EVERGREEN EQUITY TRUST /DE/
485BPOS, 1998-07-31
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                                                       1933 Act No. 333-37453
                                                       1940 Act No. 811-8413

                       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. 6                                          [X] 

                                     and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940             [ ]
     Amendment No. 5                                                        [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:
[ ]  immediately upon filing pursuant to paragraph (b)
[X]  on August 1, 1998 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)

<PAGE>

                             EVERGREEN EQUITY TRUST

                                   CONTENTS OF
                        POST-EFFECTIVE AMENDMENT NO. 6
                                       to
                             REGISTRATION STATEMENT

     This Post-Effective Amendment No. 6 to Registrant's  Registration Statement
Nos.  333-37453/811-8413  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   Foundation  Fund,  Evergreen  Tax  Strategic
Foundation Fund, Evergreen American Retirement Fund and Evergreen Balanced Fund
are contained herein.

     Prospectuses for the following funds are contained in Post-Effective
Amendment No. 5 to Registrant's Registration Statement Nos. 333-37453/811-8413 
filed on June 12, 1998: Evergreen Aggressive Growth Fund,  Evergreen Fund,  
Evergreen  Micro Cap Fund, Evergreen Omega Fund, Evergreen Small Company Growth
Fund, Evergreen Strategic Growth Fund and Evergreen Tax Strategic Equity Fund

     Prospectuses for the following funds are contained in Post-Effective
Amendment No. 2 to Registrant's Registration Statement Nos. 333-37453/811-8413 
filed on December 12, 1997: 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.

     Prospectuses for Evergreen Stock Selector (formerly, Core Stock) Fund are
contained in Post-Effective Amendment No. 4 to Registrant's Registration 
Statement Nos. 333-37453/811-8413 filed on March 12, 1998.

                                     PART B
                                     ------

     Statement of Additional Information for Evergreen Foundation Fund, 
Evergreen Tax Strategic  Foundation Fund, Evergreen American Retirement Fund and
Evergreen Balanced Fund are contained herein.

     Statement of Additional Information  for the following funds are contained

in Post-Effective  Amendment No. 5 to Registrant's  Registration  Statement Nos.
333-37453/811-8413  filed on June 12, 1998:  Evergreen Stock Selector (formerly,
Core Stock) Fund, Evergreen  Aggressive  Growth Fund, Evergreen Fund, Evergreen
Micro Cap Fund, Evergreen Omega Fund, Evergreen Small Company Growth Fund, 
Evergreen Strategic Growth Fund and Evergreen Tax Strategic Equity Fund

     Prospectuses for the following funds are contained in Post-Effective
Amendment No. 2 to Registrant's Registration Statement Nos. 333-37453/811-8413 
filed on December 12, 1997: 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
<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)
<S>                                               <C>
Part A

Item 1.   Cover Page                              Cover Page

Item 2.   Synopsis and Fee Table                  Expense Information; Performance Data

Item 3.   Condensed Financial Information         Financial Highlights

Item 4.   General Description of Registrant       Additional Investment Information; Cover Page; Fund Description; Fund Objectives 
                                                  and Polices; Investment Restrictions; Risk Factors; General Information

Item 5.   Management of the Fund                  Fund Management; Expenses

Item 6.   Capital Stock and Other Securities      Fund Description; Dividends and Taxes; Fund Shares; Shareholder Services

Item 7.   Purchase of Securities Being Offered    Distribution Plan; How to Buy Shares; Pricing Shares; Shareholders Services

Item 8.   Redemption or Repurchase                How to Redeem Shares

Item 9.   Pending Legal Proceedings               Not Applicable

                                                  Location in Statement of
Part B                                            Additional Information

Item 10.  Cover Page                              Cover Page

Item 11.  Table of Contents                       Table of Contents

Item 12.  General Information and History         Trust Organization

Item 13.  Investment Objectives and Policies      Fund Investments 

Item 14.  Management of the Fund                  Management of the Trust

Item 15.  Control Persons and Principal           Management of the Trust; Principal Holders of Fund Shares
          Holders of Securities

Item 16.  Investment Advisory and Other Services  Investment Advisory and Other Services

Item 17.  Brokerage Allocation                    Brokerage

Item 18.  Capital Stock and Other Securities      Trust Organization


Item 19.  Purchase, Redemption and Pricing of     Purchase, Redemption and Pricing of Shares  
          Shares

Item 20.  Tax Status                              Additional Tax Information

Item 21.  Underwriters                            Principal Underwriter

Item 22.  Calculation of Performance Data         Financial Information

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.

<PAGE>

                             EVERGREEN EQUITY TRUST

                                     PART A

                                  PROSPECTUSES

 
- -------------------------------------------------------------------------------
PROSPECTUS                                                       August 1, 1998
- -------------------------------------------------------------------------------
 
EVERGREEN(SM) BALANCED FUNDS              [LOGO OF EVERGREEN FUNDS APPEARS HERE]
- -------------------------------------------------------------------------------
 
EVERGREEN FOUNDATION FUND
EVERGREEN TAX STRATEGIC FOUNDATION FUND
EVERGREEN AMERICAN RETIREMENT FUND
EVERGREEN BALANCED FUND
   
(EACH A "FUND;" TOGETHER, THE "FUNDS")
     
 
CLASS A SHARES
CLASS B SHARES
CLASS C SHARES
   
     The Evergreen Balanced Funds are designed to provide investors with a
selection of investment alternatives which seek to provide current income,
capital appreciation or after-tax "total return." This prospectus provides
information regarding the Class A, Class B and Class C shares offered by the
Funds. Each Fund is a diversified series of an open-end management investment
company. This prospectus sets forth concise information about the Funds that a
prospective investor should know before investing. The address of the Funds is
200 Berkeley Street, Boston, Massachusetts 02116.     
   
     A Statement of Additional Information ("SAI") for the Funds dated August
1, 1998, as supplemented from time to time, 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 Evergreen funds at 1-800-343-2898.
There can be no assurance that the investment objective of any Fund will be
achieved. Investors are advised to read this prospectus carefully.     
   
THE SHARES OFFERED BY THIS PROSPECTUS ARE NOT DEPOSITS OR OBLIGATIONS OF ANY
BANK, ARE NOT ENDORSED OR GUARANTEED BY ANY BANK, AND ARE 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 FUNDS 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
 
EVERGREENSM is a Service Mark of Evergreen Asset Management Corp.
Copyright 1995, Evergreen Asset Management Corp.
<PAGE>
 
 
                               TABLE OF CONTENTS
 
 
<TABLE>   
<S>                                                                    <C>
EXPENSE INFORMATION...................................................    3
FINANCIAL HIGHLIGHTS..................................................    5
DESCRIPTION OF THE FUNDS..............................................   14
   Investment Objectives and Policies.................................   14
   Investment Practices and Restrictions..............................   17
   Special Risk Considerations........................................   21
ORGANIZATION AND SERVICE PROVIDERS....................................   22
   Organization.......................................................   22
   Service Providers..................................................   23
   Distribution Plans and Agreements...................................  25
PURCHASE AND REDEMPTION OF SHARES......................................  26
   How to Buy Shares...................................................  26
   How to Redeem Shares................................................  29
   Exchange Privilege..................................................  30
   Shareholder Services................................................  31
   Banking Laws........................................................  32
OTHER INFORMATION......................................................  32
   Dividends, Distributions and Taxes..................................  32
   General Information.................................................  33
</TABLE>    
 
                                       2
<PAGE>
 
- --------------------------------------------------------------------------------
 
                              EXPENSE INFORMATION
 
- --------------------------------------------------------------------------------
   
     The tables and Examples set forth below summarize the various costs and
expenses a shareholder will bear, directly or indirectly, associated with an
investment in Class A, Class B and Class C shares of each Fund. Shareholder
transaction expenses are fees paid directly from your account when you buy or
sell shares. For further information see "Purchase and Redemption of Shares"
and "General Information--Other Classes of Shares."     
 
SHAREHOLDER TRANSACTION EXPENSES
 
<TABLE>   
<CAPTION>
                                  CLASS A SHARES CLASS B SHARES CLASS C SHARES
                                  -------------- -------------- --------------
<S>                               <C>            <C>            <C>
Maximum Sales Charge Imposed on
 Purchases (as a % of offering
 price)                               4.75%           None           None
Contingent Deferred Sales Charge
 (as a % of original purchase
 price or redemption proceeds,
 whichever is lower)                   None(1)       5.00%(2)       1.00%(2)
</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.
           
     Annual operating expenses reflect the normal operating expenses of a Fund,
and include costs such as management, distribution and other fees. The tables
below show for each of EVERGREEN FOUNDATION FUND, EVERGREEN TAX STRATEGIC
FOUNDATION FUND and EVERGREEN AMERICAN RETIREMENT FUND actual annual operating
expenses for the fiscal year ended March 31, 1998 and for EVERGREEN BALANCED
FUND estimated annual operating expenses for the fiscal year ending March 31,
1999. The Examples show what your costs would be for a hypothetical $1,000
investment over the periods indicated. The Examples assume that you reinvest
all of your dividends and that the Funds' 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 FUNDS' ACTUAL
EXPENSES AND RETURNS WILL VARY. For a more complete description of the various
costs and expenses borne by the Funds see "Organization and Service Providers."
       
EVERGREEN FOUNDATION FUND     
 
<TABLE>   
<CAPTION>
ANNUAL OPERATING EXPENSES
- -------------------------
                 CLASS A CLASS B CLASS C
                 ------- ------- -------
<S>              <C>     <C>     <C>
Management Fees   0.77%   0.77%   0.77%
12b-1 Fees(3)     0.25%   1.00%   1.00%
Other Expenses    0.26%   0.27%   0.27%
                  ----    ----    ----
Total             1.28%   2.04%   2.04%
                  ====    ====    ====
</TABLE>    
<TABLE>   
<CAPTION>
EXAMPLES
- --------
                ASSUMING REDEMPTION AT    ASSUMING NO
                     END OF PERIOD        REDEMPTION
                ----------------------- ---------------
                CLASS A CLASS B CLASS C CLASS B CLASS C
                ------- ------- ------- ------- -------
<S>             <C>     <C>     <C>     <C>     <C>
After 1 Year     $ 60    $ 71    $ 31    $ 21    $ 21
After 3 Years    $ 86    $ 94    $ 64    $ 64    $ 64
After 5 Years    $114    $130    $110    $110    $110
After 10 Years   $195    $208    $237    $208    $237
</TABLE>    
   
EVERGREEN TAX STRATEGIC FOUNDATION FUND     
 
<TABLE>   
<CAPTION>
ANNUAL OPERATING EXPENSES
- -------------------------
                 CLASS A CLASS B CLASS C
                 ------- ------- -------
<S>              <C>     <C>     <C>
Management Fees   0.88%   0.88%   0.88%
12b-1 Fees(3)     0.25%   1.00%   1.00%
Other Expenses    0.29%   0.30%   0.30%
                  ----    ----    ----
Total             1.42%   2.18%   2.18%
                  ====    ====    ====
</TABLE>    
<TABLE>   
<CAPTION>
                                          ASSUMING REDEMPTION AT    ASSUMING NO
                                               END OF PERIOD        REDEMPTION
                                          ----------------------- ---------------
                                          CLASS A CLASS B CLASS C CLASS B CLASS C
                                          ------- ------- ------- ------- -------
                          <S>             <C>     <C>     <C>     <C>     <C>
                          After 1 Year     $ 61    $ 72    $ 32    $ 22    $ 22
                          After 3 Years    $ 90    $ 98    $ 68    $ 68    $ 68
                          After 5 Years    $121    $137    $117    $117    $117
                          After 10 Years   $210    $223    $251    $223    $251
</TABLE>    
   
EVERGREEN AMERICAN RETIREMENT FUND     
 
<TABLE>   
<CAPTION>
ANNUAL OPERATING EXPENSES
- -------------------------
                 CLASS A CLASS B CLASS C
                 ------- ------- -------
<S>              <C>     <C>     <C>
Management Fees   0.75%   0.75%   0.75%
12b-1 Fees(3)     0.25%   1.00%   1.00%
Other Expenses    0.40%   0.40%   0.40%
                  ----    ----    ----
Total             1.40%   2.15%   2.15%
                  ====    ====    ====
</TABLE>    
<TABLE>   
<CAPTION>
                                          ASSUMING REDEMPTION AT    ASSUMING NO
                                               END OF PERIOD        REDEMPTION
                                          ----------------------- ---------------
                                          CLASS A CLASS B CLASS C CLASS B CLASS C
                                          ------- ------- ------- ------- -------
                          <S>             <C>     <C>     <C>     <C>     <C>
                          After 1 Year     $ 61    $ 72    $ 32    $ 22    $ 22
                          After 3 Years    $ 90    $ 97    $ 67    $ 67    $ 67
                          After 5 Years    $120    $135    $115    $115    $115
                          After 10 Years   $207    $220    $248    $220    $248
</TABLE>    
   
    
   
    
   
    
                                       3
<PAGE>
 
   
EVERGREEN BALANCED FUND     
 
<TABLE>   
<CAPTION>
ESTIMATED ANNUAL OPERATING EXPENSES
- -----------------------------------
                 CLASS A CLASS B CLASS C
                 ------- ------- -------
<S>              <C>     <C>     <C>
Management Fees   0.46%   0.46%   0.46%
12b-1 Fees(3)     0.25%   1.00%   1.00%
Other Expenses    0.25%   0.25%   0.25%
                  ----    ----    ----
Total             0.96%   1.71%   1.71%
                  ====    ====    ====
</TABLE>    
<TABLE>   
<CAPTION>
EXAMPLES
- --------
                ASSUMING REDEMPTION AT    ASSUMING NO
                     END OF PERIOD        REDEMPTION
                ----------------------- ---------------
                CLASS A CLASS B CLASS C CLASS B CLASS C
                ------- ------- ------- ------- -------
<S>             <C>     <C>     <C>     <C>     <C>
After 1 Year      $57    $ 67     $27    $ 17     $17
After 3 Years     $77    $ 84     $54    $ 54     $54
After 5 Years     N/A    $113     N/A    $ 93     N/A
After 10 Years    N/A    $173     N/A    $173     N/A
</TABLE>    
- -------
(3) Long-term shareholders may pay more than the economic equivalent front-end
    sales charges permitted by the National Association of Securities Dealers,
    Inc.
       
                                       4
<PAGE>
 
- -------------------------------------------------------------------------------
 
                             FINANCIAL HIGHLIGHTS
 
- -------------------------------------------------------------------------------
   
     The tables on the following pages present, for each Fund, financial
highlights for a share outstanding throughout each period indicated. The
information in the tables for the ten most recent fiscal years or the life of
the Fund if shorter has been audited by the respective Fund's independent
auditors as follows: EVERGREEN FOUNDATION FUND, EVERGREEN TAX STRATEGIC
FOUNDATION FUND and EVERGREEN AMERICAN RETIREMENT FUND for the fiscal year
ended March 31, 1998, the three months ended March 31, 1997 and the fiscal
year ended December 31, 1996 by KPMG Peat Marwick LLP and for the fiscal year
ended December 31, 1995 by other auditors; EVERGREEN BALANCED FUND for the
period ended March 31, 1998 and the fiscal years ended June 30, 1997 through
1988 (Class B shares only) by KPMG Peat Marwick LLP. The report of KPMG Peat
Marwick LLP on the audited information with respect to each Fund (except for
EVERGREEN FOUNDATION FUND, EVERGREEN TAX STRATEGIC FOUNDATION FUND and
EVERGREEN AMERICAN RETIREMENT FUND for the fiscal year ended December 31,
1995) is incorporated by reference into the Funds' SAI. The following
information for each Fund should be read in conjunction with the financial
statements and related notes which are incorporated by reference into the
Funds' SAI.     
 
     Further information about a Fund's performance is contained in the Funds'
annual report to shareholders, which may be obtained without charge.
       
EVERGREEN FOUNDATION FUND -- CLASS A SHARES
 
<TABLE>   
<CAPTION>
                                            YEAR ENDED           YEAR ENDED
                                             MARCH 31,          DECEMBER 31,
                                          ------------------   ---------------
                                           1998#     1997**     1996    1995*
                                          -------    -------   -------  ------
<S>                                       <C>        <C>       <C>      <C>
NET ASSET VALUE BEGINNING OF YEAR.......   $16.00     $16.13    $15.12  $12.24
                                          -------    -------   -------  ------
Income (loss) from investment operations
 Net investment income..................     0.44       0.12      0.50    0.44
 Net realized and unrealized gain (loss)
  on investments........................     4.87      (0.13)     1.16    3.14
                                          -------    -------   -------  ------
Total from investment operations........     5.31      (0.01)     1.66    3.58
                                          -------    -------   -------  ------
Less distributions
 From net investment income.............    (0.44)     (0.12)    (0.50)  (0.47)
 In excess of net investment income.....        0(a)       0         0       0
 From net realized gain on investments..    (0.43)         0     (0.15)  (0.23)
                                          -------    -------   -------  ------
Total distributions.....................    (0.87)     (0.12)    (0.65)  (0.70)
                                          -------    -------   -------  ------
Net asset value end of year.............   $20.44     $16.00    $16.13  $15.12
                                          =======    =======   =======  ======
TOTAL RETURN+...........................   33.88%     (0.16%)   11.27%  29.73%
RATIOS/SUPPLEMENTAL DATA
Ratios to average net assets
 Total expenses.........................    1.28%      1.25%++   1.24%   1.33%++
 Total expenses, excluding indirectly
  paid expenses.........................    1.28%        N/A       N/A     N/A
 Total expenses, excluding fee waivers &
  expense reimbursements................      N/A        N/A       N/A   1.34%++
 Net investment income..................    2.39%      2.83%++   3.39%   3.73%++
Portfolio turnover rate.................       9%         2%       10%     28%
Average commission rate paid per share..  $0.0657    $0.0670   $0.0649     N/A
NET ASSETS END OF YEAR (MILLIONS).......     $350       $220      $206    $107
 
EVERGREEN FOUNDATION FUND -- CLASS B SHARES
 
<CAPTION>
                                            YEAR ENDED           YEAR ENDED
                                             MARCH 31,          DECEMBER 31,
                                          ------------------   ---------------
                                           1998#     1997**     1996    1995*
                                          -------    -------   -------  ------
<S>                                       <C>        <C>       <C>      <C>
NET ASSET VALUE BEGINNING OF YEAR.......   $15.94     $16.07    $15.07  $12.24
                                          -------    -------   -------  ------
Income (loss) from investment operations
 Net investment income..................     0.30       0.09      0.40    0.36
 Net realized and unrealized gain (loss)
  on investments........................     4.84      (0.13)     1.15    3.09
                                          -------    -------   -------  ------
Total from investment operations........     5.14      (0.04)     1.55    3.45
                                          -------    -------   -------  ------
Less distributions
 From net investment income.............    (0.30)     (0.09)    (0.40)  (0.39)
 In excess of net investment income.....    (0.01)         0         0       0
 From net realized gain on investments..    (0.43)         0     (0.15)  (0.23)
                                          -------    -------   -------  ------
Total distributions.....................    (0.74)     (0.09)    (0.55)  (0.62)
                                          -------    -------   -------  ------
Net asset value end of year.............   $20.34     $15.94    $16.07  $15.07
                                          =======    =======   =======  ======
TOTAL RETURN+...........................   32.81%     (0.32%)   10.47%  28.68%
RATIOS/SUPPLEMENTAL DATA
Ratios to average net assets:
 Total expenses.........................    2.04%      2.00%++   1.99%   2.07%++
 Total expenses, excluding indirectly
  paid expenses.........................    2.04%        N/A       N/A     N/A
 Net investment income..................    1.63%      2.07%++   2.64%   2.99%++
Portfolio turnover rate.................       9%         2%       10%     28%
Average commission rate paid per share..  $0.0657    $0.0670   $0.0649     N/A
NET ASSETS END OF YEAR (MILLIONS).......   $1,124       $606      $570    $296
</TABLE>    
- -------
+ Initial sales charge or contingent deferred sales charge is not reflected.
++ Annualized.
* For the period from January 3, 1995 (commencement of class operations) to
  December 31, 1995.
** The Fund changed its fiscal year end from December 31 to March 31,
   effective March 31, 1997.
# Net investment income is based on average shares outstanding during the
  period.
(a) Less than one cent per share.
       
                                       5
<PAGE>
 
          
EVERGREEN FOUNDATION FUND -- CLASS C SHARES     
 
<TABLE>   
<CAPTION>
                                             YEAR ENDED         YEAR ENDED
                                              MARCH 31,        DECEMBER 31,
                                           ----------------   ---------------
                                            1998#   1997**     1996    1995*
                                           -------  -------   -------  ------
<S>                                        <C>      <C>       <C>      <C>
NET ASSET VALUE BEGINNING OF YEAR.........  $15.94   $16.06    $15.07  $12.24
                                           -------  -------   -------  ------
Income (loss) from investment operations
 Net investment income....................    0.30     0.09      0.40    0.34
 Net realized and unrealized gain (loss)
  on investments..........................    4.84    (0.13)     1.14    3.09
                                           -------  -------   -------  ------
Total from investment operations..........    5.14    (0.04)     1.54    3.43
                                           -------  -------   -------  ------
Less distributions from
 Net investment income....................   (0.30)   (0.08)    (0.40)  (0.37)
 In excess of net investment income.......   (0.01)       0         0       0
 Net realized gain on investments.........   (0.43)       0     (0.15)  (0.23)
                                           -------  -------   -------  ------
Total distributions.......................   (0.74)   (0.08)    (0.55)  (0.60)
                                           -------  -------   -------  ------
Net asset value end of year...............  $20.34   $15.94    $16.06  $15.07
                                           =======  =======   =======  ======
TOTAL RETURN+.............................  32.81%   (0.26%)   10.41%  28.49%
RATIOS/SUPPLEMENTAL DATA
Ratios to average net assets
 Total expenses...........................   2.04%    2.00%++   1.99%   2.23%++
 Total expenses, excluding indirectly paid
  expenses................................   2.04%      N/A       N/A     N/A
 Total expenses, excluding fee waivers &
  expense reimbursements..................     N/A      N/A       N/A   2.37%++
 Net investment income....................   1.63%    2.07%++   2.64%   2.83%++
Portfolio turnover rate...................      9%       2%       10%     28%
Average commission rate paid per share.... $0.0657  $0.0670   $0.0649     N/A
NET ASSETS END OF YEAR (MILLIONS).........     $50      $28       $27     $11
</TABLE>    
- -------
+ Initial sales charge or contingent deferred sales charge is not reflected.
++ Annualized.
* For the period from January 3, 1995 (commencement of class operations) to
  December 31, 1995.
** The Fund changed its fiscal year end from December 31 to March 31, effective
   March 31, 1997.
# Net investment income is based on average shares outstanding during the
  period.
 
                                       6
<PAGE>
 
       
EVERGREEN TAX STRATEGIC FOUNDATION FUND -- CLASS A SHARES
 
<TABLE>   
<CAPTION>
                                             YEAR  ENDED        YEAR ENDED
                                              MARCH 31,        DECEMBER 31,
                                           ----------------   ---------------
                                            1998    1997**     1996    1995*
                                           -------  -------   -------  ------
<S>                                        <C>      <C>       <C>      <C>
NET ASSET VALUE BEGINNING OF YEAR.........  $13.57   $13.50    $12.20  $10.44
                                           -------  -------   -------  ------
Income from investment operations
 Net investment income....................    0.31     0.07      0.27    0.29
 Net realized and unrealized gain on
  investments.............................    2.96     0.06#     1.59    2.24
                                           -------  -------   -------  ------
Total from investment operations..........    3.27     0.13      1.86    2.53
                                           -------  -------   -------  ------
Less distributions
 From net investment income...............   (0.30)   (0.06)    (0.28)  (0.31)
 From net realized gain on investments....   (0.18)       0     (0.28)  (0.46)
                                           -------  -------   -------  ------
Total distributions.......................   (0.48)   (0.06)    (0.56)  (0.77)
                                           -------  -------   -------  ------
Net asset value, end of year.............. $ 16.36  $ 13.57   $ 13.50  $12.20
                                           =======  =======   =======  ======
TOTAL RETURN+.............................  24.40%    0.98%    15.39%  24.82%
RATIOS/SUPPLEMENTAL DATA
Ratios to average net assets
 Total expenses...........................   1.42%    1.38%++   1.52%   1.75%++
 Total expenses, excluding indirectly paid
  expenses................................   1.42%      N/A       N/A     N/A
 Total expenses, excluding fee waivers &
  expense reimbursements..................     N/A      N/A     1.76%   5.02%++
 Net investment income....................   2.21%    2.30%++   2.39%   2.79%++
Portfolio turnover rate...................     50%      29%       88%    110%
Average commission rate paid per share.... $0.0659  $0.0656   $0.0648     N/A
NET ASSETS, END OF PERIOD (THOUSANDS)..... $69,879  $15,039   $11,166  $2,702
</TABLE>    
 
EVERGREEN TAX STRATEGIC FOUNDATION FUND -- CLASS B SHARES
 
<TABLE>   
<CAPTION>
                                            YEAR  ENDED         YEAR ENDED
                                             MARCH 31,         DECEMBER 31,
                                          -----------------   ---------------
                                            1998    1997**     1996    1995*
                                          --------  -------   -------  ------
<S>                                       <C>       <C>       <C>      <C>
NET ASSET VALUE BEGINNING OF YEAR........   $13.56   $13.49    $12.19  $10.31
                                          --------  -------   -------  ------
Income from investment operations
 Net investment income...................     0.21     0.05      0.19    0.22
 Net realized and unrealized gain on
  investments............................     2.94     0.06#     1.59    2.37
                                          --------  -------   -------  ------
Total from investment operations.........     3.15     0.11      1.78    2.59
                                          --------  -------   -------  ------
Less distributions
 From net investment income..............    (0.20)   (0.04)    (0.20)  (0.25)
 From net realized gain on investments...    (0.18)       0     (0.28)  (0.46)
                                          --------  -------   -------  ------
Total distributions......................    (0.38)   (0.04)    (0.48)  (0.71)
                                          --------  -------   -------  ------
Net asset value, end of year............. $  16.33  $ 13.56   $ 13.49  $12.19
                                          ========  =======   =======  ======
TOTAL RETURN+............................   23.44%    0.84%    14.65%  25.61%
RATIOS/SUPPLEMENTAL DATA
Ratios to average net assets
 Total expenses..........................    2.18%    2.14%++   2.27%   2.50%++
 Total expenses, excluding indirectly
  paid expenses..........................    2.18%      N/A       N/A     N/A
 Total expenses, excluding fee waivers &
  expense reimbursements.................      N/A      N/A     2.51%   3.65%++
 Net investment income...................    1.46%    1.55%++   1.64%   2.03%++
Portfolio turnover rate..................      50%      29%        2%    110%
Average commission rate paid per share...  $0.0659  $0.0656   $0.0648     N/A
NET ASSETS, END OF PERIOD (THOUSANDS).... $185,042  $38,838   $28,007  $6,559
</TABLE>    
- -------
+ Initial sales charge or contingent deferred sales charge is not reflected.
++ Annualized.
* For the period from January 17, 1995 and January 6, 1995 (commencement of
  class A and class B operations, respectively) to December 31, 1995.
** The Fund changed its fiscal year end from December 31 to March 31,
   effective March 31, 1997.
   
# The per share amount is not in accord with the net realized and unrealized
  gain (loss) for the period due to the timing of the sales of Fund shares and
  the amount of per share realized and unrealized gains and losses at such
  time.     
       
                                       7
<PAGE>
 
       
EVERGREEN TAX STRATEGIC FOUNDATION FUND -- CLASS C SHARES
 
<TABLE>   
<CAPTION>
                                            YEAR ENDED           YEAR ENDED
                                             MARCH 31,          DECEMBER 31,
                                          ----------------     ---------------
                                           1998    1997**       1996    1995*
                                          -------  -------     -------  ------
<S>                                       <C>      <C>         <C>      <C>
NET ASSET VALUE BEGINING OF YEAR........  $ 13.53  $ 13.47     $ 12.19  $10.69
                                          -------  -------     -------  ------
Income from investment operations
 Net investment income..................     0.21     0.06        0.18    0.22
 Net realized and unrealized gain on
  investments...........................     2.94     0.05#       1.58    1.99
                                          -------  -------     -------  ------
Total from investment operations........     3.15     0.11        1.76    2.21
                                          -------  -------     -------  ------
Less distributions
 From net investment income.............    (0.20)   (0.05)      (0.20)  (0.25)
 From net realized gain on investments..    (0.18)       0       (0.28)  (0.46)
                                          -------  -------     -------  ------
Total distributions.....................    (0.38)   (0.05)      (0.48)  (0.71)
                                          -------  -------     -------  ------
Net asset value end of year.............  $ 16.30  $ 13.53     $ 13.47  $12.19
                                          =======  =======     =======  ======
TOTAL RETURN+...........................   23.49%    0.77%      14.54%  21.19%
RATIOS/SUPPLEMENTAL DATA
Ratios to average net assets
 Total expenses.........................    2.18%    2.13%*++    2.25%   2.50%++
 Total expenses, excluding indirectly
  paid expenses.........................    2.18%      N/A         N/A     N/A
 Total expenses, excluding fee waivers &
  expense reimbursements................      N/A      N/A       2.48%  18.91%++
 Net investment income..................    1.46%    1.55%**++   1.64%   2.07%++
Portfolio turnover rate.................      50%      29%         88%    110%
Average commission rate paid per share..  $0.0659  $0.0656     $0.0648     N/A
NET ASSETS END OF YEAR (THOUSANDS)......  $27,699  $ 5,086     $ 4,108  $  496
</TABLE>    
- -------
+Initial sales charge or contingent deferred sales charge is not reflected.
++Annualized.
   
* For the period from March 3, 1995 (commencement of class C operations) to
  December 31, 1995.     
**The Fund changed its fiscal year end from December 31 to March 31, effective
   March 31, 1997.
# The per share amount is not in accord with the net realized and
  unrealized gain (loss) for the period due to the timing of the sales of Fund
  shares and the amount of per share realized and unrealized gains and losses
  at such time.
       
                                       8
<PAGE>
 
       
EVERGREEN AMERICAN RETIREMENT FUND -- CLASS A SHARES
 
<TABLE>   
<CAPTION>
                                             YEAR ENDED         YEAR ENDED
                                              MARCH 31,        DECEMBER 31,
                                           ----------------   ---------------
                                            1998    1997**     1996    1995*
                                           -------  -------   -------  ------
<S>                                        <C>      <C>       <C>      <C>
NET ASSET VALUE, BEGINNING OF YEAR........  $13.74   $13.86    $12.82  $10.65
                                           -------  -------   -------  ------
Income (loss) from investment operations
 Net investment income....................    0.49     0.11      0.45    0.41
 Net realized and unrealized gain (loss)
  on investments..........................    3.29    (0.12)     1.12    2.22
                                           -------  -------   -------  ------
Total from investment operations..........    3.78    (0.01)     1.57    2.63
                                           -------  -------   -------  ------
Less distributions
 From net investment income...............   (0.48)   (0.11)    (0.42)  (0.46)
 From net realized gain on investments....   (0.34)       0     (0.11)      0
                                           -------  -------   -------  ------
Total distributions.......................   (0.82)   (0.11)    (0.53)  (0.46)
                                           -------  -------   -------  ------
Net asset value, end of year..............  $16.70   $13.74    $13.86  $12.82
                                           =======  =======   =======  ======
TOTAL RETURN+.............................  28.02%   (0.09%)   12.46%  25.11%
RATIOS/SUPPLEMENTAL DATA
Ratios to average net assets
 Total expenses...........................   1.40%    1.37%++   1.30%   1.37%++
 Total expenses, excluding indirectly paid
  expenses................................   1.40%      N/A       N/A     N/A
 Total expenses, excluding fee waivers &
  expense reimbursements..................     N/A    1.68%++   1.33%  10.96%++
 Net investment income....................   3.21%    3.43%++   3.53%   3.73%++
Portfolio turnover rate...................     34%       9%       16%     49%
Average commission rate paid per share.... $0.0596  $0.0606   $0.0619     N/A
NET ASSETS, END OF YEAR (THOUSANDS)....... $29,005  $14,590   $11,116  $1,335
</TABLE>    
 
EVERGREEN AMERICAN RETIREMENT FUND -- CLASS B SHARES
 
<TABLE>   
<CAPTION>
                                             YEAR ENDED         YEAR ENDED
                                             MARCH 31,         DECEMBER 31,
                                          -----------------   ---------------
                                            1998    1997**     1996    1995*
                                          --------  -------   -------  ------
<S>                                       <C>       <C>       <C>      <C>
NET ASSET VALUE, BEGINNING OF YEAR.......   $13.67   $13.80    $12.80  $10.65
                                          --------  -------   -------  ------
Income (loss) from investment operations
 Net investment income...................     0.38     0.09      0.36    0.35
 Net realized and unrealized gain (loss)
  on investments.........................     3.26    (0.13)     1.09    2.20
                                          --------  -------   -------  ------
Total from investment operations.........     3.64    (0.04)     1.45    2.55
                                          --------  -------   -------  ------
Less distributions
 From net investment income..............    (0.36)   (0.09)    (0.34)  (0.40)
 From net realized gain on investments...    (0.34)       0     (0.11)      0
                                          --------  -------   -------  ------
Total distributions......................    (0.70)   (0.09)    (0.45)  (0.40)
                                          --------  -------   -------  ------
Net asset value, end of year.............   $16.61   $13.67    $13.80  $12.80
                                          ========  =======   =======  ======
TOTAL RETURN+............................   27.06%   (0.32%)   11.49%  24.32%
RATIOS/SUPPLEMENTAL DATA
Ratios to average net assets
 Total expenses..........................    2.15%    2.11%++   2.06%   2.12%++
 Total expenses, excluding indirectly
  paid expenses..........................    2.15%      N/A       N/A     N/A
 Total expenses, excluding fee waivers &
  expense reimbursements.................      N/A    2.43%++   2.09%   4.20%++
 Net investment income...................    2.46%    2.68%++   2.79%   2.97%++
Portfolio turnover rate..................      34%       9%       16%     49%
Average commission rate paid per share...  $0.0596  $0.0606   $0.0619     N/A
NET ASSETS, END OF YEAR (THOUSANDS)...... $158,252  $76,791   $57,622  $4,839
</TABLE>    
- -------
+ Initial sales charge or contingent deferred sales charge is not reflected.
++ Annualized.
* For the period from January 3, 1995 (commencement of class operations) to
  December 31, 1995.
** The Fund changed its fiscal year end from December 31 to March 31, effective
   March 31, 1997.
       
                                       9
<PAGE>
 
       
EVERGREEN AMERICAN RETIREMENT FUND -- CLASS C SHARES
 
<TABLE>   
<CAPTION>
                                            YEAR ENDED         YEAR ENDED
                                             MARCH 31,        DECEMBER 31,
                                          ----------------   ----------------
                                           1998    1997**     1996     1995*
                                          -------  -------   -------  -------
<S>                                       <C>      <C>       <C>      <C>
NET ASSET VALUE, BEGINNING OF YEAR.......  $13.70  $ 13.83    $12.81   $10.65
                                          -------  -------   -------  -------
Income (loss) from investment operations
 Net investment income...................    0.38     0.09      0.36     0.36
 Net realized and unrealized gain (loss)
  on investments.........................    3.27    (0.13)     1.11     2.19
                                          -------  -------   -------  -------
Total from investment operations.........    3.65    (0.04)     1.47     2.55
                                          -------  -------   -------  -------
Less distributions
 From net investment income..............   (0.36)   (0.09)    (0.34)   (0.39)
 From net realized gain on investments...   (0.34)       0     (0.11)       0
                                          -------  -------   -------  -------
Total distributions......................   (0.70)   (0.09)    (0.45)   (0.39)
                                          -------  -------   -------  -------
Net asset value, end of year.............  $16.65   $13.70    $13.83   $12.81
                                          =======  =======   =======  =======
TOTAL RETURN+............................  27.08%   (0.32%)   11.63%   24.24%
RATIOS/SUPPLEMENTAL DATA
Ratios to average net assets
 Total expenses..........................   2.15%    2.12%++   2.05%    2.10%++
 Total expenses, excluding indirectly
  paid expenses..........................   2.15%      N/A       N/A      N/A
 Total expenses, excluding fee waivers &
  expense reimbursements.................     N/A    2.43%++   3.08%  103.52%++
 Net investment income...................   2.46%    2.65%++   2.80%    2.96%++
Portfolio turnover rate..................     34%       9%       16%      49%
Average commission rate paid per share... $0.0596  $0.0606   $0.0619      N/A
NET ASSETS, END OF YEAR (THOUSANDS)......  $2,777   $1,769    $1,487     $110
</TABLE>    
- -------
   
+  Initial sales charge or contingent deferred sales charge is not reflected.
         
++ Annualized.     
* For the period from January 3, 1995 (commencement of class operations) to
  December 31, 1995.
** The Fund changed its fiscal year end from December 31 to March 31, effective
   March 31, 1997.
       
       
                                       10
<PAGE>
 
       
EVERGREEN BALANCED FUND -- CLASS A SHARES
 
<TABLE>
<CAPTION>
                                                                   PERIOD ENDED
                                                                    MARCH 31,
                                                                      1998*#
                                                                   ------------
<S>                                                                <C>
NET ASSET VALUE, BEGINNING OF PERIOD .............................    $12.36
                                                                     -------
Income from investment operations:
 Net investment income ...........................................      0.08
 Net realized and unrealized gain (loss) on investments, futures
  contracts and foreign currency related transactions ............      0.81
                                                                     -------
Total from investment operations .................................      0.89
                                                                     -------
Less distributions:
 From net investment income ......................................     (0.12)
 From net realized gain on investments, futures contracts and
  foreign currency related transactions ..........................     (0.26)
                                                                     -------
Total distributions ..............................................     (0.38)
                                                                     -------
Net asset value, end of period ...................................    $12.87
                                                                     =======
TOTAL RETURN+ ....................................................     7.38%
RATIOS/SUPPLEMENTAL DATA:
RATIOS TO AVERAGE NET ASSETS: ....................................
 Total expenses ..................................................     0.99%++
 Total expenses, excluding indirectly paid expenses ..............     0.99%++
 Net investment income ...........................................     3.25%++
Portfolio turnover rate ..........................................       76%
Average commission rate paid per share ...........................   $0.0594
NET ASSETS END OF PERIOD (MILLIONS) ..............................    $1,277
</TABLE>
- -------
* For the period from January 20, 1998 (commencement of class operations) to
  March 31, 1998.
+ Initial sales charge or contingent deferred sales charge is not reflected.
++ Annualized.
# Net investment income is based on average shares outstanding during the
  period.
       
                                       11
<PAGE>
 
       
EVERGREEN BALANCED FUND -- CLASS B SHARES
 
<TABLE>   
<CAPTION>
                         PERIOD ENDED                         YEAR ENDED JUNE 30,
                          MARCH 31,   ----------------------------------------------------------------------------
                            1998*#     1997    1996    1995    1994    1993    1992   1991   1990    1989    1988
                         ------------ ------  ------  ------  ------  ------  ------  -----  -----  ------  ------
<S>                      <C>          <C>     <C>     <C>     <C>     <C>     <C>     <C>    <C>    <C>     <C>
NET ASSET VALUE
 BEGINNING OF YEAR......    $12.95    $11.33  $10.09   $9.26  $10.10   $9.77   $9.16  $9.10  $9.12   $8.37   $9.74
                           -------    ------  ------  ------  ------  ------  ------  -----  -----  ------  ------
Income (loss) from
 investment operations:
 Net investment income..      0.26      0.30    0.29    0.31    0.28    0.31    0.32   0.45   0.50    0.46    0.47
 Net realized and
  unrealized gain (loss)
  on investments,
  futures contracts and
  foreign currency
  related transactions..      1.53      2.07    1.42    0.96   (0.37)   0.66    0.75   0.18   0.20    0.83   (0.82)
                           -------    ------  ------  ------  ------  ------  ------  -----  -----  ------  ------
Total from investment
 operations.............      1.79      2.37    1.71    1.27   (0.09)   0.97    1.07   0.63   0.70    1.29   (0.35)
                           -------    ------  ------  ------  ------  ------  ------  -----  -----  ------  ------
 Less distributions:
  From net investment
  income................     (0.27)    (0.30)  (0.24)  (0.31)  (0.28)  (0.31)  (0.32) (0.50) (0.50)  (0.54)  (0.60)
 In excess of net
  investment income.....         0         0   (0.03)  (0.02)  (0.07)  (0.09)  (0.14) (0.04) (0.04)      0       0
 From net realized gain
  on investments,
  futures contracts and
  foreign currency
  related transactions..     (1.59)        0   (0.20)  (0.02)  (0.25)  (0.24)      0  (0.03) (0.18)      0   (0.42)
 In excess of net
  realized gain on
  investments, futures
  contracts and foreign
  currency related
  transactions..........         0     (0.45)      0   (0.09)  (0.13)      0       0      0      0       0       0
 Tax basis return of
  capital...............         0         0       0       0   (0.02)      0       0      0      0       0       0
                           -------    ------  ------  ------  ------  ------  ------  -----  -----  ------  ------
Total distributions.....     (1.86)    (0.75)  (0.47)  (0.44)  (0.75)  (0.64)  (0.46) (0.57) (0.72)  (0.54)  (1.02)
                           -------    ------  ------  ------  ------  ------  ------  -----  -----  ------  ------
Net asset value end of
 year...................    $12.88    $12.95  $11.33  $10.09   $9.26  $10.10   $9.77  $9.16  $9.10   $9.12   $8.37
                           =======    ======  ======  ======  ======  ======  ======  =====  =====  ======  ======
TOTAL RETURN+...........    14.89%    21.95%  17.35%  14.20%  (1.16%) 10.39%  11.86%  7.49%  7.99%  16.07%  (3.37%)
RATIOS/SUPPLEMENTAL
 DATA:
Ratios to average net
 assets:
 Total expenses.........     1.35%++   1.70%   1.72%   1.77%   1.71%   1.93%   1.97%  1.88%  1.99%   1.96%   1.91%
 Total expenses,
  excluding indirectly
  paid expenses.........     1.35%++   1.69%   1.71%     N/A     N/A     N/A     N/A    N/A    N/A     N/A     N/A
 Net investment income..     2.66%++   2.50%   2.71%   3.33%   2.81%   3.07%   3.25%  4.56%  4.94%   5.48%   5.34%
Portfolio turnover
 rate...................       76%       89%     96%     88%     88%     74%     52%    60%    35%     49%     64%
Average commission rate
 paid per share.........   $0.0594    $.0400  $.0031     N/A     N/A     N/A     N/A    N/A    N/A     N/A     N/A
NET ASSETS END OF YEAR
 (MILLIONS).............   $   560    $1,625  $1,481  $1,345  $1,390  $1,464  $1,184   $902   $827    $712    $685
</TABLE>    
- -------
+ Initial sales charge or contingent deferred sales charge is not reflected.
++ Annualized.
* The Fund changed its fiscal year end from June 30 to March 31, effective
  March 31, 1998.
# Net investment income is based on average shares outstanding during the
  period.
 
 
                                       12
<PAGE>
 
EVERGREEN BALANCED FUND -- CLASS C SHARES
 
<TABLE>   
<CAPTION>
                                                                     CLASS C
                                                                   ------------
                                                                   PERIOD ENDED
                                                                    MARCH 31,
                                                                      1998*#
                                                                   ------------
<S>                                                                <C>
NET ASSET VALUE BEGINNING OF PERIOD...............................   $ 12.43
                                                                     -------
Income from investment operations:
 Net investment income............................................      0.05
 Net realized and unrealized gain on investments, futures
  contracts and foreign currency related transactions.............      0.75
                                                                     -------
Total from investment operations..................................      0.80
                                                                     -------
Less distributions:
 From net investment income.......................................     (0.09)
 From net realized gain on investments, futures contracts and
  foreign currency related transactions...........................     (0.26)
                                                                     -------
Total distributions...............................................     (0.35)
                                                                     -------
Net asset value, end of period....................................    $12.88
                                                                     =======
TOTAL RETURN+.....................................................     6.58%
RATIOS/SUPPLEMENTAL DATA
Ratios to average net assets:
 Total expenses...................................................     1.76%++
 Total expenses, excluding indirectly paid expenses...............     1.76%++
 Net investment income............................................     2.41%++
Portfolio turnover rate...........................................       76%
Average commission rate paid per share............................   $0.0594
NET ASSETS END OF PERIOD (THOUSANDS)..............................   $   829
</TABLE>    
- -------
+ Initial sales charge or contingent deferred sales charge is not reflected.
++ Annualized.
* For the period from January 22, 1998 (commencement of class operations) to
  March 31, 1998.
# Net investment income is based on average shares outstanding during the
  period.
 
                                       13
<PAGE>
 
- -------------------------------------------------------------------------------
 
                           DESCRIPTION OF THE FUNDS
 
- -------------------------------------------------------------------------------
 
INVESTMENT OBJECTIVES AND POLICIES
 
     Each Fund's investment objective is nonfundamental; as a result, a Fund
may change its objective without a shareholder vote. Each Fund has also
adopted certain fundamental investment policies which are mainly designed to
limit a Fund's exposure to risk. Each Fund's fundamental policies cannot be
changed without a shareholder vote. See the SAI for more information regarding
a Fund's fundamental investment policies or other related investment policies.
There can be no assurance that a Fund's investment objective will be achieved.
 
     In addition to the investment policies detailed below, each Fund may
employ certain additional investment strategies which are discussed in
"Investment Practices and Restrictions" below.
   
EVERGREEN FOUNDATION FUND     
   
     The investment objectives of EVERGREEN FOUNDATION FUND, in order of
priority, are reasonable income, conservation of capital and capital
appreciation. The Fund seeks to achieve these objectives by investing in a
combination of common stocks, preferred stocks, securities convertible into or
exchangeable for common stocks, corporate and U.S. government debt
obligations, and short-term debt instruments, such as commercial paper. The
Fund's common stock investments will include those which (at the time of
purchase) pay dividends and in the view of the Fund's investment advisor have
potential for capital enhancement.     
       
     The Fund's asset allocation will vary from time to time in accordance
with changing economic and market conditions, including: inflation rates,
business cycle trends, business regulations and tax law impacts on the
investment markets. The composition of its portfolio will be largely
unrestricted and subject to the discretion of the Fund's investment advisor.
Under normal circumstances, the Fund anticipates that at least 25% of its net
assets will consist of fixed income securities. The balance will be invested
in equity securities (including securities convertible into equity
securities).
 
     In selecting fixed income securities for the Fund's portfolio, emphasis
will be placed on issues expected to fluctuate little in value other than as a
result of changes in prevailing interest rates. The market values of the debt
obligations in the Fund's portfolio can be expected to vary inversely to
changes in prevailing interest rates. The Fund may at times emphasize the
generation of interest income by investing in high-yielding debt securities,
with short, medium or long-term maturities. While fixed income investments
will generally be made for the purpose of generating interest income,
investments in medium to long-term debt securities (i.e., those with
maturities from five to ten years and those with maturities over ten years,
respectively) may be made with a view to realizing capital appreciation when
the Fund's investment advisor believes changes in interest rates will lead to
an increase in the values of such securities. The fixed income portion of the
Fund's portfolio may include:
 
     1. Marketable obligations of, or guaranteed by, the U.S. government, its
agencies or instrumentalities, including issues of the U.S. Treasury, such as
bills, certificates of indebtedness, notes and bonds, and issues of agencies
and instrumentalities established under the authority of an act of Congress.
Some of these securities are supported by the full faith and credit of the
U.S. government, and others are supported only by the credit of the agency or
instrumentality. Agencies or instrumentalities whose securities are supported
by the full faith and credit of the United States include, but are not limited
to, the Federal Housing Administration, Export-Import Bank of the United
States, Small Business Administration and Government National Mortgage
Association. Agencies or instrumentalities whose securities are supported only
by the credit of the agency or instrumentality include the Interamerican
Development Bank and the International Bank for Reconstruction and
Development. These obligations are supported by appropriated but unpaid
commitments of their member countries. There are no assurances that the
commitments will be fulfilled in the future.
   
     2. Corporate obligations rated no lower than A by Moody's Investors
Service ("Moody's"), or A-2 by Standard and Poor's Rating Services ("S&P").
    
     3. Obligations of banks or banking institutions having total assets of
more than $2 billion which are members of the Federal Deposit Insurance
Corporation.
   
     4. Commercial paper of high quality (rated no lower than A-2 by S&P or
Prime-2 by Moody's or, if not rated, issued by companies which have an
outstanding long-term debt issue rated AAA or AA by S&P or Aaa or Aa by
Moody's). For a description of such ratings see the SAI.     
 
                                      14
<PAGE>
 
     Certain obligations may be entitled to the benefit of standby letters of
credit or similar commitments issued by banks and, in such instances, the
Fund's investment advisor will take into account the obligation of the bank in
assessing the quality of such security.
   
EVERGREEN TAX STRATEGIC FOUNDATION FUND     
   
     The investment objective of EVERGREEN TAX STRATEGIC FOUNDATION FUND is to
maximize the after-tax "total return" on its portfolio of investments. Total
return consists of current income and capital appreciation in the value of its
shares. The Fund seeks to achieve this objective by investing in common
stocks, preferred stocks and securities convertible into or exchangeable for
common stocks. It will also invest in debt obligations issued by states and
possessions of the United States and by the District of Columbia, and their
political subdivisions and duly constituted authorities, the interest from
which is exempt from federal income tax. Such securities are generally known
as Municipal Securities. The Fund may also invest in taxable debt securities.
(See "Investment Practices and Restrictions--Municipal Securities and Taxable
Fixed-Income Investments" below.)     
 
     To the extent that the Fund seeks capital appreciation, it expects that
its investments will provide growth over the long-term. Investments, however,
may be made on occasion for the purpose of short-term capital appreciation if
the Fund believes that such investments will benefit its shareholders. The
Fund may make investments in securities regardless of whether or not such
securities are traded on a national securities exchange. The values of
portfolio securities and their yields are expected to fluctuate over time
because of varying general economic and market conditions.
   
     The Fund's asset allocation will also vary from time to time in
accordance with changing economic and market conditions, including: inflation
rates, business cycle trends, business regulations and tax law impacts on the
investment markets. The composition of its portfolio will be largely
unrestricted and subject to the discretion of the Fund's investment advisor.
Under normal circumstances, the Fund anticipates that, at the close of each
quarter of its taxable year, at least 50% of the value of its total assets
will be invested in Municipal Securities. The balance will be invested in
equity securities (including securities convertible into equity securities).
    
     With respect to the fixed income portion of the Fund's portfolio,
emphasis will be placed on acquiring issues expected to fluctuate little in
value, except with changes in prevailing interest rates. The market values of
the Municipal Securities in the Fund's portfolio can be expected to vary
inversely to changes in prevailing interest rates. The Fund may at times
emphasize the generation of interest income by investing in high-yielding debt
securities, with short, medium or long-term maturities. Investment in medium
(i.e., with maturities from five to ten years) to long-term (i.e., with
maturities over ten years) debt securities may also be made with a view to
realizing capital appreciation when the Fund's investment advisor believes
that interest rates on such investments may decline, thereby increasing their
market value.
   
     In general, the Fund will invest predominately in Municipal Securities
only if they are determined to be of high or upper medium quality. These
include bonds rated BBB or higher by S&P or Baa or higher by Moody's or any
other nationally recognized statistical rating organization ("SRO"). The Fund
may purchase Municipal Securities which are unrated at the time of purchase,
if such securities are determined by the Fund's investment advisor to be of
comparable quality to such rated securities. Certain Municipal Securities
(primarily variable rate demand notes) may be entitled to the benefits of
standby letters of credit or similar commitments issued by banks and, in such
instances, the Fund's investment advisor will take into account the
obligations of the banks in assessing the quality of such securities. Medium
grade bonds are more susceptible to adverse economic conditions or changing
circumstances than higher grade bonds. For a description of such ratings see
the SAI.     
   
     Interest income on certain types of bonds issued after August 7, 1986 to
finance nongovernmental activities is an item of "tax-preference" subject to
the federal alternative minimum tax for individuals and corporations. To the
extent the Fund invests in these "private activity" bonds (some of which were
formerly referred to as "industrial development" bonds), individual and
corporate shareholders, depending on their status, may be subject to the
alternative minimum tax on that part of the Fund's distributions derived from
the bonds. As a matter of fundamental policy, 80% of the Fund's investments in
Municipal Securities will be invested in such securities, the interest from
which is not subject to the federal alternative minimum tax.     
   
EVERGREEN AMERICAN RETIREMENT FUND     
   
     The investment objectives of EVERGREEN AMERICAN RETIREMENT FUND in order
of priority are conservation of capital, reasonable income and capital growth.
The Fund offers a structured investment approach designed specifically for
retirees and persons contemplating retirement which may also be appropriate
for the qualified retirement plans of smaller companies.     
 
                                      15
<PAGE>
 
     The Fund will invest in a diversified and balanced portfolio of equity
and fixed income securities, with emphasis on income-producing securities
which appear to have potential for capital enhancement. Ordinarily, the Fund
anticipates that approximately 50% of its portfolio will consist of equity
securities (including securities convertible into equity securities) and 50%
of fixed income securities. The Fund's investment advisor may vary the amount
invested in each type of security in response to changing market conditions to
take advantage of relative undervaluation in either the stock or bond markets.
The Fund will, however, not make an additional investment in equity securities
if more than 75% of its total assets at the time the investment is made would
include investments in equity securities. Generally, approximately half of the
equity portion of the Fund's portfolio will be invested in common stocks which
the Fund's investment advisor believes will yield current income and have
potential for long-term capital growth and half in bonds and preferred stocks
convertible into such common stock.
 
     In addition, the Fund may invest up to 20% of its assets in securities of
foreign issuers.
 
     With respect to the fixed income portion of the Fund's portfolio,
emphasis will be placed on acquiring non-speculative issues expected to
fluctuate little in value, except with changes in prevailing interest rates.
The market value of the debt obligations in the Fund's portfolio can be
expected to vary inversely to changes in prevailing interest rates. The Fund
may at times emphasize the generation of interest income by investing in high-
yielding debt securities, with short and medium to long-term maturities.
Investment in medium (i.e., with maturities from five to ten years) to long-
term (i.e., with maturities over ten years) debt securities may also be made
with a view to realizing capital appreciation when the Fund's investment
advisor believes that interest rates on such investments may decline, thereby
increasing their market values.
 
     Normally, the Fund anticipates that approximately half of the fixed
income portion of the Fund's portfolio will be invested in marketable
obligations of, or guaranteed by, the U.S. government, its agencies or
instrumentalities which are supported by the full faith and credit of the
United States or by the right of the issuer to borrow from the U.S. Treasury.
These include issues of the Treasury, such as bills, certificates of
indebtedness, notes and bonds, and issues of agencies and instrumentalities
established under the authority of an act of Congress. Agencies or
instrumentalities whose securities are supported by the full faith and credit
of the United States include, but are not limited to, the Federal Housing
Administration, Export-Import Bank of the United States, Small Business
Administration and Government National Mortgage Association. Examples of
agencies or instrumentalities whose securities are supported by the right of
the issuer to borrow from the Treasury include, but are not limited to, the
Federal Home Loan Bank, Federal Intermediate Credit Banks, Federal National
Mortgage Association and Tennessee Valley Authority. The balance will be
invested in corporate obligations rated no lower than A by Moody's or S&P.
   
EVERGREEN BALANCED FUND     
        
     EVERGREEN BALANCED FUND seeks current income.     
 
     The Fund invests in a combination of equity and debt securities chosen
primarily for their potential for current income and secondarily, to the
extent consistent with the Fund's investment objective, for their potential
for capital appreciation. The Fund normally emphasizes securities having a
liberal current yield consistent with investment quality on which the interest
or dividend payments are considered reasonably secure. Under normal
circumstances, the Fund maintains at least 25% of its total assets in fixed
income senior securities. The Fund will invest, under normal circumstances, at
least 50% of its total assets in equity securities. The Fund may invest in any
type of security, including bonds, debentures and income obligations as well
as common and preferred stocks.
   
     Debt securities, which include both secured and unsecured obligations,
will generally, at the time of investment, be rated within the four highest
categories by S&P (AAA, AA, A and BBB), by Moody's (Aaa, Aa, A and Baa), by
Fitch IBCA, Inc. ("Fitch") (AAA, AA, A and BBB), or if not rated or rated
under a different system, will be of comparable quality to obligations so
rated, as determined by the Fund's investment advisor.     
   
 The Fund may also invest in limited partnerships, including master limited
partnerships, and in foreign securities (up to 25% of its assets). The Fund
may also invest up to 25% of its assets in below- investment grade securities
issued by the U.S. and foreign issuers having a rating range of BB to CCC by
S&P or Fitch and/or Ba to Caa by Moody's, or if unrated or rated under a
different system, believed by the Fund's investment advisor to be of
comparable quality.     
 
     Securities rated BB or lower by S&P or Fitch, or Ba or lower by Moody's,
are considered predominantly speculative with respect to the ability of the
issuer to meet principal and interest payments. For more information on below-
investment grade securities, see the SAI.
 
                                      16
<PAGE>
 
     The Fund's debt securities may include zero coupon bonds and payment-in-
kind securities ("PIKs").
   
     The Fund may invest in certain types of derivative instruments, including
mortgage-related securities, such as collateralized mortgage obligations, and
enter into interest rate transactions, such as "swaps," "caps," and "floors."
These vehicles can also be combined to create more complex products called
hybrid derivatives or structured securities. For more information see the SAI.
    
       
     In addition to the investment policies detailed above, the Funds may
employ certain additional investment strategies which are discussed in
"Investment Practices and Restrictions."
 
INVESTMENT PRACTICES AND RESTRICTIONS
 
Defensive Investments. The Funds may invest without limitation in high quality
money market instruments, such as notes, certificates of deposit or bankers'
acceptances, or U.S. government securities if, in the opinion of each Fund's
investment advisor, market conditions warrant a temporary defensive investment
strategy.
   
Borrowing. Each Fund may borrow from banks in an amount up to 33 1/3% of its
total assets, taken at market value. Each Fund may also borrow an additional
5% of its total assets from banks and others. A Fund may only borrow as a
temporary measure for extraordinary or emergency purposes such as the
redemption of Fund shares. A Fund will not purchase securities while
borrowings are outstanding except to exercise prior commitments and to
exercise subscription rights. In addition to borrowing for temporary or
emergency purposes, EVERGREEN AMERICAN RETIREMENT FUND may borrow for the
purpose of leveraging. See "Special Risk Considerations--Leverage" below.     
          
