EVERGREEN EQUITY TRUST /DE/
485BPOS, 1998-08-03
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                                                       1933 Act No. 333-37453
                                                       1940 Act No. 811-08413

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    Form N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933                     [ ]
    Pre-Effective Amendment No.                                             [ ] 
    Post-Effective Amendment No. 7                                          [X] 

                                     and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940             [ ]
     Amendment No. 6                                                        [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 3, 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. 7
                                       to
                             REGISTRATION STATEMENT

      This Post-Effective Amendment No. 7 to Registrant's Registration Statement
Nos.  333-37453/811-08413  consists of the following pages, items of information
and documents:


                                The Facing Sheet

                               The Contents Page

                           The Cross-Reference Sheet


                                     PART A
                                     ------
               Prospectuses for Evergreen Aggressive Growth Fund,
        Evergreen Fund, Evergreen Micro Cap Fund, Evergreen Omega Fund,
      Evergreen Small Company Growth Fund, Evergreen Strategic Growth Fund
            and Evergreen Stock Selector Fund are contained herein.

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

     Prospectuses for the following fund are contained in Registration
           Statement No. 333-37453/811-08413 filed on June 12, 1998:
                      Evergreen Tax Strategic Equity Fund.

       Prospectuses for the following funds are contained in Registration
          Statement No. 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 B
                                     ------

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

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

         Statement of Additional Information for the following fund is
          contained in Registration Statement No. 333-37453/811-08413
          filed on June 12, 1998: Evergreen Tax Strategic Equity Fund.

    Statement of Additional Information for the following funds is contained
  in Registration Statement No. 333-37453/811-08413 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.                                     
                                               
Part A                                            Location in Prospectus(es)
- ------                                            --------------------------
<S>                                               <C>
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

                                                  
Part B                                            Location in Statement of 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

<PAGE>

 
- -------------------------------------------------------------------------------
PROSPECTUS                        
                               February 1, 1998, as amended August 3, 1998     
- -------------------------------------------------------------------------------
 
EVERGREEN DOMESTIC GROWTH FUNDS                            [LOGO OF EVERGREEN 
                                                         FUNDS(SM) APPEARS HERE]
- -------------------------------------------------------------------------------
 
EVERGREEN FUND
EVERGREEN MICRO CAP FUND
EVERGREEN AGGRESSIVE GROWTH FUND
EVERGREEN OMEGA FUND
EVERGREEN SMALL COMPANY GROWTH FUND
EVERGREEN STRATEGIC GROWTH FUND
EVERGREEN STOCK SELECTOR FUND
(EACH A "FUND;" TOGETHER, THE "FUNDS")
 
CLASS A SHARES
CLASS B SHARES
CLASS C SHARES
 
     The Funds are designed to provide investors with a selection of
investment alternatives which seek to provide capital growth and
diversification. 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
February 1, 1998, as amended August 1, 1998, 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 Funds at (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.     
 
AN INVESTMENT IN THE FUNDS IS NOT A DEPOSIT OR OBLIGATION OF ANY BANK, IS NOT
ENDORSED OR GUARANTEED BY ANY BANK, AND IS NOT INSURED OR OTHERWISE PROTECTED
BY THE U.S. GOVERNMENT, THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL
RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY AND INVOLVES RISK, INCLUDING THE
POSSIBLE LOSS OF PRINCIPAL.
 
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION 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
<PAGE>
 
                               TABLE OF CONTENTS
 
<TABLE>   
<S>                                                                     <C>
EXPENSE INFORMATION....................................................   3

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

DESCRIPTION OF THE FUNDS...............................................  17
   Investment Objectives and Policies..................................  17
   Investment Practices and Restrictions...............................  19

ORGANIZATION AND SERVICE PROVIDERS.....................................  23
   Organization........................................................  23
   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 below are designed to help you understand the
various expenses that you will bear, directly or indirectly, when you invest
in a Fund. Shareholder transaction expenses are fees paid directly from your
account when you buy or sell shares of a Fund.     
 
<TABLE>   
<CAPTION>
SHAREHOLDER TRANSACTION EXPENSES   CLASS A SHARES CLASS B SHARES CLASS C SHARES
- --------------------------------   -------------- -------------- --------------
<S>                                <C>            <C>            <C>
Maximum Sales Charge Imposed on
 Purchases                             4.75%           None           None
(as a % of offering price)
Maximum Contingent Deferred Sales
 Charge (as a % of original
 purchase price or redemption
 proceeds, whichever is lower)          None(1)          5%(2)          1%(2)
</TABLE>    
   
     Annual operating expenses reflect the normal operating expenses of a
Fund, and include costs such as management, distribution and other fees. The
tables below show for each of EVERGREEN FUND, EVERGREEN MICRO CAP FUND,
EVERGREEN AGGRESSIVE GROWTH FUND and EVERGREEN OMEGA FUND actual annual
operating expenses for the fiscal period ended September 30, 1997. The annual
operating expenses for EVERGREEN SMALL COMPANY GROWTH FUND, EVERGREEN
STRATEGIC GROWTH FUND and EVERGREEN STOCK SELECTOR FUND have been estimated
for the fiscal period ending September 30, 1998. The examples show what you
would pay if you invested $1,000 over the periods indicated. The examples
assume that you reinvest all of your dividends and that a Fund's average
annual return will be 5%. THE EXAMPLES ARE FOR ILLUSTRATION PURPOSES ONLY AND
SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE EXPENSES OR ANNUAL
RETURN. A FUND'S ACTUAL EXPENSES AND RETURNS WILL VARY. For a more complete
description of the various costs and expenses borne by a Fund see
"Organization and Service Providers."     
 
EVERGREEN FUND
<TABLE>   
<CAPTION>
                                                                                                EXAMPLES                       
                                                                                                --------                        
                                                                                   ASSUMING REDEMPTION      ASSUMING            
                 ANNUAL OPERATING EXPENSES                                          AT END OF PERIOD      NO REDEMPTION         
                 ----------------------------                                    ----------------------- ---------------        
                 CLASS A   CLASS B   CLASS C                                     CLASS A CLASS B CLASS C CLASS B CLASS C        
                 --------  --------  --------                                    ------- ------- ------- ------- -------        
<S>              <C>       <C>       <C>                         <C>             <C>     <C>     <C>     <C>     <C>            
Management Fees      0.92%     0.92%     0.92%                   After 1 Year     $ 61    $ 72    $ 32    $ 22    $ 22          
12b-1 Fees (3)       0.25%     1.00%     1.00%                   After 3 Years    $ 90    $ 97    $ 68    $ 67    $ 68          
Other Expenses       0.23%     0.23%     0.24%                   After 5 Years    $120    $135    $116    $115    $116          
                  --------  --------  --------                   After 10 Years   $207    $220    $249    $220    $249          
Total                1.40%     2.15%     2.16%                
                  ========  ========  ========                   
</TABLE>    
 
EVERGREEN MICRO CAP FUND
<TABLE>   
<CAPTION>
                                                                                               EXAMPLES                 
                                                                                               --------                 
                                                                                ASSUMING REDEMPTION AT    ASSUMING NO   
                 ANNUAL OPERATING EXPENSES                                           END OF PERIOD        REDEMPTION    
                 ----------------------------                                   ----------------------- --------------- 
                 CLASS A   CLASS B   CLASS C                                    CLASS A CLASS B CLASS C CLASS B CLASS C 
                 --------  --------  --------                                   ------- ------- ------- ------- ------- 
<S>              <C>       <C>       <C>                        <C>             <C>     <C>     <C>     <C>     <C>     
Management Fees      1.00%     1.00%     1.00%                  After 1 Year     $ 65    $ 76    $ 36    $ 26    $ 26   
12b-1 Fees (3)       0.25%     1.00%     1.00%                  After 3 Years    $101    $111    $ 80    $ 81    $ 80   
Other Expenses       0.54%     0.59%     0.56%                  After 5 Years    $140    $158    $136    $138    $136   
                  --------  --------  --------                  After 10 Years   $248    $263    $290    $263    $290    
Total                1.79%     2.59%     2.56%
                  ========  ========  ========
</TABLE>    
 
