482
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (55,448)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (110,107)
<AVERAGE-NET-ASSETS>    3,663,453
<PER-SHARE-NAV-BEGIN>   8.39
<PER-SHARE-NII> (0.08)
<PER-SHARE-GAIN-APPREC> 1.54
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       0.00
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     9.85
<EXPENSE-RATIO> 2.50
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        103
<NAME>  EVERGREEN EMERGING MARKETS FUND CLASS C
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       OCT-31-1997
<PERIOD-START>  NOV-01-1996
<PERIOD-END>    OCT-31-1997
<INVESTMENTS-AT-COST>   74,173,434
<INVESTMENTS-AT-VALUE>  73,721,473
<RECEIVABLES>   1,103,345
<ASSETS-OTHER>  74,069
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  74,898,887
<PAYABLE-FOR-SECURITIES>        5,425,941
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       252,022
<TOTAL-LIABILITIES>     5,677,963
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        1,319,829
<SHARES-COMMON-STOCK>   130,192
<SHARES-COMMON-PRIOR>   10,089
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  (10,144)
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS>        (20,149)
<ACCUM-APPREC-OR-DEPREC>        (7,404)
<NET-ASSETS>    1,282,132
<DIVIDEND-INCOME>       9,849
<INTEREST-INCOME>       4,701
<OTHER-INCOME>  0
<EXPENSES-NET>  (18,992)
<NET-INVESTMENT-INCOME> (4,442)
<REALIZED-GAINS-CURRENT>        97,223
<APPREC-INCREASE-CURRENT>       (6,806)
<NET-CHANGE-FROM-OPS>   85,975
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        0
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 128,876
<NUMBER-OF-SHARES-REDEEMED>     (8,773)
<SHARES-REINVESTED>     0
<NET-CHANGE-IN-ASSETS>  1,294,159
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (11,598)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (22,892)
<AVERAGE-NET-ASSETS>    761,678
<PER-SHARE-NAV-BEGIN>   8.38
<PER-SHARE-NII> (0.06)
<PER-SHARE-GAIN-APPREC> 1.53
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       0.00
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     9.85
<EXPENSE-RATIO> 2.50
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        101
<NAME>  EVERGREEN STOCK SELECTOR FUND CLASS A
       
<S>             <C>
<PERIOD-TYPE>   3-MOS
<FISCAL-YEAR-END>       JUN-30-1998
<PERIOD-START>  JUN-30-1998
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   431,748,348
<INVESTMENTS-AT-VALUE>  433,609,934
<RECEIVABLES>   14,759,466
<ASSETS-OTHER>  722,167
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  449,091,567
<PAYABLE-FOR-SECURITIES>        2,189,707
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       5,586,366
<TOTAL-LIABILITIES>     7,776,073
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        12,325,667
<SHARES-COMMON-STOCK>   867,445
<SHARES-COMMON-PRIOR>   914,469
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  (2,782)
<ACCUMULATED-NET-GAINS> 3,325,649
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        261,565
<NET-ASSETS>    15,910,099
<DIVIDEND-INCOME>       50,332
<INTEREST-INCOME>       1,684
<OTHER-INCOME>  0
<EXPENSES-NET>  54,792
<NET-INVESTMENT-INCOME> (2,776)
<REALIZED-GAINS-CURRENT>        634,639
<APPREC-INCREASE-CURRENT>       (4,251,640)
<NET-CHANGE-FROM-OPS>   (3,619,777)
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        0
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 9,092
<NUMBER-OF-SHARES-REDEEMED>     (56,116)
<SHARES-REINVESTED>     0
<NET-CHANGE-IN-ASSETS>  (4,617,947)
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   34
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> 58
<AVERAGE-NET-ASSETS>    18,404
<PER-SHARE-NAV-BEGIN>   22.43
<PER-SHARE-NII> 0.00
<PER-SHARE-GAIN-APPREC> (4.09)
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       0.00
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     18.34
<EXPENSE-RATIO> 0.00
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        102
<NAME>  EVERGREEN STOCK SELECTOR FUND CLASS B
       