Securities Lending. In order to generate income and to offset expenses, the
Funds may lend portfolio securities to brokers, dealers and other financial
institutions. The Funds will only enter into loan arrangements with
creditworthy borrowers and will receive collateral in the form of cash or U.S.
government securities equal to at least 100% of the value of the securities
loaned. Loans of securities by the Funds may not exceed 33 1/3% of the value
of the Funds' total assets. There is a risk that when lending portfolio
securities, the securities may not be available to a Fund on a timely basis
and a Fund may, therefore, lose the opportunity to sell the securities at a
desirable price. Also, if the borrower files for bankruptcy or becomes
insolvent, a Fund's ability to dispose of the securities may be delayed.     
   
Illiquid Securities. Each 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 purposes of the foregoing 15% limit. The inability of a Fund to
dispose of illiquid or not readily marketable investments readily or at a
reasonable price could impair a Fund's ability to raise cash for redemptions
or other purposes.     
   
Restricted Securities. The Funds may invest in restricted securities,
including securities eligible for resale pursuant to Rule 144A under the
Securities Act of 1933 (the "1933 Act"). Generally, Rule 144A establishes a
safe harbor from the registration requirements of the 1933 Act for resale by
large institutional investors of securities not publicly traded in the United
States. Each Fund's investment advisor determines the liquidity of Rule 144A
securities according to guidelines and procedures adopted by the Trust's Board
of Trustees. The Board of Trustees monitors the investment advisor's
application of those guidelines and procedures. Securities eligible for resale
pursuant to Rule 144A, which a Fund's investment advisor has determined to be
liquid or readily marketable, are not subject to the 15% limit on illiquid
securities.     
 
Repurchase Agreements. The Funds may invest in repurchase agreements. A
repurchase agreement is an agreement by which a 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. A 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 a
Fund to sell the security in the open market in the case of a default. In such
a case, a Fund may incur costs in disposing of the security which would
increase Fund expenses. A Fund's investment advisor will monitor the
creditworthiness of the firms with which a Fund enters into repurchase
agreements.
   
Reverse Repurchase Agreements. Each Fund may enter into reverse repurchase
agreements. A reverse repurchase agreement is an agreement by a Fund to sell a
security and repurchase it at a specified time and price. A Fund could lose
money if the market values of the obligations it sold decline below their
repurchase     
 
                                      17
<PAGE>
 
   
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 Funds.     
          
Options and Futures. EVERGREEN AMERICAN RETIREMENT FUND may write covered call
options on certain portfolio securities in an attempt to earn income and
realize a higher return on its portfolio. A call option may not be written by
the Fund if afterwards securities comprising more than 15% of the market value
of the equity securities of the Fund would be subject to call options. The
Fund realizes income from the premium paid to it in exchange for writing the
call option. Once it has written a call option on a portfolio security and
until the expiration of such option, the Fund forgoes the opportunity to
profit from increases in the market price of such security in excess of the
exercise price of the call option. Should the price of the security on which a
call has been written decline, the Fund retains the risk of loss, which would
be offset to the extent the Fund has received premium income. The Fund will
only write "covered" call options traded on U.S. national securities
exchanges. An option will be deemed covered when either (i) the Fund owns the
security (or securities convertible into such security) on which the option
has been written in an amount sufficient to satisfy the obligations arising
under the option, or (ii) the Fund's custodian maintains cash or high-grade
liquid debt securities belonging to the Fund in an amount not less than the
amount needed to satisfy the Fund's obligations with respect to such options.
A "closing purchase transaction" may be entered into with respect to a call
option written by the Fund for the purpose of closing its position.     
   
     EVERGREEN AMERICAN RETIREMENT FUND may also purchase futures contracts,
including futures contracts based on securities indices, and write options on
such contracts. The Fund intends to enter into such contracts and related
options for hedging purposes. The Fund may enter into other types of futures
contracts that may become available and relate to the securities held by the
Fund.     
   
     EVERGREEN BALANCED 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.     
   
     EVERGREEN BALANCED 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 also write covered call options on its portfolio
securities to attempt to increase its current income. The Fund will maintain
its positions in securities, option rights and segregated cash subject to puts
and calls until the options are exercised, closed or have expired. An option
position may be closed out only on an exchange which provides a secondary
market for an option of the same series.     
   
     EVERGREEN BALANCED FUND may write covered call and put options. By
writing a call option, a 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, a 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 Funds may also write straddles
(combinations of covered puts and calls on the same underlying security).     
   
     EVERGREEN BALANCED 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 prices upon exercise.     
   
     EVERGREEN BALANCED FUND may also, as previously stated, purchase futures
contracts and options thereon. 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 specific
agencies or instrumentalities     
 
                                      18
<PAGE>
 
   
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.     
   
     EVERGREEN BALANCED FUND may also enter into currency and other financial
futures contracts and write options on such contracts. The Fund intends to
enter into such contracts and related options for hedging purposes. The Fund
will enter into futures on securities, currencies or index-based futures
contracts in order to hedge against changes in interest or exchange rates or
securities prices. A futures contract on securities or currencies is an
agreement to buy or sell securities or currencies during a designated month at
whatever price exists at that time. A futures contract on a securities index
does not involve the actual delivery of securities, but merely requires the
payment of a cash settlement based on changes in the securities index. The
Fund does not make payment or deliver securities upon entering into a futures
contract. Instead, it puts down a margin deposit, which is adjusted to reflect
changes in the value of the contract and which remains in effect until the
contract is terminated.     
   
     The Fund may sell or purchase currency and other financial futures
contracts. When a futures contract is sold by a Fund, the profit on the
contract will tend to rise when the value of the underlying securities or
currencies declines and to fall when the value of such securities or
currencies increases. Thus, the Fund sells futures contracts in order to
offset a possible decline in the profit on the 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. The Fund will continue to be required to maintain the
margin deposits on the contract and to complete the contract according to its
terms, in which case the Fund would continue to bear market risk on the
transaction.     
   
Risk Characteristics of Options and Futures. Although options and futures
transactions are intended to enable the Funds to manage market, exchange or
interest rate risks, these investment devices can be highly volatile, and the
Funds use of them could result in poorer performance (i.e., a Fund's returns
may be reduced). A Fund attempts 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 a Fund uses financial futures contracts and
options on financial futures contracts as hedging devices, there is a risk
that the prices of the securities subject to the financial futures contracts
and options on financial futures contracts may not correlate perfectly with
the prices of the securities in the Fund's portfolio. This may cause the
financial futures contract and any related options to react to market changes
differently than the portfolio securities. In addition, a Fund's investment
advisor could be incorrect in its expectations and forecasts about the
direction or extent of market factors, such as interest rates, securities
price movements and other economic factors. Even if a Fund's investment
advisor correctly predicts interest rate movements, a hedge could be
unsuccessful if changes in the value of the Fund's futures position did not
correspond to changes in the value of its financial futures contracts. A
Fund's ability to establish and close out financial futures contracts and
options on financial futures contracts positions depends on this secondary
market. If a 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.     
   
When Issued, Delayed Delivery and Forward Commitment Transactions. Each 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 a 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, a Fund relies on the other party
to consummate the transaction; if the other party fails to do so, a Fund may
be disadvantaged. Each Fund does not intend to purchase when-issued securities
for speculative purposes, but only in furtherance of its investment objective.
    
                                      19
<PAGE>
 
   
Municipal Securities. As noted above, EVERGREEN TAX STRATEGIC FOUNDATION FUND
may invest in Municipal Securities, which include municipal bonds, short-term
municipal notes and tax exempt commercial paper. "Municipal bonds" are debt
obligations issued to obtain funds for various public purposes that are exempt
from federal income tax in the opinion of issuer's counsel. The two principal
classifications of municipal bonds are "general obligation" and "revenue"
bonds. General obligation bonds are secured by the issuer's pledge of its full
faith, credit and taxing power for the payment of principal and interest.
Revenue bonds are payable only from the revenues derived from a particular
facility or class of facilities or, in some cases, from the proceeds of a
special excise tax or other specific source such as from the user of the
facility being financed. The term "municipal bonds" also includes "moral
obligation" issues which are normally issued by special purpose authorities.
Industrial development bonds ("IDBs") and private activity bonds ("PABs") are
in most cases revenue bonds and are not payable from the unrestricted revenues
of the issuer. The credit quality of IDBs and PABs is usually directly related
to the credit standing of the corporate user of the facilities being financed.
Participation interests are interests in municipal bonds, including IDBs and
PABs, and floating and variable rate obligations that are owned by banks.
These interests carry a demand feature permitting the holder to tender them
back to the bank, which demand feature is backed by an irrevocable letter of
credit or guarantee of the bank. A put bond is a municipal bond which gives
the holder the unconditional right to sell the bond back to the issuer at a
specified price and exercise date, which is typically well in advance of the
bond's maturity date. "Short-term municipal notes" and "tax exempt commercial
paper" include tax anticipation notes, bond anticipation notes, revenue
anticipation notes and other forms of short-term loans. Such notes are issued
with a short-term maturity in anticipation of the receipt of tax funds, the
proceeds of bond placements and other revenues.     
   

Floating Rate and Variable Rate Obligations. The Municipal Securities in which
EVERGREEN TAX STRATEGIC FOUNDATION FUND may invest also include certain
variable rate and floating rate municipal obligations with or without demand
features. These variable rate securities do not have fixed interest rates;
rather, the rates fluctuate based upon changes in specified market rates, such
as the prime rate, or are adjusted at predesignated periodic intervals.
Certain of these obligations may carry a demand feature that gives EVERGREEN
TAX STRATEGIC FOUNDATION FUND the right to demand prepayment of the principal
amount of the security prior to its maturity date. The demand obligation may
or may not be backed by letters of credit or other guarantees of banks or
other financial institutions. Such guarantees may enhance the quality of the
security. EVERGREEN TAX STRATEGIC FOUNDATION FUND will limit the value of its
investments in any floating or variable rate securities which are not readily
marketable and in all other not readily marketable securities to 15% or less
of its net assets. EVERGREEN TAX STRATEGIC FOUNDATION FUND may invest no more
than 5% of its total assets in variable and floating rate securities.     
          
Stand-By Commitments. EVERGREEN TAX STRATEGIC FOUNDATION FUND may also acquire
"stand-by commitments" with respect to Municipal Securities held in its
portfolio. Under a stand-by commitment, a dealer agrees to purchase, at the
Fund's option, specified Municipal Securities at a specified price. Failure of
the dealer to purchase such Municipal Securities may result in the Fund
incurring a loss or missing an opportunity to make an alternative investment.
EVERGREEN TAX STRATEGIC FOUNDATION FUND expects that stand-by commitments
generally will be available without the payment of direct or indirect
consideration. However, if necessary and advisable, the Fund may pay for
stand-by commitments either separately in cash or by paying a higher price for
portfolio securities which are acquired subject to such a commitment (thus
reducing the yield to maturity otherwise available for the same securities).
The total amount paid in either manner for outstanding stand-by commitments
held in EVERGREEN TAX STRATEGIC FOUNDATION FUND 'S portfolio will not exceed
10% of the value of its net assets calculated immediately after each stand-by
commitment is acquired. The Fund will maintain cash or liquid securities in a
segregated account with its custodian in an amount equal to such commitments.
The Fund will enter into stand-by commitments only with banks and broker-
dealers that, in the judgment of the Fund's investment advisor, present
minimal credit risks.     
   
Taxable Fixed-Income Investments. EVERGREEN TAX STRATEGIC FOUNDATION FUND may
temporarily invest up to 20% of its net assets in taxable securities under any
one or more of the following circumstances: (1) pending investment of proceeds
of sale of Fund shares or of portfolio securities, (2) pending settlement of
purchases of portfolio securities, and (3) to maintain liquidity for the
purpose of meeting anticipated redemptions. In addition, the Fund may
temporarily invest in taxable securities for defensive purposes. A Fund may
invest for defensive purposes during periods when a Fund's assets available
for investment exceed the available Municipal Securities that meet a Fund's
quality and other investment criteria. Taxable securities in which a Fund may
invest on a short-term basis include obligations of the U.S. government, its
agencies or instrumentalities, including repurchase agreements with banks or
securities dealers involving such securities; time deposits maturing in not
more than seven days; other debt securities rated within the two highest
ratings assigned by any major rating service;     
 
                                      20
<PAGE>
 
commercial paper rated in the highest grade by Moody's, S&P or any SRO; and
certificates of deposit issued by U.S. branches of U.S. banks with assets of
$1 billion or more.
 
Downgrades. If any security invested in by any of the Funds loses its rating
or has its rating reduced after a Fund has purchased it, a Fund is not
required to sell or otherwise dispose of the security, but may consider doing
so.
 
SPECIAL RISK CONSIDERATIONS
   
Foreign Investments. Investments by a Fund in 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 a Fund's investment advisor before making this type of investment.     
 
     Investing in securities of issuers in emerging markets countries involves
exposures to economic systems that are generally less mature and political
systems that are generally less stable than those of developed countries. In
addition, investing in companies in emerging markets countries may also
involve exposure to national policies that may restrict investment by
foreigners and undeveloped legal systems governing private and foreign
investments and private property. The typically small size of the markets for
securities issued by companies in emerging markets countries and the
possibility of a low or nonexistent volume of trading in those securities may
also result in a lack of liquidity and in price volatility of those
securities.
   
Foreign Currency Transactions. When a Fund invests in foreign securities, they
usually will be denominated in foreign currencies, and a Fund temporarily may
hold funds in foreign currencies. Thus, the value of a 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, a 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 or receive when the contract is completed) is fixed when the 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. A
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 a
Fund will attempt to benefit from using forward contracts, the success of its
hedging strategy will depend on the investment 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 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 a Fund. Although the Funds do not currently
intend to do so, they may also purchase and sell options related to foreign
currencies. The Funds do not intend to enter into foreign currency
transactions for speculation or leverage.     
   
Lower-Rated Securities. EVERGREEN AMERICAN RETIREMENT FUND and EVERGREEN
BALANCED FUND may invest a portion of their assets in securities rated below
Baa by Moody's or BBB by S&P (commonly known as "junk bonds"). Lower-rated and
comparable unrated securities (collectively referred to in this discussion as
"lower-rated securities") will likely have some quality and protective
characteristics that, in the judgment of the rating organization, are out-
weighted by large uncertainties or major risk exposures to adverse conditions;
and are predominantly speculative with respect to the issuer's capacity to pay
interest and repay principal in accordance with the terms of the obligation.
       
     While the market values of lower-rated securities tend to react less to
fluctuations in interest rate levels than the market values of higher rated
securities, the market values of certain lower-rated securities also tend to
be more sensitive to individual corporate developments and changes in economic
conditions than higher-rated securities. In addition, lower-rated securities
generally present a higher degree of credit risk. Issuers of lower-rated
securities are often highly leveraged and may not have more traditional
methods of financing available to     
 
                                      21
<PAGE>
 
   
them so that their ability to service their debt obligations during an
economic downturn or during sustained periods of rising interest rates may be
impaired. The risk of loss due to default by such issuers is significantly
greater because lower-rated securities generally are unsecured and frequently
are subordinated to the prior payment of senior indebtedness. A Fund may incur
additional expenses to the extent that it is required to seek recovery upon a
default in the payment of principal or interest on its portfolio holdings. The
existence of limited markets for lower-rated securities may diminish a Fund's
ability to obtain accurate market quotations for purposes of valuing such
securities and calculating its net asset value. For additional information
about the possible risks of investing in junk bonds, see "Investment
Objectives and Policies--Junk Bonds" in the SAI.     
   
Investments Related to Real Estate. Each Fund may invest up to 15% of its net
assets in investments related to real estate, including real estate investment
trusts ("REITS"). Risks associated with investments in securities of companies
in the real estate industry include: declines in the value of real estate;
risks related to general and local economic conditions; overbuilding and
increased competition; increases in property taxes and operating expenses;
changes in zoning laws; casualty or condemnation losses; variations in rental
income; changes in neighborhood values; the appeal of properties to tenants;
and increases in interest rates. In addition, equity real estate investment
trusts may be affected by changes in the values of the underlying property
owned by the trusts, while mortgage real estate investment trusts may be
affected by the quality of credit extended. Equity and mortgage real estate
investment trusts are dependent upon management skills, may not be diversified
and are subject to the risks of financing projects. Such trusts are also
subject to heavy cash flow dependency, defaults by borrowers, self liquidation
and the possibility of failing to qualify for tax-free pass-through of income
under the Internal Revenue Code of 1986, as amended (the "Code") and to
maintain exemption from the Investment Company Act of 1940, as amended (the
"1940 Act"). In the event an issuer of debt securities collateralized by real
estate defaulted, it is conceivable that a Fund could end up holding the
underlying real estate.     
   
Leverage. The utilization of leverage by the EVERGREEN AMERICAN RETIREMENT
FUND involves certain risks described below. For example, leveraging may
exaggerate changes in the net asset value of the Fund's shares and in the
yield on the Fund's portfolio. Although the principal of the Fund's borrowings
will be fixed, the Fund's assets may change in value during the time the
borrowings are outstanding. Borrowing will create interest expenses for the
Fund which can exceed the income from the assets retained. To the extent the
income derived from securities purchased with borrowed funds exceeds the
interest the Fund will have to pay, the Fund's net income will be greater than
if borrowing were not used. Conversely, if the income from the assets retained
with borrowed funds is not sufficient to cover the cost of borrowing, the net
income of a Fund will be less than if borrowing were not used, and therefore
the amount available for distribution to shareholders as dividends will be
reduced.     
 
Other Investment Restrictions. Each Fund has adopted additional investment
restrictions that are set forth in the SAI. Unless otherwise noted, the
restrictions and policies set forth above are not fundamental and may be
changed without shareholder approval. Shareholders will be notified of any
changes in policies that are not fundamental.
 
- -------------------------------------------------------------------------------
 
                      ORGANIZATION AND SERVICE PROVIDERS
 
- -------------------------------------------------------------------------------
 
ORGANIZATION
 
Fund Structure. Each Fund is an investment pool, which invests shareholders'
money toward a specified goal. Each 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 Funds' activities, reviewing,
among other things, the Funds' performance and their 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 a Fund are redeemable, transferable and freely
assignable as collateral. The Trust may establish additional classes or series
of shares.     
 
                                      22
<PAGE>
 
   
     The Funds do not hold annual shareholder meetings; the Funds 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 Funds are prepared to assist
shareholders in communicating with one another for the purpose of convening a
meeting to elect Trustees.     
 
SERVICE PROVIDERS
   
Investment Advisors. The investment advisor to EVERGREEN FOUNDATION FUND,
EVERGREEN TAX STRATEGIC FOUNDATION FUND and EVERGREEN AMERICAN RETIREMENT FUND
is Evergreen Asset Management Corp. ("Evergreen Asset"). Evergreen Asset is
located at 2500 Westchester Avenue, Purchase, New York 10577 and is a
subsidiary of First Union Corporation ("First Union"). First Union is located
at 301 South College Street, Charlotte, North Carolina 28288-0630.     
   
     As investment advisor to EVERGREEN FOUNDATION FUND, EVERGREEN TAX
STRATEGIC FOUNDATION FUND and EVERGREEN AMERICAN RETIREMENT FUND, Evergreen
Asset manages each Fund's investments, provides various administrative
services and supervises each Fund's daily business affairs, subject to the
authority of the Trustees. Evergreen Asset is entitled to receive from each of
EVERGREEN FOUNDATION FUND, EVERGREEN TAX STRATEGIC FOUNDATION FUND and
EVERGREEN AMERICAN RETIREMENT FUND, an annual percentage of its average daily
net assets, as follows:     
 
<TABLE>   
<CAPTION>
                                                        AGGREGATE NET
                                                      ASSET VALUE OF THE
         MANAGEMENT FEE                                SHARES OF A FUND
         --------------                            ------------------------
      <S>                                          <C>
      EVERGREEN AMERICAN RETIREMENT FUND:
        0.75% of the first                            $ 750,000,000; and
        0.70% of amounts over                           $750,000,000.
<CAPTION>
                                                       AGGREGATE NET
                                                     ASSET VALUE OF THE
         MANAGEMENT FEE                               SHARES OF A FUND
         --------------                            ------------------------
      <S>                                          <C>
      EVERGREEN FOUNDATION FUND AND EVERGREEN TAX
       STRATEGIC FOUNDATION FUND:
        0.875% of the first                           $ 750,000,000; and
        0.750% of the next                            $ 250,000,000; and
        0.700% of amounts over                         $1,000,000,000.
 
     The investment advisor to EVERGREEN BALANCED FUND is Keystone Investment
Management Company ("Keystone"). Keystone has provided investment advisory and
management services to investment companies and private accounts since it was
organized in 1932. Keystone is located at 200 Berkeley Street, Boston,
Massachusetts 02116-5034, and is an indirect subsidiary of First Union
National Bank ("FUNB"), which is a subsidiary of First Union. 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.
 
     EVERGREEN BALANCED FUND pays Keystone a fee for its services at the
annual rate set forth below:
 
<CAPTION>
                                                    1.5% OF GROSS DIVIDEND
                                                   AND INTEREST INCOME PLUS
                                                    ASSET VALUE OF THE
                                                       AGGREGATE NET       
        MANAGEMENT FEE                               SHARES OF THE FUND
         --------------                            ------------------------
      <S>                                          <C>
      0.60% of the first                              $100,000,000; plus
      0.55% of the next                               $100,000,000; plus
      0.50% of the next                               $100,000,000; plus
      0.45% of the next                               $100,000,000; plus
      0.40% of the next                               $100,000,000; plus
      0.35% of the next                               $500,000,000; plus
      0.30% of amounts over                            $1,000,000,000.
</TABLE>    
 
     Keystone's fee is computed as of the close of business each business day
and is payable monthly.
   
     The total expenses as a percentage of average daily net assets on an
annual basis of EVERGREEN FOUNDATION FUND, EVERGREEN TAX STRATEGIC FOUNDATION
FUND and EVERGREEN AMERICAN RETIREMENT FUND for the fiscal year ended March
31, 1998 and of EVERGREEN BALANCED FUND for the period ended March 31, 1998,
are set forth in the section entitled "Financial Highlights." Such expenses
reflect all voluntary advisory fee waivers and expense reimbursements which
may be revised or terminated at any time.     
 
                                      23
<PAGE>
 
   
Portfolio Managers. Stephen A. Lieber and James T. Colby, III have served as
the portfolio managers for EVERGREEN TAX STRATEGIC FOUNDATION FUND since its
inception. Mr. Lieber and Mr. Colby are assisted in the management of the Fund
by Gary R. Buesser, C.F.A. Mr. Lieber, who is Chairman and Co-Chief Executive
Officer of Lieber & Co. and Evergreen Asset, makes all allocation decisions
and investment decisions for the equity portion of the portfolio. Mr. Leiber
was the founding Partner of Lieber & Co. in 1969 and served as Senior Partner
until June, 1994. Mr. Colby manages the fixed-income portion of the portfolio.
Mr. Colby has served as a fixed-income portfolio manager with Evergreen Asset
since 1992. Mr. Buesser joined Lieber & Co. as an analyst in 1996. Previously,
he was a portfolio manager/analyst with Cohen Asset Management from August
1992 through December 1995 and Shearson Lehman Brothers from January 1985
through August 1992. Mr. Lieber is also the portfolio manager for EVERGREEN
FOUNDATION FUND.     
   
     The portfolio manager for EVERGREEN AMERICAN RETIREMENT FUND is Irene D.
O'Neill, C.F.A. Ms. O'Neill has served as the Fund's principal manager since
its inception, and has been associated with Evergreen Asset and its
predecessor since 1981. Ms. O'Neill is assisted in the management of the Fund
by Natalie Kucharski, C.F.A. Since 1985 Ms. Kucharski has served as an analyst
at Lieber & Co. in the insurance, health care services and telecommunications
industries.     
   
     Chris Conkey and Judith Warners have co-managed EVERGREEN BALANCED FUND
since June, 1998. Mr. Conkey, Chief Investment Officer of Fixed Income and the
Head of High Grade Bond Team at Keystone, manages the fixed income side of
EVERGREEN BALANCED FUND and Ms. Warners, Vice President of Keystone, manages
the equity portion of the Fund. During the past five years at Keystone, Mr.
Conkey has served as portfolio manager of several high grade fixed income
funds, several high grade-high yield fixed income funds and several off-shore
closed-end fixed income funds. Ms. Warners has over 15 years of investment
experience with Keystone and has managed Evergreen Blue Chip Fund since
January, 1995.     
          
Sub-Advisor. Evergreen Asset has entered into sub-advisory agreements
with Lieber & Co. which provide that Lieber & Company's research department
and staff will furnish Evergreen Asset with information, investment
recommendations, advice and assistance, and will be generally available for
consultation on the portfolios of EVERGREEN FOUNDATION FUND, EVERGREEN TAX
STRATEGIC FOUNDATION FUND and EVERGREEN AMERICAN RETIREMENT FUND. Lieber & Co.
is 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 EVERGREEN FOUNDATION FUND, EVERGREEN TAX
STRATEGIC FOUNDATION FUND and EVERGREEN AMERICAN RETIREMENT FUND for the
services provided by Lieber & Co. The address of Lieber & Co. is 2500
Westchester Avenue, Purchase, New York 10577. Lieber & Co. is an indirect,
wholly-owned, subsidiary of First Union.     
   
Administrator. Evergreen Investment Services, Inc. ("EIS"), 200 Berkeley
Street, Boston, Massachusetts 02116-5034, serves as administrator to the
Funds. As administrator, and subject to the supervision and control of the
Trust's Board of Trustees, EIS provides the Funds 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 Funds at a rate
based on the total assets of all mutual funds advised by First Union
subsidiaries and administered by EIS. The administration fee is calculated in
accordance with the following schedule.     
        
     Administration Fee:     
 
   

     EVERGREEN FOUNDATION FUND, EVERGREEN TAX STRATEGIC FOUNDATION FUND, 
EVERGREEN AMERICAN RETIREMENT FUND:
     ---------------------------------------------------------------------------
    
<TABLE>   
      <S>                              <C>                 <C>
        0.060% on the first                $ 7 billion
        0.0425% on the next                $ 3 billion
        0.035% on the next                 $ 5 billion
        0.025% on the next                 $10 billion
        0.019% on the next                $ 5 billion, and
        0.014% on assets in excess of      $30 billion
</TABLE>    
 
<TABLE>   
<CAPTION>

      EVERGREEN BALANCED FUND:
      ------------------------
      <S>                              <C>                 <C>
        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, and
        0.010% on assets in excess of      $30 billion
</TABLE>    
 
 
                                      24
<PAGE>
 
       
          
Transfer Agent and Dividend Disbursing Agent. Evergreen Service Company
("ESC"), 200 Berkeley Street, Boston, Massachusetts 02116-5034, acts as each
Fund's transfer agent and dividend disbursing agent. ESC is an indirect,
wholly-owned subsidiary of First Union.     
   
Custodian. State Street Bank and Trust Company, P.O. Box 9021, Boston,
Massachusetts 02205-9827, acts as each 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 Funds. EDI is not affiliated with
First Union.     
 
DISTRIBUTION PLANS AND AGREEMENTS
   
Distribution Plans. Each Fund's Class A, Class B and Class C shares pay for
the expenses associated with the distribution of its shares according to a
distribution plan that it has adopted pursuant to Rule 12b-1 under the 1940
Act (each a "Plan" or collectively the "Plans"). Under the Plans, each Fund
may incur distribution-related and shareholder servicing-related expenses
which are based upon a maximum annual rate as a percentage of each Fund's
average daily net assets attributable to the Class, as follows:     
 
<TABLE>   
      <S>                                     <C>
      Class A shares......................... 0.75% (currently limited to 0.25%)
      Class B shares......................... 1.00%
      Class C shares......................... 1.00%
</TABLE>    
   
     Of the amount that each Class may pay under its respective Plan, up to
0.25% may constitute a service fee to be used to compensate organizations,
which may include each Fund's investment advisor or their affiliates, for
personal services rendered to shareholders and/or the maintenance of
shareholder accounts. The Funds may not pay any distribution or service fees
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 each Fund.     
 
Distribution Agreements. Each Fund has also entered into a distribution
agreement (each a "Distribution Agreement" or collectively the "Distribution
Agreements") with EDI. Pursuant to the Distribution Agreements, each Fund will
compensate EDI for its services as distributor based upon the maximum annual
rate as a percentage of each Fund's average daily net assets attributable to
the Class, as follows:
 
<TABLE>
      <S>                                                                  <C>
      Class A shares...................................................... 0.25%
      Class B shares...................................................... 1.00%
      Class C shares...................................................... 1.00%
</TABLE>
   
     The Distribution Agreements provide that EDI will use the distribution
fee received from each Fund for payments (1) to compensate broker-dealers or
other persons for distributing shares of a Fund, including interest and
principal payments made in respect of amounts paid to broker-dealers or other
persons that have been financed (EDI may assign its rights to receive
compensation under the Plans to secure such financings), (2) to otherwise
promote the sale of shares of a Fund, and (3) to compensate broker-dealers,
depository institutions and other financial intermediaries for providing
administrative, accounting and other services with respect to a 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.     
 
     In the event a 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 it 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 a Fund in subsequent fiscal years.
   
     The Plans are in compliance with the Conduct Rules of the National
Association of Securities Dealers, Inc. ("NASD") 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-     
 
                                      25
<PAGE>
 
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.
 
- -------------------------------------------------------------------------------
 
                       PURCHASE AND REDEMPTION OF SHARES
 
- -------------------------------------------------------------------------------
 
HOW TO BUY SHARES
   
     You may purchase shares of any of the Funds through broker-dealers, banks
or other financial intermediaries, or directly through EDI. In addition, you
may purchase shares of any of the Funds by mailing to that Fund, c/o ESC, P.O.
Box 2121, Boston, Massachusetts 02106-2121, a completed application and a
check payable to the applicable 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. Subsequent
investments in any amount may be made by check, by wiring federal funds, by
direct deposit or by an electronic funds transfer.     
   
     The minimum initial investment is $1,000, which may be waived in certain
situations. There is no minimum amount for subsequent investments. Investments
of $25 or more are allowed under the Systematic Investment Plan. See the
application for more information. Only Class A, Class B and Class C shares are
offered through this prospectus (see "General Information" -- "Other Classes
of Shares").     
 
Class A Shares -- Front-End Sales Charge Alternative. You may purchase Class A
shares of each Fund at net asset value plus an initial sales charge on
purchases under $1,000,000. You may purchase $1,000,000 or more of Class A
shares without a front-end sales charge; however, a contingent deferred sales
charge ("CDSC") equal to the lesser of 1% of the purchase price or the
redemption value will be imposed on shares redeemed during the month of
purchase and the 12-month period following the month of purchase. The schedule
of charges for Class A shares is as follows:
 
                             INITIAL SALES CHARGE
 
<TABLE>   
<CAPTION>
                         AS A % OF THE NET AS A % OF THE          COMMISSION TO DEALER/AGENT
AMOUNT OF PURCHASE        AMOUNT INVESTED  OFFERING PRICE          AS A % OF 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; 0.50% of the amount
                                                          invested over $2,999,999, up to $4,999,999;
                                                            and 0.25% 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 a Fund by the broker-dealer; (e) shareholders of record on
October 12, 1990 in any series of Evergreen Investment Trust in existence on
that date, and the members of their immediate families; (f) current and
retired employees of FUNB and its affiliates, EDI and any broker-dealer with
whom EDI has entered into an agreement to sell shares of the Funds, and
members of the immediate families of such employees; (g) and upon the initial
purchase of an Evergreen fund by investors reinvesting the proceeds from a
redemption within the preceding thirty days of shares of other mutual funds,
provided such shares were initially purchased with a front-end sales charge or
subject to a CDSC; and (h) all qualified plan customers holding Evergreen
Class Y shares in connection with a rollover into an individual     
 
                                      26
<PAGE>
 
   
retirement account. Certain broker-dealers or other financial institutions may
impose a fee on transactions in shares of the Funds.     
   
     Class A shares may also be purchased at net asset value by a corporation
or certain other qualified retirement plan 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 a 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.     
   
     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 Funds. In
addition to compensation paid at the time of sale, entities whose clients have
purchased Class A shares may receive a service fee equal to 0.25% of the
average daily 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 a Fund's Concurrent Purchases, Rights of
Accumulation, Letter of Intent, certain Retirement Plans and Reinstatement
Privilege. See "Sales Charge Waivers or Reductions" in the SAI 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.
 
<TABLE>
<CAPTION>
                                                                        CDSC
REDEMPTION TIMING                                                      IMPOSED
- -----------------                                                      -------
<S>                                                                    <C>
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.
</TABLE>
 
     The CDSC is deducted from the amount of the redemption and is paid to
EDI. In the event a Fund acquires the assets of other mutual funds, the CDSC
may be paid by EDI to the distributors of the acquired funds. Class B shares
are subject to higher distribution and/or shareholder service fees than Class
A shares for a period of seven years after the month of purchase (after which
it is expected that they will convert to Class A shares without imposition of
a front-end sales charge). The higher fees mean a higher expense ratio, so
Class B shares pay correspondingly lower dividends and may have a lower net
asset value than Class A shares. The Funds 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
a higher distribution services fee 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. The CDSC applicable to Class B Shares will be waived on
redemptions made by certain employer-sponsored retirement or savings plans,
including eligible 401(k) plans. See "Sales Charge Waivers or Reductions" in
the SAI for additional information.
 
 
                                      27
<PAGE>
 
   
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 a
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 Funds will not normally accept any purchase of Class C
shares in the amount of $500,000 or more. No CDSC will be imposed on Class C
shares purchased by institutional investors and through employee benefit and
savings plans eligible for the exemption from front-end sales charges
described under "Class A Shares-Front End Sales Charge Alternative," above.
Broker-dealers and other financial intermediaries whose clients have purchased
Class C shares may receive a trailing commission equal to 0.75% of the average
daily net asset value of such shares on an annual basis held by their clients
more than one year from the date of purchase. 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 a Fund
did not pay a commission on issuance, including shares obtained from dividend
or distribution reinvestment, are not subject to a CDSC. Any CDSC imposed upon
the redemption of Class A, Class B or Class C shares is a percentage of the
lesser of (1) the net asset value of the shares redeemed or (2) the net asset
value at the time of purchase of such shares.     
 
     No CDSC is imposed on a redemption of shares of a 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 Funds may also sell Class A, Class B or Class C shares at net asset
value without any initial sales charge or a CDSC to certain Directors,
Trustees, officers and employees of the Funds, Keystone, FUNB, Evergreen
Asset, EDI and certain of their affiliates, and to members of the immediate
families of such persons, to registered representatives of firms with dealer
agreements with EDI, and to a bank or trust company acting as a trustee for a
single account.
 
     See "Sales Charge Waivers or Reductions" in the SAI for additional
information.
 
How the Funds Value Their Shares. The net asset value of each Class of shares
of a Fund is calculated by dividing the value of the amount of a 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 a Fund are valued at their current market value determined
on the basis of market quotations or, if such quotations are not readily
available, such other methods as the Trustees believe would accurately reflect
fair value. Non-dollar denominated securities will be valued as of the close
of the Exchange at the closing price of such securities in their principal
trading markets.
 
General. The decision as to which Class of shares is more beneficial to you
depends on the amount of your investment and the length of time you will hold
it. If you are making a large investment, thus qualifying for a reduced sales
charge, you might consider Class A shares. If you are making a smaller
investment, you might consider Class B shares since 100% of your purchase is
invested immediately and since such shares will convert to Class A shares,
which incur lower ongoing distribution and/or shareholder service fees, after
seven years. If you are unsure of the time period of your investment, you
might consider Class C shares since there are no initial sales charges and,
although there is no conversion feature, the CDSC only applies to redemptions
made during the first year after the month of purchase. Consult your financial
intermediary for further information. The compensation received by broker-
dealers and agents may differ depending on whether they sell Class A, Class B
or Class C shares. There is no size limit on purchases of Class A shares.
 
     In addition to the discount or commission paid to broker-dealers, EDI may
from time to time pay to broker-dealers additional cash or other incentives
that are conditioned upon the sale of a specified minimum dollar amount of
shares of a Fund and/or other Evergreen funds. Such incentives will take the
form of payment for attendance at seminars, lunches, dinners, sporting events
or theater performances, or payment for travel, lodging
 
                                      28
<PAGE>
 
and entertainment incurred in connection with travel by persons associated
with a broker-dealer and their immediate family members to urban or resort
locations within or outside the United States. Such a dealer may elect to
receive cash incentives of equivalent amount in lieu of such payments. EDI may
also limit the availability of such incentives to certain specified dealers.
EDI from time to time sponsors promotions involving First Union Brokerage
Services, Inc., an affiliate of each Fund's investment adviser, and select
broker-dealers, pursuant to which incentives are paid, including gift
certificates and payments in amounts up to 1% of the dollar amount of shares
of a 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 a
Fund's investment adviser 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 a Fund or its investment
advisor incurs. If such investor is an existing shareholder, a 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
Funds 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 for cash, at the net
redemption value on any day the Exchange is open, either directly by writing
to the Fund, c/o ESC, or through your financial intermediary. The amount you
will receive is the net asset value adjusted for fractions of a cent (less any
applicable CDSC) next calculated after a Fund receives your request in proper
form. Proceeds generally will be sent to you within seven days. However, for
shares recently purchased by check, a 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. A 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 a 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 each
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.
Each 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 Year's Day, Martin
Luther King, Jr. Day, Presidents' Day, Good Friday, Memorial Day, Independence
Day, Labor Day, Thanksgiving Day and Christmas Day. Redemption requests
received after 4:00 p.m. (eastern time) will be processed using the net asset
value determined on the next business day. Such redemption requests must
include the shareholder's account name, as registered with a 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 a 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 sections 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 a Fund at a designated commercial bank.     
 
                                      29
<PAGE>
 
   
     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. Each 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 Funds, 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 Funds, ESC and EDI will not be liable when following instructions
received over the Evergreen Express Line or by telephone that ESC reasonably
believes are genuine.     
 
Evergreen Express Line. The Evergreen Express Line offers you specific fund
account information and price and yield quotations as well as the ability to
do account transactions, including investments, exchanges and redemptions. You
may access the Evergreen Express Line by dialing toll free 1-800-346-3858 on
any touch-tone telephone, 24 hours a day, seven days a week.
   
General. The sale of shares is a taxable transaction for federal income tax
purposes. The Funds may temporarily suspend the right to redeem their 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 Funds cannot dispose of their investments or fairly determine their
value; or (4) the SEC so orders. The Funds reserve 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 Funds have
elected to be governed by Rule 18f-1 under the 1940 Act pursuant to which each
Fund is obligated to redeem shares solely in cash, up to the lesser of
$250,000 or 1% of a 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. 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 a Fund upon 60 days' notice to shareholders and is only available
in states in which shares of a fund being acquired may lawfully be sold.     
 
     No CDSC will be imposed in the event shares are exchanged for shares of
the same class of other Evergreen funds. If you redeem shares, the CDSC
applicable to the shares of the Evergreen fund originally purchased for cash
is applied. Also, Class B shares will continue to age following an exchange
for the purpose of conversion to Class A shares and for the purpose of
determining the amount of the applicable CDSC.
   
Exchanges Through Your Financial Intermediary. A 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 a Fund and may
charge you for this service.     
   
Exchanges By Telephone And Mail. Exchange requests received by a 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     
 
                                      30
<PAGE>
 
   
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, each 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
a 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 Funds offer 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 a 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 a
Systematic Withdrawal Plan (the "Withdrawal Plan") by filling out the
appropriate part of the application. Under this Withdrawal 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 fund shares in your
account when the SWP was opened. Fund shares will be redeemed as necessary to
meet withdrawal payments. All participants must elect to have their dividends
and capital gain distributions reinvested automatically. Any applicable CDSC
will be waived with respect to redemptions occurring under a Withdrawal Plan
during a calendar year to the extent that such redemptions do not exceed 12%
of (1) the initial value of the account plus (2) the value, at the time of
purchase, of any subsequent investments.     
   
Investments Through Employee Benefit and Savings Plans. Certain qualified and
non-qualified employee benefit and savings plans may make shares of the Funds
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, Keystone or FUNB may provide compensation to
organizations providing administrative and recordkeeping services to plans
which make shares of the Evergreen funds available to their participants.     
 
Automatic Reinvestment Plan. For the convenience of investors, all dividends
and distributions are automatically reinvested in full and fractional shares
of a Fund at the net asset value per share at the close of business on the
record date, unless otherwise requested by a shareholder in writing. If the
transfer agent does not receive a written request for subsequent dividends
and/or distributions to be paid in cash at least three full business days
prior to a given record date, the dividends and/or distributions to be paid to
a shareholder will be reinvested.
   
Dollar Cost Averaging. Through dollar cost averaging you can invest a fixed
dollar amount each month or each quarter in any Evergreen fund. This results
in more shares being purchased when the selected fund's net asset value is
relatively low and fewer shares being purchased when the fund's net asset
value is relatively high and may result in a lower average cost per share than
a less systematic investment approach.     
   
     Prior to participating in dollar cost averaging, you must establish an
account in an Evergreen 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.
 
                                      31
<PAGE>
 
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 Funds have 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 Funds. Such
laws and regulations also prohibit banks from issuing, underwriting or
distributing securities in general. However, under the Glass-Steagall Act and
such other laws and regulations, a Member Bank or an affiliate thereof may act
as investment adviser, transfer agent or custodian to a registered open-end
investment company and may also act as agent in connection with the purchase
of shares of such an investment company upon the order of its customer. 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 and its affiliates being
prevented from continuing to perform the services required under the
investment advisory agreements or from acting as agent in connection with the
purchase of shares of the Funds by their customers. If FUNB and its affiliates
were prevented from continuing to provide the services called for under the
investment advisory agreements, it is expected that the Trustees would
identify, and call upon each Fund's shareholders to approve, new investment
advisers. If this were to occur, it is not anticipated that the shareholders
of any Fund would suffer any adverse financial consequences.     
 
- -------------------------------------------------------------------------------
 
                               OTHER INFORMATION
 
- -------------------------------------------------------------------------------
 
DIVIDENDS, DISTRIBUTIONS AND TAXES
 
     Each Fund intends to distribute its investment company taxable income
quarterly and net realized capital gains at least annually. Shareholders
receive Fund distributions in the form of additional shares of that class of
shares upon which the distribution is based or, at the shareholder's option,
in cash. Shareholders of a 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 a Fund's net asset value per share computed at the
end of that day after adjustment for the distribution. Net asset value is used
in computing the number of shares in both capital gains and income
distribution investments.
 
     Because Class A shares bear most of the costs of distribution of such
shares through payment of a front-end sales charge, while Class B and, when
applicable, Class C shares bear such expenses through a higher annual
distribution fee, expenses attributable to Class B shares and Class C shares
will generally be higher than those of Class A shares, and income
distributions paid by a 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 a Fund pays a distribution. Unless a 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. If a shareholder has elected to
receive dividends and/or capital gain distributions in cash and the postal or
other delivery service selected by ESC is unable to deliver checks to the
shareholder's address of record, such shareholder's distribution option will
automatically be converted to having all dividend and other distributions
reinvested in additional shares. No interest will accrue on amounts
represented by uncashed distributions or redemption checks.
   
     Each Fund has qualified and intends to continue to qualify as a regulated
investment company under the Code. While so qualified, it is expected that
each 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     
 
                                      32
<PAGE>
 
   
shareholders. The Code imposes a 4% nondeductible excise tax on regulated
investment companies, such as the Funds, to the extent they do not meet
certain distribution requirements by the end of each calendar year. The Funds
anticipate 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 Funds may be subject to foreign withholding taxes which would reduce
the yield on their investments. Tax treaties between certain countries and the
United States may reduce or eliminate such taxes. Shareholders of a Fund who
are subject to United States federal income tax may be entitled, subject to
certain rules and limitations, to claim a federal income tax credit or
deduction for foreign income taxes paid by the Fund. See the SAI for
additional details. A 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 Funds are 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 a Fund's transfer agent, that the investor's
social security number or taxpayer identification number is correct and that
the investor is not currently subject to backup withholding or is exempt from
backup withholding. A shareholder who acquires Class A shares of a Fund and
sells or otherwise disposes of such shares within 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 a Fund.     
   
     The Funds intend to distribute their net capital gains as capital gains
dividends. Shareholders should treat such dividends as long-term capital
gains. The Funds will designate capital gains distributions as such by a
written notice mailed to each shareholder no later than 60 days after the
close of each 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 long-term capital loss to the
extent of such capital gain dividend.     
   
     The foregoing discussion of federal income tax consequences is based on
tax laws and regulations in effect on the date of this prospectus and is
subject to change by legislative or administrative action. As the foregoing
discussion is for general information only, you should also review the
discussion of "Additional Tax Information" contained in the SAI. In addition,
you should consult your own tax adviser as to the tax consequences of
investments in a Fund, including the application of state and local taxes
which may be different from the federal income tax consequences described
above.     
 
GENERAL INFORMATION
   
Portfolio Turnover. The estimated annual portfolio turnover rate for each of
the Funds is not expected to exceed 100%. A portfolio turnover rate of 100%
would occur if all of a Fund's portfolio securities were replaced in one year.
The portfolio turnover rate experienced by a Fund directly affects the
transaction costs relating to the purchase and sale of securities which a Fund
bears directly. A high rate of portfolio turnover will increase such costs.
The portfolio turnover rates for each Fund are set forth under "Financial
Highlights."     
   
Portfolio Transactions. Consistent with the Conduct Rules of the NASD, and
subject to seeking best price and execution, a Fund may consider sales of its
shares as a factor in the selection of dealers to enter into portfolio
transactions with the Fund.     
   
Other Classes of Shares. Each Fund currently offers four classes of shares,
Class A, Class B, Class C and Class Y, and may in the future offer additional
classes. Class Y shares are not offered by this Prospectus and are only
available to (1) persons who at or prior to December 31, 1994, owned shares in
a mutual fund advised by Evergreen Asset, (2) certain institutional investors
and (3) investment advisory clients of FUNB, Evergreen Asset, Keystone or
their affiliates. The dividends payable with respect to Class A, Class B and
Class C shares will be less than those payable with respect to Class Y shares
due to the distribution and shareholder servicing related expenses borne by
Class A, Class B and Class C shares and the fact that such expenses are not
borne by Class Y shares. Investors should telephone 1-800-343-2898 to obtain
more information on other classes of shares.     
 
Performance Information. The Funds may quote their "total return" or "yield"
for a specified period in advertisements, reports or other communications to
shareholders. Total return and yield are computed separately
 
                                      33
<PAGE>
 
for each class of shares. Performance data for one or more classes may be
included in any advertisement or sales literature using performance data of a
Fund.
   
     A 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 a 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 a Fund earns on its
investments as a percentage of the Fund's share price. A 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, a 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, a 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 a Fund. These advertisements may quote performance rankings or ratings of a
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 Funds may also advertise in items of sales
literature an "actual distribution rate" which is computed by dividing the
total ordinary income distributed (which may include the excess of short-term
capital gains over losses) to shareholders for the latest twelve month period
by the maximum public offering price per share on the last day of the period.
Investors should be aware that past performance may not be reflective of
future results.     
   
     In marketing a 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 to Evergreen fund shareholders.     
   
Year 2000 Risks. Like other investment companies, financial and business
organizations and individuals around the world, the Funds could be adversely
affected if the computer systems used by the Funds' investment advisers and
the Funds' 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 Funds' investment advisers are taking
steps to address the Year 2000 Problem with respect to the computer systems
that they use and to obtain assurances that comparable steps are being taken
by the Funds' 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 Funds.     
   
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 Statements filed by the Trust with the SEC under the
Securities Act of 1933, as amended. Copies of the Registration Statements 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.     
 
 
                                      34
<PAGE>
 
 
 
 
INVESTMENT ADVISOR
Evergreen Asset Management Corp., 2500 Westchester Avenue, Purchase, New York
10577
  Evergreen Foundation Fund, Evergreen Tax Strategic Foundation Fund, Evergreen
American Retirement Fund
 
Keystone Investment Management Company, 200 Berkeley Street, Boston,
Massachusetts 02116-5034
  Evergreen Balanced Fund
 
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 02116-5034     
 
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
   
56761     


<PAGE>
 
- -------------------------------------------------------------------------------
PROSPECTUS                                                       August 1, 1998
- -------------------------------------------------------------------------------
 
EVERGREENSM BALANCED FUNDS                                                 LOGO
- -------------------------------------------------------------------------------
 
EVERGREEN FOUNDATION FUND
EVERGREEN TAX STRATEGIC FOUNDATION FUND
EVERGREEN AMERICAN RETIREMENT FUND
EVERGREEN BALANCED FUND
(EACH A "FUND;" TOGETHER, THE "FUNDS")
 
CLASS Y SHARES
 
     The Evergreen Balanced Funds are designed to provide investors with a
selection of investment alternatives which seek to provide current income,
capital appreciation or after-tax "total return."
 
     This Prospectus provides information regarding the Class Y shares offered
by the Funds. Each Fund is, or is a series of, an open-end, diversified,
management investment company. This Prospectus sets forth concise information
about the Funds that a prospective investor should know before investing. The
address of the Funds is 200 Berkeley Street, Boston, Massachusetts 02116.
   
     A Statement of Additional Information ("SAI") for the Funds dated August
1, 1998, as supplemented from time to time, 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 Evergreen funds at 1-800-343-2898.
There can be no assurance that the investment objective of any Fund will be
achieved. Investors are advised to read this prospectus carefully.     
 
     THE SHARES OFFERED BY THIS PROSPECTUS ARE NOT DEPOSITS OR OBLIGATIONS OF
ANY BANK, ARE NOT ENDORSED OR GUARANTEED BY ANY BANK, AND ARE 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 FUNDS 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
 
EVERGREENSM is a Service Mark of Evergreen Asset Management Corp.
Copyright 1995, Evergreen Asset Management Corp.
<PAGE>
 
                               TABLE OF CONTENTS
 
<TABLE>   
<S>                                      <C>
EXPENSE INFORMATION....................    3
FINANCIAL HIGHLIGHTS...................    4
DESCRIPTION OF THE FUNDS...............    7
   Investment Objectives and Policies..    7
   Investment Practices and
    Restrictions.......................   10
   Special Risk Considerations.........   14
ORGANIZATION AND SERVICE PROVIDERS.....   15
   Organization........................   15
   Service Providers...................   16
</TABLE>    
<TABLE>   
<S>                                                                     <C>
PURCHASE AND REDEMPTION OF SHARES......................................  18
   How to Buy Shares...................................................  18
   How to Redeem Shares................................................  18
   Exchange Privilege..................................................  19
   Shareholder Services................................................  20
   Banking Laws........................................................  21
OTHER INFORMATION......................................................  21
   Dividends, Distributions and Taxes..................................  21
   General Information.................................................  22
</TABLE>    
 
                                       2
<PAGE>
 
- -------------------------------------------------------------------------------
 
                              EXPENSE INFORMATION
 
- -------------------------------------------------------------------------------
 
     The tables and Examples set forth below summarize the various costs and
expenses a shareholder will bear, directly or indirectly, associated with an
investment in the Class Y shares of each Fund. Shareholder transaction
expenses are fees paid directly from your account when you buy or sell shares.
For further information see "Purchase and Redemption of Shares" and "General
Information--Other Classes of Shares."
 
<TABLE>
        <S>                               <C>
        SHAREHOLDER TRANSACTION EXPENSES  None
</TABLE>
 
     Annual operating expenses reflect the normal operating expenses of a
Fund, and include costs such as management, distribution and other fees. The
tables below show for each of EVERGREEN FOUNDATION FUND, EVERGREEN TAX
STRATEGIC FOUNDATION FUND and EVERGREEN AMERICAN RETIREMENT FUND actual annual
operating expenses for the fiscal year ended March 31, 1998 and for EVERGREEN
BALANCED FUND estimated annual operating expenses for the fiscal year ending
March 31, 1999. The Examples show what your costs would be for a hypothetical
$1,000 investment over the periods indicated. The Examples assume that you
reinvest all of your dividends and that the Funds' 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
FUNDS' ACTUAL EXPENSES AND RETURNS WILL VARY. For a more complete description
of the various costs and expenses borne by the Funds see "Organization and
Service Providers."
 
EVERGREEN FOUNDATION FUND
 
 
<TABLE>
<CAPTION>
ANNUAL OPERATING EXPENSES
- -------------------------
<S>                        <C>
Management Fees            0.77%
Other Expenses             0.26%
                           ----
Total                      1.03%
                           ====
</TABLE>
<TABLE>   
<CAPTION>
 EXAMPLES ASSUMING REDEMPTION
       AT END OF PERIOD
 ----------------------------
<S>                      <C>
After 1 Year             $ 11
AFTER 3 YEARS            $ 33
After 5 Years            $ 57
After 10 Years           $126
</TABLE>    
 
EVERGREEN TAX STRATEGIC FOUNDATION FUND
 
<TABLE>
<CAPTION>
ANNUAL
OPERATING
EXPENSES
- ---------
<S>              <C>
Management Fees  0.88%
Other Expenses   0.27%
                 ----
Total            1.15%
                 ====
</TABLE>
 
<TABLE>
                             <S>             <C>
                             After 1 Year    $ 12
                             After 3 Years   $ 37
                             After 5 Years   $ 63
                             After 10 Years  $140
</TABLE>
 
EVERGREEN AMERICAN RETIREMENT FUND
 
<TABLE>
<CAPTION>
ANNUAL
OPERATING
EXPENSES
- ---------
<S>              <C>
Management Fees  0.75%
Other Expenses   0.39%
                 ----
Total            1.14%
                 ====
</TABLE>
 
<TABLE>
                             <S>             <C>
                             After 1 Year    $ 12
                             After 3 Years   $ 36
                             After 5 Years   $ 63
                             After 10 Years  $139
</TABLE>
 
EVERGREEN BALANCED FUND
 
<TABLE>
<CAPTION>
ESTIMATED
ANNUAL
OPERATING
EXPENSES
- ---------
<S>              <C>
Management Fees  0.46%
Other Expenses   0.25%
                 ----
Total            0.71%
                 ====
</TABLE>
 
<TABLE>
                             <S>             <C>
                             After 1 Year    $  7
                             After 3 Years   $ 23
                             After 5 Years   $ 40
                             After 10 Years  $ 88
</TABLE>
       
       
                                       3
<PAGE>
 
- -------------------------------------------------------------------------------
 
                             FINANCIAL HIGHLIGHTS
 
- -------------------------------------------------------------------------------
   
     The tables on the following pages present, for each Fund, financial
highlights for a share outstanding throughout each period indicated. The
information in the tables for the five most recent fiscal years or the life of
the Fund if shorter has been audited by the respective Fund's independent
auditors as follows: EVERGREEN FOUNDATION FUND, EVERGREEN TAX STRATEGIC
FOUNDATION FUND and EVERGREEN AMERICAN RETIREMENT FUND for the fiscal year
ended March 31, 1998, the three months ended March 31, 1997 and the fiscal
year ended December 31, 1996 by KPMG Peat Marwick LLP and for the fiscal years
ended December 31, 1995 and prior by other auditors; EVERGREEN BALANCED FUND
for the period ended March 31, 1998 by KPMG Peat Marwick LLP. The report of
KPMG Peat Marwick LLP on the audited information with respect to each Fund
(except for EVERGREEN FOUNDATION FUND, EVERGREEN TAX STRATEGIC FOUNDATION FUND
and EVERGREEN AMERICAN RETIREMENT FUND for the fiscal year ended December 31,
1995 and prior) is incorporated by reference into the Funds' SAI. The
following information for each Fund should be read in conjunction with the
financial statements and related notes which are incorporated by reference
into the Funds' SAI.     
 
     Further information about a Fund's performance is contained in the Fund's
annual report to shareholders, which may be obtained without charge.
 
EVERGREEN FOUNDATION FUND -- CLASS Y SHARES
 
<TABLE>   
<CAPTION>
                            YEAR ENDED                         YEAR ENDED
                             MARCH 31,                        DECEMBER 31,
                          ----------------  -------------------------------------------------------
                           1998#   1997**    1996     1995    1994    1993    1992    1991   1990*
                          -------  -------  -------  ------  ------  ------  ------  ------  ------
<S>                       <C>      <C>      <C>      <C>     <C>     <C>     <C>     <C>     <C>
NET ASSET VALUE
 BEGINNING OF YEAR......   $16.02   $16.14   $15.13  $12.27  $13.12  $11.98  $10.75   $8.95  $10.00
                          -------  -------  -------  ------  ------  ------  ------  ------  ------
Income (loss) from
 investment operations
 Net investment income..     0.49     0.13     0.54    0.51    0.42    0.31    0.27    0.33    1.23(a)
 Net realized and
  unrealized gain (loss)
  on investments........     4.86    (0.13)    1.16    3.07   (0.57)   1.55    1.83    2.77   (0.59)
                          -------  -------  -------  ------  ------  ------  ------  ------  ------
Total from investment
 operations.............     5.35     0.00     1.70    3.58   (0.15)   1.86    2.10    3.10    0.64
                          -------  -------  -------  ------  ------  ------  ------  ------  ------
Less distributions
 From net investment
  income................    (0.49)   (0.12)   (0.54)  (0.49)  (0.42)  (0.31)  (0.24)  (0.33)  (1.17)
 From net realized gain
  on investments........    (0.43)       0    (0.15)  (0.23)  (0.28)  (0.41)  (0.63)  (0.97)  (0.52)
                          -------  -------  -------  ------  ------  ------  ------  ------  ------
Total distributions.....    (0.92)   (0.12)   (0.69)  (0.72)  (0.70)  (0.72)  (0.87)  (1.30)  (1.69)
                          -------  -------  -------  ------  ------  ------  ------  ------  ------
Net asset value end of
 year...................   $20.45   $16.02   $16.14  $15.13  $12.27  $13.12  $11.98  $10.75   $8.95
                          =======  =======  =======  ======  ======  ======  ======  ======  ======
TOTAL RETURN............   34.12%    0.00%   11.50%  29.70%  (1.10%) 15.70%  20.00%  36.40%   6.60%
RATIOS/SUPPLEMENTAL DATA
Ratios to average net
 assets
 Total expenses.........    1.03%   1.00%+    0.99%   1.07%   1.14%   1.20%   1.40%   1.20%   0.00%+
 Total expenses,
  excluding indirectly
  paid expenses.........    1.03%      N/A      N/A     N/A     N/A     N/A     N/A     N/A     N/A
 Total expenses,
  excluding fee waivers
  & expense
  reimbursements........      N/A      N/A      N/A     N/A     N/A     N/A   1.43%   2.58%   3.64%+
 Net investment income..    2.65%    3.07%+   3.64%   3.89%   3.51%   2.81%   2.93%   2.86%  15.07%(a)+
Portfolio turnover
 rate...................       9%       2%      10%     28%     33%     60%    127%    178%    131%
Average commission rate
 paid per share.........  $0.0657  $0.0670  $0.0649     N/A     N/A     N/A     N/A     N/A     N/A
NET ASSETS END OF YEAR
 (MILLIONS).............   $1,117     $802     $809    $623    $332    $240     $64     $11      $2
</TABLE>    
- -------
+ Annualized.
* For the period from January 2, 1990 (commencement of class operations) to
  December 31, 1990.
** The Fund changed its fiscal year end from December 31 to March 31,
   effective March 31, 1997.
(a) Includes receipt of a special dividend representing $0.62 per share net
    investment income and 7.59% of average net assets.
# Net investment income is based on average shares outstanding during the
  period.
 