EVERGREEN AGGRESSIVE GROWTH FUND
<TABLE>   
<CAPTION>
                                                                                               EXAMPLES                  
                                                                                               --------                  
                                                                                ASSUMING REDEMPTION AT    ASSUMING NO    
                 ANNUAL OPERATING EXPENSES                                           END OF PERIOD        REDEMPTION     
                 ----------------------------                                   ----------------------- ---------------  
                 CLASS A   CLASS B   CLASS C                                    CLASS A CLASS B CLASS C CLASS B CLASS C  
                 --------  --------  --------                                   ------- ------- ------- ------- -------  
<S>              <C>       <C>       <C>                        <C>             <C>     <C>     <C>     <C>     <C>      
Management Fees      0.60%     0.60%     0.60%                  After 1 Year     $ 60    $ 71    $ 31    $ 21    $ 21    
12b-1 Fees (3)       0.25%     1.00%     1.00%                  After 3 Years    $ 86    $ 93    $ 63    $ 63    $ 63    
Other Expenses       0.41%     0.42%     0.42%                  After 5 Years    $113    $129    $109    $109    $109    
                  --------  --------  --------                  After 10 Years   $193    $206    $235    $206    $235     
Total                1.26%     2.02%     2.02%
                  ========  ========  ========
</TABLE>    
 
                                       3
<PAGE>
 
EVERGREEN OMEGA FUND
<TABLE>   
<CAPTION>
                                                                                   EXAMPLES                  
                                                                                   --------                  
                                                                    ASSUMING REDEMPTION AT    ASSUMING NO    
                 ANNUAL OPERATING EXPENSES                               END OF PERIOD        REDEMPTION     
                 ----------------------------                       ----------------------- ---------------  
                 CLASS A   CLASS B   CLASS C                        CLASS A CLASS B CLASS C CLASS B CLASS C  
                 --------  --------  --------                       ------- ------- ------- ------- -------  
<S>              <C>       <C>       <C>        <C>                 <C>     <C>     <C>     <C>     <C>      
Management Fees      0.74%     0.74%     0.74%  After 1 Year         $ 60    $ 72    $ 32    $ 22    $ 22    
12b-1 Fees (3)       0.25%     1.00%     1.00%  After 3 Years        $ 87    $ 98    $ 68    $ 68    $ 68    
Other Expenses       0.33%     0.44%     0.44%  After 5 Years        $116    $137    $117    $117    $117    
                  --------  --------  --------  After 10 Years       $199    $219    $251    $219    $251     
Total                1.32%     2.18%     2.18%                  
                  ========  ========  ========
</TABLE>    
 
EVERGREEN SMALL COMPANY GROWTH FUND
<TABLE>   
<CAPTION>
                                                
                                                                               EXAMPLES                   
                                                                               --------                    
                                                                ASSUMING REDEMPTION AT    ASSUMING NO     
                 ANNUAL OPERATING EXPENSES                           END OF PERIOD        REDEMPTION      
                 ----------------------------                   ----------------------- ---------------   
                 CLASS A   CLASS B   CLASS C                    CLASS A CLASS B CLASS C CLASS B CLASS C   
                 --------  --------  --------                   ------- ------- ------- ------- -------   
<S>              <C>       <C>       <C>        <C>             <C>     <C>     <C>     <C>     <C>        
Management Fees      0.48%     0.48%     0.48%  
12b-1 Fees (3)       0.25%     1.00%     1.00%  After 1 Year     $ 57    $ 68    $ 28    $ 18    $ 18   
Other Expenses       0.29%     0.29%     0.29%  After 3 Years    $ 78    $ 86    $ 56    $ 56    $ 56   
                  --------  --------  --------  After 5 Years    $101    $116    $ 96    $ 96    $ 96   
Total                1.02%     1.77%     1.77%  After 10 Years   $166    $179    $208    $179    $208    
                  ========  ========  ========
</TABLE>    
 
EVERGREEN STRATEGIC GROWTH FUND
<TABLE>   
<CAPTION>
                                                                               EXAMPLES                   
                                                                               --------                   
                                                                ASSUMING REDEMPTION AT    ASSUMING NO     
                 ANNUAL OPERATING EXPENSES                           END OF PERIOD        REDEMPTION      
                 ----------------------------                   ----------------------- ---------------   
                 CLASS A   CLASS B   CLASS C                    CLASS A CLASS B CLASS C CLASS B CLASS C   
                 --------  --------  --------                   ------- ------- ------- ------- -------   
<S>              <C>       <C>       <C>        <C>             <C>     <C>     <C>     <C>     <C>       
Management Fees      0.53%     0.53%     0.53%  
12b-1 Fees (3)       0.25%     1.00%     1.00%  After 1 Year     $ 58    $ 69    $ 29    $ 19    $ 19      
Other Expenses       0.32%     0.32%     0.32%  After 3 Years    $ 81    $ 88    $ 58    $ 58    $ 58      
                  --------  --------  --------  After 5 Years    $105    $120    $100    $100    $100      
Total                1.10%     1.85%     1.85%  After 10 Years   $175    $188    $217    $188    $217       
                  ========  ========  ========
</TABLE>    
 
EVERGREEN STOCK SELECTOR FUND
<TABLE>   
<CAPTION>
                                                                         EXAMPLES                   
                                                                         --------                   
                    ANNUAL OPERATING                      ASSUMING REDEMPTION AT    ASSUMING NO     
                        EXPENSES                               END OF PERIOD        REDEMPTION      
                 -----------------------                  ----------------------- ---------------   
                 CLASS A CLASS B CLASS C                  CLASS A CLASS B CLASS C CLASS B CLASS C   
                 ------- ------- -------                  ------- ------- ------- ------- -------   
<S>              <C>     <C>     <C>       <C>            <C>     <C>     <C>     <C>     <C>       
Management Fees                            
 (After                                    
 Waiver)(4)       0.65%   0.65%   0.65%    After 1 year     $59     $70     $30     $20     $20      
12b-1 Fees (3)    0.25%   1.00%   1.00%    After 3 years    $83     $91     $61     $61     $61       
Other Expenses    0.28%   0.28%   0.28%    
                  -----   -----   -----    
Total (4)         1.18%   1.93%   1.93%
                  =====   =====   =====
</TABLE>    
- -------
(1) Investments of $1 million or more are not subject to a front-end sales
    charge, but may be subject to a contingent deferred sales charge upon
    redemption within one year after the month of purchase.
(2) The deferred sales charge on Class B shares declines from 5% to 1% on
    amounts redeemed within six years after the month of purchase. The
    deferred sales charge on Class C shares is 1% on amounts redeemed within
    one year after the month of purchase. No sales charge is imposed on
    redemptions made thereafter. See "Purchase and Redemption of Shares" for
    more information.
(3) Long-term shareholders may pay more than the economic equivalent front-end
    sales charges permitted by the National Association of Securities Dealers,
    Inc.
   
(4) The management fee has been reduced from .74% to reflect the voluntary
    waiver by the investment advisor. This voluntary waiver can be terminated
    at any time. The investment advisor has undertaken to limit the Fund's
    Total Annual Operating Expenses for a period of at least two years from
    the date of this prospectus to 1.27%, 2.02% and 2.02% of the average daily
    net assets of the Fund's Class A, Class B and Class C shares,
    respectively. Absent the management fee waiver and the limitation on Total
    Annual Operating Expenses, such estimated expenses for the fiscal period
    ending September 30, 1998 will be 1.27%, 2.02% and 2.02% of the average
    daily net assets of the Fund's Class A, Class B and Class C shares,
    respectively.     
 