<S>             <C>
<PERIOD-TYPE>   3-MOS
<FISCAL-YEAR-END>       JUN-30-1998
<PERIOD-START>  JUN-30-1998
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   431,748,348
<INVESTMENTS-AT-VALUE>  433,609,934
<RECEIVABLES>   14,759,466
<ASSETS-OTHER>  722,167
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  449,091,567
<PAYABLE-FOR-SECURITIES>        2,189,707
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       5,586,366
<TOTAL-LIABILITIES>     7,776,073
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        474,796
<SHARES-COMMON-STOCK>   22,664
<SHARES-COMMON-PRIOR>   15,639
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  (682)
<ACCUMULATED-NET-GAINS> 24,850
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        (85,908)
<NET-ASSETS>    413,056
<DIVIDEND-INCOME>       1,016
<INTEREST-INCOME>       35
<OTHER-INCOME>  0
<EXPENSES-NET>  1,732
<NET-INVESTMENT-INCOME> (681)
<REALIZED-GAINS-CURRENT>        11,816
<APPREC-INCREASE-CURRENT>       (81,945)
<NET-CHANGE-FROM-OPS>   (70,810)
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        0
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 8,269
<NUMBER-OF-SHARES-REDEEMED>     (1,244)
<SHARES-REINVESTED>     0
<NET-CHANGE-IN-ASSETS>  65,814
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   1
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> 2
<AVERAGE-NET-ASSETS>    355
<PER-SHARE-NAV-BEGIN>   22.33
<PER-SHARE-NII> (0.03)
<PER-SHARE-GAIN-APPREC> (4.07)
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       0.00
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     18.23
<EXPENSE-RATIO> 0.00
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        103
<NAME>  EVERGREEN STOCK SELECTOR FUND CLASS C
       
<S>             <C>
<PERIOD-TYPE>   3-MOS
<FISCAL-YEAR-END>       JUN-30-1998
<PERIOD-START>  JUN-30-1998
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   431,748,348
<INVESTMENTS-AT-VALUE>  433,609,934
<RECEIVABLES>   14,759,466
<ASSETS-OTHER>  722,167
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  449,091,567
<PAYABLE-FOR-SECURITIES>        2,189,707
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       5,586,366
<TOTAL-LIABILITIES>     7,776,073
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        0
<SHARES-COMMON-STOCK>   0
<SHARES-COMMON-PRIOR>   0
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        0
<NET-ASSETS>    0
<DIVIDEND-INCOME>       0
<INTEREST-INCOME>       0
<OTHER-INCOME>  0
<EXPENSES-NET>  0
<NET-INVESTMENT-INCOME> 0
<REALIZED-GAINS-CURRENT>        0
<APPREC-INCREASE-CURRENT>       0
<NET-CHANGE-FROM-OPS>   0
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        0
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED>     0
<SHARES-REINVESTED>     0
<NET-CHANGE-IN-ASSETS>  0
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   0
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS>    0
<PER-SHARE-NAV-BEGIN>   0.00
<PER-SHARE-NII> 0.00
<PER-SHARE-GAIN-APPREC> 0.00
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       0.00
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     0.00
<EXPENSE-RATIO> 0.00
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        103
<NAME>  EVERGREEN STOCK SELECTOR FUND CLASS C
       