                                       4
<PAGE>
 
EVERGREEN TAX STRATEGIC FOUNDATION FUND -- CLASS Y SHARES
 
<TABLE>
<CAPTION>
                            YEAR ENDED                 YEAR ENDED
                             MARCH 31,                DECEMBER 31,
                          ----------------   ---------------------------------
                           1998    1997**     1996     1995     1994    1993*
                          -------  -------   -------  -------  -------  ------
<S>                       <C>      <C>       <C>      <C>      <C>      <C>
NET ASSET VALUE
 BEGINNING OF YEAR......   $13.61   $13.54    $12.22   $10.27   $10.31  $10.00
                          -------  -------   -------  -------  -------  ------
Income from investment
 operations
 Net investment income..     0.37     0.09      0.34     0.35     0.27    0.05
 Net realized and
  unrealized gain on
  investments...........     2.95     0.05#     1.56     2.39     0.08    0.31
                          -------  -------   -------  -------  -------  ------
Total from investment
 operations.............     3.32     0.14      1.90     2.74     0.35    0.36
                          -------  -------   -------  -------  -------  ------
Less distributions
 From net investment
  income................    (0.36)   (0.07)    (0.30)   (0.33)   (0.27)  (0.05)
 From net realized gain
  on investments........    (0.18)       0     (0.28)   (0.46)   (0.12)      0
                          -------  -------   -------  -------  -------  ------
Total distributions.....    (0.54)   (0.07)    (0.58)   (0.79)   (0.39)  (0.05)
                          -------  -------   -------  -------  -------  ------
Net asset value end of
 year...................   $16.39   $13.61    $13.54   $12.22   $10.27  $10.31
                          =======  =======   =======  =======  =======  ======
TOTAL RETURN............   24.73%    1.00%    15.80%   27.30%    3.40%   3.50%
RATIOS/SUPPLEMENTAL DATA
Ratios to average net
 assets:
 Total expenses.........    1.15%    1.13%++   1.30%    1.50%    1.49%   0.00%++
 Total expenses,
  excluding indirectly
  paid expenses.........    1.15%      N/A       N/A      N/A      N/A     N/A
 Total expenses,
  excluding fee waivers
  & expense
  reimbursements........      N/A      N/A     1.56%    2.23%    2.41%   3.10%++
 Net investment income..    2.48%    2.54%++   2.63%    3.06%    2.87%   3.65%++
Portfolio turnover
 rate...................      50%      29%       88%     110%     245%     60%
Average commission rate
 paid per share.........  $0.0659  $0.0656   $0.0649      N/A      N/A     N/A
NET ASSETS END OF YEAR
 (THOUSANDS)............  $19,881  $15,311   $15,002  $13,485  $10,575  $5,424
</TABLE>
- -------
       
++ Annualized.
* For the period from March 3, 1995 (commencement of class C operations) to
  December 31, 1995 and November 2, 1993 (commencement of class Y operations)
  to December 31, 1993.
** The Fund changed its fiscal year end from December 31 to March 31,
   effective March 31, 1997.
# The net investment income is not in accord with the net realized and
  unrealized gain (loss) for the period due to the timing of the sales of Fund
  shares and the amount of per share realized and unrealized gains and losses
  at such time.
 
EVERGREEN AMERICAN RETIREMENT FUND -- CLASS Y SHARES
 
<TABLE>
<CAPTION>
                            YEAR ENDED                                    YEAR ENDED
                             MARCH 31,                                   DECEMBER 31,
                          ----------------  ------------------------------------------------------------------------------
                           1998    1997**    1996     1995     1994     1993     1992     1991     1990     1989    1988*
                          -------  -------  -------  -------  -------  -------  -------  -------  -------  -------  ------
<S>                       <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>
NET ASSET VALUE
 BEGINNING OF YEAR......   $13.74   $13.86   $12.83   $10.67   $11.60   $10.95   $10.52    $9.59   $10.41   $10.09  $10.00
                          -------  -------  -------  -------  -------  -------  -------  -------  -------  -------  ------
Income (loss) from
 investment operations
 Net investment income..     0.55     0.14     0.48     0.47     0.60     0.56     0.66     0.60     0.60     0.57    0.39
 Net realized and
  unrealized gain (loss)
  on investments........     3.27    (0.14)    1.10     2.16    (0.93)    0.96     0.55     1.15    (0.66)    0.76    0.18
                          -------  -------  -------  -------  -------  -------  -------  -------  -------  -------  ------
Total from investment
 operations.............     3.82        0     1.58     2.63    (0.33)    1.52     1.21     1.75    (0.06)    1.33    0.57
                          -------  -------  -------  -------  -------  -------  -------  -------  -------  -------  ------
Less distributions
 From net investment
  income................    (0.52)   (0.12)   (0.44)   (0.47)   (0.60)   (0.60)   (0.61)   (0.60)   (0.60)   (0.59)  (0.36)
 From net realized gain
  on investments........    (0.34)       0    (0.11)       0        0    (0.24)   (0.17)   (0.22)   (0.16)   (0.42)  (0.12)
 In excess of net
  realized gain on
  investments...........        0        0        0        0        0    (0.03)     N/A      N/A      N/A      N/A     N/A
                          -------  -------  -------  -------  -------  -------  -------  -------  -------  -------  ------
Total distributions.....    (0.86)   (0.12)   (0.55)   (0.47)   (0.60)   (0.87)   (0.78)   (0.82)   (0.76)   (1.01)  (0.48)
                          -------  -------  -------  -------  -------  -------  -------  -------  -------  -------  ------
Net asset value end of
 year...................   $16.70   $13.74   $13.86   $12.83   $10.67   $11.60   $10.95   $10.52    $9.59   $10.41  $10.09
                          =======  =======  =======  =======  =======  =======  =======  =======  =======  =======  ======
TOTAL RETURN............   28.34%    0.00%   12.60%   25.10%   (2.90%)  14.10%   11.80%   18.80%   (0.50%)  13.40%   5.80%
RATIOS/SUPPLEMENTAL DATA
Ratios to average net
 assets:
 Total expenses.........    1.14%    1.11%+   1.05%    1.26%    1.28%    1.36%    1.51%    1.50%    1.50%    1.88%   2.00%+
 Total expenses,
  excluding indirectly
  paid expenses.........    1.14%      N/A      N/A      N/A      N/A      N/A      N/A      N/A      N/A      N/A     N/A
 Total expenses,
  excluding fee waivers
  & expense
  reimbursements........      N/A    1.38%+   1.09%      N/A      N/A      N/A    1.59%    1.82%    1.95%    2.03%     N/A
 Net investment income..    3.45%    3.56%+   3.65%    3.96%    5.40%    5.13%    6.23%    5.91%    6.04%    5.49%   5.01%+
Portfolio turnover
 rate...................      34%       9%      16%      49%     136%      92%     151%      97%      33%     152%     52%
Average commission rate
 paid per share.........  $0.0596  $0.0606  $0.0619      N/A      N/A      N/A      N/A      N/A      N/A      N/A     N/A
NET ASSETS END OF YEAR
 (THOUSANDS)............  $43,786  $37,237  $41,243  $39,327  $37,176  $37,336  $23,781  $15,632  $12,351  $11,610  $9,449
</TABLE>
- -------
+ Annualized.
* For the period from March 14, 1988 (commencement of class operations) to
  December 31, 1988.
** The Fund changed its fiscal year end from December 31 to March 31,
   effective March 31, 1997.
 
                                       5
<PAGE>
 
EVERGREEN BALANCED FUND -- CLASS Y SHARES
 
<TABLE>
<CAPTION>
                                                                PERIOD ENDED
                                                              MARCH 31, 1998**#
                                                              -----------------
<S>                                                           <C>
NET ASSET VALUE BEGINNING OF PERIOD..........................       $12.01
                                                                   -------
Income from investment operations
 Net investment income.......................................         0.08
 Net realized and unrealized gain on investments, futures
  contracts and foreign currency related transactions........         0.86
                                                                   -------
Total from investment operations.............................         0.94
                                                                   -------
Less distributions
 From net investment income..................................        (0.09)
                                                                   -------
Total distributions..........................................        (0.09)
                                                                   -------
Net asset value end of period................................       $12.86
                                                                   =======
TOTAL RETURN.................................................        7.79%
RATIOS/SUPPLEMENTAL DATA
Ratios to average net assets:
 Total expenses..............................................        0.75%++
 Total expenses, excluding indirectly paid expenses..........        0.75%++
 Net investment income.......................................        3.47%++
Portfolio turnover rate......................................          76%
Average commission rate paid per share.......................      $0.0594
NET ASSETS END OF PERIOD (THOUSANDS).........................      $39,231
</TABLE>
- -------
       
++ Annualized.
       
** For the period from January 26, 1998 (commencement of class operations) to
   March 31, 1998.
# Net investment income is based on average shares outstanding during the
  period.
 
                                       6
<PAGE>
 
- -------------------------------------------------------------------------------
 
                           DESCRIPTION OF THE FUNDS
 
- -------------------------------------------------------------------------------
 
     Each Fund's investment objective is nonfundamental; as a result, a Fund
may change its objective without a shareholder vote. Each Fund has also
adopted certain fundamental investment policies which are mainly designed to
limit a Fund's exposure to risk. Each Fund's fundamental policies cannot be
changed without a shareholder vote. See the SAI for more information regarding
a Fund's fundamental investment policies or other related investment policies.
There can be no assurance that a Fund's investment objective will be achieved.
 
     In addition to the investment policies detailed below, each Fund may
employ certain additional investment strategies which are discussed in
"Investment Practices and Restrictions" below.
 
INVESTMENT OBJECTIVES AND POLICIES
 
EVERGREEN FOUNDATION FUND
 
     The investment objectives of EVERGREEN FOUNDATION FUND, in order of
priority, are reasonable income, conservation of capital and capital
appreciation. The Fund seeks to achieve these objectives by investing in a
combination of common stocks, preferred stocks, securities convertible into or
exchangeable for common stocks, corporate and U.S. government debt
obligations, and short-term debt instruments, such as commercial paper. The
Fund's common stock investments will include those which (at the time of
purchase) pay dividends and in the view of the Fund's investment advisor have
potential for capital enhancement.
 
     The Fund's asset allocation will vary from time to time in accordance
with changing economic and market conditions, including: inflation rates,
business cycle trends, business regulations and tax law impacts on the
investment markets. The composition of its portfolio will be largely
unrestricted and subject to the discretion of the Fund's investment advisor.
Under normal circumstances, the Fund anticipates that at least 25% of its net
assets will consist of fixed income securities. The balance will be invested
in equity securities (including securities convertible into equity
securities).
 
     In selecting fixed income securities for the Fund's portfolio, emphasis
will be placed on issues expected to fluctuate little in value other than as a
result of changes in prevailing interest rates. The market values of the debt
obligations in the Fund's portfolio can be expected to vary inversely to
changes in prevailing interest rates. The Fund may at times emphasize the
generation of interest income by investing in high-yielding debt securities,
with short, medium or long-term maturities. While fixed income investments
will generally be made for the purpose of generating interest income,
investments in medium to long-term debt securities (i.e., those with
maturities from five to ten years and those with maturities over ten years,
respectively) may be made with a view to realizing capital appreciation when
the Fund's investment advisor believes changes in interest rates will lead to
an increase in the values of such securities. The fixed income portion of the
Fund's portfolio may include:
 
     1. Marketable obligations of, or guaranteed by, the U.S. government, its
agencies or instrumentalities, including issues of the U.S. Treasury, such as
bills, certificates of indebtedness, notes and bonds, and issues of agencies
and instrumentalities established under the authority of an act of Congress.
Some of these securities are supported by the full faith and credit of the
U.S. government, and others are supported only by the credit of the agency or
instrumentality. Agencies or instrumentalities whose securities are supported
by the full faith and credit of the United States include, but are not limited
to, the Federal Housing Administration, Export-Import Bank of the United
States, Small Business Administration and Government National Mortgage
Association. Agencies or instrumentalities whose securities are supported only
by the credit of the agency or instrumentality include the Interamerican
Development Bank and the International Bank for Reconstruction and
Development. These obligations are supported by appropriated but unpaid
commitments of their member countries. There are no assurances that the
commitments will be fulfilled in the future.
   
     2. Corporate obligations rated no lower than A by Moody's Investors
Service ("Moody's"), or A-2 by Standard and Poor's Rating Services ("S&P").
    
     3. Obligations of banks or banking institutions having total assets of
more than $2 billion which are members of the Federal Deposit Insurance
Corporation.
 
     4. Commercial paper of high quality (rated no lower than A-2 by S&P or
Prime-2 by Moody's or, if not rated, issued by companies which have an
outstanding long-term debt issue rated AAA or AA by S&P or Aaa or Aa by
Moody's). For a description of such ratings see the SAI.
 
                                       7
<PAGE>
 
     Certain obligations may be entitled to the benefit of standby letters of
credit or similar commitments issued by banks and, in such instances, the
Fund's investment advisor will take into account the obligation of the bank in
assessing the quality of such security.
 
EVERGREEN TAX STRATEGIC FOUNDATION FUND
 
     The investment objective of EVERGREEN TAX STRATEGIC FOUNDATION FUND is to
maximize the after-tax "total return" on its portfolio of investments. Total
return consists of current income and capital appreciation in the value of its
shares. The Fund seeks to achieve this objective by investing in common
stocks, preferred stocks and securities convertible into or exchangeable for
common stocks. It will also invest in debt obligations issued by states and
possessions of the United States and by the District of Columbia, and their
political subdivisions and duly constituted authorities, the interest from
which is exempt from federal income tax. Such securities are generally known
as Municipal Securities. The Fund may also invest in taxable debt securities.
(See "Investment Practices and Restrictions--Municipal Securities and Taxable
Fixed-Income Investments" below.)
 
     To the extent that the Fund seeks capital appreciation, it expects that
its investments will provide growth over the long-term. Investments, however,
may be made on occasion for the purpose of short-term capital appreciation if
the Fund believes that such investments will benefit its shareholders. The
Fund may make investments in securities regardless of whether or not such
securities are traded on a national securities exchange. The values of
portfolio securities and their yields are expected to fluctuate over time
because of varying general economic and market conditions.
 
     The Fund's asset allocation will also vary from time to time in
accordance with changing economic and market conditions, including: inflation
rates, business cycle trends, business regulations and tax law impacts on the
investment markets. The composition of its portfolio will be largely
unrestricted and subject to the discretion of the Fund's investment advisor.
Under normal circumstances, the Fund anticipates that, at the close of each
quarter of its taxable year, at least 50% of the value of its total assets
will be invested in Municipal Securities. The balance will be invested in
equity securities (including securities convertible into equity securities).
 
     With respect to the fixed income portion of the Fund's portfolio,
emphasis will be placed on acquiring issues expected to fluctuate little in
value, except with changes in prevailing interest rates. The market values of
the Municipal Securities in the Fund's portfolio can be expected to vary
inversely to changes in prevailing interest rates. The Fund may at times
emphasize the generation of interest income by investing in high-yielding debt
securities, with short, medium or long-term maturities. Investment in medium
(i.e., with maturities from five to ten years) to long-term (i.e., with
maturities over ten years) debt securities may also be made with a view to
realizing capital appreciation when the Fund's investment advisor believes
that interest rates on such investments may decline, thereby increasing their
market value.
 
     In general, the Fund will invest predominately in Municipal Securities
only if they are determined to be of high or upper medium quality. These
include bonds rated BBB or higher by S&P or Baa or higher by Moody's or any
other nationally recognized statistical rating organization ("SRO"). The Fund
may purchase Municipal Securities which are unrated at the time of purchase,
if such securities are determined by the Fund's investment advisor to be of
comparable quality to such rated securities. Certain Municipal Securities
(primarily variable rate demand notes) may be entitled to the benefits of
standby letters of credit or similar commitments issued by banks and, in such
instances, the Fund's investment advisor will take into account the
obligations of the banks in assessing the quality of such securities. Medium
grade bonds are more susceptible to adverse economic conditions or changing
circumstances than higher grade bonds. For a description of such ratings see
the SAI.
 
     Interest income on certain types of bonds issued after August 7, 1986 to
finance nongovernmental activities is an item of "tax-preference" subject to
the federal alternative minimum tax for individuals and corporations. To the
extent the Fund invests in these "private activity" bonds (some of which were
formerly referred to as "industrial development" bonds), individual and
corporate shareholders, depending on their status, may be subject to the
alternative minimum tax on that part of the Fund's distributions derived from
the bonds. As a matter of fundamental policy, 80% of the Fund's investments in
Municipal Securities will be invested in such securities, the interest from
which is not subject to the federal alternative minimum tax.
 
EVERGREEN AMERICAN RETIREMENT FUND
 
     The investment objectives of EVERGREEN AMERICAN RETIREMENT FUND in order
of priority are conservation of capital, reasonable income and capital growth.
The Fund offers a structured investment approach designed specifically for
retirees and persons contemplating retirement which may also be appropriate
for the qualified retirement plans of smaller companies.
 
                                       8
<PAGE>
 
     The Fund will invest in a diversified and balanced portfolio of equity
and fixed income securities, with emphasis on income-producing securities
which appear to have potential for capital enhancement. Ordinarily, the Fund
anticipates that approximately 50% of its portfolio will consist of equity
securities (including securities convertible into equity securities) and 50%
of fixed income securities. The Fund's investment advisor may vary the amount
invested in each type of security in response to changing market conditions to
take advantage of relative undervaluation in either the stock or bond markets.
The Fund will, however, not make an additional investment in equity securities
if more than 75% of its total assets at the time the investment is made would
include investments in equity securities. Generally, approximately half of the
equity portion of the Fund's portfolio will be invested in common stocks which
the Fund's investment advisor believes will yield current income and have
potential for long-term capital growth and half in bonds and preferred stocks
convertible into such common stock.
 
     In addition, the Fund may invest up to 20% of its assets in securities of
foreign issuers.
 
     With respect to the fixed income portion of the Fund's portfolio,
emphasis will be placed on acquiring non-speculative issues expected to
fluctuate little in value, except with changes in prevailing interest rates.
The market value of the debt obligations in the Fund's portfolio can be
expected to vary inversely to changes in prevailing interest rates. The Fund
may at times emphasize the generation of interest income by investing in high-
yielding debt securities, with short and medium to long-term maturities.
Investment in medium (i.e., with maturities from five to ten years) to long-
term (i.e., with maturities over ten years) debt securities may also be made
with a view to realizing capital appreciation when the Fund's investment
advisor believes that interest rates on such investments may decline, thereby
increasing their market values.
 
     Normally, the Fund anticipates that approximately half of the fixed
income portion of the Fund's portfolio will be invested in marketable
obligations of, or guaranteed by, the U.S. government, its agencies or
instrumentalities which are supported by the full faith and credit of the
United States or by the right of the issuer to borrow from the U.S. Treasury.
These include issues of the Treasury, such as bills, certificates of
indebtedness, notes and bonds, and issues of agencies and instrumentalities
established under the authority of an act of Congress. Agencies or
instrumentalities whose securities are supported by the full faith and credit
of the United States include, but are not limited to, the Federal Housing
Administration, Export-Import Bank of the United States, Small Business
Administration and Government National Mortgage Association. Examples of
agencies or instrumentalities whose securities are supported by the right of
the issuer to borrow from the Treasury include, but are not limited to, the
Federal Home Loan Bank, Federal Intermediate Credit Banks, Federal National
Mortgage Association and Tennessee Valley Authority. The balance will be
invested in corporate obligations rated no lower than A by Moody's or S&P.
 
 
EVERGREEN BALANCED FUND
 
     EVERGREEN BALANCED FUND seeks current income.
 
     The Fund invests in a combination of equity and debt securities chosen
primarily for their potential for current income and secondarily, to the
extent consistent with the Fund's investment objective, for their potential
for capital appreciation. The Fund normally emphasizes securities having a
liberal current yield consistent with investment quality on which the interest
or dividend payments are considered reasonably secure. Under normal
circumstances, the Fund maintains at least 25% of its total assets in fixed
income senior securities. The Fund will invest, under normal circumstances, at
least 50% of its total assets in equity securities. The Fund may invest in any
type of security, including bonds, debentures and income obligations as well
as common and preferred stocks.
   
     Debt securities, which include both secured and unsecured obligations,
will generally, at the time of investment, be rated within the four highest
categories by S&P (AAA, AA, A and BBB), by Moody's (Aaa, Aa, A and Baa), by
Fitch IBCA, Inc. ("Fitch") (AAA, AA, A and BBB), or if not rated or rated
under a different system, will be of comparable quality to obligations so
rated, as determined by the Fund's investment advisor.     
 
     The Fund may also invest in limited partnerships, including master
limited partnerships, and in foreign securities (up to 25% of its assets). The
Fund may also invest up to 25% of its assets in below-investment grade
securities issued by the U.S. and foreign issuers having a rating range of BB
to CCC by S&P or Fitch and/or Ba to Caa by Moody's, or if unrated or rated
under a different system, believed by the Fund's investment advisor to be of
comparable quality.
 
     Securities rated BB or lower by S&P or Fitch, or Ba or lower by Moody's,
are considered predominantly speculative with respect to the ability of the
issuer to meet principal and interest payments. For more information on below-
investment grade securities, see the SAI.
 
                                       9
<PAGE>
 
     The Fund's debt securities may include zero coupon bonds and payment-in-
kind securities ("PIKs").
 
     The Fund may invest in certain types of derivative instruments, including
mortgage-related securities, such as collateralized mortgage obligations, and
enter into interest rate transactions, such as "swaps," "caps," and "floors."
These vehicles can also be combined to create more complex products called
hybrid derivatives or structured securities. For more information see the SAI.
 
     In addition to the investment policies detailed above, the Funds may
employ certain additional investment strategies which are discussed in
"Investment Practices and Restrictions."
 
INVESTMENT PRACTICES AND RESTRICTIONS
   
Defensive Investments. The Funds may invest without limitation in high quality
money market instruments, such as notes, certificates of deposit or bankers'
acceptances, or U.S. government securities if, in the opinion of the Fund's
investment advisor, market conditions warrant a temporary defensive investment
strategy.     
 
Borrowing. Each Fund may borrow from banks in an amount up to 33 1/3% of its
total assets, taken at market value. Each Fund may also borrow an additional
5% of its total assets from banks and others. A Fund may only borrow as a
temporary measure for extraordinary or emergency purposes such as the
redemption of Fund shares. A Fund will not purchase securities while
borrowings are outstanding except to exercise prior commitments and to
exercise subscription rights. In addition to borrowing for temporary or
emergency purposes, EVERGREEN AMERICAN RETIREMENT FUND may borrow for the
purpose of leveraging. See "Special Risk Considerations--Leverage" below.
 
Securities Lending. In order to generate income and to offset expenses, the
Funds may lend portfolio securities to brokers, dealers and other financial
institutions. The Funds will only enter into loan arrangements with
creditworthy borrowers and will receive collateral in the form of cash or U.S.
government securities equal to at least 100% of the value of the securities
loaned. Loans of securities by the Funds may not exceed 33 1/3% of the value
of the Funds' total assets. There is a risk that when lending portfolio
securities, the securities may not be available to a Fund on a timely basis
and a Fund may, therefore, lose the opportunity to sell the securities at a
desirable price. Also, if the borrower files for bankruptcy or becomes
insolvent, a Fund's ability to dispose of the securities may be delayed.
 
Illiquid Securities. Each 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 purposes of the foregoing 15% limit. The inability of a Fund to
dispose of illiquid or not readily marketable investments readily or at a
reasonable price could impair a Fund's ability to raise cash for redemptions
or other purposes.
 
Restricted Securities. The Funds may invest in restricted securities,
including securities eligible for resale pursuant to Rule 144A under the
Securities Act of 1933 (the "1933 Act"). Generally, Rule 144A establishes a
safe harbor from the registration requirements of the 1933 Act for resale by
large institutional investors of securities not publicly traded in the United
States. Each Fund's investment advisor determines the liquidity of Rule 144A
securities according to guidelines and procedures adopted by the Trust's Board
of Trustees. The Board of Trustees monitors the investment advisor's
application of those guidelines and procedures. Securities eligible for resale
pursuant to Rule 144A, which the Fund's investment advisor has determined to
be liquid or readily marketable, are not subject to the 15% limit on illiquid
securities.
 
Repurchase Agreements. The Funds may invest in repurchase agreements. A
repurchase agreement is an agreement by which a 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. A 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 a
Fund to sell the security in the open market in the case of a default. In such
a case, a Fund may incur costs in disposing of the security which would
increase Fund expenses. A Fund's investment advisor will monitor the
creditworthiness of the firms with which a Fund enters into repurchase
agreements.
 
Reverse Repurchase Agreements. Each Fund may enter into reverse repurchase
agreements. A reverse repurchase agreement is an agreement by a Fund to sell a
security and repurchase it at a specified time and price. A Fund could lose
money if the market values of the obligations it sold decline below their
repurchase
 
                                      10
<PAGE>
 
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.
          
Options and Futures. EVERGREEN AMERICAN RETIREMENT FUND may write covered call
options on certain portfolio securities in an attempt to earn income and
realize a higher return on its portfolio. A call option may not be written by
the Fund if afterwards securities comprising more than 15% of the market value
of the equity securities of the Fund would be subject to call options. The
Fund realizes income from the premium paid to it in exchange for writing the
call option. Once it has written a call option on a portfolio security and
until the expiration of such option, the Fund forgoes the opportunity to
profit from increases in the market price of such security in excess of the
exercise price of the call option. Should the price of the security on which a
call has been written decline, the Fund retains the risk of loss, which would
be offset to the extent the Fund has received premium income. The Fund will
only write "covered" call options traded on U.S. national securities
exchanges. An option will be deemed covered when either (i) the Fund owns the
security (or securities convertible into such security) on which the option
has been written in an amount sufficient to satisfy the obligations arising
under the option, or (ii) the Fund's custodian maintains cash or high-grade
liquid debt securities belonging to the Fund in an amount not less than the
amount needed to satisfy the Fund's obligations with respect to such options.
A "closing purchase transaction" may be entered into with respect to a call
option written by the Fund for the purpose of closing its position.     
   
     EVERGREEN AMERICAN RETIREMENT FUND may also purchase futures contracts,
including futures contracts based on securities indices, and write options on
such contracts. The Fund intends to enter into such contracts and related
options for hedging purposes. The Fund may enter into other types of futures
contracts that may become available and relate to the securities held by the
Fund.     
   
     EVERGREEN BALANCED 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.     
   
     EVERGREEN BALANCED 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 also write covered call options on its portfolio
securities to attempt to increase its current income. The Fund will maintain
its positions in securities, option rights and segregated cash subject to puts
and calls until the options are exercised, closed or have expired. An option
position may be closed out only on an exchange which provides a secondary
market for an option of the same series.     
   
     EVERGREEN BALANCED FUND may write covered call and put options. By
writing a call option, a 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, a 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 Funds may also write straddles
(combinations of covered puts and calls on the same underlying security).     
   
     EVERGREEN BALANCED 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 prices upon exercise.     
   
     EVERGREEN BALANCED FUND may also, as previously stated, purchase futures
contracts and options thereon. 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 specific
agencies or instrumentalities
    
                                      11
<PAGE>
 
          
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.     
   
     EVERGREEN BALANCED FUND may also enter into currency and other financial
futures contracts and write options on such contracts. The Fund intends to
enter into such contracts and related options for hedging purposes. The Fund
will enter into futures on securities, currencies or index-based futures
contracts in order to hedge against changes in interest or exchange rates or
securities prices. A futures contract on securities or currencies is an
agreement to buy or sell securities or currencies during a designated month at
whatever price exists at that time. A futures contract on a securities index
does not involve the actual delivery of securities, but merely requires the
payment of a cash settlement based on changes in the securities index. The
Fund does not make payment or deliver securities upon entering into a futures
contract. Instead, it puts down a margin deposit, which is adjusted to reflect
changes in the value of the contract and which remains in effect until the
contract is terminated.     
   
     The Fund may sell or purchase currency and other financial futures
contracts. When a futures contract is sold by a Fund, the profit on the
contract will tend to rise when the value of the underlying securities or
currencies declines and to fall when the value of such securities or
currencies increases. Thus, the Fund sells futures contracts in order to
offset a possible decline in the profit on the 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. The Fund will continue to be required to maintain the
margin deposits on the contract and to complete the contract according to its
terms, in which case the Fund would continue to bear market risk on the
transaction.     
   
Risk Characteristics of Options and Futures. Although options and futures
transactions are intended to enable the Funds to manage market, exchange or
interest rate risks, these investment devices can be highly volatile, and the
Funds use of them could result in poorer performance (i.e., a Fund's returns
may be reduced). A Fund attempts 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 a Fund uses financial futures contracts and
options on financial futures contracts as hedging devices, there is a risk
that the prices of the securities subject to the financial futures contracts
and options on financial futures contracts may not correlate perfectly with
the prices of the securities in the Fund's portfolio. This may cause the
financial futures contract and any related options to react to market changes
differently than the portfolio securities. In addition, a Fund's investment
advisor could be incorrect in its expectations and forecasts about the
direction or extent of market factors, such as interest rates, securities
price movements and other economic factors. Even if a Fund's investment
advisor correctly predicts interest rate movements, a hedge could be
unsuccessful if changes in the value of the Fund's futures position did not
correspond to changes in the value of its financial futures contracts. A
Fund's ability to establish and close out financial futures contracts and
options on financial futures contracts positions depends on this secondary
market. If a 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.     
 
When Issued, Delayed Delivery and Forward Commitment Transactions. Each 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 a 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, a Fund relies on the other party
to consummate the transaction; if the other party fails to do so, a Fund may
be disadvantaged. Each Fund does not intend to purchase when-issued securities
for speculative purposes, but only in furtherance of its investment objective.
 
Municipal Securities. As noted above, EVERGREEN TAX STRATEGIC FOUNDATION FUND
may invest in Municipal Securities, which include municipal bonds, short-term
municipal notes and tax exempt commercial paper. "Municipal bonds" are debt
obligations issued to obtain funds for various public purposes that are exempt
from
 
                                      12
<PAGE>
 
federal income tax in the opinion of issuer's counsel. The two principal
classifications of municipal bonds are "general obligation" and "revenue"
bonds. General obligation bonds are secured by the issuer's pledge of its full
faith, credit and taxing power for the payment of principal and interest.
Revenue bonds are payable only from the revenues derived from a particular
facility or class of facilities or, in some cases, from the proceeds of a
special excise tax or other specific source such as from the user of the
facility being financed. The term "municipal bonds" also includes "moral
obligation" issues which are normally issued by special purpose authorities.
Industrial development bonds ("IDBs") and private activity bonds ("PABs") are
in most cases revenue bonds and are not payable from the unrestricted revenues
of the issuer. The credit quality of IDBs and PABs is usually directly related
to the credit standing of the corporate user of the facilities being financed.
Participation interests are interests in municipal bonds, including IDBs and
PABs, and floating and variable rate obligations that are owned by banks.
These interests carry a demand feature permitting the holder to tender them
back to the bank, which demand feature is backed by an irrevocable letter of
credit or guarantee of the bank. A put bond is a municipal bond which gives
the holder the unconditional right to sell the bond back to the issuer at a
specified price and exercise date, which is typically well in advance of the
bond's maturity date. "Short-term municipal notes" and "tax exempt commercial
paper" include tax anticipation notes, bond anticipation notes, revenue
anticipation notes and other forms of short-term loans. Such notes are issued
with a short-term maturity in anticipation of the receipt of tax funds, the
proceeds of bond placements and other revenues.
 
Floating Rate and Variable Rate Obligations. The Municipal Securities in which
EVERGREEN TAX STRATEGIC FOUNDATION FUND may invest also include certain
variable rate and floating rate municipal obligations with or without demand
features. These variable rate securities do not have fixed interest rates;
rather, the rates fluctuate based upon changes in specified market rates, such
as the prime rate, or are adjusted at predesignated periodic intervals.
Certain of these obligations may carry a demand feature that gives EVERGREEN
TAX STRATEGIC FOUNDATION FUND the right to demand prepayment of the principal
amount of the security prior to its maturity date. The demand obligation may
or may not be backed by letters of credit or other guarantees of banks or
other financial institutions. Such guarantees may enhance the quality of the
security. EVERGREEN TAX STRATEGIC FOUNDATION FUND will limit the value of its
investments in any floating or variable rate securities which are not readily
marketable and in all other not readily marketable securities to 15% or less
of its net assets. EVERGREEN TAX STRATEGIC FOUNDATION FUND may invest no more
than 5% of its total assets in variable and floating rate securities.
 
Stand-By Commitments. EVERGREEN TAX STRATEGIC FOUNDATION FUND may also acquire
"stand-by commitments" with respect to Municipal Securities held in its
portfolio. Under a stand-by commitment, a dealer agrees to purchase, at the
Fund's option, specified Municipal Securities at a specified price. Failure of
the dealer to purchase such Municipal Securities may result in the Fund
incurring a loss or missing an opportunity to make an alternative investment.
EVERGREEN TAX STRATEGIC FOUNDATION FUND expects that stand-by commitments
generally will be available without the payment of direct or indirect
consideration. However, if necessary and advisable, the Fund may pay for
stand-by commitments either separately in cash or by paying a higher price for
portfolio securities which are acquired subject to such a commitment (thus
reducing the yield to maturity otherwise available for the same securities).
The total amount paid in either manner for outstanding stand-by commitments
held in EVERGREEN TAX STRATEGIC FOUNDATION FUND'S portfolio will not exceed
10% of the value of its net assets calculated immediately after each stand-by
commitment is acquired. The Fund will maintain cash or liquid securities in a
segregated account with its custodian in an amount equal to such commitments.
The Fund will enter into stand-by commitments only with banks and broker-
dealers that, in the judgment of the Fund's investment advisor, present
minimal credit risks.
 
Taxable Fixed-Income Investments. EVERGREEN TAX STRATEGIC FOUNDATION FUND may
temporarily invest up to 20% of its net assets in taxable securities under any
one or more of the following circumstances: (1) pending investment of proceeds
of sale of Fund shares or of portfolio securities, (2) pending settlement of
purchases of portfolio securities, and (3) to maintain liquidity for the
purpose of meeting anticipated redemptions. In addition, the Fund may
temporarily invest in taxable securities for defensive purposes. A Fund may
invest for defensive purposes during periods when a Fund's assets available
for investment exceed the available Municipal Securities that meet a Fund's
quality and other investment criteria. Taxable securities in which a Fund may
invest on a short-term basis include obligations of the U.S. government, its
agencies or instrumentalities, including repurchase agreements with banks or
securities dealers involving such securities; time deposits maturing in not
more than seven days; other debt securities rated within the two highest
ratings assigned by any major rating service; commercial paper rated in the
highest grade by Moody's, S&P or any SRO; and certificates of deposit issued
by U.S. branches of U.S. banks with assets of $1 billion or more.
 
Downgrades. If any security invested in by any of the Funds loses its rating
or has its rating reduced after a Fund has purchased it, a Fund is not
required to sell or otherwise dispose of the security, but may consider doing
so.
 
 
                                      13
<PAGE>
 
SPECIAL RISK CONSIDERATIONS
 
Foreign Investments. Investments by a Fund in 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 a Fund's investment advisor before making this type of investment.
 
     Investing in securities of issuers in emerging markets countries involves
exposures to economic systems that are generally less mature and political
systems that are generally less stable than those of developed countries. In
addition, investing in companies in emerging markets countries may also
involve exposure to national policies that may restrict investment by
foreigners and undeveloped legal systems governing private and foreign
investments and private property. The typically small size of the markets for
securities issued by companies in emerging markets countries and the
possibility of a low or nonexistent volume of trading in those securities may
also result in a lack of liquidity and in price volatility of those
securities.
 
Foreign Currency Transactions. When a Fund invests in foreign securities, they
usually will be denominated in foreign currencies, and a Fund temporarily may
hold funds in foreign currencies. Thus, the value of a 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, a 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 or receive when the contract is completed) is fixed when the 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. A
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 a
Fund will attempt to benefit from using forward contracts, the success of its
hedging strategy will depend on the investment 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 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 a Fund. Although the Funds do not currently
intend to do so, they may also purchase and sell options related to foreign
currencies. The Funds do not intend to enter into foreign currency
transactions for speculation or leverage.
   
Lower-Rated Securities. EVERGREEN AMERICAN RETIREMENT FUND AND EVERGREEN
BALANCED FUND may invest a portion of their assets in securities rated below
Baa by Moody's or BBB by S&P (commonly known as "junk bonds"). Lower-rated and
comparable unrated securities (collectively referred to in this discussion as
"lower-rated securities") will likely have some quality and protective
characteristics that, in the judgment of the rating organization, are out-
weighted by large uncertainties or major risk exposures to adverse conditions;
and are predominantly speculative with respect to the issuer's capacity to pay
interest and repay principal in accordance with the terms of the obligation.
    
     While the market values of lower-rated securities tend to react less to
fluctuations in interest rate levels than the market values of higher rated
securities, the market values of certain lower-rated securities also tend to
be more sensitive to individual corporate developments and changes in economic
conditions than higher-rated securities. In addition, lower-rated securities
generally present a higher degree of credit risk. Issuers of lower-rated
securities are often highly leveraged and may not have more traditional
methods of financing available to them so that their ability to service their
debt obligations during an economic downturn or during sustained periods of
rising interest rates may be impaired. The risk of loss due to default by such
issuers is significantly greater because lower-rated securities generally are
unsecured and frequently are subordinated to the prior payment of senior
indebtedness. A Fund may incur additional expenses to the extent that it is
required to seek recovery upon a default in the payment of principal or
interest on its portfolio holdings. The existence of limited markets for
lower-rated securities may diminish a Fund's ability to obtain accurate market
quotations for purposes of valuing such
 
                                      14
<PAGE>
 
securities and calculating its net asset value. For additional information
about the possible risks of investing in junk bonds, see "Investment
Objectives and Policies--Junk Bonds" in the SAI.
 
Investments Related to Real Estate. Each Fund may invest up to 15% of its net
assets in investments related to real estate, including real estate investment
trusts ("REITS"). Risks associated with investments in securities of companies
in the real estate industry include: declines in the value of real estate;
risks related to general and local economic conditions; overbuilding and
increased competition; increases in property taxes and operating expenses;
changes in zoning laws; casualty or condemnation losses; variations in rental
income; changes in neighborhood values; the appeal of properties to tenants;
and increases in interest rates. In addition, equity real estate investment
trusts may be affected by changes in the values of the underlying property
owned by the trusts, while mortgage real estate investment trusts may be
affected by the quality of credit extended. Equity and mortgage real estate
investment trusts are dependent upon management skills, may not be diversified
and are subject to the risks of financing projects. Such trusts are also
subject to heavy cash flow dependency, defaults by borrowers, self liquidation
and the possibility of failing to qualify for tax-free pass-through of income
under the Internal Revenue Code of 1986, as amended (the "Code") and to
maintain exemption from the Investment Company Act of 1940, as amended (the
"1940 Act"). In the event an issuer of debt securities collateralized by real
estate defaulted, it is conceivable that a Fund could end up holding the
underlying real estate.
   
Leverage. The utilization of leverage by the EVERGREEN AMERICAN RETIREMENT
FUND involves certain risks described below. For example, leveraging may
exaggerate changes in the net asset value of the Fund's shares and in the
yield on the Fund's portfolio. Although the principal of the Fund's borrowings
will be fixed, the Fund's assets may change in value during the time the
borrowings are outstanding. Borrowing will create interest expenses for the
Fund which can exceed the income from the assets retained. To the extent the
income derived from securities purchased with borrowed funds exceeds the
interest the Fund will have to pay, the Fund's net income will be greater than
if borrowing were not used. Conversely, if the income from the assets retained
with borrowed funds is not sufficient to cover the cost of borrowing, the net
income of a Fund will be less than if borrowing were not used, and therefore
the amount available for distribution to shareholders as dividends will be
reduced.     
 
Other Investment Restrictions. Each Fund has adopted additional investment
restrictions that are set forth in the SAI. Unless otherwise noted, the
restrictions and policies set forth above are not fundamental and may be
changed without shareholder approval. Shareholders will be notified of any
changes in policies that are not fundamental.
 
- -------------------------------------------------------------------------------
 
                      ORGANIZATION AND SERVICE PROVIDERS
 
- -------------------------------------------------------------------------------
 
ORGANIZATION
 
Fund Structure. Each Fund is an investment pool, which invests shareholders'
money toward a specified goal. Each 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 Funds' activities, reviewing,
among other things, the Funds' performance and their 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 a Fund are redeemable, transferable and freely
assignable as collateral. The Trust may establish additional classes or series
of shares.
 
     The Funds do not hold annual shareholder meetings; the Funds 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, a 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 Advisors. The investment advisor to EVERGREEN FOUNDATION FUND,
EVERGREEN TAX STRATEGIC FOUNDATION FUND and EVERGREEN AMERICAN RETIREMENT FUND
is Evergreen Asset Management Corp. ("Evergreen Asset"). Evergreen Asset is
located at 2500 Westchester Avenue, Purchase, New York 10577 and is a
subsidiary of First Union Corporation ("First Union"). First Union is located
at 301 South College Street, Charlotte, North Carolina 28288-0630.
 
     As investment advisor to EVERGREEN FOUNDATION FUND, EVERGREEN TAX
STRATEGIC FOUNDATION FUND and EVERGREEN AMERICAN RETIREMENT FUND, Evergreen
Asset manages each Fund's investments, provides various administrative
services and supervises each Fund's daily business affairs, subject to the
authority of the Trustees. Evergreen Asset is entitled to receive from each of
EVERGREEN FOUNDATION FUND, EVERGREEN TAX STRATEGIC FOUNDATION FUND and
EVERGREEN AMERICAN RETIREMENT FUND, an annual percentage of its average daily
net assets, as follows:
 
<TABLE>   
<CAPTION>
                                                 AGGREGATE
                                           NET ASSET VALUE OF THE
         MANAGEMENT FEE                       SHARES OF A FUND
         --------------                    ----------------------
      <S>                                  <C>
      EVERGREEN AMERICAN RETIREMENT FUND:
        0.75% of the first                   $750,000,000; and
        0.70% of amounts over                  $750,000,000.
</TABLE>    
 
<TABLE>   
<CAPTION>
                                                          AGGREGATE
                                                    NET ASSET VALUE OF THE
         MANAGEMENT FEE                                SHARES OF A FUND
         --------------                            ------------------------
      <S>                                          <C>
      EVERGREEN FOUNDATION FUND AND EVERGREEN TAX
       STRATEGIC FOUNDATION FUND:
        0.875% of the first                           $ 750,000,000; and
        0.750% of the next                            $ 250,000,000; and
        0.700% of amounts over                         $1,000,000,000.
 
     The investment advisor to EVERGREEN BALANCED FUND is Keystone Investment
Management Company ("Keystone"). Keystone has provided investment advisory and
management services to investment companies and private accounts since it was
organized in 1932. Keystone is located at 200 Berkeley Street, Boston,
Massachusetts 02116-5034, and is an indirect subsidiary of First Union
National Bank ("FUNB"), which is a subsidiary of First Union. 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.
 
     EVERGEEN BALANCED FUND pays Keystone a fee for its services at the annual
rate set forth below:
 
<CAPTION>
                                                    1.5% OF GROSS DIVIDEND
                                                   AND INTEREST INCOME PLUS
                                                        AGGREGATE NET
                                                      ASSET VALUE OF THE
         MANAGEMENT FEE                               SHARES OF THE FUND
         --------------                            ------------------------
      <S>                                          <C>
       0.60% of the first                             $100,000,000; plus
       0.55% of the next                              $100,000,000; plus
       0.50% of the next                              $100,000,000; plus
       0.45% of the next                              $100,000,000; plus
       0.40% of the next                              $100,000,000; plus
       0.35% of the next                              $500,000,000; plus
       0.30% of amounts over                           $1,000,000,000.
</TABLE>    
 
     Keystone's fee is computed as of the close of business each business day
and is payable monthly.
 
     The total expenses as a percentage of average daily net assets on an
annual basis of EVERGREEN FOUNDATION FUND, EVERGREEN TAX STRATEGIC FOUNDATION
FUND and EVERGREEN AMERICAN RETIREMENT FUND for the fiscal year ended March
31, 1998 and of EVERGREEN BALANCED FUND for the period ended March 31, 1998,
are set forth in the section entitled "Financial Highlights." Such expenses
reflect all voluntary advisory fee waivers and expense reimbursements which
may be revised or terminated at any time.
 
Portfolio Managers. Stephen A. Lieber and James T. Colby, III have served as
the portfolio managers for EVERGREEN TAX STRATEGIC FOUNDATION FUND since its
inception. Mr. Lieber and Mr. Colby are assisted in the management of the Fund
by Gary R. Buesser, C.F.A. Mr. Lieber, who is Chairman and Co-Chief Executive
Officer of Lieber & Co. and Evergreen Asset, makes all allocation decisions
and investment decisions for the equity
 
                                      16
<PAGE>
 
portion of the portfolio. Mr. Leiber was the founding Partner of Lieber & Co.
in 1969 and served as Senior Partner until June, 1994. Mr. Colby manages the
fixed-income portion of the portfolio. Mr. Colby has served as a fixed-income
portfolio manager with Evergreen Asset since 1992. Mr. Buesser joined Lieber &
Co. as an analyst in 1996. Previously, he was a portfolio manager/analyst with
Cohen Asset Management from August 1992 through December 1995 and Shearson
Lehman Brothers from January 1985 through August, 1992. Mr. Lieber is also the
portfolio manager for EVERGREEN FOUNDATION FUND.
 
     The portfolio manager for EVERGREEN AMERICAN RETIREMENT FUND is Irene D.
O'Neill, C.F.A. Ms. O'Neill has served as the Fund's principal manager since
its inception, and has been associated with Evergreen Asset and its
predecessor since 1981. Ms. O'Neill is assisted in the management of the Fund
by Natalie Kucharski, C.F.A. Since 1985 Ms. Kucharski has served as an analyst
at Lieber & Co. in the insurance, health care services and telecommunications
industries.
 
     Chris Conkey and Judith Warners have co-managed EVERGREEN BALANCED FUND
since June, 1998. Mr. Conkey, Chief Investment Officer of Fixed Income and the
Head of High Grade Bond Team at Keystone, manages the fixed income side of
EVERGREEN BALANCED FUND and Ms. Warners, Vice President of Keystone, manages
the equity portion of the Fund. During the past five years at Keystone, Mr.
Conkey has served as portfolio manager of several high grade fixed income
funds, several high grade-high yield fixed income funds and several off-shore
closed-end fixed income funds. Ms. Warners has over 15 years of investment
experience with Keystone and has managed Evergreen Blue Chip Fund since
January, 1995.
          
Sub-Advisor. Evergreen Asset has entered into sub-advisory agreements with
Lieber & Company which provide that Lieber & Company's research department and
staff will furnish Evergreen Asset with information, investment
recommendations, advice and assistance, and will be generally available for
consultation on the portfolios of EVERGREEN FOUNDATION FUND, EVERGREEN TAX
STRATEGIC FOUNDATION FUND AND EVERGREEN AMERICAN RETIREMENT FUND. Lieber &
Company is 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 EVERGREEN FOUNDATION FUND,
EVERGREEN TAX STRATEGIC FOUNDATION FUND and EVERGREEN AMERICAN RETIREMENT FUND
for the services provided by Lieber & Company. The address of Lieber & Company
is 2500 Westchester Avenue, Purchase, New York 10577. Lieber & Company is an
indirect, wholly-owned, subsidiary of First Union.     
   
Administrator. Evergreen Investment Services, Inc. ("EIS"), 200 Berkeley
Street, Boston, Massachusetts 02116-5034, serves as administrator to the
Funds. As administrator, and subject to the supervision and control of the
Trust's Board of Trustees, EIS provides the Funds 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 Funds at a rate
based on the total assets of all mutual funds advised by First Union
subsidiaries and administered by EIS. The administration fee is calculated in
accordance with the following schedule.     
 
<TABLE>   
<CAPTION>
      ADMINISTRATION FEE
      ------------------
      EVERGREEN FOUNDATION FUND, EVERGREEN TAX STRATEGIC FOUNDATION FUND, 
      EVERGREEN AMERICAN RETIREMENT FUND:
      --------------------------------------------------------------------------------------
      <S>                              <C>              
        0.060% on the first                $ 7 billion
        0.0425% on the next                $ 3 billion
        0.035% on the next                 $ 5 billion
        0.025% on the next                 $10 billion
        0.019% on the next                 $ 5 billion, and
        0.014% on assets in excess of      $30 billion
 
<CAPTION>

      EVERGREEN BALANCED FUND
      -----------------------
      <S>                              <C>              
        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, and
        0.010% on assets in excess of      $30 billion
</TABLE>    
          
     EIS also provides facilities, equipment and personnel to all of the Funds
on behalf of the investment advisers and is reimbursed by the Funds for its
services.     
   
Transfer Agent and Dividend Disbursing Agent. Evergreen Service Company
("ESC"), 200 Berkeley Street, Boston, Massachusetts 02116-5034, acts as each
Fund's transfer agent and dividend disbursing agent. ESC is an indirect,
wholly-owned subsidiary of First Union.     
 
 
                                      17
<PAGE>
 
   
Custodian. State Street Bank and Trust Company, P.O. Box 9021, Boston,
Massachusetts 02205-9827, acts as each 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 Funds. EDI is not affiliated with
First Union.     
 
- -------------------------------------------------------------------------------
 
                       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 charge. Class Y shares are only offered
to (1) persons who at or prior to December 31, 1994 owned shares in a mutual
fund advised by Evergreen Asset; (2) certain institutional investors; and (3)
investment advisory clients of FUNB, Evergreen Asset, Keystone or their
affiliates.
 
     Eligible investors may purchase Class Y shares of a Fund through broker-
dealers, banks or other financial intermediaries, or directly through EDI. In
addition, you may purchase Class Y shares of a 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 applicable 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
a Fund is calculated by dividing the value of the amount of a 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 a Fund are valued at their current market values determined
on the basis of market quotations or, if such quotations are not readily
available, such other methods as the Trustees of the Trust believe would
accurately reflect fair value. Non-dollar denominated securities will be
valued as of the close of the Exchange at the closing price of such securities
in their principal trading markets.
 
Additional Purchase Information. As a condition of this offering, if a
purchase is canceled due to nonpayment or because an investor's check does not
clear, the investor will be responsible for any loss a 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 a 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
Funds will not accept third party checks other than those payable directly to
a shareholder whose account has been in existence at least 30 days.
 
HOW TO REDEEM SHARES
 
     You may "redeem" (i.e., sell) your Class Y shares for cash, at the 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 a Fund receives your request in proper form. Proceeds
generally will be sent to you within seven days. However, for shares recently
purchased by check, a 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. A 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 a 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).
 
 
                                      18
<PAGE>
 
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 each
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.
Each 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 Year's Day, Martin
Luther King, Jr. Day, Presidents' Day, Good Friday, Memorial Day, Independence
Day, Labor Day, Thanksgiving Day and Christmas Day. Redemption requests
received after 4:00 p.m. (eastern time) will be processed using the net asset
value determined on the next business day. Such redemption requests must
include the shareholder's account name, as registered with a 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 sections 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 a 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. Each 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 Funds, 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 Funds, ESC and EDI will not be liable when following instructions
received over the Evergreen Express Line or by telephone that ESC reasonably
believes are genuine.
 
Evergreen Express Line. The Evergreen Express Line offers you specific fund
account information and price and yield quotations as well as the ability to
do account transactions, including investments, exchanges and redemptions. You
may access the Evergreen Express Line by dialing toll free 1-800-346-3858 on
any touch-tone telephone, 24 hours a day, seven days a week.
 
General. The sale of shares is a taxable transaction for federal income tax
purposes. The Funds may temporarily suspend the right to redeem their 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 Funds cannot dispose of their investments or fairly determine their
value; or (4) the SEC so orders. The Funds reserve 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 Funds have
elected to be governed by Rule 18f-1 under the 1940 Act pursuant to which each
Fund is obligated to redeem shares solely in cash, up to the lesser of
$250,000 or 1% of a 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
 
                                      19
<PAGE>
 
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 a Fund upon 60 days' notice to shareholders and is only available
in states in which shares of a fund being acquired may lawfully be sold.
 
Exchanges Through Your Financial Intermediary. A 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 a Fund and may
charge you for this service.
 
Exchanges By Telephone And Mail. Exchange requests received by a 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, each 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
a 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 Funds offer 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 a 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 (the "Withdrawal Plan") by filling out the
appropriate part of the Application. Under this Withdrawal 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 Withdrawal Plan was opened. Fund shares will be redeemed
as necessary to meet withdrawal payments. All participants must elect to have
their dividends and capital gain distributions reinvested automatically.
 
Automatic Reinvestment Plan. For the convenience of investors, all dividends
and distributions are automatically reinvested in full and fractional shares
of a Fund at the net asset value per share at the close of business on the
record date, unless otherwise requested by a shareholder in writing. If the
transfer agent does not receive a written request for subsequent dividends
and/or distributions to be paid in cash at least three full business days
prior to a given record date, the dividends and/or distributions to be paid to
a shareholder will be reinvested.
 
Dollar Cost Averaging. Through dollar cost averaging you can invest a fixed
dollar amount each month or each quarter in any Evergreen fund. This results
in more shares being purchased when the selected fund's net asset
 
                                      20
<PAGE>
 
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 an Evergreen fund. You should designate on the Application (1) the
dollar amount of each monthly or quarterly investment you wish to make and (2)
the fund in which the investment is to be made. Thereafter, on the first day
of the designated month, an amount equal to the specified monthly or quarterly
investment will automatically be redeemed from your initial account and
invested in shares of the designated fund.
 
Two Dimensional Investing. You may elect to have income and capital gains
distributions from any Class Y Evergreen fund shares you own automatically
invested to purchase the same class of shares of any other Evergreen fund. You
may select this service on your application and indicate the Evergreen fund(s)
into which distributions are to be invested.
 
Tax Sheltered Retirement Plans. The Funds have 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 Funds. 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 and its affiliates being
prevented from continuing to perform the services required under the
investment advisory agreements or from acting as agent in connection with the
purchase of shares of the Funds by their customers. If FUNB and its affiliates
were prevented from continuing to provide the services called for under the
investment advisory agreements, it is expected that the Trustees would
identify, and call upon each Fund's shareholders to approve, new investment
advisors. If this were to occur, it is not anticipated that the shareholders
of any Fund would suffer any adverse financial consequences.
 
- -------------------------------------------------------------------------------
 
                               OTHER INFORMATION
 
- -------------------------------------------------------------------------------
 
DIVIDENDS, DISTRIBUTIONS AND TAXES
 
     Each Fund intends to distribute its investment company taxable income
quarterly and net realized capital gains at least annually. Shareholders
receive Fund distributions in the form of additional shares of that class of
shares upon which the distribution is based or, at the shareholder's option,
in cash. Shareholders of a 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 a Fund's net asset value per share computed at the
end of that day after adjustment for the distribution. Net asset value is used
in computing the number of shares in both capital gains and income
distribution investments.
 
     Account statements and/or checks, as appropriate, will be mailed within
seven days after a Fund pays a distribution. Unless a 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.
 
     Each Fund has qualified intends to continue to qualify as a regulated
investment company under the Code. While so qualified, it is expected that
each Fund will not be required to pay any federal income taxes on
 
                                      21
<PAGE>
 
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 Funds,
to the extent they do not meet certain distribution requirements by the end of
each calendar year. The Funds anticipate 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 Funds may be subject to foreign withholding taxes which would reduce
the yield on their investments. Tax treaties between certain countries and the
United States may reduce or eliminate such taxes. Shareholders of a Fund who
are subject to United States federal income tax may be entitled, subject to
certain rules and limitations, to claim a federal income tax credit or
deduction for foreign income taxes paid by the Fund. See the SAI for
additional details. A 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 Funds are 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 number or taxpayer identification number is correct and that
the investor is not currently subject to backup withholding or is exempt from
backup withholding. A shareholder who acquires Class A shares of a Fund and
sells or otherwise disposes of such shares within 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 a Fund.
 
     The Funds intend to distribute their net capital gains as capital gains
dividends. Shareholders should treat such dividends as long-term capital
gains. The Funds will designate capital gains distributions as such by a
written notice mailed to each shareholder no later than 60 days after the
close of each 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 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. The estimated annual portfolio turnover rate for each of
the Funds is not expected to exceed 100%. A portfolio turnover rate of 100%
would occur if all of a Fund's portfolio securities were replaced in one year.
The portfolio turnover rate experienced by a Fund directly affects the
transaction costs relating to the purchase and sale of securities which a Fund
bears directly. A high rate of portfolio turnover will increase such costs.
The portfolio turnover rates for each Fund are set forth under "Financial
Highlights."
 
Portfolio Transactions. Consistent with the Conduct Rules of the NASD and
subject to seeking best price and execution, a Fund may consider sales of its
shares as a factor in the selection of dealers to enter into portfolio
transactions with the Fund.
 
Other Classes of Shares. Each Fund currently offers four classes of shares,
Class A, Class B, Class C and Class Y, and may in the future offer additional
classes. Class Y shares are the only class of shares offered by this
prospectus and are only available to (1) persons who at or prior to December
31, 1994, owned shares in a mutual fund advised by Evergreen Asset, (2)
certain institutional investors and (3) investment advisory clients of FUNB,
Evergreen Asset, Keystone or their affiliates. The dividends payable with
respect to Class A, Class B and Class C shares will be less than those payable
with respect to Class Y shares due to the distribution and shareholder
servicing related expenses borne by Class A, Class B and Class C shares and
the fact that such expenses are not borne by Class Y shares. Investors should
telephone (800) 343-2898 to obtain more information on other classes of
shares.
 