                                       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, for EVERGREEN FUND has been audited by
PricewaterhouseCoopers LLP, the Fund's independent auditors. The information
in the tables for EVERGREEN MICRO CAP FUND for the fiscal years ended
September 30, 1997 and 1996 has been audited by PricewaterhouseCoopers LLP,
the Fund's current independent auditors. The information in the tables for the
Fund's fiscal period ended September 30, 1995 was audited by the Fund's prior
independent auditors. The information in the tables for EVERGREEN AGGRESSIVE
GROWTH FUND for the fiscal periods ended September 30, 1997 through 1995 has
been audited by PricewaterhouseCoopers LLP, the Fund's current independent
auditors. The information in the tables for each of the years in the six-year
period ended October 31, 1994, the ten months ended October 31, 1988 and for
the year ended December 31, 1987 was audited by the Fund's prior independent
auditors. The information in the tables for EVERGREEN OMEGA FUND for the
fiscal period ended September 30, 1997 and for each of the years in the eight-
year period ended December 31, 1996 for Class A shares, for the fiscal period
ended September 30, 1997 and for each of the years in the three-year period
ended December 31, 1996, and the period from August 2, 1993 (date of initial
public offering) to December 31, 1993 for Class B and Class C shares has been
audited by KPMG Peat Marwick LLP, the Fund's independent auditors. The
information in the tables for each of the years in the two-year period ended
December 31, 1988 for Class A shares was audited by the Fund's prior
independent auditors. The information in the tables for EVERGREEN SMALL
COMPANY GROWTH FUND for the fiscal period ended September 30, 1997 and for
each of the years in the ten-year period ended May 31, 1996 was audited by
KPMG Peat Marwick LLP, the Fund's current independent auditors. The
information in the tables for EVERGREEN STRATEGIC GROWTH FUND for the fiscal
period ended September 30, 1997 and for each of the years in the ten-year
period ended October 31, 1996 was audited by KPMG Peat Marwick LLP, the Fund's
current independent auditors. The information in the tables for EVERGREEN
STOCK SELECTOR FUND (formerly Core Equity Fund, a portfolio of CoreFunds,
Inc., and reorganized into EVERGREEN STOCK SELECTOR FUND in July 1998) for the
fiscal periods ended June 30, 1997 and 1996 was audited by Ernst & Young LLP,
independent auditors. The information in the tables for each of the periods in
the six-year period ended October 31, 1995 was audited by the Fund's prior
independent auditors. Class A and Class C shares of EVERGREEN SMALL COMPANY
GROWTH FUND and EVERGREEN STRATEGIC GROWTH FUND were not offered until January
20, 1998, and Class B and Class C shares of EVERGREEN STOCK SELECTOR FUND are
offered only as of the date of this prospectus. Therefore, no financial
highlights are currently available for those shares. A report of
PricewaterhouseCoopers LLP, KPMG Peat Marwick LLP, or Ernst & Young LLP as the
case may be, on the audited information with respect to each Fund is
incorporated by reference in the SAI. The following information for each Fund
should be read in conjunction with the financial statements and related notes
which are incorporated by reference in the SAI.     
 
     Further information about each Fund's performance is contained in the
Fund's Annual Report to shareholders, which may be obtained without charge.
 
                                       5
<PAGE>
 
   
EVERGREEN FUND -- CLASS A AND B SHARES     
 
<TABLE>   
<CAPTION>
                                       CLASS A SHARES                                CLASS B SHARES
                          --------------------------------------------  --------------------------------------------
                            SIX MONTHS                                    SIX MONTHS
                               ENDED      YEAR ENDED SEPTEMBER 30,           ENDED      YEAR ENDED SEPTEMBER 30,
                          MARCH 31, 1998# ----------------------------  MARCH 31, 1998# ----------------------------
                            (UNAUDITED)    1997#      1996     1995*      (UNAUDITED)    1997#      1996     1995*
                          --------------- --------  --------  --------  --------------- --------  --------  --------
<S>                       <C>             <C>       <C>       <C>       <C>             <C>       <C>       <C>
PER SHARE DATA:
Net asset value
 beginning of year......       $22.96       $17.64    $15.55   $11.97        $22.69       $17.49    $15.48   $11.97
                              -------     --------  --------  -------       -------     --------  --------  -------
Income from investment
 operations:
 Net investment income..         0.03         0.11      0.12     0.01         (0.05)       (0.03)    (0.03)   (0.02)
 Net realized and
  unrealized gain on
  investments...........         2.73         5.71      2.61     3.57          2.71         5.64      2.64     3.53
                              -------     --------  --------  -------       -------     --------  --------  -------
Total from investment
 operations.............         2.76         5.82      2.73     3.58          2.66         5.61      2.61     3.51
                              -------     --------  --------  -------       -------     --------  --------  -------
Less distributions from:
 Net investment income..        (0.10)       (0.09)    (0.06)       0             0            0     (0.02)       0
 Net realized gain on
  investments...........        (0.50)       (0.41)    (0.58)       0         (0.50)       (0.41)    (0.58)       0
                              -------     --------  --------  -------       -------     --------  --------  -------
Total distributions.....        (0.60)       (0.50)    (0.64)       0         (0.50)       (0.41)    (0.60)       0
                              -------     --------  --------  -------       -------     --------  --------  -------
Net asset value end of
 year...................       $25.12       $22.96    $17.64   $15.55        $24.85       $22.69    $17.49   $15.48
                              =======     ========  ========  =======       =======     ========  ========  =======
TOTAL RETURN+...........       12.35%       33.72%    18.07%   29.91%        11.98%       32.69%    17.29%   29.32%
RATIOS & SUPPLEMENTAL
 DATA:
Ratios to average net
 assets:
 Total expenses.........        1.44%++      1.40%     1.45%    1.70%++       2.19%++      2.15%     2.18%    2.32%++
 Total expenses,
  excluding indirectly
  paid expenses.........        1.44%++      1.40%       N/A      N/A         2.19%++      2.15%       N/A      N/A
 Total expenses,
  excluding fee waivers
  & expense
  reimbursements........          N/A          N/A       N/A    1.75%++         N/A          N/A       N/A    2.34%++
 Net investment income..        0.23%++      0.58%     0.63%    0.13%++      (0.52%)++    (0.16%)   (0.10%)  (0.48%)++
Portfolio turnover
 rate...................           4%          12%       15%      19%            4%          12%       15%      19%
Average commission rate
 paid per share.........      $0.0571      $0.0577   $0.0603      N/A       $0.0571      $0.0577   $0.0603      N/A
NET ASSETS END OF YEAR
 (MILLIONS).............         $219         $161       $87      $29          $664         $503      $254      $74
</TABLE>    
   
EVERGREEN FUND -- CLASS C SHARES     
 
<TABLE>   
<CAPTION>
                                               CLASS C SHARES
                                  --------------------------------------------
                                    SIX MONTHS
                                       ENDED      YEAR ENDED SEPTEMBER 30,
                                  MARCH 31, 1998# ----------------------------
                                    (UNAUDITED)    1997#      1996     1995*
                                  --------------- --------  --------  --------
<S>                               <C>             <C>       <C>       <C>
PER SHARE DATA:
Net asset value beginning of
 year...........................       $22.66       $17.47    $15.48   $11.97
                                      -------     --------  --------  -------
Income from investment
 operations:
 Net investment income..........        (0.03)       (0.04)        0    (0.01)
 Net realized and unrealized
  gain on investments...........         2.67         5.64      2.61     3.52
                                      -------     --------  --------  -------
Total from investment
 operations.....................         2.64         5.60      2.61     3.51
                                      -------     --------  --------  -------
Less distributions from:
 Net investment income..........            0            0     (0.04)       0
 Net realized gain on
  investments...................        (0.50)       (0.41)    (0.58)       0
                                      -------     --------  --------  -------
Total distributions.............        (0.50)       (0.41)    (0.62)    0.00
                                      -------     --------  --------  -------
Net asset value end of year.....       $24.80       $22.66    $17.47   $15.48
                                      =======     ========  ========  =======
TOTAL RETURN+...................       11.91%       32.67%    17.29%   29.32%
RATIOS & SUPPLEMENTAL DATA:
Ratios to average net assets:
 Total expenses.................        2.19%++      2.16%     2.14%    2.12%++
 Total expenses, excluding
  indirectly paid expenses......        2.19%++      2.16%       N/A      N/A
 Total expenses, excluding fee
  waivers & expense
  reimbursements................          N/A          N/A     2.38%    5.31%++
 Net investment income..........       (0.51%)++    (0.18%)   (0.07%)  (0.31%)++
Portfolio turnover rate.........           4%          12%       15%      19%
Average commission rate paid per
 share..........................      $0.0571      $0.0577   $0.0603      N/A
NET ASSETS END OF YEAR
 (MILLIONS).....................          $13           $9        $6       $2
</TABLE>    
- -------
   
# Net investment income is based on average shares outstanding during the
  period.     
+ Initial sales charge or contingent deferred sales charge is not reflected.
++ Annualized.
* For the period from January 3, 1995 (commencement of class operations) to
  September 30, 1995.
 