<S>             <C>
<PERIOD-TYPE>   3-MOS
<FISCAL-YEAR-END>       JUN-30-1998
<PERIOD-START>  JUN-30-1998
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   431,748,348
<INVESTMENTS-AT-VALUE>  433,609,934
<RECEIVABLES>   14,759,466
<ASSETS-OTHER>  722,167
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  449,091,567
<PAYABLE-FOR-SECURITIES>        2,189,707
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       5,586,366
<TOTAL-LIABILITIES>     7,776,073
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        334,870,832
<SHARES-COMMON-STOCK>   23,166,413
<SHARES-COMMON-PRIOR>   25,145,364
<ACCUMULATED-NII-CURRENT>       235,040
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> 88,200,644
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        1,685,823
<NET-ASSETS>    424,992,339
<DIVIDEND-INCOME>       1,363,316
<INTEREST-INCOME>       45,652
<OTHER-INCOME>  0
<EXPENSES-NET>  1,173,730
<NET-INVESTMENT-INCOME> 235,238
<REALIZED-GAINS-CURRENT>        17,294,774
<APPREC-INCREASE-CURRENT>       (115,681,612)
<NET-CHANGE-FROM-OPS>   (98,151,600)
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        0
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 1,552,973
<NUMBER-OF-SHARES-REDEEMED>     (3,531,924)
<SHARES-REINVESTED>     0
<NET-CHANGE-IN-ASSETS>  (138,977,007)
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   934
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> 1,256
<AVERAGE-NET-ASSETS>    500,740
<PER-SHARE-NAV-BEGIN>   22.43
<PER-SHARE-NII> 0.01
<PER-SHARE-GAIN-APPREC> (4.09)
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       0.00
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     18.35
<EXPENSE-RATIO> 0.00
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        101
<NAME>  EVERGREEN TAX STRATEGIC EQUITY FUND CLASS A
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  SEP-01-1998
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   3,376,618
<INVESTMENTS-AT-VALUE>  3,511,244
<RECEIVABLES>   17,208
<ASSETS-OTHER>  112,806
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  3,641,258
<PAYABLE-FOR-SECURITIES>        0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       1,591
<TOTAL-LIABILITIES>     1,591
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        9,563
<SHARES-COMMON-STOCK>   964
<SHARES-COMMON-PRIOR>   0
<ACCUMULATED-NII-CURRENT>       63
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        637
<NET-ASSETS>    10,263
<DIVIDEND-INCOME>       9
<INTEREST-INCOME>       2
<OTHER-INCOME>  0
<EXPENSES-NET>  (8)
<NET-INVESTMENT-INCOME> 9
<REALIZED-GAINS-CURRENT>        0
<APPREC-INCREASE-CURRENT>       637
<NET-CHANGE-FROM-OPS>   646
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        0
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 964
<NUMBER-OF-SHARES-REDEEMED>     0
<SHARES-REINVESTED>     0
<NET-CHANGE-IN-ASSETS>  10,269
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (5)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (11)
<AVERAGE-NET-ASSETS>    10,476
<PER-SHARE-NAV-BEGIN>   10.11
<PER-SHARE-NII> 0.00
<PER-SHARE-GAIN-APPREC> 0.54
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       0.00
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     10.65
<EXPENSE-RATIO> 1.54
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        102
<NAME>  EVERGREEN TAX STRATEGIC EQUITY FUND CLASS B
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  SEP-01-1998
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   3,376,618
<INVESTMENTS-AT-VALUE>  3,511,244
<RECEIVABLES>   17,208
<ASSETS-OTHER>  112,806
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  3,641,258
<PAYABLE-FOR-SECURITIES>        0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       1,591
<TOTAL-LIABILITIES>     1,591
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        3,478,375
<SHARES-COMMON-STOCK>   340,703
<SHARES-COMMON-PRIOR>   0
<ACCUMULATED-NII-CURRENT>       17,018
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> 22
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        133,989
<NET-ASSETS>    3,629,404
<DIVIDEND-INCOME>       3,292
<INTEREST-INCOME>       879
<OTHER-INCOME>  0
<EXPENSES-NET>  (2,838)
<NET-INVESTMENT-INCOME> 1,327
<REALIZED-GAINS-CURRENT>        22
<APPREC-INCREASE-CURRENT>       133,989
<NET-CHANGE-FROM-OPS>   135,338
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        0
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 340,703
<NUMBER-OF-SHARES-REDEEMED>     0
<SHARES-REINVESTED>     0
<NET-CHANGE-IN-ASSETS>  3,629,398
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (2,074)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (19,404)
<AVERAGE-NET-ASSETS>    2,747,888
<PER-SHARE-NAV-BEGIN>   10.00
<PER-SHARE-NII> 0.00
<PER-SHARE-GAIN-APPREC> 0.65
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       0.00
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     10.65
<EXPENSE-RATIO> 1.30
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        103
<NAME>  EVERGREEN TAX STRATEGIC EQUITY FUND CLASS C
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  SEP-01-1998
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   3,376,618
<INVESTMENTS-AT-VALUE>  3,511,244
<RECEIVABLES>   17,208
<ASSETS-OTHER>  112,806
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  3,641,258
<PAYABLE-FOR-SECURITIES>        0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       1,591
<TOTAL-LIABILITIES>     1,591
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        0
<SHARES-COMMON-STOCK>   0
<SHARES-COMMON-PRIOR>   0
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        0
<NET-ASSETS>    0
<DIVIDEND-INCOME>       0
<INTEREST-INCOME>       0
<OTHER-INCOME>  0
<EXPENSES-NET>  0
<NET-INVESTMENT-INCOME> 0
<REALIZED-GAINS-CURRENT>        0
<APPREC-INCREASE-CURRENT>       0
<NET-CHANGE-FROM-OPS>   0
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        0
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED>     0
<SHARES-REINVESTED>     0
<NET-CHANGE-IN-ASSETS>  0
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   0
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS>    0
<PER-SHARE-NAV-BEGIN>   0.00
<PER-SHARE-NII> 0.00
<PER-SHARE-GAIN-APPREC> 0.00
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       0.00
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     0.00
<EXPENSE-RATIO> 0.00
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        103
<NAME>  EVERGREEN TAX STRATEGIC EQUITY FUND CLASS Y
       