                                      22
<PAGE>
 
Performance Information. The Funds may quote their "total return" or "yield"
for a specified period in advertisements, reports or other communications to
shareholders. Total return and yield are computed separately for each class of
shares. Performance data for one or more classes may be included in any
advertisement or sales literature using performance data of a Fund.
 
     A 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 a 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 a Fund earns on its
investments as a percentage of a Fund's share price. A 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, a 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, a 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 a Fund. These advertisements may quote performance rankings or ratings of a
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 Funds may also advertise in items of sales
literature an "actual distribution rate" which is computed by dividing the
total ordinary income distributed (which may include the excess of short-term
capital gains over losses) to shareholders for the latest twelve month period
by the maximum public offering price per share on the last day of the period.
Investors should be aware that past performance may not be reflective of
future results.
 
     In marketing a 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 to Evergreen fund shareholders.
 
Year 2000 Risks. Like other investment companies, financial and business
organizations and individuals around the world, the Funds could be adversely
affected if the computer systems used by the Funds' investment advisors and
the Funds' 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 Funds' investment advisors are taking
steps to address the Year 2000 Problem with respect to the computer systems
that they use and to obtain assurances that comparable steps are being taken
by the Funds' 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 Funds.
 
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 Statements filed by the Trust with the SEC under the
Securities Act of 1933, as amended. Copies of the Registration Statements 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.
 
 
                                      23
<PAGE>
 
 
 
 
 
 
INVESTMENT ADVISERS
Evergreen Asset Management Corp., 2500 Westchester Avenue, Purchase, New York
10577
  Evergreen Foundation Fund, Evergreen Tax Strategic Foundation Fund, Evergreen
American Retirement Fund
 
Keystone Investment Management Company, 200 Berkeley Street, Boston,
Massachusetts 02116-5034
  Evergreen Balanced Fund
 
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 02116-5034
 
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
 
24504                                                                540394REV02




                             EVERGREEN EQUITY TRUST

                                     PART B

                       STATEMENT OF ADDITIONAL INFORMATION

                   EVERGREEN EQUITY TRUST

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

                      BALANCED FUNDS

          STATEMENT OF ADDITIONAL INFORMATION

                    August 1, 1998

           Evergreen Foundation Fund ("Foundation")
    Evergreen Tax Strategic Foundation Fund ("Tax Strategic")
      Evergreen American Retirement Fund ("American Retirement")
              Evergreen Balanced Fund ("Balanced")

                (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  ("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 Funds'  prospectuses dated August 1,
     1998, 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 each  Fund.  You may  obtain
     these prospectuses from Evergreen Distributor, Inc.






                                                       24202


<PAGE>



                                                 TABLE OF CONTENTS

INVESTMENT POLICIES
         Fundamental Investment Policies
         Additional Information on Securities and Investment Practices
MANAGEMENT OF THE TRUST
PRINCIPAL HOLDERS OF FUND SHARES
INVESTMENT ADVISORY AND OTHER SERVICES
         Investment Advisors
         Investment Advisory Agreements
         Distributor
         Distribution Plans and Agreements
         Additional Service Providers
BROKERAGE
         Brokerage Commissions
         Selection of Brokers
         Simultaneous Transactions
TRUST ORGANIZATION
         Form of Organization
         Description of Shares
         Voting Rights
         Limitation of Trustees' Liability
PURCHASE,REDEMPTION  AND  PRICING  OF SHARES How the Funds  Offer  Shares to the
         Public  Contingent  Deferred  Sales  Charge  Sales  Charge  Waivers  or
         Reductions  Exchanges  Calculation of Net Asset Value Per Share ("NAV")
         Valuation of Portfolio Securities Shareholder Services
PRINCIPAL UNDERWRITER
ADDITIONAL TAX INFORMATION
         Requirements for Qualification as a Regulated Investment Company
         Taxes on Distributions
         Taxes on the Sale or Exchange of Fund Shares
         Other Tax Considerations
         Special Tax Considerations for Tax Strategic
FINANCIAL INFORMATION
         Expenses
         Brokerage Commissions Paid
         Computation of Class A Offering Price
         Performance
ADDITIONAL INFORMATION
APPENDIX A


                                                       24202

                                                         2

<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 a 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, a 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.  Borrowing

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

         Further  Explanation  of  Borrowing  Policy:  Each Fund may borrow from
banks in an  amount up to 33 1/3% of its total  assets,  taken at market  value.
Each Fund may also borrow up to an  additional 5% of its total assets from banks
or others.  A Fund may borrow only as a temporary  measure for  extraordinary or
emergency  purposes  such as the  redemption  of  Fund  shares.  A Fund  may not
purchase  securities while  borrowings are outstanding  except to exercise prior
commitments and to exercise  subscription rights (as defined in the 1940 Act) or
enter into reverse repurchase agreements,  in amounts up to 33 1/3% of its total
assets  (including the amount  borrowed).  Each Fund may obtain such  short-term
credit as may be necessary for the clearance of purchases and sales of portfolio
securities. A Fund may purchase securities

                                                       24202

                                                         3

<PAGE>



on margin and engage in short sales to the extent permitted by applicable law.

         In addition to borrowing for temporary or emergency purposes,  American
Retirement intends to borrow for the purpose of leveraging.

         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 each 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 each Fund and its shareholders.

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

         9.  Investments in Federally Tax-Exempt Securities (Tax Strategic)

         Tax Strategic will, during periods of normal market conditions,  invest
its assets in accordance with applicable guidelines issued by the Securities and
Exchange  Commission  ("SEC") or its staff  concerning  investment in tax-exempt
securities for funds with the words  tax-exempt,  tax free or municipal in their
names.



                                                       24202

                                                         4

<PAGE>



ADDITIONAL INFORMATION ON SECURITIES AND INVESTMENT PRACTICES

         The  investment  objectives  of  each  Fund  and a  description  of the
securities  in  which  each  Fund  may  invest  are  set  forth  in  the  Funds'
prospectuses.  The following  expands upon the  discussion  in the  prospectuses
regarding certain investments of the Funds.

U.S. Government Securities

     Each  Fund may  invest  in  securities  issued  or  guaranteed  by the U.S.
government,  its  agencies or  instrumentalities,  including  issues of the U.S.
Treasury.  These securities are either backed by the discretionary  authority of
the  U.S.   government   to  purchase   certain   obligations   of  agencies  or
instrumentalities  or 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 a GNMA certificate originally purchased at
a premium to decline in price  compared to its par value,  which may result in a
loss.

                                                       24202

                                                         5

<PAGE>



Equity Securities

              The Funds may invest in equity  securities  consist  primarily  of
common stocks and securities convertible into common stocks. Investing in common
stocks,  particularly those having growth  characteristics,  frequently involves
greater risks (and possibly  greater  rewards) than  investing in other types of
securities.  Common stock prices tend to be more volatile and  companies  having
growth characteristics may sometimes be unproven.

              Investing in companies with medium market capitalizations involves
greater  risk than  investing in larger  companies.  The stock prices of mid-cap
companies  can rise  quickly and drop  substantially  in a short period of time.
This volatility  results from a number of factors,  including  reliance by these
companies on relatively limited product lines, markets, and financial resources.
These and other factors may make mid-cap  companies more susceptible to setbacks
or downturns.

              Investing in companies with small market capitalizations  involves
greater  risk than  investing in larger  companies.  Their stock prices can rise
very quickly and drop  dramatically  in a short period of time.  This volatility
results  from a number of  factors,  including  reliance by these  companies  on
limited product lines,  markets, and financial and management  resources.  These
and other factors may make small cap companies  more  susceptible to setbacks or
downturns.  These  companies may experience  higher rates of bankruptcy or other
failures  than  larger  companies.  They  may be more  likely  to be  negatively
affected by changes in management. In addition, the stock of small cap companies
may be thinly traded.

Derivatives (Balanced and American Retirement)

              Derivatives are financial  contracts whose value depends on, or is
derived from, the value of an underlying asset,  reference rate or index.  These
assets,  rates, and indices may include bonds, stocks,  mortgages,  commodities,
interest  rates,  currency  exchange  rates,  bond  indices  and stock  indices.
Derivatives  may  be  standardized,  exchange-traded  contracts  or  customized,
privately  negotiated  contracts.  Exchange-traded  derivatives  tend to be more
liquid and subject to less credit risk than those that are privately negotiated.

              There  are four  principal  types  of  derivative  instruments  --
options,  futures,  forwards,  and  swaps -- from  which  virtually  any type of
derivative  transaction can be created. Debt instruments that incorporate one or
more of these  building  blocks for the  purpose of  determining  the  principal
amount of and/or  rate of  interest  payable on the debt  instruments  are often
referred to as  "structured  securities."  An example of this type of structured
security is indexed  commercial paper. The term is also used to describe certain
securities  issued in  connection  with the  restructuring  of  certain  foreign
obligations. The term "derivative" is also sometimes used to describe securities
involving  rights to a portion  of the cash  flows  from an  underlying  pool of
mortgages  or other assets from which  payments are passed  through to the owner
of, or that collateralize, the securities.

              The Funds can use derivatives to earn income,  to enhance returns,
to  hedge  or  adjust  the  risk  profile  of the  portfolio,  in  place of more
traditional direct  investments or to obtain exposure to otherwise  inaccessible
markets.  A Fund's use of derivatives for non-hedging  purposes  entails greater
risks  than if a Fund  were to use  derivatives  solely  for  hedging  purposes.
Derivatives  are  a  valuable  tool  which,  when  used  properly,  can  provide
significant benefit to a Fund's shareholders.

              The  Funds'  investment  advisor  is not  an  aggressive  user  of
derivatives with respect to the Funds.  However, the Funds may take positions in
those derivatives that are within their investment policies if, in the Advisor's
(as hereinafter  defined)  judgment,  this  represents an effective  response to
current or anticipated  market  conditions.  The Advisor's use of derivatives is
subject to continuous  risk  assessment  and control from the  standpoint of the
Funds' investment objective and policies. While the judicious use of derivatives
by  experienced  investment  managers,  such as the Advisor,  can be beneficial,
derivatives  also involve risks different  from, and, in certain cases,  greater
than, the risks presented by more traditional

                                                       24202

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<PAGE>



investments.  Following is a general  discussion  of important  risk factors and
issues concerning the use of derivatives that investors should understand before
investing in the Funds.

              Market  Risk  --  This  is  the  general  risk  attendant  to  all
investments that the value of a particular  investment will decline or otherwise
change in a way detrimental to the Funds' interest.

              Management  Risk --  Derivative  products  are highly  specialized
instruments that require investment  techniques and risk analyses different from
those  associated  with stocks and bonds.  The use of a  derivative  requires an
understanding not only of the underlying instrument,  but also of the derivative
itself, without the benefit of observing the performance of the derivative under
all possible market conditions.  Because derivatives are complex, a Fund and its
Advisor must (1) maintain controls to monitor the transactions entered into, (2)
assess the risk that a derivative  adds to a Fund's  portfolio  and (3) forecast
price, interest rate or currency exchange rate movements correctly.

              Credit Risk -- This is the risk that a Fund may lose money because
the other party to a derivative  (usually  called a "counter  party")  failed to
comply  with  the  terms  of  the  derivative  contract.  The  credit  risk  for
exchange-traded  derivatives  is generally  less than for  privately  negotiated
derivatives,  since the clearing house,  which is the issuer or counter party to
each  exchange-traded  derivative,  guarantees  performance.  This  guarantee is
supported by a daily payment system (i.e., margin requirements)  operated by the
clearing  house  to  reduce  overall  credit  risk.  For  privately   negotiated
derivatives,  there is no similar clearing agency guarantee.  Therefore,  a Fund
considers the  creditworthiness of each counter party to a privately  negotiated
derivative in evaluating potential credit risk.

              Liquidity  Risk -- Liquidity risk is the  possibility  that a Fund
will have difficulty buying or selling a particular instrument.  If a derivative
transaction is  particularly  large or if the relevant market is illiquid (as is
the case with many privately negotiated derivatives),  a Fund may not be able to
initiate a transaction or liquidate a position at an advantageous price.

              Leverage Risk -- Since many derivatives have a leverage component,
adverse changes in the value or level of the underlying asset, rate or index can
result  in a  loss  substantially  greater  than  the  amount  invested  in  the
derivative  itself.  In the case of swaps, the risk of loss generally is related
to a notional  principal  amount,  even if the parties have not made any initial
investment.   Certain   derivatives  have  the  potential  for  unlimited  loss,
regardless of the size of the initial investment.

              Other Risks -- Other risks in using  derivatives  include the risk
of  mispricing  or  improper  valuation  and the  inability  of  derivatives  to
correlate   perfectly  with  underlying   assets,   rates,  and  indices.   Many
derivatives,  in particular  privately negotiated  derivatives,  are complex and
often valued  subjectively.  Improper  valuations  can result in increased  cash
payment  requirements  to  counter  parties  or a  loss  of  value  to  a  Fund.
Derivatives do not always  perfectly or even highly correlate or track the value
of  the  assets,   rates  or  indices  they  are  designed  to  closely   track.
Consequently,  a Fund's use of derivatives  may not always be an effective means
of,  and  sometimes  could  be  counterproductive   to,  furthering  the  Fund's
investment objective.

Options Transactions (Balanced and American Retirement)

              Writing  Covered  Options.  A Fund may write (i.e.,  sell) covered
call and put options.  By writing a call option, a Fund becomes obligated during
the term of the option to deliver  the  securities  underlying  the option  upon
payment of the exercise price.  Writing a put option obligates a Fund during the
term of the  option to  purchase  the  securities  underlying  the option at the
exercise price if the option buyer  exercises the option.  A Fund also may write
straddles  (combinations  of  covered  puts and  calls  on the  same  underlying
security).

              A Fund may only write "covered"  options.  This means that while a
Fund is  obligated  as the  writer of a call  option it will own the  underlying
securities subject to the option or, with call options on U.S.

                                                       24202

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<PAGE>



Treasury bills, it might own similar U.S.  Treasury bills. If a Fund has written
options  against all of its securities  that are available for writing  options,
the Fund may be unable to write  additional  options unless it sells some of its
portfolio  holdings to obtain new securities against which it can write options.
If this were to occur,  higher portfolio  turnover and  correspondingly  greater
brokerage  commissions and other  transaction  costs may result. A Fund does not
expect,  however, that this will occur. A Fund will be considered "covered" with
respect to a put option it writes if, while 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.  A 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,  a Fund  might  lose  the  potential  for  gain  on the
underlying  security while the option is open,  and, by writing a put option,  a
Fund might become  obligated to purchase the  underlying  security for more than
its current market price upon exercise.

              Purchasing  Options.  A Fund  may  purchase  put or call  options,
including  put or call  options for  offsetting  previously  written put or call
options of the same series.  Once a Fund has written a covered  option,  it will
continue to hold the segregated  securities or assets until it effects a closing
purchase transaction.  If a Fund is unable to close the option position, it must
hold the  segregated  securities  or  assets  until  the  option  expires  or is
exercised.  An option position may be closed out only in a secondary  market for
an option of the same  series.  Although  a Fund  generally  writes  only  those
options for which there appears to be an active  secondary  market,  there is no
assurance that a liquid secondary market will exist for any particular option at
any particular  time, and, for some options,  no secondary  market may exist. In
such event, effecting a closing transaction for a particular option might not be
possible.

              Options on some  securities are relatively new, and predicting how
much trading interest there will be for such options is impossible. There can be
no assurance that viable  markets will develop or continue.  The failure of such
markets to develop or continue  could  significantly  impair a Fund's ability to
use such options to achieve its investment objective.

              Options  Trading  Markets.  A Fund  trades  in  options  that  are
generally  listed on national  securities  exchanges,  currently  including  the
Chicago  Board  Options  Exchange  and  the  New  York,  American,  Pacific  and
Philadelphia  Stock  Exchanges.  Options  on some  securities  are traded in the
over-the-counter  market, and may not be listed on any exchange.  Options traded
in the  over-the-  counter  market  involve a greater  risk that the  securities
dealers  participating in the transactions  could fail to meet their obligations
to a Fund.

              A Fund will  include the  premiums it has paid for the purchase of
unlisted  options  and the  value of  securities  used to cover  options  it has
written for  purposes of  calculating  whether  the Fund has  complied  with its
policies on illiquid securities.

Futures Transactions and Related Options Transactions (Balanced and American 
Retirement)

              A Fund may  enter  into  financial  futures  contracts  as a hedge
against  changes  in  prevailing  levels  of  interest  rates  to seek  relative
stability of principal and to establish more definitely the effective  return on
securities  held or intended  to be  acquired by the Fund or as a hedge  against
changes in the prices of  securities  held by the Fund or to be  acquired by the
Fund.  A Fund's  hedging may include  sales of futures as an offset  against the
effect  of  expected  increases  in  interest  rates or  securities  prices  and
purchases  of futures as an offset  against the effect of  expected  declines in
interest rates.

              For  example,  when a Fund  anticipates  a  significant  market or
market sector  advance,  it will  purchase a stock index  futures  contract as a
hedge against not  participating  in such advance at a time when the Fund is not
fully  invested.  The  purchase  of a futures  contract  serves  as a  temporary
substitute for the

                                                       24202

                                                         8

<PAGE>



purchase of  individual  securities  which may then be  purchased  in an orderly
fashion. As such purchases are made, an equivalent amount of index based futures
contracts  would be terminated by offsetting  sales.  In contrast,  a Fund would
sell stock index futures  contracts in anticipation of or in a general market or
market sector  decline that may adversely  affect the market value of the Fund's
portfolio. To the extent that a Fund's portfolio changes in value in correlation
with a  given  index,  the  sale  of  futures  contracts  on  that  index  would
substantially  reduce the risk to the portfolio of a market decline or change in
interest  rates,  and, by doing so, provide an alternative to the liquidation of
the Fund's securities positions and the resulting transaction costs.

              A Fund intends to engage in options transactions which are related
to financial  futures  contracts for hedging purposes and in connection with the
hedging strategies described above.

              Although  techniques  other  than sales and  purchases  of futures
contracts  and  related  options  transactions  could be used to reduce a Fund's
exposure to interest  rate and/or market  fluctuations,  the Fund may be able to
hedge its exposure  more  effectively  and perhaps at a lower cost through using
futures contracts and related options transactions. While a Fund does not intend
to take delivery of the instruments  underlying  futures contracts it holds, the
Fund does not intend to engage in such futures contracts for speculation.

Futures Contracts (Balanced and American Retirement)

              Futures  contracts are  transactions  in the  commodities  markets
rather than in the securities  markets. A futures contract creates an obligation
by the seller to deliver to the buyer the commodity specified in the contract at
a specified  future time for a specified  price. The futures contract creates an
obligation  by the buyer to accept  delivery  from the  seller of the  specified
commodity at the specified future time for the specified  price. In contrast,  a
spot transaction  creates an immediate  obligation for the seller to deliver and
the buyer to accept delivery of and pay for an identified commodity. In general,
futures contracts involve  transactions in fungible goods such as wheat,  coffee
and  soybeans.  However,  in the last  decade an  increasing  number of  futures
contracts have been developed which specify financial instruments or financially
based indexes as the underlying commodity.

              U.S.  futures  contracts  are  traded  only  on  national  futures
exchanges  and are  standardized  as to maturity date and  underlying  financial
instrument.  The principal  financial futures exchanges in the United States are
The Board of Trade of the City of Chicago, the Chicago Mercantile Exchange,  the
International  Monetary Market (a division of the Chicago Mercantile  Exchange),
the New York Futures Exchange and the Kansas City Board of Trade.  Each exchange
guarantees performance under contract provisions through a clearing corporation,
a  nonprofit  organization  managed by the  exchange  membership,  which is also
responsible for handling daily  accounting of deposits or withdrawals of margin.
A futures commission  merchant ("Broker") effects each transaction in connection
with futures  contracts  for a  commission.  Futures  exchanges  and trading are
regulated  under the  Commodity  Exchange Act by the Commodity  Futures  Trading
Commission ("CFTC") and National Futures Association ("NFA").

              Interest  Rate  Futures  Contracts.  The sale of an interest  rate
futures contract creates an obligation by a Fund, as seller, to deliver the type
of financial instrument specified in the contract at a specified future time for
a specified  price. The purchase of an interest rate futures contract creates an
obligation by a Fund, as purchaser,  to accept delivery of the type of financial
instrument  specified  at a specified  future time for a  specified  price.  The
specific securities delivered or accepted, respectively, at settlement date, are
not determined  until at or near that date. The  determination  is in accordance
with the rules of the  exchange on which the futures  contract  sale or purchase
was made.

              Currently,  interest  rate futures  contracts  can be purchased or
sold on 90-day U.S.  Treasury bills,  U.S.  Treasury bonds,  U.S. Treasury notes
with maturities between 6 1/2 and 10 years, (GNMA) certificates, 90-day domestic
bank  certificates of deposit,  90-day  commercial  paper, and 90-day Eurodollar
certificates  of  deposit.  It is expected  that  futures  contracts  trading in
additional financial instruments will be

                                                       24202

                                                         9

<PAGE>



authorized. The standard contract size is $100,000 for futures contracts in
U.S. Treasury bonds, U.S. Treasury notes and GNMA  certificates,  and $1,000,000
for the other designated  contracts.  While U.S.  Treasury bonds,  U.S. Treasury
bills,  U.S.  Treasury notes and GNMA  certificates are backed by the full faith
and  credit  of the  U.S.  government,  futures  contracts  in  U.S.  government
securities are not obligations of the U.S. Treasury.

              Index Based Futures Contracts, Other Than Stock Index Based. It is
expected that bond index and other  financially  based index  futures  contracts
will be developed in the future. It is anticipated that such index based futures
contracts  will be structured  in the same way as stock index futures  contracts
but will be  measured  by changes in interest  rates,  related  indexes or other
measures,  such as the  consumer  price  index.  In the event that such  futures
contracts  are  developed,  a Fund may sell  interest rate index and other index
based futures  contracts to hedge  against  changes which are expected to affect
the Fund's portfolio.

              The  purchase  or sale of a  futures  contract  differs  from  the
purchase or sale of a security, in that no price or premium is paid or received.
Instead,  to initiate trading an amount of cash, cash equivalents,  money market
instruments,  or U.S. Treasury bills equal to approximately 1 1/2% (up to 5%) of
the contract amount must be deposited by a Fund with the Broker.  This amount is
known as initial margin. The nature of initial margin in futures transactions is
different from that of margin in security transactions.  Futures contract margin
does not  involve  the  borrowing  of  funds  by the  customer  to  finance  the
transactions.  Rather, the 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.  The margin required for a particular futures contract is set by
the exchange on which the contract is traded and may be  significantly  modified
from time to time by the exchange during the term of the contract.

              Subsequent  payments,  called variation  margin, to the Broker and
from the  Broker,  are  made on a daily  basis  as the  value of the  underlying
instrument  or index  fluctuates  making  the long and  short  positions  in the
futures contract more or less valuable,  a process known as mark-to-market.  For
example,  when a Fund has  purchased  a  futures  contract  and the price of the
underlying  financial  instrument  or index has risen,  that  position will have
increased in value,  and a Fund will receive from the Broker a variation  margin
payment equal to that increase in value. Conversely,  where a Fund has purchased
a futures contract and the price of the underlying financial instrument or index
has declined, the position would be less valuable and the Fund would be required
to  make a  variation  margin  payment  to the  Broker.  At any  time  prior  to
expiration of the futures  contract,  a Fund may elect to close the position.  A
final  determination  of  variation  margin  is then  made,  additional  cash is
required to be paid to or released by the Broker,  and the Fund  realizes a loss
or gain.

              The Trust  intends to enter into  arrangements  with its custodian
and with Brokers to enable the initial margin of a Fund and any variation margin
to be held in a segregated account by its custodian on behalf of the Broker.

              Although  interest rate futures  contracts by their terms call for
actual delivery or acceptance of financial instruments,  and index based futures
contracts  call for the  delivery  of cash equal to the  difference  between the
closing value of the index on the expiration  date of the contract and the price
at which the futures  contract is  originally  made,  in most cases such futures
contracts are closed out before the settlement date without the making or taking
of delivery.  Closing out a futures  contract  sale is effected by an offsetting
transaction in which a Fund enters into a futures contract purchase for the same
aggregate amount of the specific type of financial  instrument or index and same
delivery  date.  If the price in the sale  exceeds  the price in the  offsetting
purchase,  the Fund is paid the  difference  and thus  realizes  a gain.  If the
offsetting  purchase price exceeds the sale price,  the Fund pays the difference
and realizes a loss.  Similarly,  the closing out of a futures contract purchase
is effected by an offsetting  transaction  in which a Fund enters into a futures
contract sale. If the offsetting sale price exceeds the purchase price, the Fund
realizes a gain.  If the purchase  price exceeds the  offsetting  sale price the
Fund realizes a loss. The amount of a Fund's gain or loss on any  transaction is
reduced or increased, respectively, by the amount of

                                                       24202

                                                        10

<PAGE>



any transaction costs incurred by the Fund.

              As  an  example  of an  offsetting  transaction,  the  contractual
obligations  arising from the sale of one contract of  September  U.S.  Treasury
bills on an  exchange  may be  fulfilled  at any  time  before  delivery  of the
contract is required  (i.e.  on a specified  date in  September,  the  "delivery
month") by the purchase of one contract of September U.S.  Treasury bills on the
same exchange.  In such instance the  difference  between the price at which the
futures contract was sold and the price paid for the offsetting purchase,  after
allowance for transaction costs, represents the profit or loss to a Fund.

              There can be no  assurance,  however,  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.

              Options on Financial  Futures.  A Fund may  purchase  call and put
options on  financial  futures  contracts  and sell such options to terminate an
existing  position.  Options on futures are similar to options on stocks  except
that an option on a futures  contract  gives the purchaser the right,  in return
for the  premium  paid,  to  assume a  position  in a futures  contract  (a long
position  if the option is a call and a short  position  if the option is a put)
rather than to purchase or sell stock at a specified  exercise price at any time
during the period of the option.  Upon  exercise of the option,  the delivery of
the  futures  position  by the  writer of the option to the holder of the option
will be  accompanied  by delivery  of the  accumulated  balance in the  writer's
futures margin  account.  This amount  represents the amount by which the market
price of the futures contract at exercise exceeds,  in the case of a call, or is
less than, in the case of a put, the exercise price of the option on the futures
contract.  If an  option  is  exercised  on the last  trading  day  prior to the
expiration  date of the option,  the  settlement  will be made  entirely in cash
equal to the  difference  between the exercise  price of the option and value of
the futures contract.

              A Fund  intends to use options on financial  futures  contracts in
connection with hedging strategies.  In the future the Fund may use such options
for other purposes.

              Purchase  of Put  Options on Futures  Contracts.  The  purchase of
protective  put options on  financial  futures  contracts  is  analogous  to the
purchase of protective  puts on individual  stocks,  where an absolute  level of
protection is sought below which no  additional  economic loss would be incurred
by a Fund.  Put options may be  purchased to hedge a portfolio of stocks or debt
instruments  or a position in the futures  contract upon which the put option is
based.

              Purchase of Call  Options on Futures  Contracts.  The  purchase of
call  options on  financial  futures  contracts  represents a means of obtaining
temporary  exposure to market  appreciation  at limited risk. It is analogous to
the  purchase of a call option on an  individual  stock,  which can be used as a
substitute  for a position in the stock itself.  Depending on the pricing of the
option  compared to either the futures  contract upon which it is based, or upon
the price of the underlying financial instrument or index itself,  purchase of a
call option may be less risky than the  ownership of the interest  rate or index
based futures contract or the underlying  securities.  Call options on commodity
futures contracts may be purchased to hedge against an interest rate increase or
a market advance when a Fund is not fully invested.

              Use of  New  Investment  Techniques  Involving  Financial  Futures
Contracts  or  Related  Options.  A Fund may employ  new  investment  techniques
involving  financial  futures  contracts and related options.  A Fund intends to
take advantage of new techniques in these areas which may be developed from time
to time and which are consistent with the Fund's investment objective. The Trust
believes that no additional  techniques have been identified for employment by a
Fund in the foreseeable future other than those described above.



                                                       24202

                                                        11

<PAGE>



              Limitations on Purchase and Sale of Futures  Contracts and Related
Options on Such Futures Contracts. A Fund will not enter into a futures contract
if, as a result  thereof,  more than 5% of the  Fund's  total  assets  (taken at
market value at the time of entering  into the  contract)  would be committed to
margin  deposits on such futures  contracts,  including  any  premiums  paid for
options on futures.

              A Fund  intends  that its futures  contracts  and related  options
transactions  will be entered into for traditional  hedging  purposes.  That is,
futures  contracts  will be sold to  protect  against a decline  in the price of
securities  that a Fund owns, or futures  contracts will be purchased to protect
the Fund against an increase in the price of  securities it intends to purchase.
A Fund does not intend to enter into futures contracts for speculation.

              In  instances  involving  the  purchase of futures  contracts by a
Fund,  an amount of cash and cash  equivalents  equal to the market value of the
futures  contracts will be deposited in a segregated  account and/or in a margin
account with a Broker to collateralize  the position and thereby insure that the
use of such futures is unleveraged.

              Risks of Futures Contracts. Financial futures contracts prices are
volatile and are  influenced,  among other  things,  by changes in stock prices,
market  conditions,  prevailing  interest rates and anticipation of future stock
prices,  market  movements or interest  rate  changes,  all of which in turn are
affected by economic conditions, such as government fiscal and monetary policies
and actions, and national and international political and economic events.

              At best,  the  correlation  between  changes  in prices of futures
contracts and of the securities being hedged can be only approximate. The degree
of  imperfection  of  correlation  depends upon various  circumstances,  such as
variations  in  speculative   market  demand  for  futures   contracts  and  for
securities,  including  technical  influences in futures contracts trading;  and
differences  between the securities  being hedged and the financial  instruments
and indexes underlying the standard futures contracts  available for trading, in
such  respects as interest  rate  levels,  maturities  and  creditworthiness  of
issuers, or identities of securities  comprising the index and those in a Fund's
portfolio.  In addition,  futures contract  transactions involve the remote risk
that a party may be unable to fulfill its obligations and that the amount of the
obligation  will be beyond the  ability of the  clearing  broker to  satisfy.  A
decision of whether,  when and how to hedge  involves  the exercise of skill and
judgment,  and even a well conceived  hedge may be  unsuccessful  to some degree
because of market behavior or unexpected interest rate trends.

              Because  of the low  margin  deposits  required,  futures  trading
involves an extremely high degree of leverage.  As a result,  a relatively small
price  movement in a futures  contract may result in immediate  and  substantial
loss, as well as gain, to the investor. For example, if at the time of purchase,
10% of the value of the futures  contract is deposited as margin, a 10% decrease
in the value of the futures  contract would result in a total loss of the margin
deposit, before any deduction for the transaction costs. If the account was then
closed out at a total decrease of 15% of the futures  contract,  it would result
in a loss equal to 150% of the original margin deposit. Thus, a purchase or sale
of a futures  contract may result in losses in excess of the amount  invested in
the futures contract. However, a Fund would presumably have sustained comparable
losses if, instead of entering into the futures contract, it had invested in the
underlying financial instrument. Furthermore, in order to be certain that a Fund
has sufficient assets to satisfy its obligations  under a futures contract,  the
Fund  will  establish  a  segregated  account  in  connection  with its  futures
contracts which will hold cash or cash equivalents equal in value to the current
value of the underlying instruments or indices less the margins on deposit.

              Most  U.S.  futures  exchanges  limit the  amount  of  fluctuation
permitted  in futures  contract  prices  during a single  trading day. The daily
limit  establishes  the maximum amount that the price of a futures  contract may
vary either up or down from the previous day's  settlement price at the end of a
trading  session.  Once the daily limit has been reached in a particular type of
contract,  no trades may be made on that day at a price  beyond that limit.  The
daily limit  governs only price  movement  during a  particular  trading day and
therefore  does not limit  potential  losses  because  the limit may prevent the
liquidation of

                                                       24202

                                                        12

<PAGE>



unfavorable  positions.  Futures contract prices have occasionally  moved to the
daily  limit for  several  consecutive  trading  days with little or no trading,
thereby  preventing prompt  liquidation of futures positions and subjecting some
futures traders to substantial losses.

              Risks of Options on Futures  Contracts.  In  addition to the risks
described above for financial futures contracts, there are several special risks
relating to options on futures contracts. The ability to establish and close out
positions on such options will be subject to 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. A Fund will
not purchase  options on any futures  contract unless and until it believes that
the  market  for such  options  has  developed  sufficiently  that the  risks in
connection  with such options are not greater than the risks in connection  with
the futures contracts. Compared to the use of futures contracts, the purchase of
options on such  futures  involves  less  potential  risk to a Fund  because the
maximum  amount at risk is the premium  paid for the options  (plus  transaction
costs).  However,  there  may be  circumstances  when the use of an  option on a
futures  contract  would  result in a loss to a Fund,  even  though the use of a
futures  contract  would not,  such as when there is no movement in the level of
the futures contract.

Investment Company Securities

              Securities of other investment companies may be acquired by a Fund
to the extent  permitted  under the 1940 Act.  These  limits  require  that,  as
determined  immediately  after a  purchase  is made,  (i) not more  than 5% of a
Fund's total  assets will be invested in the  securities  of any one  investment
company,  (ii)  not more  than 10% of the  value  of its  total  assets  will be
invested in the aggregate in securities of investment  companies as a group, and
(iii) not more than 3% of the  outstanding  voting  stock of any one  investment
company will be owned by a Fund. As a shareholder of another investment company,
a Fund would bear,  along with other  shareholders,  its pro rata portion of the
other investment  company's  expenses,  including  advisory fees. These expenses
would be in  addition to the  advisory  and other  expenses  that the Fund bears
directly in connection with its own operations.  However,  a Fund may invest all
of  its  investable  assets  in  securities  of  a  single  open-end  management
investment   company  with   substantially   the  same  fundamental   investment
objectives, polices and limitations as the Fund.

Repurchase Agreements

              A Fund may enter into repurchase agreements with entities that are
registered 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  institutions  believed by the
Fund's  Advisor to be  creditworthy.  A repurchase  agreement is an agreement by
which a person (e.g., a Fund) obtains a security and  simultaneously  commits to
return the security to the seller (a member bank of the Federal  Reserve  System
or recognized  securities  dealer) at an agreed upon price (including  principal
and  interest) on an agreed upon date within a number of days  (usually not more
than seven) from the date of purchase.  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.

              The Fund's  custodian or a third party 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 a Fund
might be delayed  pending court  action.  A Fund 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.  A
Fund will only enter into repurchase  agreements with banks and other recognized
financial institutions, such as broker-dealers, which are deemed by the Advisor

                                                       24202

                                                        13

<PAGE>



to be creditworthy pursuant to guidelines established by the Trustees.

Reverse Repurchase Agreements

              A Fund may also 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.

Illiquid and Restricted Securities

              A  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 the Fund has the investment on its books.

              A 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.

When-Issued, Delayed-Delivery and Forward Commitment Transactions

              A   Fund   may   purchase   securities   on   a   when-issued   or
delayed-delivery  basis  and  may  purchase  or  sell  securities  on a  forward
commitment basis.  These  transactions  involve the purchase of debt obligations
with delivery and payment normally taking place within a month or more after the
date of commitment to purchase.  A Fund will only make  commitments  to purchase
obligations on a when-issued basis with the intention of actually  acquiring the
securities,  but may sell them  before  the  settlement  date.  The  when-issued
securities  are subject to market  fluctuation,  and no interest  accrues on the
security to the purchaser  during this period.  The payment  obligation  and the
interest rate that will be received on the securities are each fixed at the time
the purchaser enters into the commitment.

              Segregated  accounts will be established  and a Fund will maintain
liquid assets in an amount at least equal in value to the Fund's  commitments to
purchase when-issued securities. If the value of these assets declines, the Fund
will place additional  liquid assets in the account on a daily basis so that the
value of the assets in the account is equal to the amount of such commitments.

              Purchasing  obligations  on  a  when-issued  basis  is a  form  of
leveraging  and can involve a risk that the yields  available in the market when
the delivery takes place may actually be higher than those

                                                       24202

                                                        14

<PAGE>



obtained in the transaction itself.  In that case there could be an unrealized 
loss at the time of delivery.

              A Fund uses when-issued,  delayed-delivery  and forward commitment
transactions to secure what it considers to be an  advantageous  price and yield
at the time of purchase.  When a Fund engages in  when-issued,  delayed-delivery
and forward  commitment  transactions,  it relies on the buyer or seller, as the
case may be, to  consummate  the sale.  If the buyer or seller fails to complete
the sale,  then the Fund may miss the  opportunity  to obtain the  security at a
favorable price or yield.

              Typically, no income accrues on securities a Fund has committed to
purchase prior to the time delivery of the securities is made, although the Fund
may earn income on securities it has in a segregated account.  When purchasing a
security on a when-issued, delayed-delivery, or forward commitment basis, a Fund
assumes the rights and risks of ownership of the security, including the risk of
price and yield  fluctuations,  and takes such  fluctuations  into  account when
determining  its net asset value.  Because a Fund is not required to pay for the
security  until the  delivery  date,  these  risks are in  addition to the risks
associated with the Fund's other investments.

Foreign Currency Transactions

              As one way of managing  exchange  rate risk, a 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 the 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 the Fund's
advisor  expects a decrease  in the value of the  currency  in which the foreign
security  is  denominated.  Although a 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 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 a Fund. A Fund may also
purchase and sell  options  related to foreign  currencies  in  connection  with
hedging strategies.

Foreign Securities

              A 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.  domestic  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 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.



                                                       24202

                                                        15

<PAGE>



Lower Rated Bonds (Balanced and American Retirement)

              Balanced and American  Retirement  may invest in high yield,  high
risk bonds, commonly known as "junk bonds." While investment in high yield, high
risk bonds provides opportunities to maximize return over time, investors should
be aware of the following risks associated with high yield, high risk bonds:

         (1) High yield, high risk bonds are rated below investment grade, i.e.,
BB or lower by Standard & Poor's Ratings Group ("S&P") or Ba or lower by Moody's
Investors Service ("Moody's").  Securities so rated are considered predominantly
speculative  with  respect to the  ability of the issuer to meet  principal  and
interest payments.  Balanced and American  Retirement may also invest in unrated
securities that, in their Advisor's judgment,  offer comparable yields and risks
as securities  that are rated as low as D by S&P or Cby Moody's.  It is possible
for  securities  rated D or C-,  respectively,  to have defaulted on payments of
principal and/or interest at the time of investment. (See Appendix A to this SAI
for a description of these rating categories.)  Balanced and American Retirement
intend  to  invest  in D rated  debt  only in cases  when,  in  their  Advisor's
judgment,  there is a distinct prospect of improvement in the issuer's financial
position as a result of the completion of reorganization or otherwise.

         (2) The lower ratings of these securities reflect a greater possibility
that  adverse  changes in the  financial  condition  of the issuer or in general
economic  conditions,  or both, or an  unanticipated  rise in interest rates may
impair the ability of the issuer to make  payments of  interest  and  principal,
especially if the issuer is highly leveraged.  Such issuer's ability to meet its
debt  obligations  may  also  be  adversely   affected  by  specific   corporate
developments  or the issuer's  inability  to meet  specific  projected  business
forecasts or the  unavailability  of  additional  financing.  Also,  an economic
downturn or an increase in interest rates may increase the potential for default
by the issuers of these securities.

         (3) The value of high yield, high risk bonds may be more susceptible to
real or perceived adverse economic, company or industry conditions and publicity
than is the case for higher quality securities.

         (4) The value, of high yield,  high risk bonds like that of other fixed
income  securities,  fluctuates  in  response  to  changes  in  interest  rates,
generally  rising when interest  rates  decline and falling when interest  rates
rise. For example,  if interest rates increase after a fixed income  security is
purchased,  the  security,  if sold prior to maturity,  may return less than its
cost. The prices of below-investment  grade bonds,  however,  are generally less
sensitive to interest rate changes than the prices of  higher-rated  bonds,  but
are more  sensitive  to  adverse or  positive  economic  changes  or  individual
corporate developments.

         (5) The  secondary  market for such  securities  may be less  liquid at
certain  times than the  secondary  market for higher  quality debt  securities,
which may adversely  effect (1) the market price of the  security,  (2) a Fund's
ability  to  dispose of  particular  issues  and (3) a Fund's  ability to obtain
accurate market quotations for purposes of valuing its assets.

         (6) Zero coupon bonds and  payment-in-kind  securities ("PIKs") involve
additional  special  considerations.  For  example,  zero  coupon  bonds  pay no
interest to holders  prior to maturity of  interest.  PIKs are debt  obligations
that provide  that the issuer may, at its option,  pay interest on such bonds in
cash  or in the  form of  additional  debt  obligations.  Such  investments  may
experience  greater  fluctuation  in value due to changes in interest rates than
debt obligations that pay interest  currently.  Even though these investments do
not pay current interest in cash, a Fund is,  nonetheless,  required by tax laws
to accrue interest income on such  investments and to distribute such amounts at
least  annually  to  shareholders.  Thus,  a Fund could be  required at times to
liquidate   investments   in  order  to  fulfill  its  intention  to  distribute
substantially  all of its net  income as  dividends.  A Fund will not be able to
purchase  additional  income  producing  securities  with cash used to make such
distributions, and its current income ultimately may be reduced as a result.

         An Advisor considers the ratings of S&P and Moody's assigned to various
securities,  but does not rely  solely on these  ratings  because  (1) S&P's and
Moody's assigned ratings are based largely on historical

                                                       24202

                                                        16

<PAGE>



financial data and may not accurately  reflect the current  financial outlook of
companies;  and (2) there can be large  differences  among the current financial
conditions of issuers within the same category.

                              MANAGEMENT OF THE TRUST

         Set forth below are the  Trustees  and  officers of the Trust and their
principal  occupations and 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 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)                                            former Director, Executive Vice President and
                                                           Treasurer, State Street Research & Management
                                                           Company (investment advice); Director, The Andover
                                                           Companies (Insurance); and Trustee, Arthritis
                                                           Foundation of New England


24304
                                                        15

<PAGE>



NAME                             POSITION WITH TRUST       PRINCIPAL OCCUPATIONS FOR LAST FIVE YEARS
- -------------------------------  ------------------------- -----------------------------------------------------------------
K. Dun Gifford                    Trustee                  Trustee,  Treasurer  and  Chairman of the Finance  Committee,
(DOB: 10/12/38)                                            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  Chair man,  Gifford,  Drescher &
                                                           Associates (environmental consulting)

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,  Carson
(DOB: 2/14/39)                                             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. (steel
(DOB: 7/14/39)                                             producer).

Thomas L. McVerry                Trustee                   Former Vice President and Director of Rexham
(DOB: 8/2/39)                                              Corporation; 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, DHR
(DOB: 9/14/41)                                             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)


24304
                                                        16

<PAGE>



NAME                             POSITION WITH TRUST       PRINCIPAL OCCUPATIONS FOR LAST FIVE YEARS
- -------------------------------  ------------------------- -----------------------------------------------------------------
Richard J. Shima                 Trustee                   Former  Chairman,  Environmental  Warranty,  Inc.  (insurance
 (DOB: 8/11/39)                                            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.

William J. Tomko*                President and             Senior Vice President and Operations Executive,
(DOB: 8/30/58)                   Treasurer                 BISYS 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,  Price Waterhouse LLP, New York.

Bryan Haft*                      Vice President            Team Leader, Fund Administration, BISYS Fund
(DOB: 1/23/65)                                             Services.

D'Ray Moore*                     Secretary                 Vice President, Client Services, BISYS Fund Services.
(DOB: 3/30/59)
</TABLE>

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



                                                       24202

                                                        18

<PAGE>



Trustee Compensation

         Listed  below is the  Trustee  compensation  for the fiscal  year ended
March 31, 1998.
<TABLE>
<CAPTION>

                                         Pension or 
                              Aggregate  Retirement Benefits  Estimated Annual    Total Compensation
                            Compensation Accrued As Part of   Benefits Upon       from Trust and
Trustee                      from Trust  Fund Expenses        Retirement          Fund Complex
<S>                            <C>          <C>                 <C>                 <C>
Laurence B. Ashkin             $ 9,856      $ 0                 $ 0                 $ 72,681
Charles A. Austin III            6,993(a)     0                   0                   49,297(b)
Foster Bam*                      7,722        0                   0                   53,236
K. Dun Gifford                   6,468        0                   0                   46,061
James S. Howell                 12,072(c)     0                   0                  109,570(d)
Robert J. Jeffries*              2,167        0                   0                   18,222
Leroy Keith Jr.                  6,633        0                   0                   46,461
Gerald M. McDonnell **          10,718        0                   0                   94,500
Thomas L. McVerry **            10,825        0                   0                   96,805
William Walt Pettit **           9,700        0                   0                   86,613
David M. Richardson              6,927        0                   0                   48,673
Russell A. Salton, III **       10,424        0                   0                   95,031
Michael S. Scofield             10,835        0                   0                   97,794
Richard J. Shima                 8,681        0                   0                   67,325
</TABLE>

 
(a) $1,049 of this amount payable in later years as deferred compensation.
(b) $7,395 of this amount payable in later years as deferred compensation.
(c) $9,658 of this amount payable in later years as deferred compensation.
(d) $87,656 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 July 1, 1998,  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 5% or more of a class of each
Fund's outstanding shares as of July 1, 1998.

Foundation Class A                                                  None

Foundation Class B                                                  None


                                                       24202

                                                        19

<PAGE>




Foundation Class C
MLPF&S for the sole benefit of its customers
Attn: Fund Administration                                             26.21%
4800 Deer Lake Dr. East 2nd fl.
Jacksonville, FL 32246-6484

Foundation Class Y
First Union National Bank/EB/INT, Cash Account
Attn: Trust Operations Fund Group                                     10.43%
401 S. Tryon Street; 3rd Floor CMG 1151
Charlotte, NC 28202-1911

First Union National Bank/EB/INT, Reinvest Account
Attn: Trust Operations Fund Group                                     36.39%
401 S. Tryon Street;3rd Floor CMG 1151
Charlotte, NC 29202-1911 Mac & Co.

Aetna Retirement Services/Central Valuation Unit                      12.01%
Attn: Mutual Funds Operations
P.O. Box 3198
Pittsburgh, PA 15230-3198

AETNA Life Insurance
Life & Annuity/Central Valuation Unit                                 5.41%
Attn: Jackie Johnson, Conveyor TS31
151 Farminton Ave.
Hartford, CT 06156-0001

Charles Schwab & Co. Inc.
Special Custody Account fo r the Exclusive Benefit of Customers       6.46%
Reinvest Account Attn: Mutual Funds
101 Montgomery St.
San Francisco, CA 94104-4122

Tax Strategic Class A                                                 None

Tax Strategic Class B
MLPF&S for the sole benefit of its customers
Attn: Fund Administration 97H99                                       10.52%
4800 Deer Lake Dr. East 2nd Fl.
Jacksonville, FL 32246-6484

Tax Strategic Class C
MLPF&S for the sole benefit of its customers
Attn: Fund Administration                                             29.86%
4800 Deer Lake Dr.,  East 2nd Fl.
Jacksonville, FL 32246-6484

Tax Strategic Class Y
Nola Maddox Falcone
70 Drake Rd.                                                          7.81%
Scarsdale, NY 10583-6447

First Union National Bank, EB/INT, Cash Account
Attn: Trust Operations Fund Group                                     7.79%
401 S. Tryon St. 3rd Floor CMG 1151
Charlotte, NC 28202-1911

Stephen A. Lieber
1210 Greacen Point Rd.                                                39.63%
Mamaroneck, NY 10543-4613


                                                       24202

                                                        20

<PAGE>




First Union National Bank  EB/INT/ Cash Account
Attn: Trust Operations Fund Group                                     7.27%
401 S. Tryon St., 3rd Fl
Charlotte,  NC 28202-1911  

American  Retirement Class A                                           None

American Retirement Class B                                            None

American  Retirement  Class  C                                         None

American  Retirement  Class Y
Charles Schwab & Co. Inc.
Special Custody Account FBO Exclusive Benefit of Customers            21.21%
Reinvest Account, Attn: Mutual Funds
101 Montgomery Street
San Francisco, CA 94104-4122

First Union National Bank/EB/INT, Reinvest Account
Attn: Trust Operations Fund Group                                     18.70%
401 S. Tryon Street, 3rd Fl., CMG 1151
Charlotte, NC 28202-1911

Balanced Class A                                                       None

Balanced Class B                                                       None

Balanced Class C
MLPF&S for the sole benefit of its customers
Attn: Fund Administration                                             15.72%
4800 Deer Lake Dr. East 2nd Fl.
Jacksonville, FL 32246-6484

FUBS & Co. FEBO
FUNB NC FBO Goldstein S. Bldg./Supply Loan Account                    5.81%
Attn: Frank Pierce Loan Ofcs.
P.O. Box 3008, 6th Fl.
Raleigh, NC 27602-3008

Donaldson Lufkin Jenrette
Securities Corporation Inc.                                           5.16%
P.O. Box 2052
Jersey City, NJ 07303-2052

State Street Bank and Trust Company
Rollover IRA FBO Rita E. Resina                                       6.77%
291 Minneford
Bronx, NY 10464-1421

Balanced Class Y
First Union National Bank
Trust Accounts/ Attn: Ginny Batten                                    65.77%
11th Floor CMG - 1151
301 S. Tryon St.
Charlotte, NC 28202-1910

First Union National Bank
Trust Accounts Attn: Ginny Batten                                     30.89%
11th Floor CMG - 1151
301 S. Tryon St.
Charlotte, NC 28202-1910


                                      INVESTMENT ADVISORY AND OTHER SERVICES

INVESTMENT ADVISORS

         Each Fund has its own investment advisor (the "Advisor").  Each Advisor
is a direct or indirect subsidiary of First Union Corporation ("First Union"), a
bank holding company headquartered at 301 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.

         Some  of  the  Funds   also   have  an   investment   subadvisor   (the
"Subadvisor").  Each Fund's  Advisor  and, if  applicable,  its  Subadvisor,  is
discussed below,  including a description of fees. For a summary of amounts paid
by the Funds to their  Advisor for the last three  fiscal  years see the section
"Financial Information" below.

         Evergreen Asset Management Corp.  ("Evergreen Asset"), 2500 Westchester
Avenue,  Purchase,  New York 10577, is the Advisor to Foundation,  Tax Strategic
and American Retirement, each of which pays Evergreen Asset an annual percentage
of its average daily net assets, as follows:

                                                  Agregate Net Asset Value of
              Management Fee                      the Shares of a Fund
         Foundation and Tax Strategic:
              0.875% of the first                    $750,000,000; and
              0.750% of the next                     $250,000,000; and
              0.700% of amounts over                 $1,000,000,000.

                                                   Aggregate Net Asset Value of
              Management Fee                       the Shares of a Fund
         American Retirement:
              0.75% of the first                     $750,000,000; and
              0.70% of amounts over                  $750,000,000.

         Keystone  Investment  Management  Company  ("Keystone"),  200  Berkeley
Street, Boston, Massachusetts 02116, is the Advisor to Balanced.

         Balanced pays Keystone a fee for its services at the annual rate set 
forth below

                                     1.5% of Gross Dividend
                                     and Interest Income
Aggregate Net                        Plus Aggregate Net Asset Value 
Management Fee                        of the Shares of the Fund
- --------------                        ---------------------------
0.60% of the first                    $100,000,000; plus
0.55% of the next                     $100,000,000; plus
0.50% of the next                     $100,000,000; plus
0.45% of the next                     $100,000,000; plus
0.40% of the next                     $100,000,000; plus
0.35% of the next                     $500,000,000; plus
0.30% of amounts over                 $1,000,000,000.

              Keystone's  fee is  computed  as of the  close  of  business  each
business day and is payable monthly.


                                                       24202

                                                        21

<PAGE>



Lieber & Company,  2500  Westchester  Avenue,  Purchase,  New York 10577, is the
Subadvisor  to  Foundation,  Tax  Strategic  and American  Retirement.  Lieber &
Company is  reimbursed by Evergreen  Asset for the direct and indirect  costs of
providing subadvisory services to a Fund.

INVESTMENT ADVISORY AGREEMENTS

              On behalf of each of its  Funds,  the  Trust has  entered  into an
investment  advisory  agreement with each Advisor (the  "Advisory  Agreements").
Under each Advisory  Agreement,  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.  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 of the Trust
(Trustees  who are not  interested  persons of the 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 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 such Fund; (12)
expenses of shareholders' and Trustees'  meetings;  (13) charges and expenses of
legal  counsel  for such 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 a
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.

Transactions Among Advisory Affiliates

              The Trust has adopted procedures  pursuant to Rule 17a-7 under 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
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

                                                       24202

                                                        22

<PAGE>



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 a 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 a 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 a Fund and holders of Class A, Class B
and Class C shares, and (ii) stimulate  administrators to render  administrative
support  services  to a 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; and providing such other services as a Fund
reasonably requests for its Class A, Class B and Class C shares.

              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 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 a 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 a 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

                                                       24202

                                                        23

<PAGE>



any time by a majority vote of the holders of the outstanding  voting securities
of a 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,  a Fund need give no notice  to the  Distributor.  Any  Distribution
Agreement will terminate automatically in the event of its assignment.

For a summary of  distribution  fees paid by the Funds for the last three fiscal
years see "Financial Information" below.

ADDITIONAL SERVICE PROVIDERS

Administrator
              Evergreen Investment Services,  Inc. ("EIS"), 200 Berkeley Street,
Boston, Massachusetts 02116-5034,  serves as administrator to the Funds, 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 at a rate  based on the  total  assets  of all  mutual  funds
advised by First Union subsidiaries,  and for which EIS serves as administrator,
as follows:


                                       Total assets of
Administrator Fee                     First Union subsidiaries
Foundation, Tax Strategic and American Retirement:

0.060% of the first                   $7 billion
0.0425% of the next                   $3 billion
0.035% of the next                    $5 billion
0.025% of the next                    $10 billion
0.019% of the next                    $5 billion
0.014% of amounts over                $30 billion

Aggregate Net                         Total assets of
Administrator Fee                     First Union subsidiaries
Balanced:

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
0.010% of amounts over                $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.   ESC's   address  is  200  Berkeley   Street,   Boston,
Massachusetts 02116-5034.

Independent Auditors

              KPMG Peat  Marwick  LLP, is the Funds'  independent  auditor.  The
independent auditor audits the Funds' annual financial  statements.  The address
of KPMG Peat Marwick LLP is 99 High Street, Boston, Massachusetts 02110.

                                                       24202

                                                        24

<PAGE>



Custodian

     State Street Bank and Trust Company is the Funds' custodian.  The custodian
keeps  custody of each Fund's  securities  and cash and performs  other  related
duties.  State Street Bank and Trust Company's address is P.O. Box 9021, Boston,
Massachusetts 02205-9827.

Legal Counsel

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

                                                     BROKERAGE

              The Board of Trustees  periodically  reviews each Fund's brokerage
policy. Due to future 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,  a  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.

              A Fund expects to purchase  and sell its fixed  income  securities
through  principal  transactions  directly from the issuer or an  underwriter or
market  maker  for the  securities.  Generally,  a 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 seeks
brokers who can provide the most benefit to a Fund or Funds for which a trade is
being made. When selecting a broker, an Advisor will primarily 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 a 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.

              A Fund's management weighs these considerations in determining the
overall reasonableness of the brokerage commission paid.

              Research  services  provided  by a  broker  to an  Advisor  do not
replace,  but  supplement,  the  services an Advisor is required to deliver to a
Fund  under the  Advisory  Agreement.  It is  impracticable  for an  Advisor  to
allocate the cost,  value and specific  application  of such  research  services
among its clients

                                                       24202

                                                        25

<PAGE>



because  research  services  intended  for one  client  may  indirectly  benefit
another.  Under its Investment Advisory Agreement,  Keystone is permitted to pay
higher brokerage  commissions for brokerage and research  services in accordance
with  Section  28(e) of the 1934  Act.  In the  event  Keystone  follows  such a
practice, it will do so on a basis that is fair and equitable to Balanced.

              The Trust's  Board of Trustees has  determined  that the Funds may
consider sales of Fund shares as a factor in the selection of brokers to execute
portfolio transactions,  subject to the requirements of best execution described
above.

              Lieber & Company ("Lieber"), 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
Foundation, Tax Strategic and American Retirement effected on those exchanges.

              Under  Section 11(a) of the  Securities  Exchange Act of 1934 (the
"1934 Act"), as amended, and the rules adopted thereunder by the SEC, Lieber may
be  compensated  for  effecting  transactions  in the rules  are met.  Each Fund
advised by Evergreen Asset has entered into an agreement with Lieber authorizing
Lieber to retain  compensation fro brokerage  services.  In accordance with such
agreement, it is contemplated that Lieber, a member of the New York and American
Stock Exchanges, will, to the extent practicable,  provide brokerage services to
Foundation,  Tax Strategic and American Retirement with respect to substantially
all  securities  transactions  effected  on the  New  York  and  American  Stock
Exchanges. In such transactions, the Advisor will seek the best execution at the
most favorable  price while paying a commission rate no higher than that offered
to other clients of Lieber or that comparable  execution capability in a similar
transaction.  However, no Fund will engage in transactions in which Lieber would
be a  principal.  While no Fund  advised by  Evergreen  Asset  contemplates  any
ongoing arrangements with other brokerage firms, brokerage business may be given
from  time to  time  to the  firms.  In  addition,  the  Trustees  have  adopted
procedures  pursuant  to Rule  17e-1  under  the  1940  Act to  ensure  that all
brokerage transactions with Lieber, as an affiliated broker-dealer, are fair and
reasonable.

SIMULTANEOUS TRANSACTIONS

              An Advisor 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
to engage in a simultaneous transaction,  that is, buy or sell the same security
for more than one client.  Each Advisor 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  availablility of lower purchase  prices,  the
Funds may occasionally participate in group bidding for the direct purchase from
an issuer of certain securities.

              For a summary of  brokerage  commission  paid by the Funds for the
last three fiscal years see "Financial Information" below.