                                       6
<PAGE>
 
   
EVERGREEN MICRO CAP FUND -- CLASS A AND B SHARES     
 
<TABLE>   
<CAPTION>
                                      CLASS A SHARES                              CLASS B SHARES
                          -----------------------------------------   -----------------------------------------
                          SIX MONTHS                                  SIX MONTHS
                             ENDED                                       ENDED
                           MARCH 31,    YEAR ENDED SEPTEMBER 30,       MARCH 31,    YEAR ENDED SEPTEMBER 30,
                             1998#     ----------------------------      1998#     ----------------------------
                          (UNAUDITED)   1997#      1996     1995*     (UNAUDITED)   1997#      1996     1995*
                          -----------  --------  --------  --------   -----------  --------  --------  --------
<S>                       <C>          <C>       <C>       <C>        <C>          <C>       <C>       <C>
PER SHARE DATA:
Net asset value
 beginning of year......     $26.68      $17.31    $18.41    $15.76      $26.14      $17.07    $18.30    $15.76
                            -------    --------  --------  --------     -------    --------  --------  --------
Income from investment
 operations:
 Net investment loss....      (0.15)      (0.15)    (0.10)    (0.10)      (0.24)      (0.28)    (0.25)    (0.20)
 Net realized and
  unrealized gain (loss)
  on investments........       2.47        9.52     (0.44)     2.75        2.41        9.35     (0.42)     2.74
                            -------    --------  --------  --------     -------    --------  --------  --------
Total from investment
 operations.............       2.32        9.37     (0.54)     2.65        2.17        9.07     (0.67)     2.54
                            -------    --------  --------  --------     -------    --------  --------  --------
Less distributions from:
 Net realized gain on
  investments...........      (1.39)          0     (0.56)        0       (1.39)          0     (0.56)        0
                            -------    --------  --------  --------     -------    --------  --------  --------
Total distributions.....      (1.39)          0     (0.56)        0       (1.39)          0     (0.56)        0
                            -------    --------  --------  --------     -------    --------  --------  --------
Net asset value end of
 year...................     $27.61      $26.68    $17.31    $18.41      $26.92      $26.14    $17.07    $18.30
                            =======    ========  ========  ========     =======    ========  ========  ========
TOTAL RETURN+...........      9.04%      54.13%    (2.90%)   16.81%       8.64%      53.13%    (3.64%)   16.12%
RATIOS & SUPPLEMENTAL
 DATA:
Ratios to average net
 assets:
 Total expenses.........      1.79%++     1.79%     1.73%     1.51%++     2.54%++     2.59%     2.47%     2.26%++
 Interest expense.......      0.06%++     0.02%     0.02%       N/A       0.06%++     0.02%     0.02%       N/A
 Total expenses,
  excluding indirectly
  paid expenses.........      1.78%++     1.78%       N/A       N/A       2.53%++     2.58%       N/A       N/A
 Total expenses,
  excluding fee waiver &
  expense
  reimbursement.........        N/A         N/A     3.08%     4.33%++       N/A         N/A     3.26%     3.66%++
 Net investment loss....     (1.14%)++   (0.73%)   (0.52%)  (1.03%)++    (1.89%)++   (1.44%)   (1.28%)  (1.77%)++
Portfolio turnover
 rate...................        24%         59%      160%       84%         24%         59%      160%       84%
Average commission rate
 paid per share.........    $0.0523     $0.0543   $0.0465       N/A     $0.0523     $0.0543   $0.0465       N/A
NET ASSETS END OF YEAR
 (THOUSANDS)............     $5,922      $2,438      $903    $1,089      $4,719      $1,713    $1,461    $2,020
</TABLE>    
   
EVERGREEN MICRO CAP FUND -- CLASS C SHARES     
 
<TABLE>   
<CAPTION>
                                                 CLASS C SHARES
                                     -----------------------------------------
                                     SIX MONTHS
                                        ENDED
                                      MARCH 31,    YEAR ENDED SEPTEMBER 30,
                                        1998#     ----------------------------
                                     (UNAUDITED)   1997#      1996     1995*
                                     -----------  --------  --------  --------
<S>                                  <C>          <C>       <C>       <C>
PER SHARE DATA:
Net asset value beginning of year..     $26.16      $17.09    $18.31    $15.76
                                       -------    --------  --------  --------
Income from investment operations:
 Net investment loss...............      (0.25)      (0.25)    (0.35)    (0.20)
 Net realized and unrealized gain
  (loss) on investments............       2.42        9.32     (0.31)     2.75
                                       -------    --------  --------  --------
Total from investment operations...       2.17        9.07     (0.66)     2.55
                                       -------    --------  --------  --------
Less distributions from:
 Net realized gain on investments..      (1.39)          0     (0.56)        0
                                       -------    --------  --------  --------
Total distributions................      (1.39)          0     (0.56)        0
                                       -------    --------  --------  --------
Net asset value end of year........     $26.94      $26.16    $17.09    $18.31
                                       =======    ========  ========  ========
TOTAL RETURN+......................      8.63%      53.07%    (3.58%)   16.18%
RATIOS & SUPPLEMENTAL DATA:
Ratios to average net assets:
 Total expenses....................      2.54%++     2.56%     2.44%     2.25%++
 Interest expense..................      0.06%++     0.02%     0.02%       N/A
 Total expenses, excluding
  indirectly paid expenses.........      2.53%++     2.55%       N/A       N/A
 Total expenses, excluding fee
  waiver & expense reimbursement...        N/A         N/A    32.28%    41.34%++
 Net investment loss...............     (1.93%)++   (1.50%)   (1.35%)  (1.76%)++
Portfolio turnover rate............        24%         59%      160%       84%
Average commission rate paid per
 share.............................    $0.0523     $0.0543   $0.0465       N/A
NET ASSETS END OF YEAR
 (THOUSANDS).......................     $3,721        $261       $27       $62
</TABLE>    
- -------
   
# Net investment income is based on average shares outstanding during the
  period.     
* For the period from January 3, 1995 (commencement of class operations) to
  September 30, 1995.
+ Initial sales charge or contingent deferred sales charge is not reflected.
++ Annualized.
 