<S>             <C>
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       SEP-30-1998
<PERIOD-START>  SEP-01-1998
<PERIOD-END>    SEP-30-1998
<INVESTMENTS-AT-COST>   3,376,618
<INVESTMENTS-AT-VALUE>  3,511,244
<RECEIVABLES>   17,208
<ASSETS-OTHER>  112,806
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  3,641,258
<PAYABLE-FOR-SECURITIES>        0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       1,591
<TOTAL-LIABILITIES>     1,591
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        0
<SHARES-COMMON-STOCK>   0
<SHARES-COMMON-PRIOR>   0
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        0
<NET-ASSETS>    0
<DIVIDEND-INCOME>       0
<INTEREST-INCOME>       0
<OTHER-INCOME>  0
<EXPENSES-NET>  0
<NET-INVESTMENT-INCOME> 0
<REALIZED-GAINS-CURRENT>        0
<APPREC-INCREASE-CURRENT>       0
<NET-CHANGE-FROM-OPS>   0
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       0
<DISTRIBUTIONS-OF-GAINS>        0
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED>     0
<SHARES-REINVESTED>     0
<NET-CHANGE-IN-ASSETS>  0
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   0
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS>    0
<PER-SHARE-NAV-BEGIN>   0.00
<PER-SHARE-NII> 0.00
<PER-SHARE-GAIN-APPREC> 0.00
<PER-SHARE-DIVIDEND>    0.00
<PER-SHARE-DISTRIBUTIONS>       0.00
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     0.00
<EXPENSE-RATIO> 0.00
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>

                            CONSENT OF INDEPENDENT ACCOUNTANTS


         We hereby consent to the incorporation by reference in the Statement of
Additional Information constituting part of this Post-Effective Amendment No. 11
to the  registration  statement on Form N-1A (the  "Registration  Statement") of
Evergreen  Equity  Trust of our report dated  November 12, 1998  relating to the
financial statements and financial highlights of Evergreen Fund, Evergreen Micro
Cap Fund,  Evergreen  Aggressive  Growth Fund and Evergreen  Stock Selector Fund
appearing in the Funds' September 30, 1998 Annual Report to Shareholders,  which
is also  incorporated  by reference  into the  Registration  Statement.  We also
consent to the reference to us under the heading  "Independent  Auditors" in the
Statement of Additional Information.


PricewaterhouseCoopers LLP
1177 Avenue of the Americas
New York, New York
December 22, 1998

<PAGE>




                                          CONSENT OF INDEPENDENT AUDITORS


The Trustees and Shareholders
Evergreen Equity Trust

         We  consent  to the  use of our  reports  dated  October  6,  1998  for
Evergreen  Tax  Strategic  Equity Fund and dated  November 6, 1998 for Evergreen
Omega Fund,  Evergreen Small Company Growth Fund and Evergreen  Strategic Growth
Fund incorporated herein by reference and to the reference to our firm under the
captions "Independent  Auditors" and "Financial  Statements" in the Statement of
Additional Information.



                                                  /s/KPMG Peat Marwick LLP
                                                  KPMG Peat Marwick LLP


Boston, Massachusetts
December 28, 1998



<PAGE>




                  CONSENT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS


         We consent to the  reference  to our firm under the caption  "Financial
Statements" in the Statement of Additional  Information and to the incorporation
by  reference  in  this  Post-Effective  Amendment  No.  11 to the  Registration
Statement  on Form N-1A (Nos.  333-37453/811-08413)  of  Evergreen  Equity Trust
(Evergreen  Stock  Selector  Fund) of our report  dated  August 25,  1998 on the
CoreFunds, Inc. Core Equity Fund.



                                                         /s/Ernst & Young LLP
                                                         Ernst & Young LLP

Philadelphia, Pennsylvania
December 22, 1998



<PAGE>





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