                                                TRUST ORGANIZATION

FORM OF ORGANIZATION

              Each  Fund  is a  series  of  an  open-end  management  investment
company,  known as Evergreen  Equity  Trust.  The Trust was formed as a Delaware
business trust under an Agreement and  Declaration of Trust dated  September 18,
1997 (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.


                                                       24202

                                                        26

<PAGE>



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.

VOTING RIGHTS

              Under the  terms of the  Declaration  of  Trust,  the Trust is not
required to hold annual shareholder 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
shareholder  meetings 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
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  equal  to  4.75%  of  the  offering  price.  (The
prospectuses  contain  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.

                                                       24202

                                                        27

<PAGE>



Class B Shares

              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:


<TABLE>
<CAPTION>
REDEMPTION TIMING                                                                   CDSC RATE
<S>                                                                                 <C>
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%
</TABLE>

         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

         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 First Union national Bank ("FUNB"),  Evergreen  Asset,  Keystone,  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

         A Funds charges a CDSC as reimbursement for certain  expenses,  such as
commissions or shareholder  servicing  fees,  that it has incurred in connection
with the sale of its shares (see "Distribution Plans and Agreements," above). If
imposed,  a Fund  deducts  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., paid to the Distributor or its predecessor.



                                                       24202

                                                        28

<PAGE>



SALES CHARGE WAIVERS OR REDUCTIONS

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 advisers;

         4.    investment advisers,  consultants or financial planners who place
               trades for their own  accounts or the  accounts of their  clients
               and who charge such clients a management, consulting, advisory or
               other fee;

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

         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;

                                                       24202

                                                        29

<PAGE>




         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 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 purchase is for
their  personal  investment  purposes only.  Such  purchasers may not resell the
securities  except  through  redemption by a Fund. The Funds will not charge any
CDSC on redemptions by such purchasers.

Waiver of CDSC

         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 a 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 a Fund has closed  because the account
               has an aggregate net asset value of less than $1,000;

         7.    an automatic withdrawal under a Systematic  Withdrawal 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.  a  financial   hardship   withdrawal  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

         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).



                                                       24202

                                                        31

<PAGE>



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
the prospectuses. 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  prospectuses.  A Fund will not compute its NAV on the day the
following  legal holidays are observed:  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) An independent  pricing service values each Fund's  municipal bonds
at fair value  using a variety of factors  which may include  yield,  liquidity,
interest rate risk, credit quality, coupon, maturity and type of issue.

         (2) Short-term  investments with remaining  maturities of sixty days or
less are carried at amortized cost, which approximates market value.

               (3)  Securities  for which  valuations  are not available from an
independent pricing service, including restricted securities, are valued at fair
value according to procedures established by the Trust's 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 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

                                                       24202

                                                        32

<PAGE>



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 ofering 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.

                         ADDITIONAL TAX INFORMATION

REQUIREMENTS FOR QUALIFICATION AS A REGULATED INVESTMENT
COMPANY

         Each Fund has  qualified  and  intends to  continue  to qualify for and
elect the tax treatment  applicable to a regulated  investment company (a "RIC")
under 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

                                                       24202

                                                        33

<PAGE>



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

         From  time to  time,  a Fund  will  distribute  the  excess  of its net
long-term  capital  gains over its  short-term  capital  losses 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.  Each Fund
will inform its shareholders of the portion, if any, of a long-term capital gain
distribution which is subject to tax at the maximum 28% rate and the portion, if
any, of a long term  capital  gain  distribution  which is subject to tax at the
maximum 20% rate.  Distributions of long-term  capital gains are taxable as such
to a shareholder, no matter how long the shareholder has held the shares.

         Distributions  by a Fund reduce its NAV. A distribution  that reduces a
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 a 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, shareholders should carefully consider the
tax consequences of buying Fund shares just before a distribution.

         All distributions,  whether received in additional shares or cash, must
be reported by each  shareholder on his or her federal  income tax return.  Each
shareholder  should  consult his or her 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 the 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 the 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

                                                       24202

                                                        34

<PAGE>



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  eighteen  months is
generally subject to a maximum federal income tax rate of 20% for an individual.
The maximum  capital gains tax rate for capital assets held by an individual for
more than twelve  months but not more than  eighteen  months is  generally  28%.
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 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 a 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 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.

SPECIAL TAX CONSIDERATIONS FOR TAX STRATEGIC

         With respect to Tax Strategic,  to the extent that the Fund distributes
exempt-interest dividends to a shareholder, interest on indebtedness incurred or
continued  by such  shareholder  to purchase or carry  shares of the Fund is not
deductible.  Furthermore,  entities or persons who are  "substantial  users" (or
related  persons) of facilities  financed by "private  activity"  bonds (some of
which were  formerly  referred  to as  "industrial  development"  bonds)  should
consult  their  tax  advisors  before   purchasing   shares  of  Tax  Strategic.
"Substantial  user" is defined generally as including a "non-exempt  person" who
regularly  uses in its trade or business a part of a facility  financed from the
proceeds of industrial development bonds.

         The  percentage  of the  total  dividends  paid by Tax  Strategic  with
respect to any taxable year that qualifies as exempt-interest  dividends will be
the same for all shareholders of Tax Strategic  receiving dividends with respect
to such year. If a shareholder receives an exempt-interest dividend with respect
to any share and such  share has been held for six  months or less,  any loss on
the sale or  exchange of such  shares  will be  disallowed  to the extent of the
exempt-interest dividend amount.

                                               FINANCIAL INFORMATION

EXPENSES

         The table below shows the total  dollar  amounts  paid 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" and "Purchase, Redemption and Pricing of Shares."

                                                       24202

                                                        35

<PAGE>

<TABLE>
<CAPTION>



                                               Class A           Class B           Class C
                                Advisory    Distribution  Distribution  Distribution  Class B       Class C
                                Fees        Fees          Fees          Fees          Service Fees  Service Fees
==============================  =========== ============= ============= ============= ============= ============
1998 Fund Expenses
                                            ============= ============= ============= ============= ============
<S>                             <C>         <C>           <C>           <C>           <C>           <C>    
Foundation                      $16,156,433 $695,844      $6,237,105    $274,265      $2,079,035    $91,422
Tax Strategic                   $1,451,786  $94,260       $734,118      $95,227       $244,706      $31,743
American Retirement             $1,350,506  $54,682       $870,882      $15,708       $290,294      $5,236
Balanced(d)                     $5,534,574  $611,968      $4,710,580    $907          $2,330,725    $303
1997 Fund Expenses

Expenses
- ------------------------------  ---------------------------------------------------------------------------
Foundation(a)                   $3,246,270  $135,502      $1,113,659    $51,839       $371,220      $17,280
Tax Strategic(a)                $143,945    $8,004        $62,195       $8,824        $20,732       $2,941
American Retirement(a)          $255,438    $7,950        $124,370      $2,995        $41,475       $998
Balanced                        $1,170,691  $26,750       $205,485      $710          $68,495       $237
1996 Fund Expenses
- ------------------------------  --------------

Foundation                      $11,140,780 $414,289      $3,487,899    $152,488      $1,162,633    $50,829
Tax Strategic                   $354,958(b) $16,426       $131,282      $16,493       $43,761       $5,498
- ------------------------------
American Retirement             $549,949(c) $14,426       $199,829      $5,713        $66,610       $1,904
- ------------------------------
Balanced                        $4,765,912  $107,023      $810,803      $1,883        $270,267      $628
</TABLE>


(a)      Foundation,  Tax Strategic and American Retirement changed their fiscal
         year end from December 31 to March 31,  effective  March 31, 1997.  The
         expenses at March 31, 1997 reflect a 3 month period.
(b)      Of that  amount  $90,551  was  waived by the  Advisor.  (c) Of that  
         amount, $24,841 was waived by the Advisor.
(d)      Balanced  changed  its  fiscal  year  end  from  June 30 to  March  31,
         effective March 31, 1998. The expenses at March 31, 1998 reflect a nine
         month period.

BROKERAGE COMMISSIONS PAID

         The table below shows (1) total  amounts paid by each Fund in brokerage
commissions and (2) brokerage commissions paid by each Fund to Lieber & Company,
an affiliate of FUNB, during each of the fiscal periods specified.

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  aggregating  less than $50,000 subject to
the  schedule of sales  charges set forth in the Class A  prospectus  at a price
based upon the NAV of each Fund's Class A shares as of March 31, 1998.


                                                       24202

                                                        36

<PAGE>




                         Per Share                  Offering Price
Fund:                 Net Asset Value Sales Charge   Per Share
Foundation                 $20.44         $1.02        $21.46
Tax Strategic              $16.36         $0.82        $17.18
American Retirement        $16.70         $0.83        $17.53
Balanced                   $12.87         $0.64        $13.51

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  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 each period.

         The average  annual total returns for each class of shares of the Funds
(including applicable sales charges) as of March 31, 1998 are as follows:

<TABLE>
<CAPTION>

                                                                             Ten Years
                                                                             or Since           Inception
Fund/Class                            One Year           Five Years          Inception             Date
Foundation
<S>                                    <C>                <C>                 <C>               <C>   <C>
Class A                                27.52%                --               20.64%            01/03/95
Class B                                27.81%                --               20.92%            01/03/95
Class C                                31.81%                --               21.47%            01/03/95
Class Y                                34.12%              15.72%             17.83%            01/02/90
Tax Strategic
Class A                                18.49%                --               18.50%            01/17/95
Class B                                18.44%                --               19.15%            01/06/95
Class C                                22.49%                --               19.40%            03/03/95
Class Y                                24.73%                --               16.86%            11/02/93
American Retirement
Class A                                21.94%                --               18.07%            01/03/95
Class B                                22.06%                --               18.32%            01/03/95
Class C                                26.08%                --               18.97%            01/03/95
Class Y                                28.34%              13.59%             12.25%            03/14/88
Balanced
Class A                                  --                  --                2.28%            01/20/98
Class B                                21.77%              13.24%             12.29%            09/11/35
Class C                                  --                  --                5.58%            01/22/98
Class Y                                  --                  --                7.79%            01/26/98
</TABLE>

YIELD CALCULATIONS

         From time to time, a Fund may quote its yield in  advertisements  or in
reports or other communications to shareholders.  Yield quotations are expressed
in annualized terms and may be quoted on a compounded basis. Yields are computed
by dividing a Fund's interest income (as defined in the SEC

                                                       24202

                                                        37

<PAGE>



yield formula) for a given 30-day or one month period,  net of expenses,  by the
average number of shares  entitled to receive  distributions  during the period,
dividing  this  figure by the Fund's net asset value per share at the end of the
period and annualizing the result  (assuming  compounding of income) in order to
arrive at an annual  percentage  rate. The formula for  calculating  yield is as
follows:

                                            YIELD = 2[(a-b/cd + 1)6-1]

Where    a =  Dividends  and  interest  earned  during  the  period b = Expenses
         accrued for the period (net of reimbursements)
         c = The average  daily number of shares  outstanding  during the period
         that were entitled to receive  dividends d = The maximum offering price
         per share on the last day of the period

         Income is  calculated  for purposes of yield  quotations  in accordance
with  standardized  methods  applicable  to all stock and bond funds.  Gains and
losses  generally  are excluded  from the  calculation.  Income  calculated  for
purposes of  determining a Fund's yield  differs from income as  determined  for
other accounting purposes. Because of the different accounting methods used, and
because of the compounding assumed in yield calculations,  the yields quoted for
a Fund may differ  from the rates of  distributions  the Fund paid over the same
period,   or  the  net  investment  income  reported  in  the  Fund's  financial
statements.

         Yield  information  is useful in  reviewing a Fund's  performance,  but
because yields fluctuate, such information cannot necessarily be used to compare
an  investment  in the Fund's shares with bank  deposits,  savings  accounts and
similar  investment  alternatives  which often  provide an agreed or  guaranteed
fixed yield for a stated period of time. Shareholders should remember that yield
is a function of the kind and quality of the instruments in a Fund's  investment
portfolios, portfolio maturity, operating expenses and market conditions.

         It should be recognized that in periods of declining interest rates the
yields will tend to be somewhat  higher than  prevailing  market  rates,  and in
periods of rising  interest  rates the yields  will tend to be  somewhat  lower.
Also,  when  interest  rates are falling,  the inflow of net new money to a Fund
from the  continuous  sale of its shares will likely be invested in  instruments
producing  lower  yields  than the  balance of the Fund's  investments,  thereby
reducing the current yield of the Fund. In periods of rising interest rates, the
opposite can be expected to occur.

         The  yield  of  Foundation,  Tax  Strategic,  American  Retirement  and
Balanced for the thirty-day period ended March 31, 1998 for each class of shares
offered by the Funds is set forth in the table below:
<TABLE>
<CAPTION>


                          Yield      Tax-Equivalent Yield                                  Yield           Tax-Equivalent Yield
                                                                   AMERICAN
FOUNDATION                                                        RETIREMENT
<S>                       <C>                 <C>                   <C>                    <C>                    <C>
  Class A                 1.83%               N/A                   Class A                3.30%                   N/A
  Class B                 1.18%               N/A                   Class B                2.72%                   N/A
  Class C                 1.18%               N/A                   Class C                2.72%                   N/A
  Class Y                 2.17%               N/A                   Class Y                3.71%                   N/A


TAX                                                               BALANCED
STRATEGIC
  Class A                 1.95%                %                    Class A                2.76%                   N/A
  Class B                 1.31%                %                    Class B                2.16%                   N/A
  Class C                 1.31%                %                    Class C                2.16%                   N/A
  Class Y                 2.30%                %                    Class Y                3.15%                   N/A

</TABLE>

Non-Standardized Performance


                                                       24202

                                                        38

<PAGE>



         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

         The audited  financial  statements  and the reports  thereon are hereby
incorporated  by reference to each Fund's Annual Report,  a copy of which may be
obtained  without  charge  from ESC by calling  toll-free  1-800-633-2700  or by
writing to ESC at P.O. Box 2121, Boston, Massachusetts 02106-2121.

                                              ADDITIONAL INFORMATION

         Except as otherwise  stated in its  prospectuses  or required by law, a
Fund  reserves  the  right to  change  the  terms  of the  offer  stated  in its
prospectuses  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.



                                                       24202

                                                        39

<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:

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

         b.  Nature of and provisions of the obligation; and

         c.  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:

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

         b. 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 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

                                                       24202

                                                        A-1

<PAGE>



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 a
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  to a high  degree.  Such  issues are often in default or have other
market shortcomings.

         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.



                                                       24202

                                                        A-2

<PAGE>



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 IBCA Inc.  ("Fitch").  If not
rated,  commercial  paper 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  as to 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:

         a)   leading market positions in well-established industries;

         b)   high rates of return on funds employed;

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

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

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


                                                       24202

                                                        A-3

<PAGE>


         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.

C.       Fitch Ratings

         Fitch's  short-term  ratings apply to debt obligations that are payable
on demand or have original maturities of generally up to three years,  including
commercial paper, certificates of deposit,  medium-term notes, and municipal and
investment notes.

         The short-term  rating places greater  emphasis than a long-term rating
on the existence of liquidity  necessary to meet the issuer's  obligations  in a
timely manner.

     F-1+:  Exceptionally Strong Credit Quality. Issues assigned this rating are
regarded as having the strongest degree of assurance for timely payment.

     F-1: Very Strong Credit  Quality.  Issues  assigned this rating  reflect an
assurance  of timely  payment  only  slightly  less in degree than issues  rated
"F-1+."

         F-2:  Good  Credit  Quality.  Issues  assigned  to this  rating  have a
satisfactory degree of assurance for timely payment, but the margin of safety is
not as great as for issues assigned "F-1+" and "F-1" ratings.

         F-3:   Fair  Credit   Quality.   Issues   assigned   this  rating  have
characteristics  suggesting  that the degree of assurance for timely  payment is
adequate;  however, near-term adverse changes could cause these securities to be
rated below investment grade.

         F-5:   Weak  Credit   Quality.   Issues   assigned   this  rating  have
characteristics  suggesting a minimal degree of assurance for timely payment and
are  vulnerable  to  near-term   adverse   changes  in  financial  and  economic
conditions.

     D:  Default.  Issues  assigned  to this  rating  are in actual or  imminent
payment default.

     LOC:  The  symbol  LOC  indicates  that the  rating is based on a letter of
credit issued by a commercial bank.

                                                       24202

                                                        A-4

<PAGE>


    

                             EVERGREEN EQUITY TRUST

                                     PART C

                                OTHER INFORMATION


Item 24.       Financial Statements and Exhibits

Item 24(a).    Financial Statements

     The  financial  statements  listed  below  are  included  in Part A of this
Amendment to the Registration Statement:
     
     Financial Highlights for:
<TABLE>
<S>                                     <C>                                                 
EVERGREEN FOUNDATION FUND - Class A     For the nine-month period ended March 31, 1998; for the three-month period ended March 31, 
                                        1997; and for the fiscal year ended December 31, 1996 and for the period January 3, 1995
                                        (Commencement of Operations) through December 31, 1995.

EVERGREEN FOUNDATION FUND - Class B     For the nine-month period ended March 31, 1998; for the three-month period ended March 31, 
                                        1997; and for the fiscal year ended December 31, 1996 and for the period January 3, 1995
                                        (Commencement of Operations) through December 31, 1995.

EVERGREEN FOUNDATION FUND - Class C     For the nine-month period ended March 31, 1998; for the three-month period ended March 31, 
                                        1997; and for the fiscal year ended December 31, 1996 and for the period January 3, 1995
                                        (Commencement of Operations) through December 31, 1995.

EVERGREEN FOUNDATION FUND - Class Y     For the nine-month period ended March 31, 1998; for the three-month period ended March 31, 
                                        1997; and for the six fiscal years ended December 31, 1996 and for the period from January 
                                        2, 1990 (Commencement of Operations) through December 31, 1990.

EVERGREEN TAX-STRATEGIC FOUNDATION     For the nine-month period ended March 31, 1998; for the three-month period ended March 31, 
FUND - Class A                         1997; for the fiscal year ended December 31, 1996 and for the period January 17, 1995
                                       (Commencement of Operations) through December 31, 1995.

EVERGREEN TAX-STRATEGIC FOUNDATION     For the nine-month period ended March 31, 1998; for the three-month period ended March 31, 
FUND - Class B                         1997; for the fiscal year ended December 31, 1996 and for the period January 6, 1995
                                       (Commencement of Operations) through December 31, 1995.

EVERGREEN TAX-STRATEGIC FOUNDATION     For the nine-month period ended March 31, 1998; for the three-month period ended March 31, 
FUND - Class C                         1997; for the fiscal year ended December 31, 1996 and for the period March 3, 1995 
                                       (Commencement of Operations) through December 31, 1995.

EVERGREEN TAX-STRATEGIC FOUNDATION      For the nine-month period ended March 31, 1998; for the three-month period ended March 31, 
FUND - Class Y                          1997; for the three fiscal years ended December 31, 1996, and for the period November
                                        2, 1993 (Commencement of Operations) through December 31, 1993.

EVERGREEN AMERICAN RETIREMENT           For the nine-month period ended March 31, 1998; for the three-month period ended March 31, 
FUND - Class A                          1997; for the fiscal year ended December 31, 1996 and for the period January 3, 1995
                                        (Commencement of Operations) through December 31, 1995.

EVERGREEN AMERICAN RETIREMENT           For the nine-month period ended March 31, 1998; for the three-month period ended March 31, 
FUND - Class B                          1997; for the fiscal year ended December 31, 1996 and for the period January 3, 1995
                                        (Commencement of Operations) through December 31, 1995.

EVERGREEN AMERICAN RETIREMENT           For the nine-month period ended March 31, 1998; for the three-month period ended March 31, 
FUND - Class C                          1997; for the fiscal year ended December 31, 1996 and for the period January 3, 1995
                                        (Commencement of Operations) through December 31, 1995.

EVERGREEN AMERICAN RETIREMENT           For the nine-month period ended March 31, 1998; for the three-month period ended March 31,
FUND - Class Y                          1997; for the eight fiscal years ended December 31, 1996, and for the period March
                                        14, 1988 (Commencement of Operations) through December 31, 1988.

EVERGREEN BALANCED FUND - Class A       For the period January 20, 1998 (Commencement of Operations) through March 31, 1998.

EVERGREEN BALANCED FUND - Class B       For the nine-month period ended March 31, 1998, and for the ten fiscal years ended
                                        June 30, 1997. 

EVERGREEN BALANCED FUND - Class C       For the period January 22, 1998 (Commencement of Operations) through March 31, 1998.

EVERGREEN BALANCED FUND - Class Y       For the period January 26, 1998 (Commencement of Operations) through March 31, 1998.

</TABLE>

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

     Schedule  of   Investments   of  Evergreen   Foundation   Fund,   Evergreen
Tax-Strategic  Foundation Fund, Evergreen American Retirement Fund and Evergreen
Balanced Fund as of March 31, 1998.

     Financial Highlights for the years and periods indicated in Part A.

     Statement of Assets and Liabilities of Evergreen Foundation Fund, Evergreen
Tax-Strategic  Foundation Fund, Evergreen American Retirement Fund and Evergreen
Balanced Fund as of March 31, 1998.

     Statement  of   Operations   of  Evergreen   Foundation   Fund,   Evergreen
Tax-Strategic  Foundation  Fund and Evergreen  American  Retirement Fund for the
year ended  March 31, 1998 and of  Evergreen  Balanced  Fund for the  nine-month
period ended March 31, 1998 and for the year ended June 30, 1997.

     Statement of Changes in Net Assets of Evergreen  Foundation Fund, Evergreen
Tax-Strategic  Foundation  Fund and Evergreen  American  Retirement Fund for the
year ended March 31, 1998, the  three-month  period ended March 31, 1997 and the
fiscal  year  ended  December  31,  1996  and  Evergreen  Balanced  Fund for the
nine-month  period  ended March 31, 1998 and for the two fiscal years ended June
30, 1997.

     Notes to Financial  Statements  of  Evergreen  Foundation  Fund,  Evergreen
Tax-Strategic  Foundation Fund, Evergreen American Retirement Fund and Evergreen
Balanced Fund as of March 31, 1998.

     Independent  Auditors'  Report for  Evergreen  Foundation  Fund,  Evergreen
Tax-Strategic  Foundation Fund, Evergreen American Retirement Fund and Evergreen
Balanced Fund as of March 31, 1998, dated May 1, 1998.

     The  information  required by this item for Evergreen  Aggressive Growth
Fund,  Evergreen Fund, Evergreen Micro Cap Fund, Evergreen Omega Fund, Evergreen
Small Company Growth Fund, Evergreen Strategic Growth Fund and Evergreen Tax
Strategic Equity Fund is contained in Registration Statement Nos. 333-42195/
811-08553 filed on June 12, 1998.

     The information  required by this item for Evergreem 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 Nos. 333-42195/
811-08553  filed on December 12, 1997.
 
     The  information  required  by this  item for  Evergreen  Stock Selector
(formerly Core Stock) Fund is contained in Registration  Statement Nos. 
333-42195/811-08553  filed on March 12, 1998. 

Item 24(b).    Exhibits
 
<TABLE>
<CAPTION>
Exhibit
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
                                      
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 Management                     Incorporated by reference to 
          Agreement between the Registrant and First             Registrant's Post-Effective Amendment No. 4
          Union National Bank                                    to Registrant's Registration Statement
                                                                 Filed on March 12, 1998 ("Post-Effective
                                                                 Amendment No.4")

5(b)      Investment Advisory and Management                     Incorporated by reference to  
          Agreement between the Registrant and Evergreen         Registrant's Post-Effective Amendment No. 5
          Asset Management Corp.                                 to Registrant's Registration Statement
                                                                 Filed on June 12, 1998 ("Post-Effective
                                                                 Amendment No.5")

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

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

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

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

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

6(f)      Principal Underwriting Agreement between               Filed herein
          the Registrant and Kokusai Securities Company
          Limited

6(g)      Specimen copy of Dealer Agreement used by              Incorporated by reference to
          Evergreen Distributor, Inc.                            Registrant's Pre-Effective Amendment No. 1
                                                                 Filed on November 10, 1997

6(h)      Form of Principal Underwriting Agreement between       Filed herein 
          the Registrant and Nomura Securities Company

7         Form of Deferred Compensation Plan                     Incorporated by reference to
                                                                 Registrant's Pre-Effective Amendment No. 1
                                                                 Filed on November 10, 1997              

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

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

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

10        Opinion and Consent of Sullivan & Worcester LLP        Incoporated by reference to
                                                                 Registrant's Post-Effective Amendment No. 2
                                                                 Filed on December 12, 1997
11(a)     Consent of KPMG Peat Marwick LLP

12        Not applicable

13        Not applicable   

14        Not applicable

15(a)     Distribution Plan of Class A shares                    Incoporated by reference to 
                                                                 Post-Effective Amendment No. 4
 
15(b)     Distribution Plan of Class B shares                    Incoporated by reference to 
          (KAF B-1)                                              Post-Effective Amendment No. 4
  
15(c)     Distribution Plan of Class B shares                    Incoporated by reference to 
          (KAF B-2)                                              Post-Effective Amendment No. 4
 
15(d)     Distribution Plan for Class B shares                   Incoporated by reference to 
          (KCF/Evergreen)                                        Post-Effective Amendment No. 4
                                                                 
15(d)     Distribution Plan for Class C shares                   Incoporated by reference to 
                                                                 Post-Effective Amendment No. 4

16(a)     Calculation of Yield - Foundation/Class A              Filed herein
          Calculation of Performance - Foundation/Class A                                                 
          Calculation of Yield - Foundation/Class B       
          Calculation of Performance - Foundation/Class B                                                 
          Calculation of Yield - Foundation/Class C       
          Calculation of Performance - Foundation/Class C                                                 
          Calculation of Yield - Foundation/Class Y       
          Calculation of Performance - Foundation/Class Y                                                 

16(e)     Calculation of Yield - Tax Strategic/Class A-Y         Filed herein
          Calculation of Performance - Tax Strategic/Class A                                                 
          Calculation of Performance - Tax Strategic/Class B                                                 
          Calculation of Performance - Tax Strategic/Class C                                                 
          Calculation of Performance - Tax Strategic/Class Y                                                 

16(i)     Calculation of Yield - American Retirement/Class A     Filed herein 
          Calculation of Performance -AmRet/Class A                                                                           
          Calculation of Yield - American Retirement/Class B 
          Calculation of Performance -AmRet/Class B                                                                   
          Calculation of Yield - American Retirement/Class C 
          Calculation of Performance - AmRet/Class C                                                                   
          Calculation of Yield - American Retirement/Class y 
          Calculation of Performance - AmREt/Class Y                                                                   

16(m)     Calculation of Yield - Balanced/Class A                Filed herein
          Calculation of Performance - Balanced/Class A                                               
          Calculation of Yield - Balanced/Class B      
          Calculation of Performance - Balanced/Class B                                               
          Calculation of Yield - Balanced/Class C      
          Calculation of Performance - Balanced/Class C                                               
          Calculation of Yield - Balanced/Class Y      
          Calculation of Performance - Balanced/Class Y                                               

17(a)(i)  Financial Data Schedule - Foundation/Class A           Filed herein

17(a)(ii)  Financial Data Schedule - Foundation/Class B          Filed herein

17(a)(iii)  Financial Data Schedule - Foundation/Class C         Filed herein

17(a)(iv)  Financial Data Schedule - Foundation/Class Y          Filed herein

17(b)(i)  Financial Data Schedule - Tax-Strategic/Class A        Filed herein

17(b)(ii)  Financial Data Schedule - Tax-Strategic/Class B       Filed herein

17(b)(iii)  Financial Data Schedule - Tax-Strategic/Class C      Filed herein

17(b)(iv)  Financial Data Schedule - Tax-Strategic/Class Y       Filed herein

17(c)(i)  Financial Data Schedule - American Retirement/Class A  Filed herein

17(c)(ii)  Financial Data Schedule - American Retirement/Class B Filed herein

17(c)(iii)  Financial Data Schedule - American Retirement/Class C  Filed herein

17(c)(iv)  Financial Data Schedule - American Retirement/Class Y   Filed herein

17(d)(i)  Financial Data Schedule - Balanced/Class A             Filed herein

17(d)(ii)  Financial Data Schedule - Balanced/Class B            Filed herein

17(d)(iii)  Financial Data Schedule - Balanced/Class C           Filed herein

17(d)(iv)  Financial Data Schedule - Balanced/Class Y            Filed herein

18        Multiple Class Plan                                    Incoporated by reference to 
                                                                 Registrant's Pre-Effective Amendment No. 1
                                                                 Filed on November 10, 1997

19        Powers of Attorney                                     Incoporated herein
</TABLE>
         
Item 25.       Persons Controlled by or Under Common Control with Registrant.

     None

Item 26.       Number of Holders of Securities (as of July 1, 1998)

                                                                 NUMBER OF 
     TITLE OF CLASS                                              RECORD HOLDERS
     --------------                                              --------------
     Evergreen Foundation Fund
     Class A                                                     22,096
     Class B                                                     85,914
     Class C                                                      2,026
     Class Y                                                     13,857

     Evergreen Tax-Strategic Foundation Fund
     Class A                                                      2,418
     Class B                                                      7,601
     Class C                                                        754
     Class Y                                                        226
     
     Evergreen American Retiremnent Fund
     Class A                                                      2,042
     Class B                                                     11,597
     Class C                                                        156
     Class Y                                                        906
     
     Evergreen Balanced Fund
     Class A                                                     53,928
     Class B                                                     32,832
     Class C                                                        105
     Class Y                                                         52

Item 27.       Indemnification.

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

     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:

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

     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 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 Keystone Investment Management Company.

Item 29.       Principal Underwriters.

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

Lynn C. Mangum                     Director, Chairman and Chief Executive
                                   Officer

Robert J. McMullan                 Director, Executive Vice President and 
                                   Treasurer

J. David Huber                     President

Kevin J. Dell                      Vice President, General Counsel and Secretary

     All of the above persons are located at the following address: Evergreen 
Distributor, Inc., 125 West 55th Street, New York, New York 10019.
                  
     Evergreen  Distributor,   Inc.  acts  as  principal  underwriter  for  each
registered  investment company or series thereof that is a part of the Evergreen
Keystone  "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 the Rules 31a-1  through  31a-3  promulgated
thereunder are maintained at one of the following locations:
     
     Evergreen Investment Services, Inc., Evergreen Service Company and Keystone
     Investment Management Company, all located at 200 Berkeley Street, Boston,
     Massachusetts 02110

     First Union National Bank, One First Union Center, 301 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     

     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.   
                                                                       
     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.
        
<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 30th day of
January, 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 30th day of January, 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 amd Treasurer (Principal      Trustee                           Trustee                              
  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. McDonell*                     Thomas L. McVerry*                 Michael S. Scofield*         
Trustee                                 Trustee                            Trustee                          
                                                                           
/s/ David M. Richardson                 /s/ Russell A. Salton, III MD           
- ------------------------------          -------------------------------    
David M. Richardson*                    Russell A. Salton, III MD*                
Trustee                                 Trustee                                           
                                                                           
/s/ Richard J. Shima
- ------------------------------
Richard J. Shima*
Trustee
</TABLE>
                                                 
                                 
*By: /s/ Maureen E. Towle
- -------------------------------
Maureen E. Towle
Attorney-in-Fact


     *Maureen E. Towle,  by  signing  her 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.

<PAGE>
                               INDEX TO EXHIBITS

Exhibit
Number         Exhibit
- -------        ------- 
6(f)      Principal Underwriting Agreement between
          the Registrant and Kokusai Securities Company
          Limited

6(h)      Form of Principal Underwriting Agreement between
          the Registrant and Nomura Securities Company

11(a)     Consent of KPMG Peat Marwick LLP

6(a)     Calculation of Yield - Foundation/Class A 
         Calculation of Performance - Foundation/Class A 
         Calculation of Yield - Foundation/Class B 
         Calculation of Performance - Foundation/Class B 
         Calculation of Yield - Foundation/Class C 
         Calculation of Performance - Foundation/Class C 
         Calculation of Yield - Foundation/Class Y  
         Calculation of Performance - Foundation/Class Y 

16(e)     Calculation of Yield - Tax Strategic/Class A-Y   
          Calculation of Performance - Tax Strategic/Class A
          Calculation of Performance - Tax Strategic/Class B
          Calculation of Performance - Tax Strategic/Class C 
          Calculation of Performance - Tax Strategic/Class Y 

16(i)     Calculation of Yield - American Retirement/Class A 
          Calculation of Performance - AmRet/Class A
          Calculation of Yield - American Retirement/Class B 
          Calculation of Performance -AmREt/Class B 
          Calculation of Yield - American Retirement/Class C
          Calculation of Performance - AmRet/Class C 
          Calculation of Yield - American Retirement/Class Y
          Calculation of Performance - AmRet/Class Y                 

16(m)     Calculation of Yield - Balanced/Class A    
          Calculation of Performance - Balanced/Class A 
          Calculation of Yield - Balanced/Class B 
          Calculation of Performance - Balanced/Class B 
          Calculation of Yield - Balanced/Class C  
          Calculation of Performance - Balanced/Class C 
          Calculation of Yield - Balanced/Class Y 
          Calculation of Performance - Balanced/Class Y

17(a)(i)  Financial Data Schedule - Foundation/Class A  

17(a)(ii)  Financial Data Schedule - Foundation/Class B  

17(a)(iii)  Financial Data Schedule - Foundation/Class C  

17(a)(iv)  Financial Data Schedule - Foundation/Class Y  

17(b)(i)  Financial Data Schedule - Tax-Strategic/Class A 

17(b)(ii)  Financial Data Schedule - Tax-Strategic/Class B

17(b)(iii)  Financial Data Schedule - Tax-Strategic/Class C 

17(b)(iv)  Financial Data Schedule - Tax-Strategic/Class Y

17(c)(i)  Financial Data Schedule - American Retirement/Class A 

17(c)(ii)  Financial Data Schedule - American Retirement/Class B 

17(c)(iii)  Financial Data Schedule - American Retirement/Class C 

17(c)(iv)  Financial Data Schedule - American Retirement/Class Y 

17(d)(i)  Financial Data Schedule - Balanced/Class A 

17(d)(ii)  Financial Data Schedule - Balanced/Class B

17(d)(iii)  Financial Data Schedule - Balanced/Class C

17(d)(iv)  Financial Data Schedule - Balanced/Class Y

19        Powers of Attorney


                       CONSENT OF INDEPENDENT AUDITORS


The Trustees and Shareholders
Evergreen Equity Trust:

We  consent to the use of our report  dated May 1, 1998 for  Evergreen  American
Retirement  Fund,   Evergreen  Balanced  Fund,  Evergreen  Foundation  Fund  and
Evergreen Tax Strategic  Foundation Fund incorporated herein by reference and to
the  references  to our firm under the captions  "FINANCIAL  HIGHLIGHTS"  in the
prospectus   and   "Independent   Auditors"  in  the   statement  of  additional
information.



                                        /s/ KPMG Peat Marwick LLp
                                        KPMG Peat Marwick LLP


Boston, Massachusetts
July 29, 1998


                        UNDERWRITING AGREEMENT

                                                      January 23, 1998

Kokasai Securities Co., Ltd.
Tokyo-Sumitomo Twin Building East
27-1, Shinkawa 2-chome Chuo-ku
Tokyo 104-0033

Gentlemen:

                            INTRODUCTION

     Evergreen Small Company Growth Fund  (hereinafter  referred to collectively
as the "Fund")  invites you  ("Kokasai")  to act as  Underwriter in Japan of the
Class A shares  ("Shares")  of the  Fund,  subject  to the  following  terms and
conditions:

     1. In the distribution  and sale in Japan of Shares,  Kokasai agrees to act
as  principal.  Kokasai  shall not have  authority to act as agent for the Fund,
Keystone Investment Management Company ("Keystone"), Evergreen Distributor, Inc.
("EDI") or for any other dealer in any respect in such transactions.


                 CONCERNING THE CONTINUOUS OFFERING

     2. Kokasai intends to undertake the continuous  offering and sale of Shares
of the "Fund" in Japan to  Japanese  and  non-U.S.  nationals  (the  "Continuous
Offering") and the proposed  schedule of sales charges,  sub-dealer  concessions
and net retention by Kokasai will be as follows:

                                                          Kokasai's
                                      Sales   Sub-Dealer  Net
   Amount of Purchase                 Charge  Concession  Retention

Y500,000 but less than Y5 million        5.0%       4.0%       1.0%
Y5 million but less than Y10 million     4.0        3.2        0.8
Y10 million but less than Y100 million   3.0        2.4        0.6
Y100 million and over                    2.0        1.6        0.4

     The minimum unit of sale of Shares shall be Y500,000.

22643
                                                           1

<PAGE>




         Kokasai will be entitled to continuing  maintenance  fees for ser vices
to its customers in accordance  with the attached  schedule of maintenance  fees
which may be modified from time to time. Kokasai shall not have any vested right
to receive any continuing maintenance fees on Shares sold by it.

     3. The Continuous  Offering will be made on a forward pricing basis,  i.e.,
orders  accepted  by Kokasai  prior to the close of business in Tokyo and placed
with the Fund the same day prior to the close of the Fund's  business  day, 5:00
p.m. Boston, Massachusetts time, shall be confirmed at the closing per share net
asset value,  which the Fund agrees to furnish to Kokasai each day by telex, and
which  Kokasai  agrees to make public  each day at its head and branch  offices.
Orders taken by Kokasai on days when the New York Stock  Exchange is closed will
be priced at the closing price on the next day when the New York Stock  Exchange
is open. In the event of differences  between verbal and telex orders on the one
hand,  and  written  price   confirmations  on  the  other,  the  written  price
confirmations shall be considered final.

     4. In connection with sales to  sub-dealers,  the concession to sub-dealers
and  Kokasai's  net  retention  shall be subject  to the table set forth  above.
Kokasai  agrees to furnish the Fund with English cop ies of  agreements  entered
into  between  Kokasai  and  its  sub-dealers.  Such  agreements  and  sales  by
sub-dealers  shall  conform in all cases with the terms and  conditions  of this
Agreement.

     5.  Payment at the  appropriate  per share net asset value shall be made to
the Fund by Kokasai and shall be received by the Fund within three business days
after its acceptance of Kokasai's  order or such shorter time as may be required
by U.S. law.

     If such payment is not received by the Fund,  it reserves the right without
notice,  forthwith  to cancel the sale in which  case the Fund may hold  Kokasai
responsible  for any loss to it,  provided,  however,  that this paragraph shall
have no force and effect if  Kokasai's  failure to pay shall be caused by reason
of force majeure.

     6.  Kokasai  agrees  to act as  agent  of  the  Fund  for  the  purpose  of
facilitating  redemptions  of Shares of the Fund sold  pursuant  to the terms of
this Agreement and held by Japanese  investors.  If Kokasai  repurchases  Shares
from its customers or customers of  sub-dealers,  it agrees to pay not less than
the applicable net asset value as in


22643
                                                           2

<PAGE>



effect on the date of such repurchase.

     7. The Fund will not accept from Kokasai any  conditional  orders for sales
of Shares.

     8. The Fund agrees that  whenever  Kokasai  places  orders for pur chase of
Shares  from the Fund or  redemption  of  Shares  by the  Fund,  the Fund  shall
unconditionally  accept  such  orders,  unless  trading  on the New  York  Stock
Exchange has been suspended or there are other reasons, including force majeure,
which  prevent  such  unconditional  acceptance.  The Fund also agrees to notify
Kokasai  promptly  by telex  after the Fund has  executed  any such  orders from
Kokasai.  In the case of sales of Shares to the  Fund,  the Fund  agrees to make
payment to Kokasai within seven days after its acceptance of Kokasai's  order or
such shorter time as may be required by U.S. law.  Subject to the  provisions of
this  Paragraph  8, if the  Fund  fails  to make  payment  to  Kokasai  as above
provided,  the Fund agrees to indemnify and save Kokasai  harmless from any loss
resulting therefrom.

     9. The Fund will pay all costs and expenses  directly  attribut able to the
Continuous Offering, excluding costs of advertising, publicity and due diligence
and other meetings, and other sales literature for the Continuous Offering.

    10. The Fund agrees that Kokasai,  on behalf of the Fund, shall prepare,  in
conformance with the rules concerning Foreign  Securities  Transactions of Japan
Securities  Dealers'  Association  (the  "Association's  Rules") and  applicable
Japanese laws and  regulations,  the  Explanatory  Brochure  covering the Fund's
Continuous  Offering  based on  prospectuses,  securities  reports,  semi-annual
securities reports and material  information  furnished from time to time by the
Fund in  connection  with  the Fund  (hereinafter  collectively  referred  to as
"Prospectuses-Reports").  In preparing the Explanatory  Brochure,  Kokasai shall
rely  solely on the  representations  contained  in the  "Prospectuses-Reports."
Kokasai agrees that it will furnish a draft of the  Explanatory  Brochure to the
Fund's  designated  agent in Tokyo to obtain  prior  approval  for the  contents
thereof and will also furnish the Fund with the required  number of Japanese and
English language translations of the Explanatory Brochure for filing as required
by U.S.  law. No person is  authorized  to make any  representations  concerning
Shares  of the  Fund  except  those  contained  in the then  current  applicable
Explanatory  Brochure.  Kokasai  also agrees that it will  deliver a copy of the
then current Japanese Explanatory Brochure,


22643
                                                           3

<PAGE>



at or prior to the time of sale, to each of its own purchasers  and, in the case
of sale by  sub-dealers,  it will  require that they also deliver a copy of such
Explanatory Brochure to each of their purchasers.

    11. The Fund agrees to indemnify and save Kokasai  harmless from any damages
which  shall have  occurred  in the sale of Shares of the Fund  pursuant to this
Agreement to the extent such damages result from a false statement of a material
fact  contained  in the  "ProspectusesReports"  of the Fund,  an  omission  of a
material  fact which should be stated  therein or an omission of a material fact
necessary   to   make   the   statement   therein   not   misleading.   If   the
"Prospectuses-Reports" or any other material used in connection with the sale of
the Fund Shares  contains  information  furnished by Kokasai  which  information
contains a false  statement of a material  fact,  an omission of a material fact
which should be stated  therein,  or an omission of a material fact necessary to
make the statement therein not misleading,  Kokasai likewise agrees to indemnify
and save the Fund  harmless from any damages it shall have incurred in any sales
of the Shares of the Fund pursuant to the terms of this Agreement.

    12. The Fund agrees to  designate  Kokasai if Kokasai so  requests,  or such
other representative as shall meet the qualification  require ments as set forth
in Section 1 of Article 6 of the Japanese  Standard  Rules Relating to Selection
of Foreign  Investment Company Shares to be Sold in Japan (the "Standard Rules")
as legal agent for service of process against the Fund.

         13. The Fund hereby appoints Kokasai as its agent securities company as
defined in Article 13 of the Association's Rules and Kokasai agrees that it will
submit to the  Association  on the Fund's  behalf all such  documents  as may be
required by the provisions of the Association's Rules.

    14. The Fund agrees that all its  financial  statements  which appear in the
Japanese  Explanatory Brochure and Registration State ment, or in annual reports
to the Ministry of Finance will be certi fied by  independent  certified  public
accountants  who are licensed pub lic accountants  under the laws of Japan.  Any
such financial state ments submitted to the Ministry of Finance will be manually
signed and  certified  by such  representative.  The Fund also  agrees to submit
semi-annual reports to the Ministry of Finance which need not be certified.


22643
                                                           4

<PAGE>



    15. The Fund hereby  represents  and warrants that it currently  conforms to
the  requirements of the Japanese  Standard Rules.  The Fund understands that if
subsequently it is made aware that it does not so conform,  the Fund will advise
Kokasai  promptly and Kokasai may suspend  further  sales of Shares but, even in
such event,  the Fund will  continue to be  obligated  to  repurchase  or redeem
Shares of the Fund from Kokasai as hereinbefore provided.

    16. In offering the Shares of the Fund for sale in Japan,  Kokasai agrees to
comply with the applicable laws, rules, regulations and criteria of the Ministry
of Finance and Associations' Rules.

     Kokasai also agrees that any advertisements used by Kokasai will
in general conform to the Statement of Policy of the United States
Securities and Exchange Commission (U.S. Release No. 40-2621), except
for Paragraph (h) which deals with comparisons.

    17. With the consent of the Board of Trustees of the  appropriate  Evergreen
Fund, Kokasai may also undertake block and/or continuous offerings of the Shares
of such other  Evergreen  Funds on the terms and conditions  herein stated or as
may be contained in any supplemental agreement hereto.

    18. This  Agreement  is, to the extent  applicable,  governed by the laws of
Japan.

    19. This Agreement  shall continue in effect as long as permitted  under the
U.S.  Investment  Company Act of 1940,  as amended from time to time,  the rules
promulgated  thereunder  or under the  Japanese  Securities  and Exchange Law of
1948, and appropriate exemptions there from. This Agreement may be terminated at
any time by mutual  consent or by either party upon thirty days written  notice,
and shall terminate automatically in the event of its assignment.












22643
                                                           5

<PAGE>



                                 Evergreen Small Company Growth Fund


                                 D'RAY MOORE

                                 By D'Ray Moore
                                 Title: President




KOKASAI SECURITIES CO., LTD.

YU TAKEDA

By Yu Takeda
Title: Managing Director




22643
                                                         6

<PAGE>



                         SCHEDULE OF MAINTENANCE FEES



         Except as otherwise provided for in the Underwriting Agreement, Kokasai
will be entitled to quarterly  maintenance fees based on the aggregate net asset
value of Shares of the Fund which  Kokasai  has sold,  which  remain  issued and
outstanding  on the books of the Fund on the last  business  day of the calendar
quarter and which are  registered  in the names of clients  for whom  Kokasai is
broker of record ("Eligible  Shares").  Such maintenance fees will be calculated
at the rate of 0.0625% per quarter of the  aggregate net asset value of all such
Eligible Shares  (approximately  0.25%  annually);  provided,  however,  that no
maintenance  fees  will be paid to  Kokasai  for  any  calendar  quarter  if the
aggregate  net asset value of such  Eligible  Shares on the last business day of
the calendar quarter is less than $1 million.  Quarterly  maintenance fees shall
be  payable  within  90  days  after  the  end of  the  calendar  quarter.  Such
maintenance  fee rate may be  modified  by the Fund from time to time with prior
notice.


22643
                                       7
<PAGE>

                                UNDERWRITING AGREEMENT


                                                        January 23, 1998

Nomura Securities Co., Ltd.
1-9-1 Nihonbashi, Chuo-Ku
Tokyo, Japan 103-8011


Gentlemen:

                            INTRODUCTION

     Evergreen Small Company Growth Fund  (hereinafter  referred to collectively
as the "Fund")  invites you  ("Nomura")  to act as  Underwriter  in Japan of the
Class A shares  ("Shares")  of the  Fund,  subject  to the  following  terms and
conditions:

     1. In the distribution and sale in Japan of Shares, Nomura agrees to act as
principal.  Nomura  shall  not  have  authority  to act as agent  for the  Fund,
Keystone Investment Management Company ("Keystone"), Evergreen Distributor, Inc.
("EDI") or for any other
dealer in any respect in such transactions.


                 CONCERNING THE CONTINUOUS OFFERING

     2. Nomura intends to undertake the  continuous  offering and sale of Shares
of the "Fund" in Japan to  Japanese  and  non-U.S.  nationals  (the  "Continuous
Offering") and the proposed  schedule of sales charges,  sub-dealer  concessions
and net retention by Nomura will be as follows:

                                                          Nomura's
                                      Sales   Sub-Dealer  Net
   Amount of Purchase                 Charge  Concession  Retention

Y500,000 but less than Y5 million        5.0%       4.0%       1.0%
Y5 million but less than Y10 million     4.0        3.2        0.8
Y10 million but less than Y100 million   3.0        2.4        0.6
Y100 million and over                    2.0        1.6        0.4


23165
                                                           1

<PAGE>

     The minimum unit of sale of Shares shall be Y500,000.

         Nomura will be entitled to continuing maintenance fees for ser vices to
its customers in accordance with the attached schedule of maintenance fees which
may be modified  from time to time.  Nomura  shall not have any vested  right to
receive any continuing maintenance fees on Shares sold by it.

     3. The Continuous  Offering will be made on a forward pricing basis,  i.e.,
orders  accepted  by Nomura  prior to the close of  business in Tokyo and placed
with the Fund the same day prior to the close of the Fund's  business  day, 5:00
p.m. Boston, Massachusetts time, shall be confirmed at the closing per share net
asset value,  which the Fund agrees to furnish to Nomura each day by telex,  and
which  Nomura  agrees to make  public  each day at its head and branch  offices.
Orders  taken by Nomura on days when the New York Stock  Exchange is closed will
be priced at the closing price on the next day when the New York Stock  Exchange
is open. In the event of differences  between verbal and telex orders on the one
hand,  and  written  price   confirmations  on  the  other,  the  written  price
confirmations shall be considered final.

     4. In connection with sales to  sub-dealers,  the concession to sub-dealers
and Nomura's net retention shall be subject to the table set forth above. Nomura
agrees to furnish  the Fund with  English  cop ies of  agreements  entered  into
between  Nomura and its  sub-dealers.  Such  agreements and sales by sub-dealers
shall conform in all cases with the terms and conditions of this Agreement.

     5.  Payment at the  appropriate  per share net asset value shall be made to
the Fund by Nomura and shall be received by the Fund within three  business days
after its  acceptance of Nomura's  order or such shorter time as may be required
by U.S. law.

     If such payment is not received by the Fund,  it reserves the right without
notice,  forthwith  to cancel  the sale in which  case the Fund may hold  Nomura
responsible  for any loss to it,  provided,  however,  that this paragraph shall
have no force and effect if Nomura's failure to pay shall be caused by reason of
force majeure.

         6.  Nomura  agrees  to act as  agent of the  Fund  for the  purpose  of
facilitating  redemptions  of Shares of the Fund sold  pursuant  to the terms of
this Agreement and held by Japanese investors. If Nomura repurchases Shares from
its customers or customers of sub-dealers, it


23165
                                                           2

<PAGE>

agrees to pay not less than the  applicable  net asset value as in effect on the
date of such repurchase.

     7. The Fund will not accept from Nomura any conditional orders for sales of
Shares.

     8. The Fund  agrees that  whenever  Nomura  places  orders for pur chase of
Shares  from the Fund or  redemption  of  Shares  by the  Fund,  the Fund  shall
unconditionally  accept  such  orders,  unless  trading  on the New  York  Stock
Exchange has been suspended or there are other reasons, including force majeure,
which  prevent  such  unconditional  acceptance.  The Fund also agrees to notify
Nomura  promptly  by telex  after the Fund has  executed  any such  orders  from
Nomura.  In the case of sales of  Shares to the  Fund,  the Fund  agrees to make
payment to Nomura within seven days after its  acceptance  of Nomura's  order or
such shorter time as may be required by U.S. law.  Subject to the  provisions of
this Paragraph 8, if the Fund fails to make payment to Nomura as above provided,
the Fund agrees to indemnify and save Nomura  harmless  from any loss  resulting
therefrom.

     9. The Fund will pay all costs and expenses  directly  attribut able to the
Continuous Offering, excluding costs of advertising, publicity and due diligence
and other meetings, and other sales literature for the Continuous Offering.

    10.  The Fund  agrees  and  warrants  that its agent  securities  company as
defined in Article 13 of the rules concerning Foreign Securities Transactions of
Japan Securities Dealers Association (the  "Association's  Rules"), on behalf of
the  Fund,   shall  prepare  and  furnish  Nomura,   in  conformance   with  the
Association's Rules and appli cable Japanese laws and regulations,  the Japanese
prospectus and explanatory brochure  (hereinafter referred to in accordance with
the  Association's  Rules as the  "Explanatory  Brochure")  covering  the Fund's
Continuous  Offering  based on  prospectuses,  securities  reports,  semi-annual
securities  reports  and  material  information  in  connection  with  the  Fund
furnished from time to time by the Fund (hereinafter collectively referred to as
"Prospectuses-Reports").

    11. The Fund agrees to indemnify  and save Nomura  harmless from any damages
which  shall have  occurred  in the sale of Shares of the Fund  pursuant to this
Agreement to the extent such damages result from a false statement of a material
fact  contained  in the  "ProspectusesReports"  of the Fund,  an  omission  of a
material fact which should be


23165
                                                           3

<PAGE>



stated therein or an omission of a material fact necessary to make the statement
therein not misleading. If the "Prospectuses-Reports" or any other material used
in connection with the sale of the Fund Shares contains information furnished by
Nomura  which  information  contains a false  statement of a material  fact,  an
omission of a material fact which should be stated therein,  or an omission of a
material fact  necessary to make the statement  therein not  misleading,  Nomura
likewise  agrees to  indemnify  and save the Fund  harmless  from any damages it
shall have incurred in any sales of the Shares of the Fund pursuant to the terms
of this Agreement.

    12. The Fund agrees to designate Nomura if Nomura so requests, or such other
representative  as shall  meet the  qualification  requirements  as set forth in
Section 1 of Article 6 of the Japanese  Standard  Rules Relating to Selection of
Foreign  Investment Company Shares to be Sold in Japan (the "Standard Rules") as
legal agent for service of process against the Fund.

         13. The Fund agrees that all its financial  statements  which appear in
the Japanese  Explanatory  Brochure and  Registration  State ment,  or in annual
reports to the Ministry of Finance will be certi fied by  independent  certified
public accountants who are licensed pub lic accountants under the laws of Japan.
Any such  financial  state ments  submitted  to the  Ministry of Finance will be
manually  signed and certified by such  representative.  The Fund also agrees to
submit  Securities  Registration  Statements  and  semi-annual  reports  to  the
Ministry of Finance which need not be certified.

    14. The Fund hereby  represents  and warrants that it currently  conforms to
the  requirements of the Japanese  Standard Rules.  The Fund understands that if
subsequently it is made aware that it does not so conform,  the Fund will advise
Nomura promptly and Nomura may suspend further sales of Shares but, even in such
event,  the Fund will continue to be obligated to repurchase or redeem Shares of
the Fund from Nomura as hereinbefore provided.

    15. In offering the Shares of the Fund for sale in Japan,  Nomura  agrees to
comply with the applicable laws, rules, regulations and criteria of the Ministry
of Finance and Associations' Rules.

     Nomura also agrees that any advertisements used by Nomura will in
general conform to the Statement of Policy of the United States
Securities and Exchange Commission (U.S. Release No. 40-2621), except


23165
                                                           4

<PAGE>



for Paragraph (h) which deals with comparisons.

   16. With the consent of the Board of  Trustees of the  appropriate  Evergreen
Fund, Nomura may also undertake block and/or continuous  offerings of the Shares
of such other  Evergreen  Funds on the terms and conditions  herein stated or as
may be contained in any supplemental agreement hereto.

    17. This  Agreement  is, to the extent  applicable,  governed by the laws of
Japan.

    18. This Agreement  shall continue in effect as long as permitted  under the
U.S.  Investment  Company Act of 1940,  as amended from time to time,  the rules
promulgated  thereunder  or under the  Japanese  Securities  and Exchange Law of
1948, and appropriate exemptions there from. This Agreement may be terminated at
any time by mutual  consent or by either party upon thirty days written  notice,
and shall terminate automatically in the event of its assignment.


                                       EVERGREEN SMALL COMPANY GROWTH FUND


                                       /S/ D'RAY MOORE

                                       By D'Ray Moore
                                       Title: Secretary



NOMURA SECURITIES CO., LTD.

/S/ YASUNOBU MATASE

By Yasunobu Matase
Title: Director

23165
                                                         5
<PAGE>

                                SCHEDULE OF MAINTENANCE FEES

         Except as otherwise provided for in the Underwriting Agreement,  Nomura
will be entitled to quarterly  maintenance fees based on the aggregate net asset
value of Shares of the Fund  which  Nomura  has sold,  which  remain  issued and
outstanding  on the books of the Fund on the last  business  day of the calendar
quarter  and which are  registered  in the names of clients  for whom  Nomura is
broker of record ("Eligible  Shares").  Such maintenance fees will be calculated
at the rate of 0.0625% per quarter of the  aggregate net asset value of all such
Eligible Shares  (approximately  0.25%  annually);  provided,  however,  that no
maintenance  fees  will be paid  to  Nomura  for  any  calendar  quarter  if the
aggregate  net asset value of such  Eligible  Shares on the last business day of
the calendar quarter is less than $1 million.  Quarterly  maintenance fees shall
be  payable  within  90  days  after  the  end of  the  calendar  quarter.  Such
maintenance  fee rate may be  modified  by the Fund from time to time with prior
notice.


23165
                                                           6
<PAGE>

                    SUB-TRANSFER AGENCY AGREEMENT


                                                   January 23, 1998

Nomura Securities Co., Ltd.
1-9-1 Nihonbashi, Chuo-Ku
Tokyo, Japan 103-8011

Gentlemen:

         1.  Evergreen  Small Company  Growth Fund (the "Fund"),  hereby invites
         you,  ("Nomura"),  to act as Sub-transfer Agent for those shares of the
         Fund sold by Nomura in Japan as a principal underwriter of the Fund.

         2. Contemporaneously herewith, the Fund and Nomura have entered into an
         Underwriting  Agreement  under  the  terms  of  which  Nomura  has been
         appointed  as  Underwriter  in Japan of the Fund's  Class A shares (the
         "shares")  and has the right  thereunder,  as  principal,  to  purchase
         shares of the Fund at net asset  value and to  publicly  offer and sell
         such  shares  in Japan  upon the terms and  subject  to the  conditions
         therein stated.

         3. Nomura intends to advise Keystone each day by facsimile or telex the
         number of shares of the Fund  purchased in Japan and the number of such
         shares to be redeemed.

         4. The Fund also  understands  that Nomura has entered into a Custodian
         Agreement  dated  January 23,  1998,  with State  Street Bank and Trust
         Company (the "Custodian") of Boston, Massachusetts, USA, under which it
         has  agreed  to act as  Nomura's  Custodian  and as such  to  hold  and
         administer  in  Boston   securities  and  incidental   monies  accruing
         therefrom.

         5. Upon its  receipt of monies  (in U.S.  dollars)  from the  Custodian
         arising  from the sale of the  Fund  shares  in  Japan,  the Fund  will
         forthwith   issue  and  deliver  to  the  Custodian  a  certificate  or
         certificates  or an open account  statement or  statements  in Nomura's
         name  representing the number of shares of the Fund then being paid for
         pursuant to the Underwriting Agreement.

         6. Upon advice from  Nomura as to the shares of the Fund  tendered  for
         redemption  to the  Fund  pursuant  to the  terms  of the  Underwriting
         Agreement,  the Fund will, within seven calendar days,  transmit to the
         Custodian the monies resulting from such redemption  required to effect
         such repurchases.