                                       7
<PAGE>
 
EVERGREEN AGGRESSIVE GROWTH FUND -- CLASS A SHARES
 
<TABLE>   
<CAPTION>
                   SIX MONTHS
                      ENDED             YEAR ENDED
                    MARCH 31,         SEPTEMBER 30,
                      1998#      --------------------------
                   (UNAUDITED)    1997#     1996     1995*
                   -----------   --------  -------  -------
<S>                <C>           <C>       <C>      <C>
PER SHARE DATA:
Net asset value
 beginning of
 year............     $23.48       $21.04   $17.37   $13.85
                    --------     --------  -------  -------
Income from
 investment
 operations:
 Net investment
  loss...........      (0.12)       (0.21)   (0.15)   (0.16)
 Net realized and
  unrealized gain
  (loss) on
  investments....       0.67         2.65     4.46     3.68
                    --------     --------  -------  -------
Total from
 investment
 operations......       0.55         2.44     4.31     3.52
                    --------     --------  -------  -------
Less
 distributions
 from:
 Net realized
  gain on
  investments....      (0.85)           0    (0.64)       0
                    --------     --------  -------  -------
Total
 distributions...      (0.85)           0    (0.64)       0
                    --------     --------  -------  -------
Net asset value
 end of year.....     $23.18       $23.48   $21.04   $17.37
                    ========     ========  =======  =======
TOTAL RETURN+....      2.56%       11.60%   25.62%   25.42%
RATIOS &
 SUPPLEMENTAL
 DATA:
Ratios to average
 net assets:
 Total expenses..      1.27%++      1.26%    1.22%    1.47%++
 Total expenses,
  excluding
  indirectly paid
  expenses.......      1.27%++      1.25%      N/A      N/A
 Net investment
  loss...........     (1.11%)++    (1.05%)  (0.86%)  (1.12%)++
Portfolio
 turnover rate...        28%          56%      33%      31%
Average
 commission rate
 paid per share..    $0.0598      $0.0531  $0.0582      N/A
NET ASSETS END OF
 YEAR
 (THOUSANDS).....   $157,749     $173,982  $96,608  $70,858
<CAPTION>
                                        YEAR ENDED OCTOBER 31,                               YEAR ENDED
                   ------------------------------------------------------------------------ DECEMBER 31,
                   1994#(A)  1993#(A)  1992#(A)  1991#(A)  1990#(A)  1989#(A)  1988**#(A)     1987#(A)
                   --------- --------- --------- --------- --------- --------- ------------ ------------
<S>                <C>       <C>       <C>       <C>       <C>       <C>       <C>          <C>
PER SHARE DATA:
Net asset value
 beginning of
 year............   $14.44    $11.76    $12.22     $7.37    $11.06     $7.62      $7.07         $8.77
                   --------- --------- --------- --------- --------- --------- ------------ ------------
Income from
 investment
 operations:
 Net investment
  loss...........    (0.13)    (0.12)    (0.10)    (0.08)    (0.04)    (0.11)     (0.21)        (0.11)
 Net realized and
  unrealized gain
  (loss) on
  investments....    (0.22)     3.06      1.84      5.59     (2.02)     3.55       0.76         (1.34)
                   --------- --------- --------- --------- --------- --------- ------------ ------------
Total from
 investment
 operations......    (0.35)     2.94      1.74      5.51     (2.06)     3.44       0.55         (1.45)
                   --------- --------- --------- --------- --------- --------- ------------ ------------
Less
 distributions
 from:
 Net realized
  gain on
  investments....    (0.24)    (0.26)    (2.20)    (0.66)    (1.63)        0          0         (0.25)
                   --------- --------- --------- --------- --------- --------- ------------ ------------
Total
 distributions...    (0.24)    (0.26)    (2.20)    (0.66)    (1.63)        0          0         (0.25)
                   --------- --------- --------- --------- --------- --------- ------------ ------------
Net asset value
 end of year.....   $13.85    $14.44    $11.76    $12.22     $7.37    $11.06      $7.62         $7.07
                   ========= ========= ========= ========= ========= ========= ============ ============
TOTAL RETURN+....   (2.42%)   25.31%    17.43%    79.80%   (20.45%)   45.14%      7.78%       (16.51%)
RATIOS &
 SUPPLEMENTAL
 DATA:
Ratios to average
 net assets:
 Total expenses..    1.25%     1.31%     1.44%     1.59%     1.86%     1.78%      2.02%++       1.57%
 Total expenses,
  excluding
  indirectly paid
  expenses.......      N/A       N/A       N/A       N/A       N/A       N/A        N/A           N/A
 Net investment
  loss...........   (0.92%)   (0.92%)   (0.93%)   (0.71%)   (0.49%)   (1.19%)    (1.36%)++     (1.05%)
Portfolio
 turnover rate...      59%       48%       46%      108%      100%      120%        45%           65%
Average
 commission rate
 paid per share..      N/A       N/A       N/A       N/A       N/A       N/A        N/A           N/A
NET ASSETS END OF
 YEAR
 (THOUSANDS).....  $64,635   $58,053   $29,302   $23,509   $14,325   $21,241    $19,900       $25,700
</TABLE>    
- -------
   
# Net investment income is based on average shares outstanding during the
  period.     
++ Annualized.
+ Initial sales charge or contingent deferred sales charge is not reflected.
* For the eleven months ended September 30, 1995. The Fund changed its fiscal
  year end from October 31 to September 30, effective September 30, 1995.
** For the ten months ended October 31, 1988. The Fund changed its fiscal year
   end from December 31 to October 31, effective October 31, 1988.
   
(a) Effective June 30, 1995, Evergreen Aggressive Growth Fund, a new series of
    Evergreen Trust, acquired substantially all of the net assets of ABT
    Emerging Growth Fund. ABT Emerging Growth Fund, which had a fiscal year
    that ended on October 31 was the accounting survivor in the combination.
    Accordingly, the information above includes the results of operations of
    ABT Emerging Growth Fund prior to June 30, 1995.     
 
                                       8
<PAGE>
 
EVERGREEN AGGRESSIVE GROWTH FUND -- CLASS B AND C SHARES
 
<TABLE>   
<CAPTION>
                                     CLASS B SHARES                              CLASS C SHARES
                          -----------------------------------------   ------------------------------------------
                          SIX MONTHS                                  SIX MONTHS
                             ENDED                                       ENDED
                           MARCH 31,   YEAR ENDED SEPTEMBER 30,        MARCH 31,   YEAR ENDED SEPTEMBER 30,
                             1998#     ----------------------------      1998#     -----------------------------
                          (UNAUDITED)   1997#      1996     1995*     (UNAUDITED)   1997#      1996    1995**
                          -----------  --------  --------  --------   -----------  --------  --------  ---------
<S>                       <C>          <C>       <C>       <C>        <C>          <C>       <C>       <C>
PER SHARE DATA:
Net asset value
 beginning of year......     $23.18      $20.89    $17.35   $15.82       $23.16      $20.88    $17.31   $16.42
                            -------    --------  --------  -------      -------    --------  --------  -------
Income from investment
 operations:
 Net investment loss....      (0.20)      (0.37)    (0.16)   (0.03)       (0.20)      (0.36)    (0.15)   (0.01)
 Net realized and
  unrealized gain on
  investments...........       0.67        2.66      4.34     1.56         0.68        2.64      4.36     0.90
                            -------    --------  --------  -------      -------    --------  --------  -------
Total from investment
 operations.............       0.47        2.29      4.18     1.53         0.48        2.28      4.21     0.89
                            -------    --------  --------  -------      -------    --------  --------  -------
Less distributions from:
 Net realized gain on
  investments...........      (0.85)          0     (0.64)       0        (0.85)          0     (0.64)       0
                            -------    --------  --------  -------      -------    --------  --------  -------
Total distributions.....      (0.85)          0     (0.64)       0        (0.85)          0     (0.64)       0
                            -------    --------  --------  -------      -------    --------  --------  -------
Net asset value end of
 year...................     $22.80      $23.18    $20.89   $17.35       $22.79      $23.16    $20.88   $17.31
                            =======    ========  ========  =======      =======    ========  ========  =======
TOTAL RETURN+...........      2.24%      10.96%    24.88%    9.67%        2.29%      10.92%    25.11%    5.42%
RATIOS & SUPPLEMENTAL
 DATA:
Ratios to average net
 assets:
 Total expenses.........      2.04%++     2.02%     1.98%    2.09%++      2.04%++     2.02%     1.96%    2.09%++
 Total expenses,
  excluding indirectly
  paid expenses.........      2.04%++     2.01%       N/A      N/A        2.04%++     2.01%       N/A      N/A
 Net investment loss....     (1.87%)++   (1.80%)   (1.60%)  (1.71%)++    (1.87%)++   (1.80%)   (1.57%)  (1.51%)++
Portfolio turnover
 rate...................        28%         56%       33%      31%          28%         56%       33%      31%
Average commission rate
 paid per share.........    $0.0598     $0.0531   $0.0582      N/A      $0.0598     $0.0531   $0.0582      N/A
Net assets end of year
 (thousands)............    $40,305     $41,167   $21,644   $2,858       $3,767      $3,992      $991     $416
</TABLE>    
- -------
   
# Net investment income is based on average shares outstanding during the
  period.     
* For the period from July 7, 1995 (commencement of class operations) to
  September 30, 1995.
** For the period from August 3, 1995 (commencement of class operations) to
   September 30, 1995.
+ Initial sales charge or contingent deferred sales charge is not reflected.
++ Annualized.
 