         7. As  Sub-transfer  Agent  in  Japan,  Nomura  agrees  to  notify  its
         customers and the  subdealers of the number of shares of the Fund being
         held in Nomura's name which they have purchased.

         8. Nomura also agrees as such  sub-transfer  agent, upon receipt of the
         redemption  monies, to convert the same into yen and to transmit to its
         customers  or  sub-dealers  within  seven  days of the  receipt  of the
         redemption order and upon proper  documentation  the sums to which they
         are respectively entitled upon such repurchases.

         9. The Fund agrees that upon the  declaration and payment of any income
         dividends or capital gains distributions,  if any by the Fund, the Fund
         will transmit to the  Custodian  such sums of money as may be required,
         calculated  on the basis of the number of shares,  if any,  of the Fund
         shown to be outstanding  in Nomura's name on the record date,  less, in
         the case of income  dividends,  the then appropriate  U.S.  withholding
         tax. As such subtransfer agent, Nomura agrees that upon receipt of such
         monies,  it will  convert the same to yen and  distribute  same in cash
         pro-rata  among  its  customers  and  sub-dealers  according  to  their
         respective holdings.

         10. It is the Fund's  responsibility  to keep records showing the total
         number of shares  outstanding  of the Fund,  the names and addresses of
         the  shareholders  of record and the number of shares held by each such
         shareholder.

                As  sub-transfer  agent, it will be Nomura's  responsibility  to
         maintain  records  showing  the total  number of shares of the Fund for
         which Nomura is the  shareholder of record  outstanding in the names of
         Japanese  shareholders,   the  names  and  addresses  of  the  Japanese
         shareholders and the number of shares owned by each such shareholder.

                However,  solely in connection with the notification of election
         by the Fund under Rule 18f-1 promulgated  under the Investment  Company
         Act of 1940, it is understood that the shareholders  referred to in the
         preceding  sentence shall be considered as  shareholders  of record for
         purposes  of said  Rule,  whether  they are  shareholders  of record of
         Nomura or of any sub-dealer.

                It will be the fund's  responsibility  to assure that the number
         of shares of the Fund outstanding in the name of Nomura as shown in the
         Fund's records shall be true and correct at all times.

                It will be Nomura's  responsibility to assure that the number of
         shares of the Fund outstanding as represented in the detailed  Japanese
         shareholders  records as  maintained  by Nomura agree in total with the
         number of shares  outstanding  in the account of Nomura as shown in the
         records of the Fund.

         11. Nomura further  agrees,  as such  sub-transfer  agent,  to issue to
         Nomura's customers and sub-dealers safe-keeping receipts indicating the
         number  of such of the  shares  of the Fund as may be held by each,  to
         arrange for the  transfer of the holdings of Japanese  shareholders  of
         the Fund as they may  request,  and to respond to and answer  inquiries
         from  Japanese  shareholders  and the  sub-dealers  as to any aspect of
         their holdings in the Fund.

         12.  Nomura also agrees that in the event any of Nomura's  customers or
         customers  of  its   sub-dealers  or  its   sub-dealers   request  that
         certificates  representing  the number of Fund shares owned by any such
         customer be issued  directly to such customer that Nomura will promptly
         so  inform  the  Fund  and  will  instruct  the  Fund to  transfer  the
         appropriate  number of shares  from the name of Nomura into the name of
         such  requesting  customer.  The  Custodian  will  deliver  to the Fund
         certificates   representing   the  appropriate   number  of  shares  as
         instructed  by Nomura  and the Fund will  cancel  such  certificate  or
         certificates  and issue a new certificate in the name of said customer.
         In the event the shares registered in the name of Nomura are held in an
         open  account and no  certificates  have been issued the Fund will,  as
         instructed  by Nomura,  reduce  the shares in such open  account by the
         appropriate  number  and will issue a  certificate  in the name of said
         customer.  The Fund will promptly deliver the certificate registered in
         the customer's  name to Nomura and Nomura will be  responsible  for the
         prompt delivery of such  certificate to its customer or to the customer
         of its sub-dealer.

         13.  The Fund  agrees to  prepare  or cause to be  prepared  at its own
         expense,  Japanese  language  translations  of  annual  an  semi-annual
         reports  of the Fund and to  deliver a  reasonable  number of copies of
         same  to  Nomura  for  transmittal  by  Nomura  to  its  customers  and
         sub-dealers  and Nomura  agrees to deliver  same to its  customers  and
         subdealers.

         14.  While  the  shareholders  of the Fund do not have  general  voting
         rights,  it is  understood  that if the vote or assent of  shareholders
         should be required on any matter, Nomura will transmit to its customers
         owning shares of the Fund and to  sub-dealers  all proxy  materials and
         proxies  (previously  translated  into Japanese at the Fund's  expense)
         required in  connection  therewith and as record owners of such shares,
         Nomura  will  vote  such  shares in  accordance  with the  instructions
         received by Nomura from its customers and  sub-dealers.  Nomura will be
         entitled to recover from the Fund its out-of-pocket costs in connection
         with the  transmission  and  tabulation  of such proxies and the voting
         thereon.

         15.  This  Agreement  shall  become  effective  on the date first above
         written and shall remain  effective for one year from that date but may
         be terminated by either party on notice in writing within sixty days of
         the expiration date,  failing which the Agreement shall be extended for
         another one-year period and likewise for further extensions.

         16. In the event Nomura terminates this Agreement, Nomura will continue
         to act as  Sub-transfer  Agent  under all of the  terms and  conditions
         hereof  until the Fund has had a  reasonable  time to make  such  other
         arrangements as it may determine.

23160
                                                         1

<PAGE>


                If the foregoing  represents your understanding of the Agreement
         between us,  please so indicate by signing and returning to us one copy
         hereof.

                                 Very truly yours,

                                 EVERGREEN SMALL COMPANY GROWTH FUND

                                 /S/ D'RAY MOORE


                                 By D'Ray Moore
                                 Title:  Secretary


NOMURA SECURITIES CO., LTD.

/S/ YASUNOBU MATASE

By Yasunobu Matase
   Authorized Signature


<TABLE>
<CAPTION>
                                 PRICING DATE          3/31/98
                                                                  TOTAL INCOME FOR PERIOD                  952004.1
                                                                  TOTAL EXPENSES FOR PERIOD                402647.6
                                 30 DAY YTM            1.83%      AVERAGE SHARES OUTSTANDING               16853152
                                                                  LAST PRICE DURING PERIOD                    21.46

          PRICE    ST VARIABLE GAIN/   LONG TERM    EQUITY      TOTAL    DIV     ADJUSTED    DAILY
          DATE     INCOME      LOSS     INCOME       INCOME      INCOME  ACTOR   INCOME      EXPENSES

          3/1/98
<S>       <C> <C> <C>                 <C>          <C>         <C>       <C>      <C>          <C>     
 1        3/2/98  41194.03            119113.7     76367.19    236674.9  13.22553 31301.5      11860.75
 2        3/3/98  41373.63            119371.1     76428.38    237173.1  13.21831 31350.26     11827.05
 3        3/4/98  41620.29            119292.8     76532.15    237445.2  13.21798 31385.47     11843.8
 4        3/5/98  41764.66            119472.2     76646.51    237883.3  13.22303 31455.38     11844.63
 5        3/6/98  42221.63            119187.5     76656.83    238066    13.23726 31513.42     11753.23
 6        3/7/98  42221.63            119187.5     76656.83    238066    13.23726 31513.42     11753.23
 7        3/8/98  42221.63            119187.5     76656.83    238066    13.23726 31513.42     11753.23
 8        3/9/98  42786.9             118975.5     77455.07    239217.5  13.24357 31680.93     11910.39
 9        3/10/98 43260.7             118955.6     78148.39    240364.7  13.24647 31839.84     11907.99
10        3/11/98 43260.7             118827.3     77611.1     239699.1  13.24354 31744.65     11993.72
11        3/12/98 43518.92            118467.6     77815.51    239802.1  13.24299 31756.96     12032.06
12        3/13/98 38663.46            118564.6     77922.6     235150.7  13.23898 31131.55     12079.93
13        3/14/98 38663.46            118564.6     77922.6     235150.7  13.23898 31131.55     12079.93
14        3/15/98 38663.46            118564.6     77922.6     235150.7  13.23898 31131.55     12079.93
15        3/16/98 43531.25            118435.6     78050.38    240017.2  13.23541 31767.27     12062.57
16        3/17/98 44162.28            118615.2     78655.12    241432.6  13.22949 31940.3      12150.43
17        3/18/98 44421.7             118720.3     78070.69    241212.7  13.23731 31930.06     12177.48
18        3/19/98 44654.34            118758       78172.49    241584.9  13.21895 31934.98     12209.28
19        3/20/98 44557.02            118777.1     78147.58    241481.7  13.21986 31923.54     12236.7
20        3/21/98 44557.02            118777.1     78147.58    241481.7  13.21986 31923.54     12236.7
21        3/22/98 44557.02            118777.1     78147.58    241481.7  13.21986 31923.54     12236.7
22        3/23/98 43985.08            118732.1     78580.15    241297.4  13.23153 31927.33     12300.86
23        3/24/98 43865.3             118741.2     78531.44    241138    13.23842 31922.85     17181.72
24        3/25/98 43963.61            119097.1     76963.54    240024.3  13.24328 31787.09     17316.28
25        3/26/98 43963.61            119219.5     78958.56    242141.6  13.23653 32051.16     17294.62
26        3/27/98 44380.84            119297.7     78948.9     242627.4  13.24525 32136.61     17311.36
27        3/28/98 44380.84            119297.7     78948.9     242627.4  13.24525 32136.61     17311.36
28        3/29/98 44380.84            119297.7     78948.9     242627.4  13.24525 32136.61     17311.36
29        3/30/98 40466               119495.4     79038.75    239000.2  13.24966 31666.7      17309.06
30        3/31/98 46015.99            119306.6     79470.83    244793.4  13.25442 32445.96     17281.21

                  1287278      0      3569078     2336524      7192879            952004.1     402647.6
</TABLE>
<TABLE>
<CAPTION>

DAILY        DAILY   ACCUMULATED ACCUMULATED ACCUMULATED
SHARES       PRICE   INCOME      EXPENSES    SHARES

                        0           0            0
<S>         <C>      <C>         <C>       <C>     
16618333    21.03    31301.5     11860.75  16618333
16649151    21.01    62651.76    23687.8   33267484
16668931    20.98    94037.23    35531.6   49936415
16685264    20.77   125492.6     47376.23  66621679
16714538    21.04   157006       59129.46  83336216
16714538    21.04   188519.5     70882.69  1E+08
16714538    21.04   220032.9     82635.92  1.17E+08
16738648    21.01   251713.8     94546.31  1.34E+08
16756719    21.15   283553.6    106454.3   1.5E+08
16770797    21.21   315298.3    118448     1.67E+08
16795066    21.28   347055.3    130480.1   1.84E+08
16801308    21.24   378186.8    142560     2.01E+08
16801308    21.24   409318.4    154639.9   2.17E+08
16801308    21.24   440449.9    166719.9   2.34E+08
16821415    21.39   472217.2    178782.4   2.51E+08
16833385    21.4    504157.5    190932.9   2.68E+08
16870636    21.45   536087.5    203110.3   2.85E+08
16858754    21.49   568022.5    215319.6   3.02E+08
16872667    21.57   599946.1    227556.3   3.18E+08
16872667    21.57   631869.6    239793     3.35E+08
16872667    21.57   663793.1    252029.7   3.52E+08
16884870    21.4    695720.5    264330.6   3.69E+08
16997380    21.52   727643.3    281512.3   3.86E+08
17023031    21.47   759430.4    298828.6   4.03E+08
17043055    21.45   791481.6    316123.2   4.2E+08
17067967    21.41   823618.2    333434.6   4.37E+08
17067967    21.41   855754.8    350745.9   4.54E+08
17067967    21.41   887891.4    368057.3   4.71E+08
17090460    21.32   919558.1    385366.4   4.88E+08
17119226    21.46   952004.1    402647.6   5.06E+08

16853152
</TABLE>
                                                                    
<TABLE>                                                                  
<CAPTION>                                                                
                                            $952.50                     
                 A         NAV             A                 A          
          TIME   ACCOUNT   A      AVERAGE  A/C VALUE  A      AVERAGE    
EARS     PERIOD  VALUE     CLASS  ANNUAL   W/LOAD     CLASS  ANNUAL     
                                                                        
<S>        <C>    <C>       <C>     <C>     <C>        <C>     <C>       
31-Mar-98  BLANK  1,929.43           0.00%    952.5    -4.75%  -4.75%    
30-Sep-97  6 MO   1,743.66  10.65%  10.65%  1,053.98    5.40%   5.40%    
31-Dec-97  QTR    1,809.31   6.64%   6.64%  1,015.74    1.57%   1.57%    
31-Dec-97  YTD    1,809.31   6.64%   6.64%  1,015.74    1.57%   1.57%    
31-Mar-97    1    1,441.16  33.88%  33.88%  1,275.20   27.52%  27.52%    
31-Mar-95    3    1,068.91  80.50%  21.76%  1,719.30   71.93%  19.80%    
31-Mar-93    5                                                           
31-Mar-88   10                                                           
2-Jan-95  INCEPT. 1,000.00  92.94%  22.46%  1,837.78   83.78%  20.64%               
                                                                        
NCEPTION FACTOR:                    3.2438                              
</TABLE>

<TABLE>
<CAPTION>


PRICING DATE            3/31/98
                                         TOTAL INCOME FOR PERIOD                   3028823
                                         TOTAL EXPENSES FOR PERIOD                 1949704
30 DAY YTM              1.18%            AVERAGE SHARES OUTSTANDING               53919350
                                         LAST PRICE DURING PERIOD                       20.34

      PRICE   ST VARIABLE GAIN/LOSS   LONG TERM   EQUITY      TOTAL      DIV      ADJUSTED
      DATE    INCOME                  INCOME      INCOME      INCOME     FACTOR   INCOME


<S>   <C> <C> <C>             <C>     <C>         <C>         <C>        <C>      <C>     
  1   3/2/98  41194.03        0       119113.7    76367.19    236674.9   41.66105 98601.24
  2   3/3/98  41373.63        0       119371.1    76428.38    237173.1   41.71419 98934.82
  3   3/4/98  41620.29        0       119292.8    76532.15    237445.2   41.74091 99111.77
  4   3/5/98  41764.66        0       119472.2    76646.51    237883.3   41.77991 99387.43
  5   3/6/98  42221.63        0       119187.5    76656.83    238066     41.82044 99560.24
  6   3/7/98  42221.63        0       119187.5    76656.83    238066     41.82044 99560.24
  7   3/8/98  42221.63        0       119187.5    76656.83    238066     41.82044 99560.24
  8   3/9/98  42786.9         0       118975.5    77455.07    239217.5   41.85868100133.3
  9   3/10/98 43260.7         0       118955.6    78148.39    240364.7   41.92951100783.7
 10   3/11/98 43260.7         0       118827.3    77611.1     239699.1   41.96973100601.1
 11   3/12/98 43518.92        0       118467.6    77815.51    239802.1   42.00092100719.1
 12   3/13/98 38663.46        0       118564.6    77922.6     235150.7   42.04853 98877.41
 13   3/14/98 38663.46        0       118564.6    77922.6     235150.7   42.04853 98877.41
 14   3/15/98 38663.46        0       118564.6    77922.6     235150.7   42.04853 98877.41
 15   3/16/98 43531.25        0       118435.6    78050.38    240017.2   42.06752100969.3
 16   3/17/98 44162.28        0       118615.2    78655.12    241432.6   42.12636101706.8
 17   3/18/98 44421.7         0       118720.3    78070.69    241212.7   42.13342101631.1
 18   3/19/98 44654.34        0       118758      78172.49    241584.9   42.17834101896.5
 19   3/20/98 44557.02        0       118777.1    78147.58    241481.7   42.22639101969
 20   3/21/98 44557.02        0       118777.1    78147.58    241481.7   42.22639101969
 21   3/22/98 44557.02        0       118777.1    78147.58    241481.7   42.22639101969
 22   3/23/98 43985.08        0       118732.1    78580.15    241297.4   42.30449102079.6
 23   3/24/98 43865.3         0       118741.2    78531.44    241138     42.37699102187
 24   3/25/98 43963.61        0       119097.1    76963.54    240024.3   42.42086101820.4
 25   3/26/98 43963.61        0       119219.5    78958.56    242141.6   42.40414102678.1
 26   3/27/98 44380.84        0       119297.7    78948.9     242627.4   42.42307102930
 27   3/28/98 44380.84        0       119297.7    78948.9     242627.4   42.42307102930
 28   3/29/98 44380.84        0       119297.7    78948.9     242627.4   42.42307102930
 29   3/30/98 40466           0       119495.4    79038.75    239000.2   42.47482101514.9
 30   3/31/98 46015.99        0       119306.6    79470.83    244793.4   42.50801104056.8
                                                                                        
              1287278         0       3569078     2336524     7192879            3028823

</TABLE>

<TABLE>
<CAPTION>
DAILY        DAILY           DAILY    ACCUMULATED ACCUMULATED  ACCUMULATED
EXPENSES     SHARES          PRICE    INCOME      EXPENSES     SHARES

                                           0            0           0
<S>         <C>               <C>      <C>          <C>       <C>     
  58960.22  52652166          19.91    98601.24     58960.22  52652166
  58851.75  52846865          19.9    197536.1     117812     1.05E+08
  59001.09  52945827          19.87   296647.8     176813.1   1.58E+08
  59033.45  53028084          19.67   396035.3     235846.5   2.11E+08
  58564.05  53116622          19.93   495595.5     294410.6   2.65E+08
  58564.05  53116622          19.93   595155.7     352974.6   3.18E+08
  58564.05  53116622          19.93   694716       411538.7   3.71E+08
  59388.31  53219793          19.9    794849.3     470927     4.24E+08
  59438.55  53356827          20.03   895633       530365.5   4.77E+08
  59965.92  53465770          20.08   996234.1     590331.4   5.31E+08
  60218.71  53586452          20.15  1096953       650550.2   5.84E+08
  60537.76  53684544          20.11  1195831       711087.9   6.38E+08
  60537.76  53684544          20.11  1294708       771625.7   6.92E+08
  60537.76  53684544          20.11  1393585       832163.4   7.46E+08
  60511.93  53790770          20.24  1494555       892675.4   7.99E+08
  61049.09  53929539          20.26  1596261       953724.5   8.53E+08
  61211.02  54027678          20.3   1697893      1014935     9.07E+08
  61477.57  54123124          20.34  1799789      1076413     9.61E+08
  61701.71  54228962          20.42  1901758      1138115     1.02E+09
  61701.71  54228962          20.42  2003727      1199816     1.07E+09
  61701.71  54228962          20.42  2105696      1261518     1.12E+09
  62079.41  54322945          20.29  2207776      1323598     1.18E+09
  77657.05  54650969          20.4   2309963      1401255     1.23E+09
  78376.02  54771013          20.35  2411783      1479631     1.29E+09
  78311.01  54842984          20.33  2514461      1557942     1.34E+09
  78362.69  54912685          20.3   2617391      1636304     1.4E+09
  78362.69  54912685          20.3   2720321      1714667     1.45E+09
  78362.69  54912685          20.3   2823251      1793030     1.51E+09
  78387.74  55037168          20.22  2924766      1871417     1.56E+09
  78286.34  55154086          20.34  3028823      1949704     1.62E+09

  1949704   53919350
</TABLE>

<TABLE>
<CAPTION>

                     $1,000
                    B                    B NAV    LEVEL  VALUE OF    VALUE OF                 B
            TIME    ACCOUNT     B        AVERAGE  LOAD   CLASS B     CLASS B INI B           AVERAGE
YEARS      PERIOD   VALUE       CLASS    ANNUAL   COMP   INVESTMENT  INVESTMENT  CUMULATIVE  ANNUAL

<S>         <C>     <C>         <C>       <C>     <C>    <C>         <C>         <C>          <C>
31-Mar-98   BLANK   1,881.70              0.00%   50     1,000.00    1,000.00                 0.00%
30-Sep-97   6MO     1,707.52    10.20%   10.20%   50     1,102.01    1,078.47     5.20%       5.20%
31-Dec-97   QTR     1,768.20     6.42%    6.42%   50     1,064.19    1,060.48     1.42%       1.42%
31-Dec-97   YTD     1,768.20     6.42%    6.42%   50     1,064.19    1,060.48     1.42%       1.42%
31-Mar-97     1     1,416.88    32.81%   32.81%   50     1,328.06    1,276.04    27.81%      27.81%
31-Mar-95     3     1,066.55    76.43%   20.83%   30     1,764.30    1,576.74    73.43%      20.15%
31-Mar-93     5                                                                                        
31-Mar-88    10                                                                                        
3-Jan-95    INCEPT. 1,000.00    88.17%   21.52%   30     1,881.70    1,661.76    85.17%      20.92%

INCEPTION FACTOR:                         3.2438
</TABLE>

<TABLE>
<CAPTION>

PRICING DATE            3/31/98
                                   TOTAL INCOME FOR PERIOD                     135601.4
                                   TOTAL EXPENSES FOR PERIOD                   87309.78
30 DAY YTM              1.18%      AVERAGE SHARES OUTSTANDING                   2414446
                                   LAST PRICE DURING PERIOD                       20.34
      PRICE  ST FIXED    GAIN/LOSS   LONG TERM   QUITY     TOTAL        DIV       ADJUSTED
      DATE   INCOME                  INCOME      NCOME     INCOME       FACTOR    INCOME


<S>   <C> <C> <C>             <C>     <C>        <C>        <C>         <C>      <C>    
 1    3/2/98  41194.03        0       119113.7   76367.19   236674.9    1.848842 4375.74
 2    3/3/98  41373.63        0       119371.1   76428.38   237173.1    1.857735 4406.05
 3    3/4/98  41620.29        0       119292.8   76532.15   237445.2    1.860059 4416.62
 4    3/5/98  41764.66        0       119472.2   76646.51   237883.3    1.860159 4425.01
 5    3/6/98  42221.63        0       119187.5   76656.83   238066      1.865277 4440.59
 6    3/7/98  42221.63        0       119187.5   76656.83   238066      1.865277 4440.59
 7    3/8/98  42221.63        0       119187.5   76656.83   238066      1.865277 4440.59
 8    3/9/98  42786.9         0       118975.5   77455.07   239217.5    1.8731   4480.78
 9    3/10/98 43260.7         0       118955.6   78148.39   240364.7    1.870939 4497.08
10    3/11/98 43260.7         0       118827.3   77611.1    239699.1    1.871177 4485.19
11    3/12/98 43518.92        0       118467.6   77815.51   239802.1    1.874795 4495.8
12    3/13/98 38663.46        0       118564.6   77922.6    235150.7    1.874748 4408.48
13    3/14/98 38663.46        0       118564.6   77922.6    235150.7    1.874748 4408.48
14    3/15/98 38663.46        0       118564.6   77922.6    235150.7    1.874748 4408.48
15    3/16/98 43531.25        0       118435.6   78050.38   240017.2    1.878497 4508.72
16    3/17/98 44162.28        0       118615.2   78655.12   241432.6    1.886014 4553.45
17    3/18/98 44421.7         0       118720.3   78070.69   241212.7    1.891085 4561.54
18    3/19/98 44654.34        0       118758     78172.49   241584.9    1.893119 4573.49
19    3/20/98 44557.02        0       118777.1   78147.58   241481.7    1.895755 4577.9
20    3/21/98 44557.02        0       118777.1   78147.58   241481.7    1.895755 4577.9
21    3/22/98 44557.02        0       118777.1   78147.58   241481.7    1.895755 4577.9
22    3/23/98 43985.08        0       118732.1   78580.15   241297.4    1.905735 4598.49
23    3/24/98 43865.3         0       118741.2   78531.44   241138      1.908859 4602.98
24    3/25/98 43963.61        0       119097.1   76963.54   240024.3    1.910319 4585.23
25    3/26/98 43963.61        0       119219.5   78958.56   242141.6    1.910864 4627
26    3/27/98 44380.84        0       119297.7   78948.9    242627.4    1.91231  4639.79
27    3/28/98 44380.84        0       119297.7   78948.9    242627.4    1.91231  4639.79
28    3/29/98 44380.84        0       119297.7   78948.9    242627.4    1.91231  4639.79
29    3/30/98 40466           0       119495.4   79038.75   239000.2    1.907929 4559.95
30    3/31/98 46015.99        0       119306.6   79470.83   244793.4    1.898725 4647.95
                                                                                        
              1287278         0      3569078     2336524    7192879             135601.4
</TABLE>

<TABLE>
<CAPTION>
       DAILY      DAILY            DAILY  ACCUMULATED ACCUMULATED  ACCUMULATED
       EXPENSES   SHARES           PRICE   INCOME      EXPENSES     SHARES
 
                                    0           0            0           0
        <S>       <C>              <C>      <C>          <C>      <C>    
        2617.33   2337062          19.91     4375.74      2617.33  2337062
        2616.45   2353983          19.89     8781.79      5233.78  4691045
        2628.44   2359828          19.86    13198.41      7862.22  7050873
        2629.47   2361414          19.66    17623.42     10491.69  9412287
        2609.81   2369572          19.92    22064.01     13101.5  11781859
        2609.81   2369572          19.92    26504.6      15711.31 14151430
        2609.81   2369572          19.92    30945.19     18321.12 16521002
        2653.29   2381956          19.89    35425.97     20974.41 18902958
        2655.92   2381302          20.03    39923.05     23630.33 21284260
        2674.62   2384180          20.08    44408.24     26304.95 23668441
        2686.42   2392404          20.14    48904.04     28991.37 26060845
        2700.63   2394007          20.1     53312.52     31692    28454852
        2700.63   2394007          20.1     57721        34392.63 30848859
        2700.63   2394007          20.1     62129.48     37093.26 33242866
        2700.07   2402455          20.24    66638.2      39793.33 35645321
        2729.73   2414917          20.25    71191.65     42523.06 38060238
        2743.97   2425396          20.3     75753.19     45267.03 40485634
        2759.32   2429708          20.34    80326.68     48026.35 42915341
        2769.76   2435082          20.42    84904.58     50796.11 45350423
        2769.76   2435082          20.42    89482.48     53565.87 47785505
        2769.76   2435082          20.42    94060.38     56335.63 50220586
        2791.91   2447616          20.29    98658.87     59127.54 52668202
        3498.13   2462209          20.4    103261.9      62625.67 55130412
        3529.84   2466953          20.35   107847.1      66155.51 57597365
        3527.99   2471878          20.33   112474.1      69683.5  60069243
        3531.947  2475786          20.3    117113.9      73215.45 62545029
        3531.947  2475786          20.3    121753.7      76747.39 65020815
        3531.947  2475786          20.3    126393.5      80279.34 67496601
        3525.91   2472703          20.22   130953.4      83805.25 69969305
        3504.53   2464076          20.34   135601.4      87309.78 72433380

       87309.78   2414446
</TABLE>

<TABLE>
<CAPTION>

                     $1,000
                    C                  C NAV    LEVEL  VALUE OF  VALUE OF                 C
                    ACCOUNT    C       AVERAGE  LOAD   CLASS C   CLASS C INIT C           AVERAGE
YEARS               VALUE      CLASS   ANNUAL   COMP INVESTMENT INVESTMENT    CUMULATIVE  ANNUAL
 <S>        <C>     <C>        <C>     <C>       <C>  <C>       <C>           <C>         <C>
 31-Mar-98  Blank   1,879.23             0.00%   10   1,000.00  1,000.00                  0.00%
 30-Sep-97  6 MO    1,705.28   10.20%   10.20%   10   1,102.01  1,078.47       9.20%      9.20%
 31-Dec-97  QTR     1,764.96    6.47%    6.47%   10   1,064.75  1,061.03       5.47%      5.47%
 31-Dec-97  YTD     1,764.96    6.47%    6.47%   10   1,064.75  1,061.03       5.47%      5.47%
 31-Mar-97    1     1,415.02   32.81%   32.81%   10   1,328.06  1,276.04      31.81%     31.81%
 31-Mar-95    3     1,065.31   76.40%   20.83%        1,764.02  1,577.97      76.40%     20.83%
 31-Mar-93    5                                                                
 31-Mar-88   10                                                                
 3-Jan-95   INCEPT. 1,000.00   87.92%   21.47%    0   1,879.23  1,661.76      87.92%     21.47%

INCEPTION FACTOR:                        3.2438

</TABLE>

<TABLE>
<CAPTION>
PRICING DATE            3/31/98
                                 TOTAL INCOME FOR PERIOD                   3076453
                                 TOTAL EXPENSES FOR PERIOD                 1073702
30 DAY YTM              2.17%    AVERAGE SHARES OUTSTANDING               54399378
                                 LAST PRICE DURING PERIOD                    20.45

    PRICE    ST FIXED    ZERO COUPON LONG TERM    EQUITY      TOTAL         DIV       ADJUSTED
    DATE     INCOME      AND DIV INC INCOME       INCOME      INCOME        FACTOR    INCOME


<S> <C> <C> <C>             <C>     <C>          <C>         <C>             <C>      <C>     
 1  3/2/98  41194.03        0       119113.7     76367.19    236674.9        43.26458 102396.4
 2  3/3/98  41373.63        0       119371.1     76428.38    237173.1        43.20977 102482
 3  3/4/98  41620.29        0       119292.8     76532.15    237445.2        43.18105 102531.3
 4  3/5/98  41764.66        0       119472.2     76646.51    237883.3        43.1369  102615.5
 5  3/6/98  42221.63        0       119187.5     76656.83    238066          43.07702 102551.7
 6  3/7/98  42221.63        0       119187.5     76656.83    238066          43.07702 102551.7
 7  3/8/98  42221.63        0       119187.5     76656.83    238066          43.07702 102551.7
 8  3/9/98  42786.9         0       118975.5     77455.07    239217.5        43.02465 102922.5
 9  3/10/98 43260.7         0       118955.6     78148.39    240364.7        42.95307 103244
10  3/11/98 43260.7         0       118827.3     77611.1     239699.1        42.91555 102868.2
11  3/12/98 43518.92        0       118467.6     77815.51    239802.1        42.8813  102830.3
12  3/13/98 38663.46        0       118564.6     77922.6     235150.7        42.83774 100733.3
13  3/14/98 38663.46        0       118564.6     77922.6     235150.7        42.83774 100733.3
14  3/15/98 38663.46        0       118564.6     77922.6     235150.7        42.83774 100733.3
15  3/16/98 43531.25        0       118435.6     78050.38    240017.2        42.81857 102771.9
16  3/17/98 44162.28        0       118615.2     78655.12    241432.6        42.75814 103232.1
17  3/18/98 44421.7         0       118720.3     78070.69    241212.7        42.73819 103089.9
18  3/19/98 44654.34        0       118758       78172.49    241584.9        42.70959 103179.9
19  3/20/98 44557.02        0       118777.1     78147.58    241481.7        42.65829 103012
20  3/21/98 44557.02        0       118777.1     78147.58    241481.7        42.65829 103012
21  3/22/98 44557.02        0       118777.1     78147.58    241481.7        42.65829 103012
22  3/23/98 43985.08        0       118732.1     78580.15    241297.4        42.55825 102691.9
23  3/24/98 43865.3         0       118741.2     78531.44    241138          42.47573 102425.1
24  3/25/98 43963.61        0       119097.1     76963.54    240024.3        42.42554 101831.6
25  3/26/98 43963.61        0       119219.5     78958.56    242141.6        42.44846 102785.4
26  3/27/98 44380.84        0       119297.7     78948.9     242627.4        42.41937 102921
27  3/28/98 44380.84        0       119297.7     78948.9     242627.4        42.41937 102921
28  3/29/98 44380.84        0       119297.7     78948.9     242627.4        42.41937 102921
29  3/30/98 40466           0       119495.4     79038.75    239000.2        42.3676  101258.6
30  3/31/98 46015.99        0       119306.6     79470.83    244793.4        42.33884 103642.7

            1287278         0      3569078       2336524     7192879                  3076453
</TABLE>
<TABLE>
<CAPTION>
      DAILY        DAILY          DAILY   ACCUMULATED  ACCUMULATED      ACCUMULATED
      EXPENSES     SHARES         PRICE   INCOME       EXPENSES         SHARES

                                                0            0                0
       <S>       <C>               <C>     <C>          <C>              <C>                   <C>                   <C>
       31335.6   54295497          20.05   102396.4      31335.6         54295497              100
       31210.29  54356365          20.04   204878.4      62545.89        1.09E+08              100
       31236.71  54385605          20.01   307409.7      93782.6         1.63E+08              100
       31197.57  54362119          19.81   410025.2     124980.2         2.17E+08              100
       30889.79  54323208          20.07   512576.9     155870           2.72E+08              100
       30889.79  54323208          20.07   615128.6     186759.8         3.26E+08              100
       30889.79  54323208          20.07   717680.3     217649.5         3.8E+08               100
       31238.81  54308515          20.04   820602.8     248888.4         4.35E+08              100
       31172.57  54264401          20.18   923846.8     280060.9         4.89E+08              100
       31369.63  54274168          20.23  1026715       311430.6         5.43E+08              100
       31445.27  54311401          20.29  1129545       342875.8         5.98E+08              100
       31543.85  54292467          20.25  1230279       374419.7         6.52E+08              100
       31543.85  54292467          20.25  1331012       405963.5         7.06E+08              100
       31543.85  54292467          20.25  1431745       437507.4         7.6E+08               100
       31493.69  54346503          20.39  1534517       469001.1         8.15E+08              100
       31687.09  54332390          20.41  1637749       500688.2         8.69E+08              100
       31729.33  54394968          20.46  1740839       532417.5         9.23E+08              100
       31820.9   54395180          20.5   1844019       564238.4         9.78E+08              100
       31859.83  54372753          20.58  1947031       596098.2         1.03E+09              100.0003
       31859.83  54372753          20.58  2050043       627958.1         1.09E+09              100.0003
       31859.83  54372753          20.58  2153055       659817.9         1.14E+09              100.0003
       31925.62  54234489          20.4   2255747       691743.5         1.2E+09               100
       47564.19  54501398          20.51  2358172       739307.7         1.25E+09              100
       47829.63  54498634          20.46  2460003       787137.3         1.3E+09               100
       47817.51  54619651          20.44  2562789       834954.8         1.36E+09              100
       47805.41  54625616          20.41  2665710       882760.2         1.41E+09              100
       47805.41  54625616          20.41  2768631       930565.7         1.47E+09              100
       47805.41  54625616          20.41  2871552       978371.1         1.52E+09              100
       47724.59  54611633          20.33  2972811      1026096           1.58E+09              100
       47606.17  54646292          20.45  3076453      1073702           1.63E+09              100

       1073702     54399378

</TABLE>

<TABLE>
<CAPTION>

                    Y
                    ACCOUNT        Y            AVERAGE
YEARS               VALUE         CLASS         ANNUAL

<S>    <C>  <C>     <C>            <C>          <C>   
31-Mar-98   BLANK   3,870.60                     0.00%

30-Sep-97   6 MO    3,494.70       10.76%       10.76%
31-Dec-97   QTR     3,627.11        6.71%        6.71%
31-Dec-97   YTD     3,627.11        6.71%        6.71%
31-Mar-97      1    2,885.90       34.12%       34.12%
31-Mar-95      3    2,129.78       81.74%       22.03%
31-Mar-93      5    1,865.03      107.54%       15.72%
31-Mar-88     10                       
2-Jan-90    INCEPT. 1,000.00      287.06%       17.83%

INCEPTION FACTOR:                                8.2493
</TABLE>



<TABLE>
<CAPTION>


                         PRICING DATE          03/31/98                        PRICING DATE          03/31/98
                                                                               TOTAL INCOME FOR PERIOD                 195606.7
                                                                               TOTAL EXPENSES FOR PERIOD               82402.92
                         30 DAY YTM             1.95%                          AVERAGE SHARES OUTSTANDING               4066807
                                                                               LAST PRICE DURING PERIOD                   17.17
                                                                                      30 DAY YTM             1.31%


PRICE  ST VARIABLE  GAIN/LOSS   LONG TERM   EQUITY      TOTAL       DIV       ADJUSTED    DAILY     DAILY     DAILY   ACCUMULATED 
DATE   INCOME                   INCOME      INCOME      INCOME      FACTOR    INCOME      EXPENSES  SHARES    PRICE   INCOME      

        03/01/98                                                                                                             0    
<S>     <C>   <C>  <C>          <C>          <C>        <C>         <C>       <C>         <C>       <C>      <C>       <C>        
  1     03/02/98   1546.73      20375.19     4700.23    26622.15    23.06794  6141.18     2644.84   3872927  16.96     6141.18    
  2     03/03/98   1521.47      20408.67     4722.208   26652.35    23.06129  6146.38     2648.59   3903335  16.94    12287.56    
  3     03/04/98   1423.63      20515.3      4789.01    26727.94    23.0548   6162.07     2661.97   3917143  16.91    18449.63    
  4     03/05/98   1357.61      20671.02     4789.01    26817.64    23.00617  6169.71     2661.06   3924717  16.83    24619.34    
  5     03/06/98   1616.14      20682.12     4811.21    27109.47    23.01435  6239.07     2659.243  3941660  16.93    30858.41    
  6     03/07/98   1616.14      20682.12     4811.21    27109.47    23.01435  6239.07     2659.243  3941660  16.93    37097.48    
  7     03/08/98   1616.14      20682.12     4811.21    27109.47    23.01435  6239.07     2659.243  3941660  16.93    43336.55    
  8     03/09/98   1568.01      20688.72     4807.178   27063.91    23.07836  6245.91     2685.44   3963383  16.92    49582.46    
  9     03/10/98   1607.21      20700.83     4857.153   27165.19    23.07878  6269.39     2690.04   3986346  16.98    55851.85    
 10     03/11/98   1479.94      20839.28     4862.73    27181.95    23.05612  6267.1      2705.81   3999906  17.01    62118.95    
 11     03/12/98   1456.9       21102.08     4869.963   27428.94    23.12623  6343.28     2724.48   4032358  17.02    68462.23    
 12     03/13/98   1900.79      21104.42     4889.937   27895.15    23.13005  6452.16     2738.263  4049580  17.02    74914.39    
 13     03/14/98   1900.79      21104.42     4889.937   27895.15    23.13005  6452.16     2738.263  4049580  17.02    81366.55    
 14     03/15/98   1900.79      21104.42     4889.937   27895.15    23.13005  6452.16     2738.263  4049580  17.02    87818.71    
 15     03/16/98   1924.56      21250.24     4947.02    28121.82    23.06251  6485.6      2739.83   4056934  17.09    94304.31    
 16     03/17/98   2120.74      21256.06     4991.085   28367.89    23.11279  6556.61     2761.49   4089048  17.11   100860.9     
 17     03/18/98   2055.8       21485.23     4987.309   28528.34    23.16859  6609.61     2782.22   4119532  17.13   107470.5     
 18     03/19/98   2187.7       21572.79     4975.56    28736.05    23.13816  6648.99     2793.42   4129611  17.15   114119.5     
 19     03/20/98   2299.11      21578.4      4975.56    28853.07    23.12914  6673.47     2801.963  4144274  17.19   120793       
 20     03/21/98   2299.11      21578.4      4975.56    28853.07    23.12914  6673.47     2801.963  4144274  17.19   127466.5     
 21     03/22/98   2299.11      21578.4      4975.56    28853.07    23.12914  6673.47     2801.963  4144274  17.19   134139.9     
 22     03/23/98   2408.31      21579.64     4974.289   28962.24    23.05284  6676.62     2806.22   4150231  17.08   140816.6     
 23     03/24/98   2078.29      22393.85     4991.344   29463.48    23.0507   6791.54     2803.83   4175114  17.17   147608.1     
 24     03/25/98   2008.68      22696.79     4900.249   29605.72    22.92071  6785.84     2811.51   4163797  17.14   154393.9     
 25     03/26/98   2022.24      22881.55     5012.754   29916.54    22.89071  6848.11     2808.94   4168567  17.14   161242       
 26     03/27/98   2118.47      22876.37     5012.758   30007.6     22.84565  6855.43     2809.47   4175695  17.15   168097.5     
 27     03/28/98   2118.47      22876.37     5012.758   30007.6     22.84565  6855.43     2809.47   4175695  17.15   174952.9     
 28     03/29/98   2118.47      22876.37     5012.758   30007.6     22.84565  6855.43     2809.47   4175695  17.15   181808.3     
 29     03/30/98   2158.76      22905.91     5039.467   30104.14    22.91131  6897.25     2823.2    4199632  17.09   188705.6     
 30     03/31/98   2215.75      22898.12     5015.939   30129.81    22.90464  6901.12     2823.21   4217995  17.17   195606.7     

                   56945.8  0   644945.2    147300.9    849192               195606.7     82402.92  4066807                       
</TABLE>


<TABLE>
<CAPTION>


                                            PRICING DATE          03/31/98
                                                                              TOTAL INCOME FOR PERIOD                    518385.6
                                                                              TOTAL EXPENSES FOR PERIOD                  325688.1
                            B               30 DAY YTM             1.31%      AVERAGE SHARES OUTSTANDING                 10804297
                                                                              LAST PRICE DURING PERIOD                      16.33

ACCUMULATED  ACCUMULATED          PRICE    ST VARIABLE GAIN/LOSS  LONG TERM   EQUITY      TOTAL  
EXPENSES     SHARES               DATE     INCOME                 INCOME      INCOME      INCOME 

    0            0
<S>        <C>             <C>     <C>   <C> <C>           <C>     <C>          <C>        <C>           
 2644.84   3872927         1       03/02/98  1546.73       0       20375.19     4700.23    26622.15      
 5293.43   7776261         2       03/03/98  1521.47       0       20408.67     4722.208   26652.35      
 7955.4   11693404         3       03/04/98  1423.63       0       20515.3      4789.01    26727.94      
10616.46  15618121         4       03/05/98  1357.61       0       20671.02     4789.01    26817.64      
13275.7   19559781         5       03/06/98  1616.14       0       20682.12     4811.21    27109.47      
15934.95  23501441         6       03/07/98  1616.14       0       20682.12     4811.21    27109.47      
18594.19  27443100         7       03/08/98  1616.14       0       20682.12     4811.21    27109.47      
21279.63  31406483         8       03/09/98  1568.01       0       20688.72     4807.178   27063.91      
23969.67  35392830         9       03/10/98  1607.21       0       20700.83     4857.153   27165.19      
26675.48  39392736        10       03/11/98  1479.94       0       20839.28     4862.73    27181.95      
29399.96  43425093        11       03/12/98  1456.9        0       21102.08     4869.963   27428.94      
32138.22  47474674        12       03/13/98  1900.79       0       21104.42     4889.937   27895.15      
34876.49  51524254        13       03/14/98  1900.79       0       21104.42     4889.937   27895.15      
37614.75  55573834        14       03/15/98  1900.79       0       21104.42     4889.937   27895.15      
40354.58  59630769        15       03/16/98  1924.56       0       21250.24     4947.02    28121.82      
43116.07  63719816        16       03/17/98  2120.74       0       21256.06     4991.085   28367.89      
45898.29  67839349        17       03/18/98  2055.8        0       21485.23     4987.309   28528.34      
48691.71  71968960        18       03/19/98  2187.7        0       21572.79     4975.56    28736.05      
51493.67  76113234        19       03/20/98  2299.11       0       21578.4      4975.56    28853.07      
54295.64  80257508        20       03/21/98  2299.11       0       21578.4      4975.56    28853.07      
57097.6   84401782        21       03/22/98  2299.11       0       21578.4      4975.56    28853.07      
59903.82  88552013        22       03/23/98  2408.31       0       21579.64     4974.289   28962.24      
62707.65  92727127        23       03/24/98  2078.29       0       22393.85     4991.344   29463.48      
65519.16  96890924        24       03/25/98  2008.68       0       22696.79     4900.249   29605.72      
68328.1   1.01E+08        25       03/26/98  2022.24       0       22881.55     5012.754   29916.54      
71137.57  1.05E+08        26       03/27/98  2118.47       0       22876.37     5012.758   30007.6       
73947.04  1.09E+08        27       03/28/98  2118.47       0       22876.37     5012.758   30007.6       
76756.51  1.14E+08        28       03/29/98  2118.47       0       22876.37     5012.758   30007.6       
79579.71  1.18E+08        29       03/30/98  2158.76       0       22905.91     5039.467   30104.14      
82402.92  1.22E+08        30       03/31/98  2215.75       0       22898.12     5015.939   30129.81      

                                            56945.86       0       644945.2   147300.9     849192  
</TABLE>
<TABLE>
<CAPTION>

                                                                                        C
DIV      ADJUSTED     DAILY     DAILY       DAILY   ACCUMULATED ACCUMULATED ACCUMULATED        PRICE   ST FIXED GAIN/    LONG TERM
FACTOR   INCOME       EXPENSES  SHARES      PRICE   INCOME      EXPENSES    SHARES             DATE    INCOME   LOSS      INCOME 

                                                            0           0           0                                           
<S>       <C>         <C>      <C>          <C>      <C>         <C>        <C>         <C>   <C> <C>  <C>        <C>     <C>
60.81009  16188.95    10344.29 10237906     16.11    16188.95    10344.29   10237906    1     3/2/98   1546.73    0       20375.19
60.66632  16169       10358.65 10297078     16.1     32357.95    20702.94   20534984    2     3/3/98   1521.47    0       20408.67
60.71103  16226.81    10414.3  10344216     16.07    48584.76    31117.24   30879200    3     3/4/98   1423.63    0       20515.3 
60.84589  16317.43    10447.91 10409395     15.99    64902.19    41565.15   41288595    4     3/5/98   1357.61    0       20671.02
60.91044  16512.5     10456.79 10461895     16.09    81414.69    52021.94   51750491    5     3/6/98   1616.14    0       20682.12
60.91044  16512.5     10456.79 10461895     16.09    97927.19    62478.73   62212386    6     3/7/98   1616.14    0       20682.12
60.91044  16512.5     10456.79 10461895     16.09   114439.7     72935.52   72674282    7     3/8/98   1616.14    0       20682.12
60.85566  16469.92    10543.49 10481554     16.07   130909.6     83479.01   83155835    8     3/9/98   1568.01    0       20688.72
60.8346   16525.84    10552.16 10538598     16.12   147435.5     94031.17   93694434    9     3/10/98  1607.21    0       20700.83
60.90816  16556.03    10636.74 10597863     16.15   163991.5    104667.9   1.04E+08    10     3/11/98  1479.94    0       20839.28
60.85769  16692.62    10691.08 10642842     16.17   180684.1    115359     1.15E+08    11     3/12/98  1456.9     0       21102.08
60.88428  16983.76    10742.72 10691441     16.16   197667.9    126101.7   1.26E+08    12     3/13/98  1900.79    0       21104.42
60.88428  16983.76    10742.72 10691441     16.16   214651.6    136844.4   1.36E+08    13     3/14/98  1900.79    0       21104.42
60.88428  16983.76    10742.72 10691441     16.16   231635.4    147587.1   1.47E+08    14     3/15/98  1900.79    0       21104.42
60.98775  17150.86    10790.88 10761115     16.23   248786.2    158378     1.58E+08    15     3/16/98  1924.56    0       21250.24
61.00456  17305.7     10879.83 10826071     16.25   266091.9    169257.9   1.69E+08    16     3/17/98  2120.74    0       21256.06
61.00774  17404.5     10943.71 10881321     16.27   283496.4    180201.6   1.79E+08    17     3/18/98  2055.8     0       21485.23
61.08279  17552.78    11009.33 10936025     16.29   301049.2    191210.9   1.9E+08     18     3/19/98  2187.7     0       21572.79
61.07518  17622.06    11058.78 10978009     16.32   318671.3    202269.7   2.01E+08    19     3/20/98  2299.11    0       21578.4 
61.07518  17622.06    11058.78 10978009     16.32   336293.3    213328.5   2.12E+08    20     3/21/98  2299.11    0       21578.4 
 1.07518  17622.06    11058.78 10978009     16.32   353915.4    224387.2   2.23E+08    21     3/22/98  2299.11    0       21578.4 
61.18772  17721.33    11123.09 11051217     16.25   371636.7    235510.3   2.34E+08    22     3/23/98  2408.31    0       21579.64
61.20982  18034.55    11137.09 11102491     16.33   389671.3    246647.4   2.46E+08    23     3/24/98  2078.29    0       22393.85
61.33858  18159.73    11239.66 11158874     16.31   407831      257887.1   2.57E+08    24     3/25/98  2008.68    0       22696.79
61.35994  18356.77    11266.3  11190433     16.31   426187.8    269153.4   2.68E+08    25     3/26/98  2022.24    0       22881.55
61.40301  18425.57    11298.17 11239787     16.31   444613.4    280451.5   2.79E+08    26     3/27/98  2118.47    0       22876.37
61.40301  18425.57    11298.17 11239787     16.31   463038.9    291749.7   2.9E+08     27     3/28/98  2118.47    0       22876.37
61.40301  18425.57    11298.17 11239787     16.31   481464.5    303047.9   3.02E+08    28     3/29/98  2118.47    0       22876.37
61.29421  18452.09    11325.73 11252522     16.26   499916.6    314373.6   3.13E+08    29     3/30/98  2158.76    0       22905.91
61.29809  18469       11314.48 11305980     16.33   518385.6    325688.1   3.24E+08    30     3/31/98  2215.75    0       22898.12

          518385.6    325688.1  10804297                                                              56945.86    0       644945.2
</TABLE>
<TABLE>
<CAPTION>

EQUITY        TOTAL   DIV         ADJUSTED     DAILY     DAILY     DAILY   ACCUMULATED ACCUMULATED ACCUMULATED            
INCOME        INCOME  FACTOR      INCOME       EXPENSES  SHARES    PRICE    INCOME      EXPENSES    SHARES                
                                                                                                                          
                                                                      0           0        0           0   
<S>         <C>         <C>       <C>         <C>      <C>        <C>       <C>         <C>      <C>         
4700.23     26622.15    8.940983  2380.28     1523.03  1507667    16.08     2380.28     1523.03  1507667     
4722.208    26652.35    9.151076  2438.98     1545.31  1555688    16.07     4819.26     3068.34  3063355     
4789.01     26727.94    9.139842  2442.89     1569.17  1559754    16.04     7262.15     4637.51  4623109   
4789.01     26817.64    9.082649  2435.75     1565.39  1556305    15.96     9697.9      6202.9   6179414   
4811.21     27109.47    9.036016  2449.62     1555.47  1554478    16.06    12147.52     7758.37  7733892     
4811.21     27109.47    9.036016  2449.62     1555.47  1554478    16.06    14597.14     9313.84  9288370     
4811.21     27109.47    9.036016  2449.62     1555.47  1554478    16.06    17046.76    10869.31 10842847     
4807.178    27063.91    9.043529  2447.53     1565.64  1560113    16.04    19494.29    12434.95 12402960     
4857.153    27165.19    9.106531  2473.81     1574.57  1580078    16.1     21968.1     14009.52 13983038      
4862.73     27181.95    9.086077  2469.77     1589.16  1583485    16.12    24437.87    15598.68 15566522      
4869.963    27428.94    9.101272  2496.38     1597.11  1594183    16.14    26934.25    17195.79 17160706      
4889.937    27895.15    9.099108  2538.21     1605.96  1600389    16.14    29472.46    18801.75 18761094     
4889.937    27895.15    9.099108  2538.21     1605.96  1600389    16.14    32010.67    20407.71 20361483     
4889.937    27895.15    9.099108  2538.21     1605.96  1600389    16.14    34548.88    22013.67 21961871         
4947.02     28121.82    9.095565  2557.84     1610.8   1607461    16.2     37106.72    23624.47 23569333     
4991.085    28367.89    9.067296  2572.2      1619.52  1611690    16.22    39678.92    25243.99 25181023     
4987.309    28528.34    9.042372  2579.64     1624.05  1615387    16.24    42258.56    26868.04 26796410     
4975.56     28736.05    9.023193  2592.91     1628.72  1618077    16.26    44851.47    28496.76 28414487     
4975.56     28853.07    9.06605   2615.83     1638.06  1632204    16.29    47467.3     30134.82 30046691     
4975.56     28853.07    9.06605   2615.83     1638.06  1632204    16.29    50083.13    31772.88 31678895     
4975.56     28853.07    9.06605   2615.83     1638.06  1632204    16.29    52698.96    33410.94 33311100         
4974.289    28962.24    9.059783  2623.92     1648.78  1638929    16.22    55322.88    35059.72 34950028         
4991.344    29463.48    9.07186   2672.89     1649.91  1648129    16.3     57995.77    36709.63 36598157     
4900.249    29605.72    9.085921  2689.95     1665.31  1655587    16.28    60685.72    38374.94 38253744     
5012.754    29916.54    9.108051  2724.81     1670.79  1663742    16.28    63410.53    40045.73 39917487     
5012.758    30007.6     9.100887  2730.96     1675.673 1668594    16.28    66141.49    41721.4  41586080     
5012.758    30007.6     9.100887  2730.96     1675.673 1668594    16.28    68872.45    43397.08 43254674     
5012.758    30007.6     9.100887  2730.96     1675.673 1668594    16.28    71603.41    45072.75 44923267     
5039.467    30104.14    9.162797  2758.38     1686.68  1684836    16.23    74361.79    46759.43 46608104     
5015.939    30129.81    9.196337  2770.84     1694.77  1698934    16.3     77132.63    48454.2  48307038     
                                                                                                                          
147300.9    849192               77132.63     48454.2  1610235 
</TABLE>


<TABLE>
<CAPTION>

           PRICING DATE           03/31/98                                        PRICING DATE           3/31/98
 y                                             TOTAL INCOME FOR PERIOD                  518385.6
                                               TOTAL EXPENSES FOR PERIOD                325688.1
          30 DAY YTM              1.31%        AVERAGE SHARES OUTSTANDING               10804297
                                               LAST PRICE DURING PERIOD                    16.39 


       PRICE    ST FIXED    GAIN/   LONG TERM       EQUITY     TOTAL       
        DATE    INCOME      LOSS    INCOME          INCOME     INCOME      


<S>    <C> <C>  <C>            <C>   <C>             <C>        <C>        
  1    3/2/98   1546.73        0     20375.19        4700.23    26622.15   
  2    3/3/98   1521.47        0     20408.67        4722.208   26652.35   
  3    3/4/98   1423.63        0     20515.3         4789.01    26727.94   
  4    3/5/98   1357.61        0     20671.02        4789.01    26817.64   
  5    3/6/98   1616.14        0     20682.12        4811.21    27109.47   
  6    3/7/98   1616.14        0     20682.12        4811.21    27109.47   
  7    3/8/98   1616.14        0     20682.12        4811.21    27109.47   
  8    3/9/98   1568.01        0     20688.72        4807.178   27063.91   
  9    3/10/98  1607.21        0     20700.83        4857.153   27165.19   
 10    3/11/98  1479.94        0     20839.28        4862.73    27181.95   
 11    3/12/98  1456.9         0     21102.08        4869.963   27428.94   
 12    3/13/98  1900.79        0     21104.42        4889.937   27895.15   
 13    3/14/98  1900.79        0     21104.42        4889.937   27895.15   
 14    3/15/98  1900.79        0     21104.42        4889.937   27895.15   
 15    3/16/98  1924.56        0     21250.24        4947.02    28121.82   
 16    3/17/98  2120.74        0     21256.06        4991.085   28367.89   
 17    3/18/98  2055.8         0     21485.23        4987.309   28528.34   
 18    3/19/98  2187.7         0     21572.79        4975.56    28736.05   
 19    3/20/98  2299.11        0     21578.4         4975.56    28853.07   
 20    3/21/98  2299.11        0     21578.4         4975.56    28853.07   
 21    3/22/98  2299.11        0     21578.4         4975.56    28853.07   
 22    3/23/98  2408.31        0     21579.64        4974.289   28962.24   
 23    3/24/98  2078.29        0     22393.85        4991.344   29463.48   
 24    3/25/98  2008.68        0     22696.79        4900.249   29605.72   
 25    3/26/98  2022.24        0     22881.55        5012.754   29916.54   
 26    3/27/98  2118.47        0     22876.37        5012.758   30007.6    
 27    3/28/98  2118.47        0     22876.37        5012.758   30007.6    
 28    3/29/98  2118.47        0     22876.37        5012.758   30007.6    
 29    3/30/98  2158.76        0     22905.91        5039.467   30104.14   
 30    3/31/98  2215.75        0     22898.12        5015.939   30129.81   

               56945.86        0     644945.2      147300.9     849192     
</TABLE>

<TABLE>
<CAPTION>

DIV        ADJUSTED    DAILY     DAILY           DAILY    ACCUMULATED ACCUMULATED ACCUMULATED
FACTOR     INCOME      EXPENSES  SHARES          PRICE     INCOME      EXPENSES    SHARES
                                                                  0           0        0
<S>        <C>          <C>     <C>               <C>       <C>          <C>     <C>                          <C>
 7.180989  1911.73      690.03  1202805           16.19     1911.73      690.03  1202805                      100
 7.121317  1898         685.56  1202513           16.18     3809.73     1375.59  2405318                      100
 7.09432   1896.17      686.34  1202519           16.15     5705.9      2061.93  3607837                      100
 7.065283  1894.74      684.47  1202441           16.07     7600.64     2746.4   4810278                      100
 7.03919   1908.29      681.53671202735           16.17     9508.93     3427.937 6013013                      100
 7.03919   1908.29      681.53671202735           16.17    11417.22     4109.473 7215748                      100
 7.03919   1908.29      681.53671202735           16.17    13325.51     4791.01  8418484                      100
 7.02245   1900.55      684.61  1203116           16.16    15226.06     5475.62  9621599                      100
 6.980093  1896.16      681.27  1202751           16.21    17122.22     6156.89 10824350                      100
 6.94964   1889.05      682.51  1202751           16.24    19011.27     6839.4  12027101                      100
 6.914801  1896.66      681.93  1202763           16.25    20907.93     7521.33 13229864                      100
 6.886563  1921.02      681.94331202763           16.25    22828.95     8203.27314432627                      100
 6.886563  1921.02      681.94331202763           16.25    24749.97     8885.21715635390                      100
 6.886563  1921.02      681.94331202763           16.25    26670.99     9567.16 16838153                      100
 6.854175  1927.52      680.62  1202766           16.32    28598.51    10247.78 18040919                      100
 6.815349  1933.37      680.89  1202806           16.34    30531.88    10928.67 19243725                      100
 6.781294  1934.59      680.72  1202806           16.36    32466.47    11609.39 20446531                      100
 6.755858  1941.37      681.15  1202806           16.38    34407.84    12290.54 21649337                      100
 6.729635  1941.71      680.78331202851           16.41    36349.55    12971.32 22852189                      100
 6.729635  1941.71      680.78331202851           16.41    38291.26    13652.11 24055040                      100
 6.729635  1941.71      680.78331202851           16.41    40232.97    14332.89 25257892                      100
 6.699659  1940.37      680.49  1203159           16.3     42173.34    15013.38 26461051                      100
 6.667617  1964.51      677.23  1205488           16.38    44137.85    15690.61 27666539                      100
 6.654791  1970.2       680.52  1206711           16.36    46108.05    16371.13 28873250                      100
 6.641295  1986.85      679.84  1207214           16.36    48094.9     17050.97 30080464                      100
 6.650454  1995.64      682.08331213326           16.37    50090.54    17733.05 31293790                      100
 6.650454  1995.64      682.08331213326           16.37    52086.18    18415.14 32507116                      100
 6.650454  1995.64      682.08331213326           16.37    54081.82    19097.22 33720443                      100
 6.631682  1996.41      681.94  1213326           16.31    56078.23    19779.16 34933769                      100
 6.600929  1988.85      678.63  1213326           16.39    58067.08    20457.79 36147095                      100

           58067.08    20457.79 1204903

</TABLE>   
           

<TABLE>
<CAPTION>
                                                  $952.50
                    A          NAV              A                     A
            TIME    ACCOUNT    A       AVERAGE  A/C VALUE   A         AVERAGE
YEARS      PERIOD   VALUE      CLASS   ANNUAL   W/LOAD      CLASS     ANNNUAL

<S>         <C>     <C>       <C>     <C>      <C>          <C>        <C>
31-Mar-98   Blank   1,809.16           0.00%      952.5     -4.75%     -4.75%
30-Sep-97   6 MO    1,684.55   7.40%   7.40%   1,022.96      2.30%      2.30%
31-Dec-97   QTR     1,730.20   4.56%   4.56%     995.97     -0.40%     -0.40%
31-Dec-97   YTD     1,730.20   4.56%   4.56%     995.97     -0.40%     -0.40%
31-Mar-97     1     1,454.33  24.40%  24.40%   1,184.90     18.49%     18.49%
31-Mar-95     3     1,037.32  74.41%  20.37%   1,661.23     66.12%     18.43%
31-Mar-93     5                                                               
31-Mar-88     10                                                               
17-Jan-95  INCEPT.  1,000.00  80.92%  20.32%   1,723.23     72.32%     18.50%

INCEPTION FACTOR:                      3.2055
                                                                 
</TABLE>

<TABLE>
<CAPTION>
                        $1,000
                       B                     B NAV      LEVEL   VALUE OF    VALUE OF                 B
            TIME      ACCOUNT     B          AVERAGE    LOAD    CLASS B     CLASS B INI  B           AVERAGE
YEARS      PERIOD     VALUE       CLASS      ANNNUAL    COMP   INVESTMENT  INVESTMENT    CUMULATIVE   ANNUAL

<S>         <C>      <C>          <C>        <C>        <C>    <C>         <C>           <C>             <C>
31-Mar-98   BLANK    1,792.66                 0.00%      50    1,000.00    1,000.00                    0.00%
30-Sep-97   6 MO     1,676.80       6.91%     6.91%      50    1,069.10    1,056.96        1.91%       1.91%
31-Dec-97   QTR      1,718.53       4.31%     4.31%      50    1,043.14    1,040.13       -0.69%      -0.69%
31-Dec-97   YTD      1,718.53       4.31%     4.31%      50    1,043.14    1,040.13       -0.69%      -0.69%
31-Mar-97      1     1,452.30      23.44%    23.44%      50    1,234.36    1,204.28       18.44%      18.44%
31-Mar-95      3     1,049.53      70.81%    19.54%      30    1,708.06    1,534.77       67.81%      18.83%
31-Mar-93      5                                                                                    
31-Mar-88     10                                                                                    
6-Jan-95   INCEPT.   1,000.00      79.27%    19.77%      30    1,792.66    1,583.90        76.27%      19.15%

INCEPTION FACTOR:                             3.2356
</TABLE>

<TABLE>
<CAPTION>

                        $1,000
                      C                  C NAV      LEVEL    VALUE OF     VALUE OF                 C
                      ACCOUNT   C        AVERAGE    LOAD     CLASS C      CLASS C INI  C.          AVERAGE
YEARS                 VALUE     CLASS    ANNUAL     COMP     INVESTMENT   INVESTMENT  CUMULATIVE   ANNUAL

<S>          <C>     <C>        <C>       <C>        <C>    <C>           <C>          <C>         <C>          <C>  
31-Mar-98    BLANK   1,727.40             0.00%      10     1,000.00      1,000.00                  0.00%
30-Sep-97    6 MO    1,615.55    6.92%    6.92%      10     1,069.23      1,057.07      5.92%       5.92%
31-Dec-97    QTR     1,656.89    4.26%    4.26%      10     1,042.55      1,039.54      3.26%       3.26%
31-Dec-97    YTD     1,656.89    4.26%    4.26%      10     1,042.55      1,039.54      3.26%       3.26%
31-Mar-97      1     1,398.86   23.49%   23.49%      10     1,234.86      1,204.73     22.49%      22.49%
31-Mar-95      3     1,012.60   70.59%   19.49%             1,705.91      1,531.95     70.59%      19.49%
31-Mar-93      5                                                                            
31-Mar-88     10                                                                            
3-Mar-95   INCEPT.   1,000.00   72.74%   19.40%       0     1,727.40      1,524.79     72.74%      19.40%

INCEPTION FACTOR:                         3.0822
                                                      
</TABLE>

<TABLE>
<CAPTION>

                     Y
                     ACCOUNT        Y           AVERAGE
YEARS                VALUE          CLASS       ANNNUAL

<S>         <C>      <C>            <C>           <C>
31-Mar-98   BLANK    1,989.31                     0.00%
30-Sep-97    6 MO    1,850.37        7.51%        7.51%
31-Dec-97    QTR     1,902.58        4.56%        4.56%
31-Dec-97    YTD     1,902.58        4.56%        4.56%
31-Mar-97     1      1,594.90       24.73%       24.73%
31-Mar-95     3      1,130.89       75.91%       20.71%
31-Mar-93     5                          
31-Mar-88    10                          
2-Nov-93   INCEPT.   1,000.00       98.93%       16.86%

INCEPTION FACTOR:                                 4.4137
                                                     
</TABLE>



<TABLE>
<CAPTION>

PRICING DATE            3/31/98
                                 TOTAL INCOME FOR PERIOD               118514.8
                                 TOTAL EXPENSES FOR PERIOD             36223.64
30 DAY YTM              3.30%    AVERAGE SHARES OUTSTANDING             1719371
                                 LAST PRICE DURING PERIOD                 17.53

        PRICE  ST VARIABLE GAIN/LOSS   LONG TERM     EQUITY     TOTAL        DIV         ADJUSTED
        DATE    INCOME                  INCOME       INCOME     INCOME       FACTOR      INCOME

        3/1/98
<S>    <C> <C>  <C>                     <C>         <C>         <C>            <C>       <C>    
  1    3/2/98   1348.21                 11563.95    17932.49    30844.65       12.50546  3857.27
  2    3/3/98   1519.96                 11687.54    17932.49    31139.99       12.4998   3892.44
  3    3/4/98    920.57                 12385.42    17997.01    31303          12.53648  3924.29
  4    3/5/98    964.31                 12477.71    17930.5     31372.52       12.51898  3927.52
  5    3/6/98    986.82                 12414.25    17910.55    31311.62       12.51878  3919.83
  6    3/7/98    986.82                 12414.25    17946.25    31347.32       12.51878  3924.3
  7    3/8/98    986.82                 12414.25    17978.3     31379.37       12.51878  3928.31
  8    3/9/98   1068.23                 12241.08    17965.42    31274.73       12.51756  3914.83
  9    3/10/98  1264.31                 12186.32    18012.36    31462.99       12.51314  3937.01
 10    3/11/98  1290.51                 12182.32    18026.44    31499.27       12.5237   3944.88
 11    3/12/98  1349.86                 12126.67    18062       31538.53       12.51221  3946.17
 12    3/13/98  1394.58                 12099.58    18075.12    31569.28       12.49723  3945.29
 13    3/14/98  1394.58                 12099.58    18075.12    31569.28       12.49723  3945.29
 14    3/15/98  1394.58                 12099.58    18075.12    31569.28       12.49723  3945.29
 15    3/16/98  1189.45                 12434.72    18091.64    31715.81       12.49822  3963.91
 16    3/17/98  1513.97                 12033.82    18124.04    31671.83       12.50571  3960.79
 17    3/18/98  1597.67                 12974.37    18124.04    32696.08       12.51503  4091.92
 18    3/19/98   873.19                 12287.25    18121.52    31281.96       12.52409  3917.78
 19    3/20/98   920.44                 12754.79    18068.1     31743.33       12.50792  3970.43
 20    3/21/98   920.44                 12754.79    18068.1     31743.33       12.50792  3970.43
 21    3/22/98   920.44                 12754.79    18068.1     31743.33       12.50792  3970.43
 22    3/23/98   288.76                 12792.89    17945.31    31026.96       12.51659  3883.52
 23    3/24/98   311.46                 13007.19    18106.47    31425.12       12.51807  3933.82
 24    3/25/98   406.71                 13071.9     17947.4     31426.01       12.51778  3933.84
 25    3/26/98   525.07                 13113.63    18041.03    31679.73       12.51664  3965.24
 26    3/27/98   767.77                 12947.06    18193.39    31908.22       12.5397   4001.19
 27    3/28/98   767.77                 12947.06    18193.39    31908.22       12.5397   4001.19
 28    3/29/98   767.77                 12947.06    18193.39    31908.22       12.5397   4001.19
 29    3/30/98   691.6                  12986.62    18186.47    31864.69       12.52382  3990.68
 30    3/31/98   943.34                 12838.84    18241.43    32023.61       12.5085   4005.67

                 28927.8        0       375039.3     541633     946948.3                118514.8

</TABLE>
<TABLE>
<CAPTION>
        DAILY      DAILY          DAILY     ACCUMULATED ACCUMULATED  ACCUMULATED
        EXPENSES   SHARES         PRICE     INCOME      EXPENSES     SHARES

                                                0            0           0
        <S>       <C>              <C>      <C>          <C>      <C>    
        1258.03   1685156          17.17     3857.27      1258.03  1685156   
        1259.57   1689268          17.22     7749.71      2517.6   3374424
        1267.28   1698212          17.18    11674         3784.88  5072636
        1266.26   1698477          17.12    15601.52      5051.14  6771112
        1264.797  1699992          17.24    19521.35      6315.937 8471104
        1264.797  1699992          17.24    23445.65      7580.73310171096
        1264.797  1699992          17.24    27373.96      8845.53 11871088
        1270.49   1700977          17.23    31288.79     10116.02 13572066
        1270.3    1702116          17.33    35225.8      11386.32 15274182
        1276.39   1706999          17.35    39170.68     12662.71 16981181
        1278.09   1708236          17.35    43116.85     13940.8  18689417
        1277.92   1709956          17.34    47062.14     15218.72 20399372
        1277.92   1709956          17.34    51007.43     16496.64 22109328
        1277.92   1709956          17.34    54952.72     17774.56 23819284
        1278.85   1712693          17.4     58916.63     19053.41 25531977
        1283.5    1715651          17.38    62877.42     20336.91 27247628
        1284.31   1719473          17.45    66969.34     21621.22 28967101
        1289.64   1724091          17.52    70887.12     22910.86 30691192
        1101.687  1725096          17.6     74857.55     24012.55 32416288
        1101.687  1725096          17.6     78827.98     25114.23 34141383
        1101.687  1725096          17.6     82798.41     26215.92 35866479
        1106.52   1728678          17.49    86681.93     27322.44 37595157
        1104.03   1742544          17.59    90615.75     28426.47 39337701
        1113.7    1744822          17.55    94549.59     29540.17 41082524
        1113.21   1745299          17.54    98514.83     30653.38 42827823
        1114.843  1750619          17.53   102516        31768.22 44578442
        1114.843  1750619          17.53   106517.2      32883.07 46329062
        1114.843  1750619          17.53   110518.4      33997.91 48079681
        1114.42   1751080          17.46   114509.1      35112.33 49830761
        1111.31   1750356          17.53   118514.8      36223.64 51581117

       36223.64   1719371
</TABLE>

<TABLE>
<CAPTION>

                                                         $952.50
                    A           NAV                   A                        A
           TIME     ACCOUNT     A         AVERAGE     A/C VALUE   A            AVERAGE
YEARS      PERIOD   VALUE       CLASS     ANNNUAL     W/LOAD      CLASS        ANNNUAL

<S>        <C>      <C>         <C>     <C>         <C>           <C>         <C> 
31-Mar-98  Blank    1,799.61              0.00%       952.5       -4.75%      -4.75%
30-Sep-97   6 MO    1,669.55     7.79%    7.79%     1,026.70       2.67%       2.67%
31-Dec-97   QTR     1,703.80     5.62%    5.62%     1,006.06       0.61%       0.61%
31-Dec-97   YTD     1,703.80     5.62%    5.62%     1,006.06       0.61%       0.61%
31-Mar-97    1      1,405.75    28.02%   28.02%     1,219.37      21.94%      21.94%
31-Mar-95    3      1,059.54    69.85%   19.31%     1,617.81      61.78%      17.39%
31-Mar-93    5                                                          
31-Mar-88   10                                                           
3-Jan-95   INCEPT.  1,000.00    79.96%   19.86%     1,714.13      71.41%      18.07%

INCEPTION FACTOR:                         3.2438

</TABLE>

<TABLE>
<CAPTION>
PRICING DATE            3/31/98
                                 TOTAL INCOME FOR PERIOD                  636542.1
                                 TOTAL EXPENSES FOR PERIOD                288532.3
30 DAY YTM              2.72%    AVERAGE SHARES OUTSTANDING                9293263
                                 LAST PRICE DURING PERIOD                    16.61

     PRICE  ST VARIABLE GAIN/LOSS   LONG TERM         EQUITY     TOTAL        DIV         ADJUSTED
     DATE     INCOME                  INCOME          INCOME     INCOME       FACTOR      INCOME


<S>  <C> <C>  <C>            <C>      <C>            <C>         <C>            <C>      <C>     
 1   3/2/98   1348.21        0        11563.95       17932.49    30844.65       66.88603 20630.76
 2   3/3/98   1519.96        0        11687.54       17932.49    31139.99       66.95532 20849.88
 3   3/4/98    920.57        0        12385.42       17997.01    31303          66.94426 20955.56
 4   3/5/98    964.31        0        12477.71       17930.5     31372.52       66.99156 21016.94
 5   3/6/98    986.82        0        12414.25       17910.55    31311.62       66.98717 20974.77
 6   3/7/98    986.82        0        12414.25       17946.25    31347.32       66.98717 20998.68
 7   3/8/98    986.82        0        12414.25       17978.3     31379.37       66.98717 21020.15
 8   3/9/98   1068.23        0        12241.08       17965.42    31274.73       67.00381 20955.26
 9   3/10/98  1264.31        0        12186.32       18012.36    31462.99       67.03513 21091.26
10   3/11/98  1290.51        0        12182.32       18026.44    31499.27       67.06573 21125.22
11   3/12/98  1349.86        0        12126.67       18062       31538.53       67.0945  21160.62
12   3/13/98  1394.58        0        12099.58       18075.12    31569.28       67.1636  21203.07
13   3/14/98  1394.58        0        12099.58       18075.12    31569.28       67.1636  21203.07
14   3/15/98  1394.58        0        12099.58       18075.12    31569.28       67.1636  21203.07
15   3/16/98  1189.45        0        12434.72       18091.64    31715.81       67.19576 21311.68
16   3/17/98  1513.97        0        12033.82       18124.04    31671.83       67.21276 21287.51
17   3/18/98  1597.67        0        12974.37       18124.04    32696.08       67.22404 21979.63
18   3/19/98   873.19        0        12287.25       18121.52    31281.96       67.25462 21038.56
19   3/20/98   920.44        0        12754.79       18068.1     31743.33       67.32098 21369.92
20   3/21/98   920.44        0        12754.79       18068.1     31743.33       67.32098 21369.92
21   3/22/98   920.44        0        12754.79       18068.1     31743.33       67.32098 21369.92
22   3/23/98   288.76        0        12792.89       17945.31    31026.96       67.33629 20892.4
23   3/24/98   311.46        0        13007.19       18106.47    31425.12       67.44129 21193.51
24   3/25/98   406.71        0        13071.9        17947.4     31426.01       67.47502 21204.71
25   3/26/98   525.07        0        13113.63       18041.03    31679.73       67.48453 21378.92
26   3/27/98   767.77        0        12947.06       18193.39    31908.22       67.4856  21533.45
27   3/28/98   767.77        0        12947.06       18193.39    31908.22       67.4856  21533.45
28   3/29/98   767.77        0        12947.06       18193.39    31908.22       67.4856  21533.45
29   3/30/98   691.6         0        12986.62       18186.47    31864.69       67.53048 21518.38
30   3/31/98   943.34        0        12838.84       18241.43    32023.61       67.57006 21638.37

             30276.01        0        375039.3       541633      946948.3                636542.1
</TABLE>

<TABLE>
<CAPTION>
      DAILY        DAILY         DAILY     ACCUMULATED  ACCUMULATED     ACCUMULATED
     EXPENSES     SHARES         PRICE     INCOME       EXPENSES        SHARES

                                                  0            0              0
        <S>       <C>              <C>     <C>          <C>              <C>
        9750.07   9071929          16.24    20630.76      9750.07        9071929
        9772.55   9107820          16.29    41480.64     19522.62        18179749
        9819.39   9127872          16.25    62436.2      29342.01        27307621
        9822.02   9148709          16.2     83453.14     39164.03        36456329
        9813.463  9156579          16.31   104427.9      48977.4         45612909
        9813.463  9156579          16.31   125426.6      58790.96        54769488
        9813.463  9156579          16.31   146446.7      68604.42        63926067
        9868.81   9165591          16.3    167402        78473.23        73091658
        9874.7    9179443          16.4    188493.3      88347.93        82271101
        9928.42   9202402          16.42   209618.5      98276.35        91473503
        9956.47   9221665          16.42   230779.1     108232.8         1.01E+08
        9976.533  9251730          16.4    251982.2     118209.4         1.1E+08
        9976.533  9251730          16.4    273185.2     128185.9         1.19E+08
        9976.533  9251730          16.4    294388.3     138162.4         1.28E+08
        9993.65   9270816          16.46   315700       148156.1         1.38E+08
       10034.65   9283807          16.44   336987.5     158190.7         1.47E+08
       10035.58   9299301          16.51   358967.1     168226.3         1.56E+08
       10080.29   9321963          16.58   380005.7     178306.6         1.66E+08
        9102.637  9348853          16.64   401375.6     187409.2         1.75E+08
        9102.637  9348853          16.64   422745.5     196511.9         1.84E+08
        9102.637  9348853          16.64   444115.5     205614.5         1.94E+08
        9149.9    9364488          16.57   465007.9     214764.4         2.03E+08
        9137.68   9436660          16.66   486201.4     223902.1         2.12E+08
        9233.01   9454152          16.63   507406.1     233135.1         2.22E+08
        9232.02   9459125          16.62   528785       242367.1         2.31E+08
        9232.48   9470854          16.61   550318.4     251599.6         2.41E+08
        9232.48   9470854          16.61   571851.9     260832.1         2.5E+08
        9232.48   9470854          16.61   593385.3     270064.6         2.6E+08
        9239.15   9492322          16.55   614903.7     279303.7         2.69E+08
        9228.6    9505782          16.61   636542.1     288532.3         2.79E+08

      288532.3    9293263
</TABLE>

<TABLE>
<CAPTION>

                       $1,000
                     B                   B NAV      LEVEL  VALUE OF    VALUE OF                 B
           TIME      ACCOUNT     B       AVERAGE    LOAD   CLASS B     CLASS B INIT  B          AVERAGE
YEARS      PERIOD    VALUE       CLASS   ANNNUAL    COMP   INVESTMENT  INVESTMENT   CUMULATIVE  ANNUAL

<S>         <C>      <C>         <C>       <C>      <C>     <C>         <C>          <C>        <C>
31-Mar-98   Blank    1,755.63              0.00%    50     1,000.00     1,000.00                 0.00%
30-Sep97     6 MO    1,635.16     7.37%    7.37%    50     1,073.68     1,041.38      2.37%      2.37%
31-Dec-97    QTR     1,665.70     5.40%    5.40%    50     1,053.99     1,048.61      0.40%      0.40%
31-Dec-97    YTD     1,665.70     5.40%    5.40%    50     1,053.99     1,048.61      0.40%      0.40%
31-Mar-97     1      1,381.71    27.06%   27.06%    50     1,270.63     1,215.07     22.06%     22.06%
31-Mar-95     3      1,057.76    65.98%   18.40%    30     1,659.77     1,489.69     62.98%     17.68%
31-Mar-93     5                                                                             
31-Mar-88    10                                                                             
3-Jan-95   INCEPT.   1,000.00    75.56%   18.95%    30     1,755.63     1,559.62     72.56%     18.32%

INCEPTION FACTOR:                          3.2438

</TABLE>

<TABLE>
<CAPTION>
PRICING DATE            3/31/98
                                                  TOTAL INCOME FOR PERIOD                    11019.52
                                                  TOTAL EXPENSES FOR PERIOD                   4986.97
30 DAY YTM              2.72%                     AVERAGE SHARES OUTSTANDING                 160516.2
                                                  LAST PRICE DURING PERIOD                      16.65

        PRICE    ST FIXED    GAIN/LOSS   LONG TERM    EQUITY       TOTAL           DIV       ADJUSTED
        DATE     INCOME                  INCOME       INCOME       INCOME          FACTOR    INCOME


<S>    <C> <C>  <C>            <C>      <C>          <C>           <C>             <C>       <C>   
 1     3/2/98   1348.21        0        11563.95     17932.49      30844.65        1.139119  351.36
 2     3/3/98   1519.96        0        11687.54     17932.49      31139.99        1.138733  354.6
 3     3/4/98    920.57        0        12385.42     17997.01      31303           1.151275  360.38
 4     3/5/98    964.31        0        12477.71     17930.5       31372.52        1.149465  360.62
 5     3/6/98    986.82        0        12414.25     17910.55      31311.62        1.158747  362.82
 6     3/7/98    986.82        0        12414.25     17946.25      31347.32        1.158747  363.24
 7     3/8/98    986.82        0        12414.25     17978.3       31379.37        1.158747  363.61
 8     3/9/98   1068.23        0        12241.08     17965.42      31274.73        1.155229  361.29
 9     3/10/98  1264.31        0        12186.32     18012.36      31462.99        1.154025  363.09
10     3/11/98  1290.51        0        12182.32     18026.44      31499.27        1.151671  362.77
11     3/12/98  1349.86        0        12126.67     18062         31538.53        1.157733  365.13
12     3/13/98  1394.58        0        12099.58     18075.12      31569.28        1.155218  364.69
13     3/14/98  1394.58        0        12099.58     18075.12      31569.28        1.155218  364.69
14     3/15/98  1394.58        0        12099.58     18075.12      31569.28        1.155218  364.69
15     3/16/98  1189.45        0        12434.72     18091.64      31715.81        1.153392  365.81
16     3/17/98  1513.97        0        12033.82     18124.04      31671.83        1.152114  364.9
17     3/18/98  1597.67        0        12974.37     18124.04      32696.08        1.150497  376.17
18     3/19/98   873.19        0        12287.25     18121.52      31281.96        1.148222  359.19
19     3/20/98   920.44        0        12754.79     18068.1       31743.33        1.160462  368.37
20     3/21/98   920.44        0        12754.79     18068.1       31743.33        1.160462  368.37
21     3/22/98   920.44        0        12754.79     18068.1       31743.33        1.160462  368.37
22     3/23/98   288.76        0        12792.89     17945.31      31026.96        1.166879  362.05
23     3/24/98   311.46        0        13007.19     18106.47      31425.12        1.187829  373.28
24     3/25/98   406.71        0        13071.9      17947.4       31426.01        1.186476  372.86
25     3/26/98   525.07        0        13113.63     18041.03      31679.73        1.192418  377.75
26     3/27/98   767.77        0        12947.06     18193.39      31908.22        1.190973  380.02
27     3/28/98   767.77        0        12947.06     18193.39      31908.22        1.190973  380.02
28     3/29/98   767.77        0        12947.06     18193.39      31908.22        1.190973  380.02
29     3/30/98   691.6         0        12986.62     18186.47      31864.69        1.18907   378.89
- -1     2/28/98   943.34        0        12838.84     18241.43      32023.61        1.188082  380.47

                 30276.01      0       375039.3      541633        946948.3                  11019.52
</TABLE>
<TABLE>
<CAPTION>
          DAILY     DAILY        DAILY     ACCUMULATED ACCUMULATED  ACCUMULATED
         EXPENSES   SHARES       PRICE     INCOME      EXPENSES     SHARES

                                    0           0            0           0
         <S>       <C>             <C>       <C>          <C>      <C>   
         164.21    154143.7        16.28      351.36       164.21   154143.7
         166.31    154539.9        16.33      705.96       330.52   308683.5
         168.11    156611.9        16.29     1066.34       498.63   465295.4
         168.68    156611.9        16.24     1426.96       667.31   621907.3
         169.19    158023          16.35     1789.78       836.5    779930.3
         169.19    158023          16.35     2153.02      1005.69   937953.4
         169.19    158023          16.35     2516.63      1174.88  1095976
         170.38    157659.5        16.34     2877.92      1345.26  1253636
         170.11    157659.5        16.44     3241.01      1515.37  1411295
         170.67    157659.5        16.46     3603.78      1686.04  1568955
         171.46    158753.1        16.46     3968.91      1857.5   1727708
         171.8233  158761          16.44     4333.6       2029.323 1886469
         171.8233  158761          16.44     4698.29      2201.147 2045230
         171.8233  158761          16.44     5062.98      2372.97  2203991
         171.69    158761          16.5      5428.79      2544.66  2362752
         172.1     158767          16.48     5793.69      2716.76  2521519
         171.86    158782.1        16.55     6169.86      2888.62  2680301
         172.28    158782.1        16.62     6529.05      3060.9   2839083
         156.2033  160779          16.68     6897.42      3217.103 2999862
         156.2033  160779          16.68     7265.79      3373.307 3160641
         156.2033  160779          16.68     7634.16      3529.51  3321420
         158.17    161901          16.61     7996.21      3687.68  3483321
         159.73    165817.3        16.7      8369.49      3847.41  3649139
         162.49    165853          16.67     8742.35      4009.9   3814992
         162.75    166748          16.66     9120.1       4172.65  3981740
         163.0333  166749.6        16.65     9500.12      4335.683 4148489
         163.0333  166749.6        16.65     9880.14      4498.717 4315239
         163.0333  166749.6        16.65    10260.16      4661.75  4481988
         162.85    166749.6        16.59    10639.05      4824.6   4648738
         162.37    166749.6        16.65    11019.52      4986.97  4815487

        4986.97    160516.2
</TABLE>

<TABLE>
<CAPTION>
 
                         $1,000
                       C                   C NAV     LEVEL   VALUE OF    VALUE OF                 C
                       ACCOUNT     C       AVERAGE   LOAD    CLASS C     CLASS C INI C.           AVERAGE
YEARS                  VALUE       CLASS   ANNNUAL   COMP   INVESTMENT  INVESTMENT   CUMULATIVE   ANNUAL

 <S>          <C>      <C>          <C>      <C>      <C>   <C>         <C>          <C>          <C>
 31-Mar-98    BLANK    1,756.73               0.00%   10    1,000.00    1,000.00                  0.00%
 30-Sep-97    6 MO     1,635.42      7.42%    7.42%   10    1,074.18    1,041.93      6.42%       6.42%
 31-Dec-97    QTR      1,665.91      5.45%    5.45%   10    1,054.52    1,049.15      4.45%       4.45%
 31-Dec-97    YTD      1,665.91      5.45%    5.45%   10    1,054.52    1,049.15      4.45%       4.45%
 31-Mar-97     1       1,382.40     27.08%   27.08%   10    1,270.78    1,215.33     26.08%      26.08%
 31-Mar-95     3       1,057.76     66.08%   18.42%         1,660.81    1,491.94     66.08%      18.42%
 31-Mar-93     5                                                                              
 31-Mar-88    10                                                                              
 3-Jan-95    INCEPT.   1,000.00     75.67%   18.97%    0    1,756.73    1,563.38     75.67%      18.97%

INCEPTION FACTOR:                             3.2438

</TABLE>

<TABLE>
<CAPTION>

PRICING DATE            3/31/98
                                           TOTAL INCOME FOR PERIOD                  180871.9
                                           TOTAL EXPENSES FOR PERIOD                46416.73
30 DAY YTM              3.71%              AVERAGE SHARES OUTSTANDING                2622633
                                           LAST PRICE DURING PERIOD                     16.7

        PRICE    ST FIXED    ZERO COUPON LONG TERM      EQUITY        TOTAL         DIV       ADJUSTED
        DATE     INCOME      AND DIV INC INCOME         INCOME         INCOME       FACTOR    INCOME


<S>     <C> <C>  <C>            <C>      <C>           <C>            <C>            <C>       <C>    
  1     3/2/98   1348.21        0        11563.95      17932.49       30844.65       19.46939  6005.27
  2     3/3/98   1519.96        0        11687.54      17932.49       31139.99       19.40614  6043.07
  3     3/4/98    920.57        0        12385.42      17997.01       31303          19.36799  6062.76
  4     3/5/98    964.31        0        12477.71      17930.5        31372.52       19.33999  6067.44
  5     3/6/98    986.82        0        12414.25      17910.55       31311.62       19.3353   6054.2
  6     3/7/98    986.82        0        12414.25      17946.25       31347.32       19.3353   6061.1
  7     3/8/98    986.82        0        12414.25      17978.3        31379.37       19.3353   6067.3
  8     3/9/98   1068.23        0        12241.08      17965.42       31274.73       19.3234   6043.34
  9     3/10/98  1264.31        0        12186.32      18012.36       31462.99       19.2977   6071.63
 10     3/11/98  1290.51        0        12182.32      18026.44       31499.27       19.25889  6066.41
 11     3/12/98  1349.86        0        12126.67      18062          31538.53       19.23556  6066.61
 12     3/13/98  1394.58        0        12099.58      18075.12       31569.28       19.18394  6056.23
 13     3/14/98  1394.58        0        12099.58      18075.12       31569.28       19.18394  6056.23
 14     3/15/98  1394.58        0        12099.58      18075.12       31569.28       19.18394  6056.23
 15     3/16/98  1189.45        0        12434.72      18091.64       31715.81       19.15264  6074.41
 16     3/17/98  1513.97        0        12033.82      18124.04       31671.83       19.12942  6058.64
 17     3/18/98  1597.67        0        12974.37      18124.04       32696.08       19.11043  6248.36
 18     3/19/98   873.19        0        12287.25      18121.52       31281.96       19.07307  5966.43
 19     3/20/98   920.44        0        12754.79      18068.1        31743.33       19.01063  6034.61
 20     3/21/98   920.44        0        12754.79      18068.1        31743.33       19.01063  6034.61
 21     3/22/98   920.44        0        12754.79      18068.1        31743.33       19.01063  6034.61
 22     3/23/98   288.76        0        12792.89      17945.31       31026.96       18.98023  5888.99
 23     3/24/98   311.46        0        13007.19      18106.47       31425.12       18.85282  5924.52
 24     3/25/98   406.71        0        13071.9       17947.4        31426.01       18.82073  5914.6
 25     3/26/98   525.07        0        13113.63      18041.03       31679.73       18.80641  5957.82
 26     3/27/98   767.77        0        12947.06      18193.39       31908.22       18.78373  5993.55
 27     3/28/98   767.77        0        12947.06      18193.39       31908.22       18.78373  5993.55
 28     3/29/98   767.77        0        12947.06      18193.39       31908.22       18.78373  5993.55
 29     3/30/98   691.6         0        12986.62      18186.47       31864.69       18.75663  5976.74
 30     3/31/98   943.34        0        12838.84      18241.43       32023.61       18.73336  5999.1

                 30276.01        0       375039.3      541633        946948.3                  180871.9
</TABLE>
<TABLE>
<CAPTION>
        DAILY     DAILY           DAILY    ACCUMULATED ACCUMULATED  ACCUMULATED
        EXPENSES  SHARES          PRICE    INCOME      EXPENSES     SHARES

                                                0            0           0
         <S>      <C>              <C>      <C>          <C>      <C>                          <C>
        1665.8    2622202          16.35     6005.27      1665.8   2622202                     100
        1662.59   2621234          16.41    12048.34      3328.39  5243436                     100
        1664.73   2622201          16.37    18111.1       4993.12  7865637                     100
        1662.23   2622463          16.32    24178.54      6655.35 10488100                     100
        1660.46   2624189          16.43    30232.74      8315.81 13112289                     100
        1660.46   2624189          16.43    36293.84      9976.27 15736478                     100
        1660.46   2624189          16.43    42361.14     11636.73 18360667                     100
        1666.14   2624296          16.42    48404.48     13302.87 20984963                     100
        1664.19   2623467          16.52    54476.11     14967.06 23608430                     100
        1666.89   2623472          16.54    60542.52     16633.95 26231902                     100
        1667.78   2624582          16.54    66609.13     18301.73 28856484                     100
        1664.817  2623299          16.53    72665.36     19966.55 31479783                     100
        1664.817  2623299          16.53    78721.59     21631.36 34103083                     100
        1664.817  2623299          16.53    84777.82     23296.18 36726382                     100
        1663.33   2622950          16.59    90852.23     24959.51 39349332                     100
        1665.89   2622707          16.56    96910.87     26625.4  41972039                     100
        1664.1    2623963          16.63   103159.2      28289.5  44596001                     100
        1665.87   2623952          16.7    109125.7      29955.37 47219953                     100
        1374.84   2620248          16.77   115160.3      31330.21 49840202                     100
        1374.84   2620248          16.77   121194.9      32705.05 52460450                     100
        1374.84   2620248          16.77   127229.5      34079.89 55080699                     100
        1377.72   2619620          16.66   133118.5      35457.61 57700318                     100
        1365.63   2624118          16.75   139043        36823.24 60324436                     100
        1373.96   2623120          16.72   144957.6      38197.2  62947557                     100
        1372.46   2622056          16.71   150915.4      39569.66 65569613                     100
        1370.773  2622028          16.7    156909        40940.43 68191641                     100
        1370.773  2622028          16.7    162902.5      42311.21 70813669                     100
        1370.773  2622028          16.7    168896.1      43681.98 73435697                     100
        1369.2    2622219          16.64   174872.8      45051.18 76057916                     100
        1365.55   2621073          16.7    180871.9      46416.73 78678989                     100

       46416.73   2622633

</TABLE>

<TABLE>
<CAPTION>


                     Y
                     ACCOUNT        Y            AVERAGE
YEARS                VALUE          CLASS        ANNNUAL

<S>         <C>      <C>            <C>          <C>
31-Mar-98   BLANK    3,176.18                     0.00%
30-Sep-97   6 MO     2,943.03         7.92%       7.92%
31-Dec-97   QTR      3,007.17         5.62%       5.62%
31-Dec-97   YTD      3,007.17         5.62%       5.62%
31-Mar-97    1       2,474.81        28.34%      28.34%
31-Mar-95    3       1,860.93        70.68%      19.51%
31-Mar-93    5       1,679.35        89.13%      13.59%
31-Mar-88   10       1,000.00       217.62%      12.25%
14-Mar-88  INCEPT.   1,000.00       217.62%      12.18%

INCEPTION FACTOR:                                10.0548


               0

</TABLE>


<TABLE>
<CAPTION>


PRICING DATE            3/31/98
                                                     TOTAL INCOME FOR PERIOD                   4205028
                                                     TOTAL EXPENSES FOR PERIOD                 1116556
30 DAY YTM              2.76%                        AVERAGE SHARES OUTSTANDING               99946406
                                                     LAST PRICE DURING PERIOD                    13.51

       PRICE   ST VARIABLE GAIN/LOSS   LONG TERM    EQUITY     TOTAL         DIV         ADJUSTED
       DATE     INCOME                  INCOME      INCOME     INCOME        FACTOR      INCOME

      3/1/98
<S>   <C> <C>  <C>                    <C>          <C>        <C>             <C>      <C>   
 1    3/2/98   5297.37                133317.8     65332.71   203947.8        67.58394 137836
 2    3/3/98   4770                   134361.5     64638.6    203770.1        67.5801  137708.1
 3    3/4/98   4630.39                134253.8     64640.77   203524.9        67.58069 137543.6
 4    3/5/98   2708.21                136401.7     64664.24   203774.2        67.59082 137732.6
 5    3/6/98   2387.48                136574.1     64675.98   203637.6        67.5457  137548.4
 6    3/7/98   2387.48                136574.1     64675.98   203637.6        67.5457  137548.4
 7    3/8/98   2387.48                136574.1     64675.98   203637.6        67.5457  137548.4
 8    3/9/98   3628.89                134966.7     64646.08   203241.7        67.53813 137265.6
 9    3/10/98  3832.31                134932.3     65174.69   203939.3        67.52535 137710.7
10    3/11/98  2245.97                136582.6     65467.52   204296.1        67.50664 137913.4
11    3/12/98  2494.77                136398.4     63432.03   202325.2        67.50906 136587.9
12    3/13/98  2434.03                136099       63444.34   201977.4        67.51019 136355.3
13    3/14/98  2434.03                136099       63444.34   201977.4        67.51019 136355.3
14    3/15/98  3434.04                136099       63444.34   202977.4        67.51019 137030.4
15    3/16/98  2717.88                136005.9     63444.34   202168.1        67.49874 136460.9
16    3/17/98  2502.65                136082.1     63440.94   202025.7        67.47911 136325.1
17    3/18/98  4002.5                 134276       63186.57   201465.1        67.47171 135931.9
18    3/19/98  3844.85                134046.8     63031.09   200922.8        67.4551  135532.7
19    3/20/98  1813.63                133793.9    133793.9    269401.5        67.42357 181640.1
20    3/21/98  1818.63                133793.9    133793.9    269406.5        67.42357 181643.5
21    3/22/98  1818.64                133793.9    133793.9    269406.5        67.42357 181643.5
22    3/23/98  2329.69                134692.6     62597.84   199620.1        67.4085  134560.9
23    3/24/98   682.06                135507.7     62545.88   198735.6        67.3813  133910.7
24    3/25/98  4924.39                133941.1     61001.63   199867.1        67.36648 134643.4
25    3/26/98  5277.21                133499.1     63307.95   202084.3        67.36246 136128.9
26    3/27/98  7260.82                130751.2     63307.95   201320          67.37289 135635.1
27    3/28/98  7260.82                130751.2     63307.95   201320          67.37289 135635.1
28    3/29/98  7260.81                130751.2     63307.95   201320          67.37289 135635.1
29    3/30/98  4675.9                 132466.5     63307.95   200450.4        67.37183 135047.1
30    3/31/98  4601.48   -34022.4     132130.6     63524.74   166234.5        67.35651 111969.8
                                                                                                                             

               107864.4                4035518     2123052     6232412                 4205028
</TABLE>
<TABLE>
<CAPTION>
       DAILY      DAILY      DAILY  ACCUMULATED ACCUMULATED
       EXPENSES   SHAREs     PRICE  INCOME      EXPENSES

                                        0            0
       <S>        <C>       <C>     <C>          <C>     
       38566.67  1.01E+08   13.13   137836        38566.67
       31702.16  1.01E+08   13.15   275544        70268.83
       31989.43  1.01E+08   13.11   413087.6     102258.3
       33705.89  1.01E+08   13.05   550820.2     135964.2
       31312.89  1E+08      13.22   688368.6     167277
       31312.89  1E+08      13.22   825917       198589.9
       31312.89  1E+08      13.22   963465.5     229902.8
       34815.24  1E+08      13.23  1100731       264718.1
       31736.1   1E+08      13.32  1238442       296454.2
       32617.68  1E+08      13.35  1376355       329071.8
       34305.9   1E+08      13.35  1512943       363377.7
       31993.08  99982673   13.32  1649298       395370.8
       31993.08  99982673   13.32  1785654       427363.9
       31993.08  99982673   13.32  1922684       459357
       43567.71  99857369   13.4   2059145       502924.7
       40649.45  99759974   13.42  2195470       543574.1
       40654.66  99721090   13.45  2331402       584228.8
       35373.19  99660942   13.47  2466935       619602
       39794.22  99548701   13.57  2648575       659396.2
       39794.22  99548701   13.57  2830218       699190.4
       39794.22  99548701   13.57  3011862       738984.6
       43751.91  99484673   13.47  3146423       782736.5
       40794.21  99797079   13.53  3280333       823530.7
       40785.65  99705494   13.49  3414977       864316.4
       40678.5   99650723   13.48  3551106       904994.9
       39712.78  99612254   13.45  3686741       944707.7
       39712.78  99612254   13.45  3822376       984420.5
       39712.78  99612254   13.45  3958011      1024133
       51812.7   99537671   13.45  4093058      1075946
       40609.81  99416112   13.51  4205028      1116556
                                                   

       1116556     99946406

</TABLE>

<TABLE>
<CAPTION>

                       $1,000                          $952.50
                     A                   A NAV       A                        A
           TIME      ACCOUNT     A      AVERAGE     A/C VALUE    A            AVERAGE
YEARS      PERIOD    VALUE      CLASS   ANNNUAL     W/LOAD       CLASS        ANNNUAL

<S>         <C>      <C>        <C>     <C>       <C>            <C>         <C>  
31-Mar-98    BLANK   1,073.80           0.00%       952.5        -4.75%      -4.75%
28-Feb-98    6 MO    1,040.43   3.21%   3.21%       983.05       -1.69%      -1.69%
31-Dec-97     QTR                                                                
31-Dec-97     YTD                                                                
31-Mar-97     1                                                                
31-Mar-95     3                                                                
31-Mar-93     5                                                                
31-Mar-88     10                                                                
20-Jan-98   INCEPT. 1,000.00    7.38%   44.20%     1,022.80       2.28%      12.29%
                           0
INCEPTION FACTOR:               0.1945   0.1945

</TABLE>

<TABLE>
<CAPTION>

PRICING DATE            3/31/98
                                                          TOTAL INCOME FOR PERIOD                   1894810
                                                          TOTAL EXPENSES FOR PERIOD                  856176
30 DAY YTM              2.16%                             AVERAGE SHARES OUTSTANDING               45052726
                                                          LAST PRICE DURING PERIOD                    12.88

      PRICE  ST VARIABLE GAIN/LOSS   LONG TERM       EQUITY         TOTAL         DIV       ADJUSTED
      DATE   INCOME                  INCOME          INCOME         INCOME        FACTOR    INCOME


<S>   <C> <C>  <C>            <C>     <C>            <C>           <C>             <C>      <C>     
 1    3/2/98   5297.37        0       133317.8       65332.71      203947.8        30.27006 61735.13
 2    3/3/98   4770           0       134361.5       64638.6       203770.1        30.27174 61684.75
 3    3/4/98   4630.39        0       134253.8       64640.77      203524.9        30.27307 61613.26
 4    3/5/98   2708.21        0       136401.7       64664.24      203774.2        30.28447 61711.93
 5    3/6/98   2387.48        0       136574.1       64675.98      203637.6        30.32949 61762.24
 6    3/7/98   2387.48        0       136574.1       64675.98      203637.6        30.32949 61762.24
 7    3/8/98   2387.48        0       136574.1       64675.98      203637.6        30.32949 61762.24
 8    3/9/98   3628.89        0       134966.7       64646.08      203241.7        30.33616 61655.72
 9    3/10/98  3832.31        0       134932.3       65174.69      203939.3        30.34743 61890.33
10    3/11/98  2245.97        0       136582.6       65467.52      204296.1        30.36402 62032.5
11    3/12/98  2494.77        0       136398.4       63432.03      202325.2        30.3747  61455.69
12    3/13/98  2434.03        0       136099         63444.34      201977.4        30.37221 61344.98
13    3/14/98  2434.03        0       136099         63444.34      201977.4        30.37221 61344.98
14    3/15/98  3434.04        0       136099         63444.34      202977.4        30.37221 61648.71
15    3/16/98  2717.88        0       136005.9       63444.34      202168.1        30.38048 61419.64
16    3/17/98  2502.65        0       136082.1       63440.94      202025.7        30.39865 61413.08
17    3/18/98  4002.5         0       134276         63186.57      201465.1        30.406   61257.47
18    3/19/98  3844.85        0       134046.8       63031.09      200922.8        30.42183 61124.39
19    3/20/98  1813.63        0       133793.9      133793.9       269401.5        30.43595 81994.91
20    3/21/98  1818.63        0       133793.9      133793.9       269406.5        30.43595 81996.43
21    3/22/98  1818.64        0       133793.9      133793.9       269406.5        30.43595 81996.43
22    3/23/98  2329.69        0       134692.6       62597.84      199620.1        30.4502  60784.72
23    3/24/98   682.06        0       135507.7       62545.88      198735.6        30.49879 60611.96
24    3/25/98  4924.39        0       133941.1       61001.63      199867.1        30.51146 60982.36
25    3/26/98  5277.21        0       133499.1       63307.95      202084.3        30.51229 61660.55
26    3/27/98  7260.82        0       130751.2       63307.95      201320          30.50256 61407.76
27    3/28/98  7260.82        0       130751.2       63307.95      201320          30.50256 61407.76
28    3/29/98  7260.81        0       130751.2       63307.95      201320          30.50256 61407.75
29    3/30/98  4675.9         0       132466.5       63307.95      200450.4        30.52159 61180.64
30    3/31/98  4601.48   -34022.4     132130.6       63524.74      166234.5        30.53506 50759.79
                                                                                                                             
                                                                                        
               107864.4                4035518       2123052       6232412                   1894810
</TABLE>
<TABLE>
<CAPTION>
       DAILY        DAILY         DAILY    ACCUMULATED ACCUMULATED  ACCUMULATED
      EXPENSES     SHARES         PRICE    INCOME      EXPENSES     SHARES

                                                0            0           0
       <S>       <C>               <C>     <C>          <C>             <C>     
       28907.34  45153102          12.5     61735.13     28907.34       45153102   
       25800.87  45120828          12.52   123419.9      54708.21        90273929
       25935.83  45107631          12.48   185033.1      80644.04        1.35E+08
       26665.49  45092934          12.42   246745.1     107309.5         1.8E+08
       25562.73  45098099          12.58   308507.3     132872.3         2.26E+08
       25562.73  45098099          12.58   370269.6     158435           2.71E+08
       25562.73  45098099          12.58   432031.8     183997.7         3.16E+08
       27293.18  45097694          12.59   493687.5     211290.9         3.61E+08
       25929.22  45083683          12.68   555577.8     237220.1         4.06E+08
       26412.21  45084954          12.7    617610.3     263632.3         4.51E+08
       27203.34  45076389          12.71   679066       290835.7         4.96E+08
       26164.03  45026157          12.68   740411       316999.7         5.41E+08
       26164.03  45026157          12.68   801756       343163.7         5.86E+08
       26164.03  45026157          12.68   863404.7     369327.8         6.31E+08
       31335.29  44992348          12.74   924824.3     400663           6.76E+08
       30089.2   44989350          12.76   986237.4     430752.2         7.21E+08
       30117.11  44988533          12.79  1047495       460869.4         7.66E+08
       27777.31  44996773          12.82  1108619       488646.7         8.11E+08
       29809.97  44988916          12.91  1190614       518456.6         8.56E+08
       29809.97  44988916          12.91  1272611       548266.6         9.01E+08
       29809.97  44988916          12.91  1354607       578076.6         9.46E+08
       31698.93  44993937          12.85  1415392       609775.5         9.91E+08
       30345.52  45110493          12.91  1476004       640121           1.04E+09
       30438.03  45098588          12.86  1536986       670559.1         1.08E+09
       30344.7   45078672          12.85  1598647       700903.8         1.13E+09
       29885.88  45040929          12.83  1660054       730789.6         1.17E+09
       29885.88  45040929          12.83  1721462       760675.5         1.22E+09
       29885.88  45040929          12.83  1782870       790561.4         1.26E+09
       35339.89  45038793          12.82  1844051       825901.3         1.31E+09
       30274.76  45014772          12.88  1894810       856176           1.35E+09
                                                                

      856176     45052726

</TABLE>

<TABLE>
<CAPTION>

                       $1,000
                     B                      B NAV    LEVEL       VALUE OF      VALUE OF                    B
           TIME      ACCOUNT     B         AVERAGE   LOAD        CLASS B       CLASS B INI  B.             AVERAGE
YEARS      PERIOD    VALUE       CLASS     ANNNUAL   COMP        INVESTMENT    INVESTMENT  CUMULATIVE      ANNUAL

<S>         <C>      <C>        <C>         <C>       <C>          <C>        <C>           <C>             <C>
31-Mar-98   BLANK    170,033.22             0.00%     50         1,000.00     1,000.00                       0.00%
30-Sep-97   6 MO     155,727.56     9.19%   9.19%     47.563     1,091.86       951.26          4.43%        4.43%
31-Dec-97   QTR      158,886.94     7.02%   7.02%     50         1,070.15     1,040.39          2.02%        2.02%
31-Dec-97   YTD      158,886.94     7.02%   7.02%     50         1,070.15     1,040.39          2.02%        2.02%
31-Mar-97    1       134,123.11    26.77%  26.77%     50         1,267.74     1,090.60         21.77%       21.77%
31-Mar-95    3        96,925.64    75.43%  20.60%     30         1,754.26     1,351.52         72.43%       19.91%
31-Mar-93    5        90,345.21    88.20%  13.48%     20         1,882.04     1,280.32         86.20%       13.24%
31-Mar-88   10        53,365.60   218.62%  12.29%                3,186.20     1,565.01        218.62%       12.29%
11-Sep-35  INCEPT.     1,000.00 16903.32%   8.55%      0       170,033.22       562.2       16903.32%        8.55%

INCEPTION FACTOR:                  62.5973 62.5973

</TABLE>

<TABLE>
<CAPTION>

PRICING DATE            3/31/98
                                                   TOTAL INCOME FOR PERIOD                   2580.59
                                                   TOTAL EXPENSES FOR PERIOD                    1163
30 DAY YTM              2.16%                      AVERAGE SHARES OUTSTANDING               61306.17
                                                   LAST PRICE DURING PERIOD                    12.88

       PRICE     ST FIXED    GAIN/LOSS  LONG TERM   EQUITY     TOTAL            DIV       ADJUSTED
      DATE      INCOME                  INCOME      INCOME     INCOME           FACTOR    INCOME


<S>    <C> <C>  <C>            <C>     <C>          <C>        <C>              <C>        <C>  
   1   3/2/98   5297.37        0       133317.8     65332.71   203947.8         0.036339   74.11
   2   3/3/98   4770           0       134361.5     64638.6    203770.1         0.036546   74.47
   3   3/4/98   4630.39        0       134253.8     64640.77   203524.9         0.036934   75.17
   4   3/5/98   2708.21        0       136401.7     64664.24   203774.2         0.038792   79.05
   5   3/6/98   2387.48        0       136574.1     64675.98   203637.6         0.039214   79.86
   6   3/7/98   2387.48        0       136574.1     64675.98   203637.6         0.039214   79.86
   7   3/8/98   2387.48        0       136574.1     64675.98   203637.6         0.039214   79.86
   8   3/9/98   3628.89        0       134966.7     64646.08   203241.7         0.039464   80.21
   9   3/10/98  3832.31        0       134932.3     65174.69   203939.3         0.039491   80.54
  10   3/11/98  2245.97        0       136582.6     65467.52   204296.1         0.041913   85.63
  11   3/12/98  2494.77        0       136398.4     63432.03   202325.2         0.041936   84.85
  12   3/13/98  2434.03        0       136099       63444.34   201977.4         0.042006   84.84
  13   3/14/98  2434.03        0       136099       63444.34   201977.4         0.042006   84.84
  14   3/15/98  3434.04        0       136099       63444.34   202977.4         0.042006   85.26
  15   3/16/98  2717.88        0       136005.9     63444.34   202168.1         0.042068   85.05
  16   3/17/98  2502.65        0       136082.1     63440.94   202025.7         0.042096   85.04
  17   3/18/98  4002.5         0       134276       63186.57   201465.1         0.042182   84.98
  18   3/19/98  3844.85        0       134046.8     63031.09   200922.8         0.042196   84.78
  19   3/20/98  1813.63        0       133793.9    133793.9    269401.5         0.042925  115.64
  20   3/21/98  1818.63        0       133793.9    133793.9    269406.5         0.042925  115.64
  21   3/22/98  1818.64        0       133793.9    133793.9    269406.5         0.042925  115.64
  22   3/23/98  2329.69        0       134692.6     62597.84   199620.1         0.042962   85.76
  23   3/24/98   682.06        0       135507.7     62545.88   198735.6         0.043142   85.74
  24   3/25/98  4924.39        0       133941.1     61001.63   199867.1         0.043209   86.36
  25   3/26/98  5277.21        0       133499.1     63307.95   202084.3         0.043229   87.36
  26   3/27/98  7260.82        0       130751.2     63307.95   201320           0.043191   86.95
  27   3/28/98  7260.82        0       130751.2     63307.95   201320           0.043191   86.95
  28   3/29/98  7260.81        0       130751.2     63307.95   201320           0.043191   86.95
  29   3/30/98  4675.9         0       132466.5     63307.95   200450.4         0.04322    86.64
  30   3/31/98  4601.48   -34022.4     132130.6     63524.74   166234.5         0.04365    72.56
                                                                                                                             
                                                                                        
                107864.4              4035518      2123052     6232412                    2580.59
</TABLE>
<TABLE>
<CAPTION>
         DAILY        DAILY        DAILY       ACCUMULATED ACCUMULATED  ACCUMULATED
        EXPENSES     SHARES        PRICE       INCOME      EXPENSES     SHARES

                                    0           0            0           0
          <S>       <C>            <C>        <C>         <C>       <C>   
          34.27     54203.37       12.5        74.11        34.27    54203.37
          31.04     54471.31       12.52      148.58        65.31   108674.7
          31.45     55031.35       12.48      223.75        96.76   163706
          33.22     57758.09       12.42      302.8        129.98   221464.1
          32.85667  58306.81       12.58      382.66       162.8367 279770.9
          32.85667  58306.81       12.58      462.52       195.6933 338077.7
          32.85667  58306.81       12.58      542.38       228.55   396384.5
          35.37     58665.07       12.59      622.59       263.92   455049.6
          33.74     58665.07       12.68      703.13       297.66   513714.7
          35.21     62229.95       12.7       788.76       332.87   575944.6
          37.57     62229.95       12.71      873.61       370.44   638174.6
          36.15     62269.95       12.68      958.45       406.59   700444.5
          36.15     62269.95       12.68     1043.29       442.74   762714.5
          36.15     62269.95       12.68     1128.55       478.89   824984.4
          43.37     62297.49       12.74     1213.6        522.26   887281.9
          41.67     62297.49       12.76     1298.64       563.93   949579.4
          41.75     62408.61       12.79     1383.62       605.68  1011988
          38.53     62408.61       12.82     1468.4        644.21  1074397
          41.68     63446.06       12.91     1584.04       685.89  1137843
          41.68     63446.06       12.91     1699.68       727.57  1201289
          41.68     63446.06       12.91     1815.32       769.25  1264735
          44.71     63477.95       12.85     1901.08       813.96  1328213
          42.87     63806.97       12.91     1986.82       856.83  1392020
          43.08     63862.82       12.86     2073.18       899.91  1455883
          42.98     63862.43       12.85     2160.54       942.89  1519745
          42.33333  63773.79       12.83     2247.49       985.22331583519
          42.33333  63773.79       12.83     2334.44      1027.557 1647293
          42.33333  63773.79       12.83     2421.39      1069.89  1711066
          50.04     63773.79       12.82     2508.03      1119.93  1774840
          43.07     64345.02       12.88     2580.59      1163     1839185
                        0           0                           

        1163        61306.17
</TABLE>

<TABLE>
<CAPTION>

              $1,000.00    $1,000
                       C                        C NAV      LEVEL     VALUE OF    VALUE OF                   C
            TIME      ACCOUNT      C           AVERAGE     LOAD      CLASS C     CLASS C INI   C            AVERAGE
YEARS       PERIOD    VALUE        CLASS       ANNNUAL     COMP     INVESTMENT  INVESTMENT     CUMULATIVE   ANNUAL

<S>         <C>      <C>           <C>         <C>          <C>      <C>         <C>             <C>        <C>
31-Mar-98   Blank    1,065.85                   0.00%       10       1,000.00    1,000.00                    0.00%
28-Feb-98   1 MO     1,033.75      3.11%        3.11%       10       1,031.05    1,027.93        2.11%       2.11%
31-Dec-97   QTR                                                                                           
31-Dec-97   YTD                                                                                            
31-Mar-97      1                                                                                        
31-Mar-95      3                                                                                        
31-Mar-93      5                                                                                        
31-Mar-88     10                                                                                        
22-Jan-98  INCEPT.   1,000.00      6.58%       40.12%       10       1,065.85    1,036.20        5.58%      33.31%

INCEPTION FACTOR:                  0.189        0.189

</TABLE>

<TABLE>
<CAPTION>
PRICING DATE            3/31/98
                                                 TOTAL INCOME FOR PERIOD                  129993.3
                                                 TOTAL EXPENSES FOR PERIOD                26431.98
30 DAY YTM              3.15%                    AVERAGE SHARES OUTSTANDING                3088232
                                                  LAST PRICE DURING PERIOD                   12.86

     PRICE   ST VARIABLE ZERO COUPON LONG TERM       EQUITY          TOTAL            DIV       ADJUSTED
     DATE    INCOME      AND DIV INC INCOME          INCOME          INCOME           FACTOR    INCOME


<S>  <C> <C>  <C>            <C>     <C>        <C> <C>         <C>  <C>              <C>      <C>    
 1   3/2/98   5297.37        0       133317.8   0   65332.71    0    203947.8         2.109667 4302.62
 2   3/3/98   4770           0       134361.5   0   64638.6     0    203770.1         2.111619 4302.85
 3   3/4/98   4630.39        0       134253.8   0   64640.77    0    203524.9         2.1093   4292.95
 4   3/5/98   2708.21        0       136401.7   0   64664.24    0    203774.2         2.085923 4250.57
 5   3/6/98   2387.48        0       136574.1   0   64675.98    0    203637.6         2.085595 4247.05
 6   3/7/98   2387.48        0       136574.1   0   64675.98    0    203637.6         2.085595 4247.05
 7   3/8/98   2387.48        0       136574.1   0   64675.98    0    203637.6         2.085595 4247.05
 8   3/9/98   3628.89        0       134966.7   0   64646.08    0    203241.7         2.086241 4240.11
 9   3/10/98  3832.31        0       134932.3   0   65174.69    0    203939.3         2.087728 4257.7
10   3/11/98  2245.97        0       136582.6   0   65467.52    0    204296.1         2.087427 4264.53
11   3/12/98  2494.77        0       136398.4   0   63432.03    0    202325.2         2.074299 4196.83
12   3/13/98  2434.03        0       136099     0   63444.34    0    201977.4         2.0756   4192.24
13   3/14/98  2434.03        0       136099     0   63444.34    0    201977.4         2.0756   4192.24
14   3/15/98  3434.04        0       136099     0   63444.34    0    202977.4         2.0756   4213
15   3/16/98  2717.88        0       136005.9   0   63444.34    0    202168.1         2.078703 4202.47
16   3/17/98  2502.65        0       136082.1   0   63440.94    0    202025.7         2.080141 4202.42
17   3/18/98  4002.5         0       134276     0   63186.57    0    201465.1         2.08011  4190.69
18   3/19/98  3844.85        0       134046.8   0   63031.09    0    200922.8         2.080868 4180.94
19   3/20/98  1813.63        0       133793.9   0  133793.9     0    269401.5         2.097548 5650.83
20   3/21/98  1818.63        0       133793.9   0  133793.9     0    269406.5         2.097548 5650.93
21   3/22/98  1818.64        0       133793.9   0  133793.9     0    269406.5         2.097548 5650.93
22   3/23/98  2329.69        0       134692.6   0   62597.84    0    199620.1         2.098339 4188.71
23   3/24/98   682.06        0       135507.7   0   62545.88    0    198735.6         2.076766 4127.27
24   3/25/98  4924.39        0       133941.1   0   61001.63    0    199867.1         2.078855 4154.95
25   3/26/98  5277.21        0       133499.1   0   63307.95    0    202084.3         2.082017 4207.43
26   3/27/98  7260.82        0       130751.2   0   63307.95    0    201320           2.08136  4190.19
27   3/28/98  7260.82        0       130751.2   0   63307.95    0    201320           2.08136  4190.19
28   3/29/98  7260.81        0       130751.2   0   63307.95    0    201320           2.08136  4190.19
29   3/30/98  4675.9         0       132466.5   0   63307.95    0    200450.4         2.063357 4136.01
30   3/31/98  4601.48   -34022.4     132130.6   0   63524.74    0    166234.5         2.064781 3432.38
                                                                                                                             

              107864.4               4035518    0   2123052     0    6232412                  129993.3
</TABLE>
<TABLE>
<CAPTION>
        DAILY      DAILY          DAILY     ACCUMULATED ACCUMULATED  ACCUMULATED
        EXPENSES   SHARES         PRICE     INCOME      EXPENSES     SHARES

                                                0            0           0
         <S>      <C>              <C>      <C>          <C>      <C> 
         933.52   3143231          12.52     4302.62       933.52  3143231
         720.79   3143630          12.53     8605.47      1654.31  6286862
         728.87   3139060          12.49    12898.42      2383.18  9425922
         774.63   3102005          12.44    17148.99      3157.81 12527927
         702.42   3097175          12.6     21396.04      3860.23 15625102
         702.42   3097175          12.6     25643.09      4562.65 18722277
         702.42   3097175          12.6     29890.14      5265.07 21819452
         808.12   3097175          12.61    34130.25      6073.19 24916627
         713.48   3097175          12.7     38387.95      6786.67 28013802
         739.25   3095038          12.72    42652.48      7525.92 31108840
         786.09   3073825          12.73    46849.31      8312.01 34182665
         715.5233 3072485          12.7     51041.55      9027.53337255150
         715.5233 3072485          12.7     55233.79      9743.05740327635
         715.5233 3072485          12.7     59446.79     10458.58 43400120
        1074.1    3073679          12.76    63649.26     11532.68 46473800
         984.12   3073679          12.78    67851.68     12516.8  49547479
         984.22   3072751          12.82    72042.37     13501.02 52620230
         821.32   3072751          12.84    76223.31     14322.34 55692981
         965.5167 3095318          12.94    81874.14     15287.86 58788299
         965.5167 3095318          12.94    87525.07     16253.37 61883617
         965.5167 3095318          12.94    93176        17218.89 64978936
        1087.51   3095318          12.82    97364.71     18306.4  68074254
         987.85   3077436          12.89   101492        19294.25 71151690
         986.61   3078353          12.84   105646.9      20280.86 74230044
         986.14   3081505          12.83   109854.4      21267    77311548
         956.2067 3078846          12.8    114044.6      22223.21 80390394
         956.2067 3078846          12.8    118234.7      23179.41 83469241
         956.2067 3078846          12.8    122424.9      24135.62 86548087
        1319.17   3049917          12.8    126560.9      25454.79 89598004
         977.19   3048956          12.86   129993.3      26431.98 92646960
                                                                
</TABLE>

<TABLE>
<CAPTION>

                               $1,000
                         Y                        Y NAV
             TIME        ACCOUNT      Y           AVERAGE
YEARS       PERIOD       VALUE        CLASS       ANNNUAL

<S>         <C>          <C>          <C>         <C>
31-Mar-98   Blank        1,077.87                  0.00%
28-Feb-98   1 MO         1,044.96     3.15%        3.15%
31-Dec-97   QTR                             
31-Dec-97   YTD                             
31-Mar-97     1                          
31-Mar-95     3                          
31-Mar-93     5                          
31-Mar-88    10                          
26-Jan-98  INCEPT.        1,000.00    7.79%       52.36%
                                      (+$M$7-M16)/M16
INCEPTION FACTOR:                     0.1781       0.1781

</TABLE>

                              POWER OF ATTORNEY

     I, the undersigned,  hereby constitute Maureen E. Towle, Michael H. Koonce,
T. Hal Clarke, John A. Dudley,  Robert N. Hickey,  David M. Leahy and William J.
Tomko, and each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign  for me and in my name in the  capacity  indicated
below any and all registration statements,  including, but not limited to, Forms
N-8A, N-8B-1,  S-5, N-14 and N-1A, as amended from time to time, and any and all
amendments  thereto to be filed with the Securities and Exchange  Commission for
the purpose of registering from time to time all investment companies of which I
am now or  hereafter  a Trustee  and for which  Keystone  Investment  Management
Company,  Evergreen Asset  Management  Corp.,  First Union National Bank, or any
other  investment  advisory  affiliate of First Union National  Bank,  serves as
Adviser  or  Manager  and  registering  from  time to time  the  shares  of such
companies,  and  generally  to do all such things in my name and on my behalf to
enable such investment companies to comply with the provisions of the Securities
Act of 1933, as amended, the Investment Company Act of 1940, as amended, and all
requirements   and  regulations  of  the  Securities  and  Exchange   Commission
thereunder,  hereby ratifying and confirming my signature as it may be signed by
my said attorneys to any and all registration statements and amendments thereto.