                                       9
<PAGE>
 
EVERGREEN OMEGA FUND -- CLASS A SHARES
 
<TABLE>   
<CAPTION>
                   SIX MONTHS
                      ENDED       NINE MONTHS
                    MARCH 31,        ENDED
                      1998#      SEPTEMBER 30,
                   (UNAUDITED)      1997#*
                   -----------   -------------
<S>                <C>           <C>
PER SHARE DATA:
Net asset value
 beginning of
 period..........     $22.69         $19.52
                    --------       --------
Income from
 investment
 operations:
 Net investment
  income (loss)..      (0.04)         (0.03)
 Net realized and
  unrealized gain
  (loss) on
  investments....       3.44           4.05
                    --------       --------
Total from
 investment
 operations......       3.40           4.02
                    --------       --------
Less
 distributions
 from:
 Net realized
  gain on
  investments....      (2.13)         (0.85)
                    --------       --------
Total
 distributions...      (2.13)         (0.85)
                    --------       --------
Net asset value
 end of period...     $23.96         $22.69
                    ========       ========
TOTAL RETURN+....     16.37%         21.45%
RATIOS &
 SUPPLEMENTAL
 DATA:
Ratios to average
 net assets:
 Total expenses..      1.31%++        1.32%++
 Total expenses,
  excluding
  indirectly paid
  expenses.......      1.31%++        1.31%++
 Net investment
  income (loss)..     (0.39%)++      (0.20%)++
Portfolio
 turnover rate...       108%            76%
Average
 commission rate
 paid per
 share...........    $0.0587        $0.0580
NET ASSETS END OF
 PERIOD
 (THOUSANDS).....   $179,362       $162,847
<CAPTION>
                                                YEAR ENDED DECEMBER 31,
                   -------------------------------------------------------------------------------------------
                     1996      1995     1994     1993     1992#    1991     1990     1989     1988     1987
                   --------- --------- -------- -------- -------- -------- -------- -------- -------- --------
<S>                <C>       <C>       <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>
PER SHARE DATA:
Net asset value
 beginning of
 period..........    $19.56    $15.54   $17.11   $15.84   $17.68   $13.37   $16.03   $13.66   $12.08   $13.44
                   --------- --------- -------- -------- -------- -------- -------- -------- -------- --------
Income from
 investment
 operations:
 Net investment
  income (loss)..     (0.06)        0     0.04    (0.07)       0    (0.04)    0.11     0.17   0.30(a)    0.02
 Net realized and
  unrealized gain
  (loss) on
  investments....      2.15      5.58    (1.00)    3.07     0.39     6.92    (0.39)    4.30     1.40     1.11
                   --------- --------- -------- -------- -------- -------- -------- -------- -------- --------
Total from
 investment
 operations......      2.09      5.58    (0.96)    3.00     0.39     6.88    (0.28)    4.47     1.70     1.13
                   --------- --------- -------- -------- -------- -------- -------- -------- -------- --------
Less
 distributions
 from:
 Net realized
  gain on
  investments....     (2.13)    (1.56)   (0.61)   (1.73)   (2.23)   (2.50)   (2.09)   (1.90)       0    (2.25)
                   --------- --------- -------- -------- -------- -------- -------- -------- -------- --------
Total
 distributions...     (2.13)    (1.56)   (0.61)   (1.73)   (2.23)   (2.57)   (2.38)   (2.10)   (0.12)   (2.49)
                   --------- --------- -------- -------- -------- -------- -------- -------- -------- --------
Net asset value
 end of period...    $19.52    $19.56   $15.54   $17.11   $15.84   $17.68   $13.37   $16.03   $13.66   $12.08
                   ========= ========= ======== ======== ======== ======== ======== ======== ======== ========
TOTAL RETURN+....    11.31%    36.94%   (5.66%)  19.33%    4.00%   54.49%   (2.38%)  33.05%   14.05%    8.27%
RATIOS &
 SUPPLEMENTAL
 DATA:
Ratios to average
 net assets:
 Total expenses..     1.33%     1.38%    1.41%    1.51%    1.52%    1.57%    1.73%    1.84%    1.78%    1.99%
 Total expenses,
  excluding
  indirectly paid
  expenses.......     1.32%     1.37%      N/A      N/A      N/A      N/A      N/A      N/A      N/A      N/A
 Net investment
  income (loss)..    (0.29%)    0.00%    0.27%    (.48%)  (0.01%)  (0.31%)   0.70%    1.03%    2.22%    0.13%
Portfolio
 turnover rate...      173%      159%     137%     162%     176%     115%     108%      77%      84%     106%
Average
 commission rate
 paid per
 share...........   $0.0621       N/A      N/A      N/A      N/A      N/A      N/A      N/A      N/A      N/A
NET ASSETS END OF
 PERIOD
 (THOUSANDS).....  $154,825  $135,079  $99,569  $90,404  $73,144  $58,671  $38,531  $39,682  $33,951  $30,246
</TABLE>    
- -------
   
# Net investment income is based on average shares outstanding during the
  period.     
   
+ Initial sales charge or contingent deferred sales charge is not reflected.
         
++ Annualized.     
   
* The Fund changed its fiscal year end from December 31 to September 30,
  effective September 30, 1997.     
(a) Includes $0.17 per share relating to a special non-recurring distribution
    from Inco Limited.
 
                                       10
<PAGE>
 
EVERGREEN OMEGA FUND -- CLASS B AND C SHARES
 
<TABLE>   
<CAPTION>
                                        CLASS B SHARES
                   --------------------------------------------------------------
                   SIX MONTHS
                      ENDED       NINE MONTHS
                    MARCH 31,        ENDED         YEAR ENDED DECEMBER 31,
                      1998#      SEPTEMBER 30,  ---------------------------------
                   (UNAUDITED)      1997#**      1996     1995     1994    1993*
                   -----------   -------------  -------  -------  -------  ------
<S>                <C>           <C>            <C>      <C>      <C>      <C>
PER SHARE DATA:
Net asset value
 beginning of
 period..........     $21.71         $18.83      $19.10   $15.34   $17.06  $17.29
                    --------       --------     -------  -------  -------  ------
Income from
 investment
 operations:
 Net investment
  income (loss)..      (0.12)         (0.15)      (0.17)   (0.09)   (0.06)  (0.05)
 Net realized and
  unrealized gain
  (loss) on
  investments....       3.26           3.88        2.03     5.41    (1.60)   1.55
                    --------       --------     -------  -------  -------  ------
Total from
 investment
 operations......       3.14           3.73        1.86     5.32    (1.66)   1.50
                    --------       --------     -------  -------  -------  ------
Less
 distributions
 from:
 Net realized
  gain on
  investments....      (2.13)         (0.85)      (2.13)   (1.56)   (0.06)  (1.73)
                    --------       --------     -------  -------  -------  ------
Total
 distributions...      (2.13)         (0.85)      (2.13)   (1.56)   (0.06)  (1.73)
                    --------       --------     -------  -------  -------  ------
Net asset value
 end of period...     $22.72         $21.71      $18.83   $19.10   $15.34  $17.06
                    ========       ========     =======  =======  =======  ======
TOTAL RETURN+....     15.94%         20.68%      10.31%   35.70%   (6.57%)  9.02%
RATIOS &
 SUPPLEMENTAL
 DATA:
Ratios to average
 net assets:
 Total expenses..      2.12%++        2.18%++     2.20%    2.29%    2.30%   2.57%++
 Total expenses,
  excluding
  indirectly paid
  expenses.......      2.12%++        2.17%++     2.18%    2.27%      N/A     N/A
 Net investment
  income (loss)..     (1.20%)++      (1.06%)++   (1.15%)  (0.94%)  (0.58%) (1.73%)++
Portfolio
 turnover rate...       108%            76%        173%     159%     137%    162%
Average
 commission rate
 paid per share..    $0.0587        $0.0580     $0.0621      N/A      N/A     N/A
Net assets end of
 period
 (thousands).....   $124,631       $110,349     $89,921  $71,636  $32,266  $7,423
<CAPTION>
                                       CLASS C SHARES
                   --------------------------------------------------------------
                   SIX MONTHS
                      ENDED      NINE MONTHS
                    MARCH 31,       ENDED        YEAR ENDED DECEMBER 31,
                      1998#     SEPTEMBER 30, -----------------------------------
                   (UNAUDITED)     1997#**     1996     1995     1994   1993*
                   ------------ ------------- -------- -------- ------- ---------
<S>                <C>          <C>           <C>      <C>      <C>     <C>
PER SHARE DATA:
Net asset value
 beginning of
 period..........     $21.74        $18.86     $19.13   $15.37  $17.09  $17.29
                   ------------ ------------- -------- -------- ------- ---------
Income from
 investment
 operations:
 Net investment
  income (loss)..      (0.13)        (0.15)     (0.18)   (0.13)  (0.07)  (0.06)
 Net realized and
  unrealized gain
  (loss) on
  investments....       3.29          3.88       2.04     5.45   (1.04)   1.59
                   ------------ ------------- -------- -------- ------- ---------
Total from
 investment
 operations......       3.16          3.73       1.86     5.32   (1.11)   1.53
                   ------------ ------------- -------- -------- ------- ---------
Less
 distributions
 from:
 Net realized
  gain on
  investments....      (2.13)        (0.85)     (2.13)   (1.56)  (0.61)  (1.73)
                   ------------ ------------- -------- -------- ------- ---------
Total
 distributions...      (2.13)        (0.85)     (2.13)   (1.56)  (0.61)  (1.73)
                   ------------ ------------- -------- -------- ------- ---------
Net asset value
 end of period...     $22.77        $21.74     $18.86   $19.13  $15.37  $17.09
                   ============ ============= ======== ======== ======= =========
TOTAL RETURN+....     15.96%        20.65%     10.29%   35.62%  (6.56%)  9.20%
RATIOS &
 SUPPLEMENTAL
 DATA:
Ratios to average
 net assets:
 Total expenses..      2.12%++       2.18%++    2.21%    2.30%   2.30%   2.48%++
 Total expenses,
  excluding
  indirectly paid
  expenses.......      2.12%++       2.17%++      N/A      N/A     N/A     N/A
 Net investment
  income (loss)..     (1.20%)++     (1.05%)++  (1.17%)  (0.91%) (0.63%) (1.64%)++
Portfolio
 turnover rate...       108%           76%       173%     159%    137%    162%
Average
 commission rate
 paid per share..    $0.0587       $0.0580    $0.0621      N/A     N/A     N/A
Net assets end of
 period
 (thousands).....    $16,566       $16,067    $17,628  $13,963  $9,900  $3,620
</TABLE>    
- -------
   