     In  Witness  Whereof,  I  have  executed  this  Power  of  Attorney  as  of
March 27, 1998.


Signature                                                              Title


/s/ K. Dun Gifford
- --------------------------------                                       Trustee
K. Dun Gifford


                                POWER OF ATTORNEY

     I, the undersigned,  hereby constitute Maureen E. Towle, Michael H. Koonce,
T. Hal Clarke, John A. Dudley,  Robert N. Hickey,  David M. Leahy and William J.
Tomko, and each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign  for me and in my name in the  capacity  indicated
below any and all registration statements,  including, but not limited to, Forms
N-8A, N-8B-1,  S-5, N-14 and N-1A, as amended from time to time, and any and all
amendments  thereto to be filed with the Securities and Exchange  Commission for
the purpose of registering from time to time all investment companies of which I
am now or  hereafter  a Trustee  and for which  Keystone  Investment  Management
Company,  Evergreen Asset  Management  Corp.,  First Union National Bank, or any
other  investment  advisory  affiliate of First Union National  Bank,  serves as
Adviser  or  Manager  and  registering  from  time to time  the  shares  of such
companies,  and  generally  to do all such things in my name and on my behalf to
enable such investment companies to comply with the provisions of the Securities
Act of 1933, as amended, the Investment Company Act of 1940, as amended, and all
requirements   and  regulations  of  the  Securities  and  Exchange   Commission
thereunder,  hereby ratifying and confirming my signature as it may be signed by
my said attorneys to any and all registration statements and amendments thereto.


     In  Witness  Whereof,  I  have  executed  this  Power  of  Attorney  as  of
March 27, 1998.


Signature                                                              Title


/s/ Charles A. Austin III
- -----------------------------                                          Trustee
Charles A. Austin III



                                POWER OF ATTORNEY

     I, the undersigned,  hereby constitute Maureen E. Towle, Michael H. Koonce,
T. Hal Clarke, John A. Dudley,  Robert N. Hickey,  David M. Leahy and William J.
Tomko, and each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign  for me and in my name in the  capacity  indicated
below any and all registration statements,  including, but not limited to, Forms
N-8A, N-8B-1,  S-5, N-14 and N-1A, as amended from time to time, and any and all
amendments  thereto to be filed with the Securities and Exchange  Commission for
the purpose of registering from time to time all investment companies of which I
am now or  hereafter  a Trustee  and for which  Keystone  Investment  Management
Company,  Evergreen Asset  Management  Corp.,  First Union National Bank, or any
other  investment  advisory  affiliate of First Union National  Bank,  serves as
Adviser  or  Manager  and  registering  from  time to time  the  shares  of such
companies,  and  generally  to do all such things in my name and on my behalf to
enable such investment companies to comply with the provisions of the Securities
Act of 1933, as amended, the Investment Company Act of 1940, as amended, and all
requirements   and  regulations  of  the  Securities  and  Exchange   Commission
thereunder,  hereby ratifying and confirming my signature as it may be signed by
my said attorneys to any and all registration statements and amendments thereto.


     In  Witness  Whereof,  I  have  executed  this  Power  of  Attorney  as  of
March 27, 1998.


Signature                                                              Title


/s/ Laurence B. Ashkin
- --------------------------------                                       Trustee
Laurence B. Ashkin



                                POWER OF ATTORNEY

     I, the undersigned,  hereby constitute Maureen E. Towle, Michael H. Koonce,
T. Hal Clarke, John A. Dudley,  Robert N. Hickey,  David M. Leahy and William J.
Tomko, and each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign  for me and in my name in the  capacity  indicated
below any and all registration statements,  including, but not limited to, Forms
N-8A, N-8B-1,  S-5, N-14 and N-1A, as amended from time to time, and any and all
amendments  thereto to be filed with the Securities and Exchange  Commission for
the purpose of registering from time to time all investment companies of which I
am now or  hereafter  a Trustee  and for which  Keystone  Investment  Management
Company,  Evergreen Asset  Management  Corp.,  First Union National Bank, or any
other  investment  advisory  affiliate of First Union National  Bank,  serves as
Adviser  or  Manager  and  registering  from  time to time  the  shares  of such
companies,  and  generally  to do all such things in my name and on my behalf to
enable such investment companies to comply with the provisions of the Securities
Act of 1933, as amended, the Investment Company Act of 1940, as amended, and all
requirements   and  regulations  of  the  Securities  and  Exchange   Commission
thereunder,  hereby ratifying and confirming my signature as it may be signed by
my said attorneys to any and all registration statements and amendments thereto.


     In  Witness  Whereof,  I  have  executed  this  Power  of  Attorney  as  of
March 27, 1998.


Signature                                                              Title


/s/ William Walt Pettit
- --------------------------------                                       Trustee
William Walt Pettit



                                POWER OF ATTORNEY

     I, the undersigned,  hereby constitute Maureen E. Towle, Michael H. Koonce,
T. Hal Clarke, John A. Dudley,  Robert N. Hickey,  David M. Leahy and William J.
Tomko, and each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign  for me and in my name in the  capacity  indicated
below any and all registration statements,  including, but not limited to, Forms
N-8A, N-8B-1,  S-5, N-14 and N-1A, as amended from time to time, and any and all
amendments  thereto to be filed with the Securities and Exchange  Commission for
the purpose of registering from time to time all investment companies of which I
am now or  hereafter  a Trustee  and for which  Keystone  Investment  Management
Company,  Evergreen Asset  Management  Corp.,  First Union National Bank, or any
other  investment  advisory  affiliate of First Union National  Bank,  serves as
Adviser  or  Manager  and  registering  from  time to time  the  shares  of such
companies,  and  generally  to do all such things in my name and on my behalf to
enable such investment companies to comply with the provisions of the Securities
Act of 1933, as amended, the Investment Company Act of 1940, as amended, and all
requirements   and  regulations  of  the  Securities  and  Exchange   Commission
thereunder,  hereby ratifying and confirming my signature as it may be signed by
my said attorneys to any and all registration statements and amendments thereto.


     In  Witness  Whereof,  I  have  executed  this  Power  of  Attorney  as  of
March 27, 1998.


Signature                                                              Title


/s/ James S. Howell
- --------------------------------                                       Trustee
James S. Howell




                                POWER OF ATTORNEY

     I, the undersigned,  hereby constitute Maureen E. Towle, Michael H. Koonce,
T. Hal Clarke, John A. Dudley,  Robert N. Hickey,  David M. Leahy and William J.
Tomko, and each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign  for me and in my name in the  capacity  indicated
below any and all registration statements,  including, but not limited to, Forms
N-8A, N-8B-1,  S-5, N-14 and N-1A, as amended from time to time, and any and all
amendments  thereto to be filed with the Securities and Exchange  Commission for
the purpose of registering from time to time all investment companies of which I
am now or  hereafter  a Trustee  and for which  Keystone  Investment  Management
Company,  Evergreen Asset  Management  Corp.,  First Union National Bank, or any
other  investment  advisory  affiliate of First Union National  Bank,  serves as
Adviser  or  Manager  and  registering  from  time to time  the  shares  of such
companies,  and  generally  to do all such things in my name and on my behalf to
enable such investment companies to comply with the provisions of the Securities
Act of 1933, as amended, the Investment Company Act of 1940, as amended, and all
requirements   and  regulations  of  the  Securities  and  Exchange   Commission
thereunder,  hereby ratifying and confirming my signature as it may be signed by
my said attorneys to any and all registration statements and amendments thereto.


     In  Witness  Whereof,  I  have  executed  this  Power  of  Attorney  as  of
March 27, 1998.


Signature                                                              Title


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





                                POWER OF ATTORNEY

     I, the undersigned,  hereby constitute Maureen E. Towle, Michael H. Koonce,
T. Hal Clarke, John A. Dudley,  Robert N. Hickey,  David M. Leahy and William J.
Tomko, and each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign  for me and in my name in the  capacity  indicated
below any and all registration statements,  including, but not limited to, Forms
N-8A, N-8B-1,  S-5, N-14 and N-1A, as amended from time to time, and any and all
amendments  thereto to be filed with the Securities and Exchange  Commission for
the purpose of registering from time to time all investment companies of which I
am now or  hereafter  a Trustee  and for which  Keystone  Investment  Management
Company,  Evergreen Asset  Management  Corp.,  First Union National Bank, or any
other  investment  advisory  affiliate of First Union National  Bank,  serves as
Adviser  or  Manager  and  registering  from  time to time  the  shares  of such
companies,  and  generally  to do all such things in my name and on my behalf to
enable such investment companies to comply with the provisions of the Securities
Act of 1933, as amended, the Investment Company Act of 1940, as amended, and all
requirements   and  regulations  of  the  Securities  and  Exchange   Commission
thereunder,  hereby ratifying and confirming my signature as it may be signed by
my said attorneys to any and all registration statements and amendments thereto.


     In  Witness  Whereof,  I  have  executed  this  Power  of  Attorney  as  of
March 27, 1998.


Signature                                                              Title


/s/ Gerald M. McDonnell
- --------------------------------                                       Trustee
Gerald M. McDonnell





                                POWER OF ATTORNEY

     I, the undersigned,  hereby constitute Maureen E. Towle, Michael H. Koonce,
T. Hal Clarke, John A. Dudley,  Robert N. Hickey,  David M. Leahy and William J.
Tomko, and each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign  for me and in my name in the  capacity  indicated
below any and all registration statements,  including, but not limited to, Forms
N-8A, N-8B-1,  S-5, N-14 and N-1A, as amended from time to time, and any and all
amendments  thereto to be filed with the Securities and Exchange  Commission for
the purpose of registering from time to time all investment companies of which I
am now or  hereafter  a Trustee  and for which  Keystone  Investment  Management
Company,  Evergreen Asset  Management  Corp.,  First Union National Bank, or any
other  investment  advisory  affiliate of First Union National  Bank,  serves as
Adviser  or  Manager  and  registering  from  time to time  the  shares  of such
companies,  and  generally  to do all such things in my name and on my behalf to
enable such investment companies to comply with the provisions of the Securities
Act of 1933, as amended, the Investment Company Act of 1940, as amended, and all
requirements   and  regulations  of  the  Securities  and  Exchange   Commission
thereunder,  hereby ratifying and confirming my signature as it may be signed by
my said attorneys to any and all registration statements and amendments thereto.


     In  Witness  Whereof,  I  have  executed  this  Power  of  Attorney  as  of
March 27, 1998.


Signature                                                              Title


/s/ Thomas L. McVerry
- --------------------------------                                       Trustee
Thomas L. McVerry





                                POWER OF ATTORNEY

     I, the undersigned,  hereby constitute Maureen E. Towle, Michael H. Koonce,
T. Hal Clarke, John A. Dudley,  Robert N. Hickey,  David M. Leahy and William J.
Tomko, and each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign  for me and in my name in the  capacity  indicated
below any and all registration statements,  including, but not limited to, Forms
N-8A, N-8B-1,  S-5, N-14 and N-1A, as amended from time to time, and any and all
amendments  thereto to be filed with the Securities and Exchange  Commission for
the purpose of registering from time to time all investment companies of which I
am now or  hereafter  a Trustee  and for which  Keystone  Investment  Management
Company,  Evergreen Asset  Management  Corp.,  First Union National Bank, or any
other  investment  advisory  affiliate of First Union National  Bank,  serves as
Adviser  or  Manager  and  registering  from  time to time  the  shares  of such
companies,  and  generally  to do all such things in my name and on my behalf to
enable such investment companies to comply with the provisions of the Securities
Act of 1933, as amended, the Investment Company Act of 1940, as amended, and all
requirements   and  regulations  of  the  Securities  and  Exchange   Commission
thereunder,  hereby ratifying and confirming my signature as it may be signed by
my said attorneys to any and all registration statements and amendments thereto.


     In  Witness  Whereof,  I  have  executed  this  Power  of  Attorney  as  of
March 27, 1998.


Signature                                                              Title


/s/ David M. Richardson
- --------------------------------                                       Trustee
David M. Richardson






                                POWER OF ATTORNEY

     I, the undersigned,  hereby constitute Maureen E. Towle, Michael H. Koonce,
T. Hal Clarke, John A. Dudley,  Robert N. Hickey,  David M. Leahy and William J.
Tomko, and each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign  for me and in my name in the  capacity  indicated
below any and all registration statements,  including, but not limited to, Forms
N-8A, N-8B-1,  S-5, N-14 and N-1A, as amended from time to time, and any and all
amendments  thereto to be filed with the Securities and Exchange  Commission for
the purpose of registering from time to time all investment companies of which I
am now or  hereafter  a Trustee  and for which  Keystone  Investment  Management
Company,  Evergreen Asset  Management  Corp.,  First Union National Bank, or any
other  investment  advisory  affiliate of First Union National  Bank,  serves as
Adviser  or  Manager  and  registering  from  time to time  the  shares  of such
companies,  and  generally  to do all such things in my name and on my behalf to
enable such investment companies to comply with the provisions of the Securities
Act of 1933, as amended, the Investment Company Act of 1940, as amended, and all
requirements   and  regulations  of  the  Securities  and  Exchange   Commission
thereunder,  hereby ratifying and confirming my signature as it may be signed by
my said attorneys to any and all registration statements and amendments thereto.


     In  Witness  Whereof,  I  have  executed  this  Power  of  Attorney  as  of
March 27, 1998.


Signature                                                              Title


/s/ Richard J. Shima
- --------------------------------                                       Trustee
Richard J. Shima





                                POWER OF ATTORNEY

     I, the undersigned,  hereby constitute Maureen E. Towle, Michael H. Koonce,
T. Hal Clarke, John A. Dudley,  Robert N. Hickey,  David M. Leahy and William J.
Tomko, and each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign  for me and in my name in the  capacity  indicated
below any and all registration statements,  including, but not limited to, Forms
N-8A, N-8B-1,  S-5, N-14 and N-1A, as amended from time to time, and any and all
amendments  thereto to be filed with the Securities and Exchange  Commission for
the purpose of registering from time to time all investment companies of which I
am now or  hereafter  a Trustee  and for which  Keystone  Investment  Management
Company,  Evergreen Asset  Management  Corp.,  First Union National Bank, or any
other  investment  advisory  affiliate of First Union National  Bank,  serves as
Adviser  or  Manager  and  registering  from  time to time  the  shares  of such
companies,  and  generally  to do all such things in my name and on my behalf to
enable such investment companies to comply with the provisions of the Securities
Act of 1933, as amended, the Investment Company Act of 1940, as amended, and all
requirements   and  regulations  of  the  Securities  and  Exchange   Commission
thereunder,  hereby ratifying and confirming my signature as it may be signed by
my said attorneys to any and all registration statements and amendments thereto.


     In  Witness  Whereof,  I  have  executed  this  Power  of  Attorney  as  of
March 27, 1998.


Signature                                                              Title



/s/ Michael S. Scofield
- --------------------------------                                       Trustee
Michael S. Scofield





                                POWER OF ATTORNEY

     I, the undersigned,  hereby constitute Maureen E. Towle, Michael H. Koonce,
T. Hal Clarke, John A. Dudley,  Robert N. Hickey,  David M. Leahy and William J.
Tomko, and each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign  for me and in my name in the  capacity  indicated
below any and all registration statements,  including, but not limited to, Forms
N-8A, N-8B-1,  S-5, N-14 and N-1A, as amended from time to time, and any and all
amendments  thereto to be filed with the Securities and Exchange  Commission for
the purpose of registering from time to time all investment companies of which I
am now or  hereafter  a Trustee  and for which  Keystone  Investment  Management
Company,  Evergreen Asset  Management  Corp.,  First Union National Bank, or any
other  investment  advisory  affiliate of First Union National  Bank,  serves as
Adviser  or  Manager  and  registering  from  time to time  the  shares  of such
companies,  and  generally  to do all such things in my name and on my behalf to
enable such investment companies to comply with the provisions of the Securities
Act of 1933, as amended, the Investment Company Act of 1940, as amended, and all
requirements   and  regulations  of  the  Securities  and  Exchange   Commission
thereunder,  hereby ratifying and confirming my signature as it may be signed by
my said attorneys to any and all registration statements and amendments thereto.


     In  Witness  Whereof,  I  have  executed  this  Power  of  Attorney  as  of
March 27, 1998.


Signature                                                              Title



/s/ Russell A. Salton, III, M.D.                                       Trustee
- --------------------------------
Russell A. Salton, III M.D.




                                POWER OF ATTORNEY

     I, the undersigned,  hereby constitute Maureen E. Towle, Michael H. Koonce,
T. Hal Clarke, John A. Dudley,  Robert N. Hickey,  David M. Leahy and William J.
Tomko, and each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign  for me and in my name in the  capacity  indicated
below any and all registration statements,  including, but not limited to, Forms
N-8A, N-8B-1,  S-5, N-14 and N-1A, as amended from time to time, and any and all
amendments  thereto to be filed with the Securities and Exchange  Commission for
the purpose of registering from time to time all investment companies of which I
am now or  hereafter  a Trustee  and for which  Keystone  Investment  Management
Company,  Evergreen Asset  Management  Corp.,  First Union National Bank, or any
other  investment  advisory  affiliate of First Union National  Bank,  serves as
Adviser  or  Manager  and  registering  from  time to time  the  shares  of such
companies,  and  generally  to do all such things in my name and on my behalf to
enable such investment companies to comply with the provisions of the Securities
Act of 1933, as amended, the Investment Company Act of 1940, as amended, and all
requirements   and  regulations  of  the  Securities  and  Exchange   Commission
thereunder,  hereby ratifying and confirming my signature as it may be signed by
my said attorneys to any and all registration statements and amendments thereto.


     In  Witness  Whereof,  I  have  executed  this  Power  of  Attorney  as  of
March 27, 1998.


Signature                              Title




/s/ William J. Tomko
- -----------------------                President and Treasurer
William J. Tomko

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 FOUNDATION FUND CLASS A
       
<CAPTION>
<S>             <C>   
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       MAR-31-1998
<PERIOD-START>  APR-01-1997
<PERIOD-END>    MAR-31-1998
<INVESTMENTS-AT-COST>   1,935,098,601
<INVESTMENTS-AT-VALUE>  2,626,081,854
<RECEIVABLES>   22,430,965
<ASSETS-OTHER>  959,571
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  2,649,472,390
<PAYABLE-FOR-SECURITIES>        3,028,219
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       5,216,559
<TOTAL-LIABILITIES>     8,244,778
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        264,173,421
<SHARES-COMMON-STOCK>   17,129,241
<SHARES-COMMON-PRIOR>   13,720,729
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  (330,546)
<ACCUMULATED-NET-GAINS> 194,397
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        85,515,313
<NET-ASSETS>    349,552,585
<DIVIDEND-INCOME>       3,306,412
<INTEREST-INCOME>       6,930,496
<OTHER-INCOME>  0
<EXPENSES-NET>  (3,570,247)
<NET-INVESTMENT-INCOME> 6,666,661
<REALIZED-GAINS-CURRENT>        4,993,105
<APPREC-INCREASE-CURRENT>       67,655,607
<NET-CHANGE-FROM-OPS>   79,315,373
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       (6,684,684)
<DISTRIBUTIONS-OF-GAINS>        (6,460,755)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 5,632,873
<NUMBER-OF-SHARES-REDEEMED>     (2,914,232)
<SHARES-REINVESTED>     689,871
<NET-CHANGE-IN-ASSETS>  130,566,149
<ACCUMULATED-NII-PRIOR> (1,460,563)
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (2,138,667)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (3,571,276)
<AVERAGE-NET-ASSETS>    278,350,299
<PER-SHARE-NAV-BEGIN>   16.00
<PER-SHARE-NII> 0.44
<PER-SHARE-GAIN-APPREC> 4.71
<PER-SHARE-DIVIDEND>    (0.44)
<PER-SHARE-DISTRIBUTIONS>       (0.27)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     20.44
<EXPENSE-RATIO> 1.28
<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 FOUNDATION FUND CLASS B
       
<CAPTION>
<S>             <C>   
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       MAR-31-1998
<PERIOD-START>  APR-01-1997
<PERIOD-END>    MAR-31-1998
<INVESTMENTS-AT-COST>   1,935,098,601
<INVESTMENTS-AT-VALUE>  2,626,081,854
<RECEIVABLES>   22,430,965
<ASSETS-OTHER>  959,571
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  2,649,472,390
<PAYABLE-FOR-SECURITIES>        3,028,219
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       5,216,559
<TOTAL-LIABILITIES>     8,244,778
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        876,646,596
<SHARES-COMMON-STOCK>   55,243,018
<SHARES-COMMON-PRIOR>   37,994,888
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  (1,794,858)
<ACCUMULATED-NET-GAINS> (262,536)
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        249,954,764
<NET-ASSETS>    1,124,543,966
<DIVIDEND-INCOME>       9,869,311
<INTEREST-INCOME>       20,672,529
<OTHER-INCOME>  0
<EXPENSES-NET>  (16,927,134)
<NET-INVESTMENT-INCOME> 13,614,706
<REALIZED-GAINS-CURRENT>        14,553,530
<APPREC-INCREASE-CURRENT>       200,029,657
<NET-CHANGE-FROM-OPS>   228,197,893
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       (13,672,514)
<DISTRIBUTIONS-OF-GAINS>        (19,713,787)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 19,942,961
<NUMBER-OF-SHARES-REDEEMED>     (4,438,949)
<SHARES-REINVESTED>     1,744,118
<NET-CHANGE-IN-ASSETS>  518,376,184
<ACCUMULATED-NII-PRIOR> (3,012,553)
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (6,390,570)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (16,930,208)
<AVERAGE-NET-ASSETS>    831,658,281
<PER-SHARE-NAV-BEGIN>   15.94
<PER-SHARE-NII> 0.30
<PER-SHARE-GAIN-APPREC> 4.68
<PER-SHARE-DIVIDEND>    (0.31)
<PER-SHARE-DISTRIBUTIONS>       (0.27)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     20.34
<EXPENSE-RATIO> 2.04
<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 FOUNDATION FUND CLASS C
       
<CAPTION>
<S>             <C>   
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       MAR-31-1998
<PERIOD-START>  APR-01-1997
<PERIOD-END>    MAR-31-1998
<INVESTMENTS-AT-COST>   1,935,098,601
<INVESTMENTS-AT-VALUE>  2,626,081,854
<RECEIVABLES>   22,430,965
<ASSETS-OTHER>  959,571
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  2,649,472,390
<PAYABLE-FOR-SECURITIES>        3,028,219
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       5,216,559
<TOTAL-LIABILITIES>     8,244,778
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        39,280,787
<SHARES-COMMON-STOCK>   2,468,520
<SHARES-COMMON-PRIOR>   1,746,457
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  (92,137)
<ACCUMULATED-NET-GAINS> (6,710)
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        11,099,953
<NET-ASSETS>    50,281,893
<DIVIDEND-INCOME>       433,889
<INTEREST-INCOME>       909,172
<OTHER-INCOME>  0
<EXPENSES-NET>  (744,427)
<NET-INVESTMENT-INCOME> 598,634
<REALIZED-GAINS-CURRENT>        639,785
<APPREC-INCREASE-CURRENT>       8,827,822
<NET-CHANGE-FROM-OPS>   10,066,241
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       (601,216)
<DISTRIBUTIONS-OF-GAINS>        (867,301)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 1,053,135
<NUMBER-OF-SHARES-REDEEMED>     (405,258)
<SHARES-REINVESTED>     74,186
<NET-CHANGE-IN-ASSETS>  22,391,666
<ACCUMULATED-NII-PRIOR> (138,668)
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (281,002)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (744,562)
<AVERAGE-NET-ASSETS>    36,569,885
<PER-SHARE-NAV-BEGIN>   15.94
<PER-SHARE-NII> 0.30
<PER-SHARE-GAIN-APPREC> 4.68
<PER-SHARE-DIVIDEND>    (0.31)
<PER-SHARE-DISTRIBUTIONS>       (0.27)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     20.34
<EXPENSE-RATIO> 2.04
<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 FOUNDATION FUND CLASS C
       
<CAPTION>
<S>             <C>   
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       MAR-31-1998
<PERIOD-START>  APR-01-1997
<PERIOD-END>    MAR-31-1998
<INVESTMENTS-AT-COST>   1,935,098,601
<INVESTMENTS-AT-VALUE>  2,626,081,854
<RECEIVABLES>   22,430,965
<ASSETS-OTHER>  959,571
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  2,649,472,390
<PAYABLE-FOR-SECURITIES>        3,028,219
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       5,216,559
<TOTAL-LIABILITIES>     8,244,778
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        764,055,631
<SHARES-COMMON-STOCK>   54,619,171
<SHARES-COMMON-PRIOR>   50,044,581
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  692,857
<ACCUMULATED-NET-GAINS> 5,876,977
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        344,413,223
<NET-ASSETS>    1,116,849,168
<DIVIDEND-INCOME>       11,232,065
<INTEREST-INCOME>       23,844,090
<OTHER-INCOME>  0
<EXPENSES-NET>  (9,849,552)
<NET-INVESTMENT-INCOME> 25,226,603
<REALIZED-GAINS-CURRENT>        17,546,976
<APPREC-INCREASE-CURRENT>       233,739,505
<NET-CHANGE-FROM-OPS>   276,513,084
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       (25,420,180)
<DISTRIBUTIONS-OF-GAINS>        (22,280,479)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 10,695,459
<NUMBER-OF-SHARES-REDEEMED>     (8,434,531)
<SHARES-REINVESTED>     2,313,662
<NET-CHANGE-IN-ASSETS>  316,419,005
<ACCUMULATED-NII-PRIOR> (5,968,305)
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (7,346,194)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (9,853,086)
<AVERAGE-NET-ASSETS>    956,246,901
<PER-SHARE-NAV-BEGIN>   16.02
<PER-SHARE-NII> 0.49
<PER-SHARE-GAIN-APPREC> 4.7
<PER-SHARE-DIVIDEND>    (0.49)
<PER-SHARE-DISTRIBUTIONS>       (0.27)
<RETURNS-OF-CAPITAL>    0
<PER-SHARE-NAV-END>     20.45
<EXPENSE-RATIO> 1.03
<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 FOUNDATION FUND CLASS A
       
<CAPTION>
<S>             <C>   
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       MAR-31-1998
<PERIOD-START>  APR-01-1997
<PERIOD-END>    MAR-31-1998
<INVESTMENTS-AT-COST>   268,854,476
<INVESTMENTS-AT-VALUE>  303,383,743
<RECEIVABLES>   6,698,192
<ASSETS-OTHER>  49,136
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  310,131,071
<PAYABLE-FOR-SECURITIES>        6,862,231
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       772,462
<TOTAL-LIABILITIES>     7,634,693
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        62,708,567
<SHARES-COMMON-STOCK>   4,272,621
<SHARES-COMMON-PRIOR>   1,108,365
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  (21,917)
<ACCUMULATED-NET-GAINS> (32,725)
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        7,225,216
<NET-ASSETS>    69,879,140
<DIVIDEND-INCOME>       285,042
<INTEREST-INCOME>       1,086,275
<OTHER-INCOME>  0
<EXPENSES-NET>  (536,280)
<NET-INVESTMENT-INCOME> 835,038
<REALIZED-GAINS-CURRENT>        299,894
<APPREC-INCREASE-CURRENT>       6,461,640
<NET-CHANGE-FROM-OPS>   7,596,572
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       (845,312)
<DISTRIBUTIONS-OF-GAINS>        (424,397)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 3,458,299
<NUMBER-OF-SHARES-REDEEMED>     (371,701)
<SHARES-REINVESTED>     77,658
<NET-CHANGE-IN-ASSETS>  54,841,288
<ACCUMULATED-NII-PRIOR> (69,706)
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (330,382)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (537,181)
<AVERAGE-NET-ASSETS>    37,713,164
<PER-SHARE-NAV-BEGIN>   13.57
<PER-SHARE-NII> 0.31
<PER-SHARE-GAIN-APPREC> 2.96
<PER-SHARE-DIVIDEND>    (0.30)
<PER-SHARE-DISTRIBUTIONS>       (0.18)
<RETURNS-OF-CAPITAL>    0
<PER-SHARE-NAV-END>     16.36
<EXPENSE-RATIO> 1.42
<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 FOUNDATION FUND CLASS B
       
<CAPTION>
<S>             <C>   
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       MAR-31-1998
<PERIOD-START>  APR-01-1997
<PERIOD-END>    MAR-31-1998
<INVESTMENTS-AT-COST>   268,854,476
<INVESTMENTS-AT-VALUE>  303,383,743
<RECEIVABLES>   6,698,192
<ASSETS-OTHER>  49,136
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  310,131,071
<PAYABLE-FOR-SECURITIES>        6,862,231
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       772,462
<TOTAL-LIABILITIES>     7,634,693
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        166,540,314
<SHARES-COMMON-STOCK>   11,331,967
<SHARES-COMMON-PRIOR>   2,864,713
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  (36,062)
<ACCUMULATED-NET-GAINS> (129,361)
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        18,668,861
<NET-ASSETS>    185,043,752
<DIVIDEND-INCOME>       738,980
<INTEREST-INCOME>       2,820,194
<OTHER-INCOME>  0
<EXPENSES-NET>  (2,128,700)
<NET-INVESTMENT-INCOME> 1,430,474
<REALIZED-GAINS-CURRENT>        741,348
<APPREC-INCREASE-CURRENT>       16,608,032
<NET-CHANGE-FROM-OPS>   18,779,854
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       (1,429,127)
<DISTRIBUTIONS-OF-GAINS>        (1,129,269)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 8,736,220
<NUMBER-OF-SHARES-REDEEMED>     (423,863)
<SHARES-REINVESTED>     154,897
<NET-CHANGE-IN-ASSETS>  146,209,371
<ACCUMULATED-NII-PRIOR> (123,210)
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (858,046)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (2,131,043)
<AVERAGE-NET-ASSETS>    97,891,844
<PER-SHARE-NAV-BEGIN>   13.56
<PER-SHARE-NII> 0.21
<PER-SHARE-GAIN-APPREC> 2.94
<PER-SHARE-DIVIDEND>    (0.20)
<PER-SHARE-DISTRIBUTIONS>       (0.18)
<RETURNS-OF-CAPITAL>    0
<PER-SHARE-NAV-END>     16.33
<EXPENSE-RATIO> 2.18
<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>        103
<NAME>  EVERGREEN TAX STRATEGIC FOUNDATION FUND CLASS C
       
<CAPTION>
<S>             <C>   
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       MAR-31-1998
<PERIOD-START>  APR-01-1997
<PERIOD-END>    MAR-31-1998
<INVESTMENTS-AT-COST>   268,854,476
<INVESTMENTS-AT-VALUE>  303,383,743
<RECEIVABLES>   6,698,192
<ASSETS-OTHER>  49,136
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  310,131,071
<PAYABLE-FOR-SECURITIES>        6,862,231
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       772,462
<TOTAL-LIABILITIES>     7,634,693
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        25,322,364
<SHARES-COMMON-STOCK>   1,699,021
<SHARES-COMMON-PRIOR>   375,744
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  (11,737)
<ACCUMULATED-NET-GAINS> (13,072)
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        2,402,798
<NET-ASSETS>    27,700,353
<DIVIDEND-INCOME>       96,365
<INTEREST-INCOME>       366,330
<OTHER-INCOME>  0
<EXPENSES-NET>  (277,044)
<NET-INVESTMENT-INCOME> 185,651
<REALIZED-GAINS-CURRENT>        85,608
<APPREC-INCREASE-CURRENT>       2,133,194
<NET-CHANGE-FROM-OPS>   2,404,453
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       (189,734)
<DISTRIBUTIONS-OF-GAINS>        (141,334)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 1,515,720
<NUMBER-OF-SHARES-REDEEMED>     (212,250)
<SHARES-REINVESTED>     19,807
<NET-CHANGE-IN-ASSETS>  22,614,145
<ACCUMULATED-NII-PRIOR> (16,785)
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (110,805)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (277,347)
<AVERAGE-NET-ASSETS>    12,691,159
<PER-SHARE-NAV-BEGIN>   13.53
<PER-SHARE-NII> 0.21
<PER-SHARE-GAIN-APPREC> 2.94
<PER-SHARE-DIVIDEND>    (0.20)
<PER-SHARE-DISTRIBUTIONS>       (0.18)
<RETURNS-OF-CAPITAL>    0
<PER-SHARE-NAV-END>     16.3
<EXPENSE-RATIO> 2.19
<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 FOUNDATION FUND CLASS C
       
<CAPTION>
<S>             <C>   
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       MAR-31-1998
<PERIOD-START>  APR-01-1997
<PERIOD-END>    MAR-31-1998
<INVESTMENTS-AT-COST>   268,854,476
<INVESTMENTS-AT-VALUE>  303,383,743
<RECEIVABLES>   6,698,192
<ASSETS-OTHER>  49,136
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  310,131,071
<PAYABLE-FOR-SECURITIES>        6,862,231
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       772,462
<TOTAL-LIABILITIES>     7,634,693
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        13,076,502
<SHARES-COMMON-STOCK>   1,213,326
<SHARES-COMMON-PRIOR>   1,124,861
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  99,111
<ACCUMULATED-NET-GAINS> 493,877
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        6,232,392
<NET-ASSETS>    19,877,995
<DIVIDEND-INCOME>       131,294
<INTEREST-INCOME>       508,434
<OTHER-INCOME>  0
<EXPENSES-NET>  (202,372)
<NET-INVESTMENT-INCOME> 437,355
<REALIZED-GAINS-CURRENT>        204,637
<APPREC-INCREASE-CURRENT>       3,175,884
<NET-CHANGE-FROM-OPS>   3,817,876
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       (422,361)
<DISTRIBUTIONS-OF-GAINS>        (207,645)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 105,639
<NUMBER-OF-SHARES-REDEEMED>     (29,733)
<SHARES-REINVESTED>     12,558
<NET-CHANGE-IN-ASSETS>  4,561,787
<ACCUMULATED-NII-PRIOR> (78,613)
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (152,553)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (202,788)
<AVERAGE-NET-ASSETS>    17,622,247
<PER-SHARE-NAV-BEGIN>   13.61
<PER-SHARE-NII> 0.37
<PER-SHARE-GAIN-APPREC> 2.94
<PER-SHARE-DIVIDEND>    (0.36)
<PER-SHARE-DISTRIBUTIONS>       (0.18)
<RETURNS-OF-CAPITAL>    0
<PER-SHARE-NAV-END>     16.38
<EXPENSE-RATIO> 1.15
<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 AMERICAN RETIREMENT FUND CLASS A
       
<CAPTION>
<S>             <C>   
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       MAR 31-1998
<PERIOD-START>  APR-01-1997
<PERIOD-END>    MAR 31-1998
<INVESTMENTS-AT-COST>   192,500,813
<INVESTMENTS-AT-VALUE>  234,985,901
<RECEIVABLES>   2,874,473
<ASSETS-OTHER>  270,836
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  238,131,210
<PAYABLE-FOR-SECURITIES>        3,550,955
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       760,913
<TOTAL-LIABILITIES>     4,311,868
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        24,657,847
<SHARES-COMMON-STOCK>   1,736,778
<SHARES-COMMON-PRIOR>   1,062,020
<ACCUMULATED-NII-CURRENT>       (4,468)
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> 188,947
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        4,162,199
<NET-ASSETS>    29,004,525
<DIVIDEND-INCOME>       465,335
<INTEREST-INCOME>       542,265
<OTHER-INCOME>  0
<EXPENSES-NET>  (306,262)
<NET-INVESTMENT-INCOME> 701,338
<REALIZED-GAINS-CURRENT>        707,552
<APPREC-INCREASE-CURRENT>       3,799,071
<NET-CHANGE-FROM-OPS>   5,207,961
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       (695,207)
<DISTRIBUTIONS-OF-GAINS>        (514,560)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 776,394
<NUMBER-OF-SHARES-REDEEMED>     (175,621)
<SHARES-REINVESTED>     73,985
<NET-CHANGE-IN-ASSETS>  14,415,336
<ACCUMULATED-NII-PRIOR> (21,362)
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (164,128)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (306,875)
<AVERAGE-NET-ASSETS>    21,873,297
<PER-SHARE-NAV-BEGIN>   13.74
<PER-SHARE-NII> 0.49
<PER-SHARE-GAIN-APPREC> 3.29
<PER-SHARE-DIVIDEND>    (0.48)
<PER-SHARE-DISTRIBUTIONS>       (0.34)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     16.70
<EXPENSE-RATIO> 1.40
<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 AMERICAN RETIREMENT FUND CLASS B
       
<CAPTION>
<S>             <C>   
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       MAR 31-1998
<PERIOD-START>  APR-01-1997
<PERIOD-END>    MAR 31-1998
<INVESTMENTS-AT-COST>   192,500,813
<INVESTMENTS-AT-VALUE>  234,985,901
<RECEIVABLES>   2,874,473
<ASSETS-OTHER>  270,836
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  238,131,210
<PAYABLE-FOR-SECURITIES>        3,550,955
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       760,913
<TOTAL-LIABILITIES>     4,311,868
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        135,438,507
<SHARES-COMMON-STOCK>   9,526,808
<SHARES-COMMON-PRIOR>   5,617,901
<ACCUMULATED-NII-CURRENT>       (39,430)
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> 1,025,142
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        21,827,296
<NET-ASSETS>    158,251,515
<DIVIDEND-INCOME>       2,471,529
<INTEREST-INCOME>       2,879,223
<OTHER-INCOME>  0
<EXPENSES-NET>  (2,497,252)
<NET-INVESTMENT-INCOME> 2,853,500
<REALIZED-GAINS-CURRENT>        3,783,982
<APPREC-INCREASE-CURRENT>       20,198,120
<NET-CHANGE-FROM-OPS>   26,835,602
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       (2,792,552)
<DISTRIBUTIONS-OF-GAINS>        (2,734,907)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 4,220,724
<NUMBER-OF-SHARES-REDEEMED>     (651,898)
<SHARES-REINVESTED>     340,081
<NET-CHANGE-IN-ASSETS>  81,466,043
<ACCUMULATED-NII-PRIOR> (157,511)
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (871,389)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (2,500,506)
<AVERAGE-NET-ASSETS>    116,119,787
<PER-SHARE-NAV-BEGIN>   13.67
<PER-SHARE-NII> 0.38
<PER-SHARE-GAIN-APPREC> 3.26
<PER-SHARE-DIVIDEND>    (0.36)
<PER-SHARE-DISTRIBUTIONS>       (0.34)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     16.61
<EXPENSE-RATIO> 2.15
<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 AMERICAN RETIREMENT FUND CLASS C
       
<CAPTION>
<S>             <C>   
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       MAR 31-1998
<PERIOD-START>  APR-01-1997
<PERIOD-END>    MAR 31-1998
<INVESTMENTS-AT-COST>   192,500,813
<INVESTMENTS-AT-VALUE>  234,985,901
<RECEIVABLES>   2,874,473
<ASSETS-OTHER>  270,836
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  238,131,210
<PAYABLE-FOR-SECURITIES>        3,550,955
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       760,913
<TOTAL-LIABILITIES>     4,311,868
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        2,347,268
<SHARES-COMMON-STOCK>   166,810
<SHARES-COMMON-PRIOR>   129,121
<ACCUMULATED-NII-CURRENT>       1,116
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> 18,136
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        410,875
<NET-ASSETS>    2,777,395
<DIVIDEND-INCOME>       44,562
<INTEREST-INCOME>       51,934
<OTHER-INCOME>  0
<EXPENSES-NET>  (44,966)
<NET-INVESTMENT-INCOME> 51,530
<REALIZED-GAINS-CURRENT>        67,777
<APPREC-INCREASE-CURRENT>       361,654
<NET-CHANGE-FROM-OPS>   480,961
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       (49,486)
<DISTRIBUTIONS-OF-GAINS>        (50,154)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 80,905
<NUMBER-OF-SHARES-REDEEMED>     (49,433)
<SHARES-REINVESTED>     6,217
<NET-CHANGE-IN-ASSETS>  1,008,722
<ACCUMULATED-NII-PRIOR> (1,958)
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (15,706)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (45,025)
<AVERAGE-NET-ASSETS>    2,094,375
<PER-SHARE-NAV-BEGIN>   13.7
<PER-SHARE-NII> 0.38
<PER-SHARE-GAIN-APPREC> 3.27
<PER-SHARE-DIVIDEND>    (0.36)
<PER-SHARE-DISTRIBUTIONS>       (0.34)
<RETURNS-OF-CAPITAL>    0
<PER-SHARE-NAV-END>     16.65
<EXPENSE-RATIO> 2.15
<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 AMERICAN RETIREMENT FUND CLASS C
       
<CAPTION>
<S>             <C>   
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       MAR 31-1998
<PERIOD-START>  APR-01-1997
<PERIOD-END>    MAR 31-1998
<INVESTMENTS-AT-COST>   192,500,813
<INVESTMENTS-AT-VALUE>  234,985,901
<RECEIVABLES>   2,874,473
<ASSETS-OTHER>  270,836
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  238,131,210
<PAYABLE-FOR-SECURITIES>        3,550,955
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       760,913
<TOTAL-LIABILITIES>     4,311,868
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        26,838,646
<SHARES-COMMON-STOCK>   2,621,505
<SHARES-COMMON-PRIOR>   2,710,150
<ACCUMULATED-NII-CURRENT>       278,534
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> 584,009
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        16,084,718
<NET-ASSETS>    43,785,907
<DIVIDEND-INCOME>       844,521
<INTEREST-INCOME>       990,861
<OTHER-INCOME>  0
<EXPENSES-NET>  (455,936)
<NET-INVESTMENT-INCOME> 1,379,446
<REALIZED-GAINS-CURRENT>        1,280,908
<APPREC-INCREASE-CURRENT>       7,175,189
<NET-CHANGE-FROM-OPS>   9,835,543
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       (1,312,760)
<DISTRIBUTIONS-OF-GAINS>        (874,184)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 542,883
<NUMBER-OF-SHARES-REDEEMED>     (749,260)
<SHARES-REINVESTED>     117,732
<NET-CHANGE-IN-ASSETS>  6,542,852
<ACCUMULATED-NII-PRIOR> 192,178
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (299,283)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (457,056)
<AVERAGE-NET-ASSETS>    39,982,832
<PER-SHARE-NAV-BEGIN>   13.74
<PER-SHARE-NII> 0.55
<PER-SHARE-GAIN-APPREC> 3.27
<PER-SHARE-DIVIDEND>    (0.52)
<PER-SHARE-DISTRIBUTIONS>       (0.34)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     16.70
<EXPENSE-RATIO> 1.14
<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 BALANCED FUND CLASS A
       
<CAPTION>
<S>             <C>  
<PERIOD-TYPE>   8-MOS
<FISCAL-YEAR-END>       JAN-23-1998
<PERIOD-START>  APR-01-1997
<PERIOD-END>    JAN-23-1998
<INVESTMENTS-AT-COST>   1,280,624,600
<INVESTMENTS-AT-VALUE>  1,897,588,085
<RECEIVABLES>   27,558,033
<ASSETS-OTHER>  1,364,324
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  1,926,510,442
<PAYABLE-FOR-SECURITIES>        24,812,113
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       4,544,588
<TOTAL-LIABILITIES>     29,356,701
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        1,218,146,246
<SHARES-COMMON-STOCK>   99,290,770
<SHARES-COMMON-PRIOR>   0
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  (3,075,555)
<ACCUMULATED-NET-GAINS> 504,583
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        61,844,174
<NET-ASSETS>    1,277,419,448
<DIVIDEND-INCOME>       3,086,188
<INTEREST-INCOME>       7,296,960
<OTHER-INCOME>  0
<EXPENSES-NET>  (2,432,834)
<NET-INVESTMENT-INCOME> 7,950,314
<REALIZED-GAINS-CURRENT>        16,903,289
<APPREC-INCREASE-CURRENT>       61,844,174
<NET-CHANGE-FROM-OPS>   86,697,777
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       (12,029,418)
<DISTRIBUTIONS-OF-GAINS>        (25,111,250)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 101,581,995
<NUMBER-OF-SHARES-REDEEMED>     (4,919,924)
<SHARES-REINVESTED>     2,628,699
<NET-CHANGE-IN-ASSETS>  1,274,892,849
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (1,060,747)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (2,434,093)
<AVERAGE-NET-ASSETS>    1,259,450,501
<PER-SHARE-NAV-BEGIN>   12.36
<PER-SHARE-NII> 0.08
<PER-SHARE-GAIN-APPREC> 0.81
<PER-SHARE-DIVIDEND>    (0.12)
<PER-SHARE-DISTRIBUTIONS>       (0.26)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     12.87
<EXPENSE-RATIO> 0.99
<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 BALANCED FUND CLASS B
       
<CAPTION>
<S>             <C>  
<PERIOD-TYPE>   8-MOS
<FISCAL-YEAR-END>       JAN-23-1998
<PERIOD-START>  APR-01-1997
<PERIOD-END>    JAN-23-1998
<INVESTMENTS-AT-COST>   1,280,624,600
<INVESTMENTS-AT-VALUE>  1,897,588,085
<RECEIVABLES>   27,558,033
<ASSETS-OTHER>  1,364,324
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  1,926,510,442
<PAYABLE-FOR-SECURITIES>        24,812,113
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       4,544,588
<TOTAL-LIABILITIES>     29,356,701
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        7,256,434
<SHARES-COMMON-STOCK>   45,003,516
<SHARES-COMMON-PRIOR>   125,534,120
<ACCUMULATED-NII-CURRENT>       5,831,008
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> 42,656,811
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        523,929,657
<NET-ASSETS>    579,673,910
<DIVIDEND-INCOME>       13,354,154
<INTEREST-INCOME>       27,599,502
<OTHER-INCOME>  0
<EXPENSES-NET>  (13,814,973)
<NET-INVESTMENT-INCOME> 27,138,683
<REALIZED-GAINS-CURRENT>        109,587,124
<APPREC-INCREASE-CURRENT>       7,796,698
<NET-CHANGE-FROM-OPS>   144,522,506
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       (25,630,818)
<DISTRIBUTIONS-OF-GAINS>        (168,719,950)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 18,533,929
<NUMBER-OF-SHARES-REDEEMED>     (15,656,468)
<SHARES-REINVESTED>     111,566,489
<NET-CHANGE-IN-ASSETS>  1,355,590,898
<ACCUMULATED-NII-PRIOR> 3,239,562
<ACCUMULATED-GAINS-PRIOR>       92,401,815
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (4,144,703)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (13,816,332)
<AVERAGE-NET-ASSETS>    1,359,892,714
<PER-SHARE-NAV-BEGIN>   12.95
<PER-SHARE-NII> 0.35
<PER-SHARE-GAIN-APPREC> 1.44
<PER-SHARE-DIVIDEND>    (0.27)
<PER-SHARE-DISTRIBUTIONS>       (1.59)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     12.88
<EXPENSE-RATIO> 1.35
<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 BALANCED FUND CLASS C
       
<CAPTION>
<S>             <C>  
<PERIOD-TYPE>   8-MOS
<FISCAL-YEAR-END>       JAN-23-1998
<PERIOD-START>  APR-01-1997
<PERIOD-END>    JAN-23-1998
<INVESTMENTS-AT-COST>   1,280,624,600
<INVESTMENTS-AT-VALUE>  1,897,588,085
<RECEIVABLES>   27,558,033
<ASSETS-OTHER>  1,364,324
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  1,926,510,442
<PAYABLE-FOR-SECURITIES>        24,812,113
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       4,544,588
<TOTAL-LIABILITIES>     29,356,701
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        826,858
<SHARES-COMMON-STOCK>   64,372
<SHARES-COMMON-PRIOR>   0
<ACCUMULATED-NII-CURRENT>       939
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> 12,511
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        (11,111)
<NET-ASSETS>    829,197
<DIVIDEND-INCOME>       1,588
<INTEREST-INCOME>       3,475
<OTHER-INCOME>  0
<EXPENSES-NET>  2,136
<NET-INVESTMENT-INCOME> 2,927
<REALIZED-GAINS-CURRENT>        8,194
<APPREC-INCREASE-CURRENT>       (11,111)
<NET-CHANGE-FROM-OPS>   10
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       (2,502)
<DISTRIBUTIONS-OF-GAINS>        (135)
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 65,852
<NUMBER-OF-SHARES-REDEEMED>     (1,672)
<SHARES-REINVESTED>     192
<NET-CHANGE-IN-ASSETS>  780,115
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   526
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (2,137)
<AVERAGE-NET-ASSETS>    643,529
<PER-SHARE-NAV-BEGIN>   12.01
<PER-SHARE-NII> 0.10
<PER-SHARE-GAIN-APPREC> 1.12
<PER-SHARE-DIVIDEND>    (0.09)
<PER-SHARE-DISTRIBUTIONS>       (0.26)
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     12.88
<EXPENSE-RATIO> 1.76
<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 BALANCED FUND CLASS Y
       
<CAPTION>
<S>             <C>  
<PERIOD-TYPE>   8-MOS
<FISCAL-YEAR-END>       JAN-23-1998
<PERIOD-START>  APR-01-1997
<PERIOD-END>    JAN-23-1998
<INVESTMENTS-AT-COST>   1,280,624,600
<INVESTMENTS-AT-VALUE>  1,897,588,085
<RECEIVABLES>   27,558,033
<ASSETS-OTHER>  1,364,324
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  1,926,510,442
<PAYABLE-FOR-SECURITIES>        24,812,113
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       4,544,588
<TOTAL-LIABILITIES>     29,356,701
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        6,227,005
<SHARES-COMMON-STOCK>   45,003,516
<SHARES-COMMON-PRIOR>   0
<ACCUMULATED-NII-CURRENT>       23,498
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> 807,153
<OVERDISTRIBUTION-GAINS>        0
<ACCUM-APPREC-OR-DEPREC>        32,173,530
<NET-ASSETS>    39,231,186
<DIVIDEND-INCOME>       100,059
<INTEREST-INCOME>       208,317
<OTHER-INCOME>  0
<EXPENSES-NET>  54,550
<NET-INVESTMENT-INCOME> 253,826
<REALIZED-GAINS-CURRENT>        522,616
<APPREC-INCREASE-CURRENT>       32,173,530
<NET-CHANGE-FROM-OPS>   32,949,972
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       (263,102)
<DISTRIBUTIONS-OF-GAINS>        0
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> 4,211,186
<NUMBER-OF-SHARES-REDEEMED>     (1,167,179)
<SHARES-REINVESTED>     6,722
<NET-CHANGE-IN-ASSETS>  69,121,291
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   (31,597)
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> (54,591)
<AVERAGE-NET-ASSETS>    41,131,470
<PER-SHARE-NAV-BEGIN>   12.08
<PER-SHARE-NII> 0.08
<PER-SHARE-GAIN-APPREC> 1.05
<PER-SHARE-DIVIDEND>    (0.09)
<PER-SHARE-DISTRIBUTIONS>       (0.26)
<RETURNS-OF-CAPITAL>    0
<PER-SHARE-NAV-END>     12.86
<EXPENSE-RATIO> 0.75
<AVG-DEBT-OUTSTANDING>  0
<AVG-DEBT-PER-SHARE>    0
        

</TABLE>


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