# Net investment income is based on average shares outstanding during the
  period.     
+ Initial sales charge or contingent deferred sales charge is not reflected.
++ Annualized.
   
* For the period from August 2, 1993 (commencement of class operations) to
  December 31, 1993.     
   
** The Fund changed its fiscal year end from December 31 to September 30,
   effective September 30, 1997.     
 
                                       11
<PAGE>
 
   
EVERGREEN SMALL COMPANY GROWTH FUND -- CLASS A SHARES     
 
<TABLE>   
<CAPTION>
                                                                   PERIOD ENDED
                                                                    MARCH 31,
                                                                      1998#*
                                                                   (UNAUDITED)
                                                                   ------------
<S>                                                                <C>
PER SHARE DATA:
Net asset value beginning of period...............................     $7.75
                                                                     -------
Income from investment operations:
 Net investment income ...........................................         0
 Net realized and unrealized gain on investments and foreign
  currency related transactions...................................      1.01
                                                                     -------
Total from investment operations..................................      1.01
                                                                     -------
Net asset value end of period.....................................     $8.76
                                                                     =======
TOTAL RETURN +....................................................    13.03%
RATIOS & SUPPLEMENTAL DATA:
Ratios to average net assets:
 Total expenses...................................................     1.06%++
 Total expenses, excluding indirectly paid expenses...............     1.06%++
 Net investment loss..............................................    (0.21%)++
Portfolio turnover rate...........................................       41%
Average commission rate paid per share............................   $0.0507
Net assets end of period (millions)...............................    $1,035
</TABLE>    
- -------
   
# Net investment income is based on average shares outstanding during the
  period.     
   
* 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.     
 
EVERGREEN SMALL COMPANY GROWTH FUND -- CLASS B SHARES
 
<TABLE>   
<CAPTION>
                   SIX MONTHS
                      ENDED      FOUR-MONTH
                    MARCH 31,   PERIOD ENDED                             YEAR ENDED MAY 31,
                      1998#     SEPTEMBER 30, ---------------------------------------------------------------------------------
                   (UNAUDITED)     1997#*      1997#    1996     1995    1994   1993#   1992#   1991#   1990#   1989#    1988
                   -----------  ------------- -------  -------  ------  ------  ------  ------  ------  ------  ------  -------
<S>                <C>          <C>           <C>      <C>      <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
PER SHARE DATA:
Net asset value
 beginning of
 period..........      $9.44         $8.44     $10.35    $8.62   $7.64   $7.95   $7.61   $7.17   $6.24   $5.66   $4.48    $7.80
                     -------       -------    -------  -------  ------  ------  ------  ------  ------  ------  ------  -------
Income from
 investment
 operations:
 Net investment
  income (loss)..      (0.06)        (0.04)     (0.11)   (0.13)  (0.07)  (0.12)  (0.12)  (0.08)  (0.04)      0    0.02        0
 Net realized and
  unrealized gain
  (loss) on
  investments and
  foreign
  currency
  related
  transactions...       0.15          1.74      (0.78)    2.87    1.68    0.63    1.82    0.98    1.17    0.63    1.20    (1.64)
                     -------       -------    -------  -------  ------  ------  ------  ------  ------  ------  ------  -------
Total from
 investment
 operations......       0.09          1.70      (0.89)    2.74    1.61    0.51    1.70    0.90    1.13    0.63    1.22    (1.64)
                     -------       -------    -------  -------  ------  ------  ------  ------  ------  ------  ------  -------
Less
 distributions
 from:
 Net realized
  gain on
  investments and
  foreign
  currency
  related
  transactions...      (0.78)        (0.70)     (1.02)   (1.01)  (0.63)  (0.82)  (1.36)  (0.46)  (0.20)      0   (0.03)   (1.68)
                     -------       -------    -------  -------  ------  ------  ------  ------  ------  ------  ------  -------
Total
 distributions...      (0.78)        (0.70)     (1.02)   (1.01)  (0.63)  (0.82)  (1.36)  (0.46)  (0.20)  (0.05)  (0.04)   (1.68)
                     -------       -------    -------  -------  ------  ------  ------  ------  ------  ------  ------  -------
Net asset value
 end of period...      $8.75         $9.44      $8.44   $10.35   $8.62   $7.64   $7.95   $7.61   $7.17   $6.24   $5.66    $4.48
                     =======       =======    =======  =======  ======  ======  ======  ======  ======  ======  ======  =======
TOTAL RETURN +...      1.64%        21.43%     (8.61%)  33.03%  23.58%   6.84%  28.76%  13.45%  19.42%  11.24%  27.45%  (22.39%)
RATIOS &
 SUPPLEMENTAL
 DATA:
Ratios to average
 net assets:
 Total expenses..      1.19%++       1.77%++    1.75%    1.73%   1.78%   1.73%   2.04%   1.47%   1.48%   1.40%   1.27%    1.17%
 Total expenses,
  excluding
  indirectly paid
  expenses.......      1.19%++       1.77%++    1.73%    1.72%     N/A     N/A     N/A     N/A     N/A     N/A     N/A      N/A
 Net investment
  income (loss)..     (0.81%)++     (1.43%)++  (1.32%)  (1.34%) (1.10%) (1.49%) (1.68%) (1.09%) (0.68%)  0.02%   0.47%    0.03%
Portfolio
 turnover rate...        41%           28%        48%      94%     38%     60%     78%     81%     73%     77%     57%      80%
Average
 commission rate
 paid per share..    $0.0507       $0.0525    $0.0551  $0.0563     N/A     N/A     N/A     N/A     N/A     N/A     N/A      N/A
Net assets end of
 period
 (millions)......       $407        $1,546     $1,407   $2,006  $1,460  $1,006    $966    $702    $623    $538    $504     $442
</TABLE>    
- -------
   
# Net investment income is based on average shares outstanding during the
  period.     
   
+ Initial sales charge or contingent deferred sales charge is not reflected.
         
++ Annualized     
   
* Effective September 30, 1997, the Fund changed its fiscal year end from May
  31 to September 30.     
 
                                       12
<PAGE>
 
   
EVERGREEN SMALL COMPANY GROWTH FUND -- CLASS C SHARES     
 
<TABLE>   
<CAPTION>
                                                                   PERIOD ENDED
                                                                    MARCH 31,
                                                                      1998#*
                                                                   (UNAUDITED)
                                                                   ------------
<S>                                                                <C>
PER SHARE DATA:
Net asset value beginning of period...............................     $7.73
                                                                     -------
Income (loss) from investment operations:
 Net investment loss..............................................     (0.02)
 Net realized and unrealized gain on investments and foreign
  currency related transactions...................................      1.04
                                                                     -------
Total from investment operations..................................      1.02
                                                                     -------
Net asset value end of period.....................................     $8.75
                                                                     =======
TOTAL RETURN +....................................................    13.20%
RATIOS & SUPPLEMENTAL DATA:
Ratios to average net assets:
 Total expenses...................................................     1.81%++
 Total expenses, excluding indirectly paid expenses...............     1.81%++
 Net investment loss..............................................    (1.13%)++
Portfolio turnover rate...........................................       41%
Average commission rate paid per share............................   $0.0507
Net assets end of period (millions)...............................        $6
</TABLE>    
- -------
   
# Net investment income is based on average shares outstanding during the
  period.     
   
+ Initial sales charge or contingent deferred sales charge is not reflected.
         
++ Annualized.     
   
* For the period from January 26, 1998 (commencement of class operations) to
  March 31, 1998.     
 
                                       13
<PAGE>
 
   
EVERGREEN STRATEGIC GROWTH FUND -- CLASS A SHARES     
 
<TABLE>   
<CAPTION>
                                                                   PERIOD ENDED
                                                                    MARCH 31,
                                                                      1998#*
                                                                   (UNAUDITED)
                                                                   ------------
<S>                                                                <C>
PER SHARE DATA:
Net asset value beginning of period...............................     $9.12
                                                                     -------
Income from investment operations:
 Net investment income ...........................................      0.01
 Net realized and unrealized gain on investments and foreign
  currency related transactions...................................      1.40
                                                                     -------
Total from investment operations..................................      1.41
                                                                     -------
Net asset value end of period.....................................    $10.53
                                                                     =======
TOTAL RETURN +....................................................    15.46%
RATIOS & SUPPLEMENTAL DATA:
Ratios to average net assets:
 Total expenses...................................................     1.10%++
 Total expenses, excluding indirectly paid expenses...............     1.10%++
 Net investment income............................................     0.38%++
Portfolio turnover rate...........................................       70%
Average commission rate paid per share............................   $0.0020
Net assets end of period (millions)...............................      $825
</TABLE>    
- -------
   
# Net investment income is based on average shares outstanding during the
  period.     
   
* 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     
 
                                       14
<PAGE>
 
EVERGREEN STRATEGIC GROWTH FUND -- CLASS B SHARES
 
<TABLE>   
<CAPTION>
                            SIX MONTHS    ELEVEN-MONTH
                               ENDED      PERIOD ENDED     YEAR ENDED OCTOBER 31,
                          MARCH 31, 1998# SEPTEMBER 30, -------------------------------
                            (UNAUDITED)      1997 #*     1996     1995    1994    1993
                          --------------- ------------- -------  ------  ------  ------
<S>                       <C>             <C>           <C>      <C>     <C>     <C>
PER SHARE DATA:
Net asset value
 beginning of period....      $ 10.61          $8.68      $8.05   $7.54   $9.00   $7.60
                              -------        -------    -------  ------  ------  ------
Income from investment
 operations
 Net investment income
  (loss)................        (0.01)          0.01      (0.04)  (0.02)      0   (0.06)
 Net realized and
  unrealized gain (loss)
  on investments and
  foreign currency
  related transactions..         1.24           2.96       1.04    1.13    0.23    1.89
                              -------        -------    -------  ------  ------  ------
Total from investment
 operations.............         1.23           2.97       1.00    1.11    0.23    1.83
                              -------        -------    -------  ------  ------  ------
Less distributions:
 From net investment
  income................            0              0      (0.01)      0       0       0
 In excess of net
  investment income.....            0              0          0       0       0   (0.03)
 Net realized gain on
  investments and
  foreign currency
  related transactions..        (1.33)         (1.04)     (0.36)  (0.60)  (1.66)  (0.40)
 In excess of net
  realized gain on
  investments and
  foreign currency
  related transactions..            0              0          0       0   (0.03)      0
                              -------        -------    -------  ------  ------  ------
Total distributions.....        (1.33)         (1.04)     (0.37)  (0.60)  (1.69)  (0.43)
                              -------        -------    -------  ------  ------  ------
Net asset value end of
 period.................      $ 10.51         $10.61      $8.68   $8.05   $7.54   $9.00
                              =======        =======    =======  ======  ======  ======
TOTAL RETURN+...........       13.46%         37.74%     12.95%  15.05%   3.55%  24.97%
RATIOS & SUPPLEMENTAL
 DATA:
Ratios to average net
 assets:
 Total expenses.........        1.17%++        1.19%++    1.91%   2.01%   1.73%   1.83%
 Total expenses,
  excluding indirectly
  paid expenses.........        1.17%++        1.18%++    1.90%   2.00%     N/A     N/A
 Net investment income
  (loss)................       (0.14%)++       0.12%++   (0.48%) (0.25%) (0.17%) (0.57%)
Portfolio turnover
 rate...................          70%            71%       156%    140%     68%     65%
Average commission rate
 paid per share.........      $0.0020        $0.0222    $0.0042     N/A     N/A     N/A
NET ASSETS END OF PERIOD
 (MILLIONS).............      $   157           $920       $497    $492    $417    $404
</TABLE>    
 
<TABLE>   
<CAPTION>
                                           YEAR ENDED OCTOBER 31,
                                  ---------------------------------------------
                                   1992    1991    1990     1989   1988   1987
                                  ------  ------  -------  ------  -----  -----
<S>                               <C>     <C>     <C>      <C>     <C>    <C>
PER SHARE DATA:
Net asset value beginning of
 period.........................   $8.18   $6.52    $7.67   $6.53  $7.55  $9.13
                                  ------  ------  -------  ------  -----  -----
Income from investment
 operations
 Net investment income (loss)...   (0.01)   0.08     0.08    0.16   0.18   0.02
 Net realized and unrealized
  gain (loss) on investments and
  foreign currency related
  transactions..................    0.42    2.24    (0.80)   1.21   0.19   0.04
                                  ------  ------  -------  ------  -----  -----
Total from investment
 operations.....................    0.41    2.32    (0.72)   1.37   0.37   0.06
                                  ------  ------  -------  ------  -----  -----
Less distributions:
 From net investment income.....   (0.01)  (0.16)   (0.18)  (0.18) (0.14) (0.13)
 In excess of net investment
  income........................   (0.05)      0        0       0      0      0
 Net realized gain on
  investments and foreign
  currency related
  transactions..................   (0.93)  (0.50)   (0.25)  (0.05) (1.25) (1.51)
 In excess of net realized gain
  on investments and foreign
  currency related
  transactions..................       0       0        0       0      0      0
                                  ------  ------  -------  ------  -----  -----
Total distributions.............   (0.99)  (0.66)   (0.43)  (0.23) (1.39) (1.64)
                                  ------  ------  -------  ------  -----  -----
Net asset value end of period...   $7.60   $8.18    $6.52   $7.67  $6.53  $7.55
                                  ======  ======  =======  ======  =====  =====
TOTAL RETURN+ ..................   6.38%  38.77%  (10.05%) 21.74%  7.73%  0.15%
RATIOS & SUPPLEMENTAL DATA:
Ratios to average net assets:
 Total expenses.................   1.58%   1.52%    1.65%   1.59%  1.69%  2.12%
 Total expenses, excluding
  indirectly paid expenses......     N/A     N/A      N/A     N/A    N/A    N/A
 Net investment income (loss)...  (0.15%)  0.99%    1.64%   2.06%  2.14%  0.23%
Portfolio turnover rate.........     62%     86%      30%     40%    89%   104%
Average commission rate paid per
 share..........................     N/A     N/A      N/A     N/A    N/A    N/A
NET ASSETS END OF PERIOD
 (MILLIONS).....................    $322    $339     $234    $330   $328   $299
</TABLE>    
- -------
   
# Calculation based on average shares outstanding during the period.     
   
+ Initial sales charge or contingent deferred sales charge is not reflected.
         
++ Annualized     
   
* Effective September 30, 1997, the Fund changed its fiscal year end from
  October 31 to September 30.     
 
                                       15
<PAGE>
 
   
EVERGREEN STRATEGIC GROWTH FUND -- CLASS C SHARES     
 
<TABLE>   
<CAPTION>
                                                                PERIOD ENDED
                                                              MARCH 31, 1998#*
                                                                (UNAUDITED)
                                                              ----------------
<S>                                                           <C>
PER SHARE DATA:
Net asset value beginning of period..........................     $  9.25
                                                                  =======
Income (loss) from investment operations.....................
Net investment loss..........................................       (0.02)
Net realized and unrealized gain on investments and foreign
 currency related transactions...............................        1.29
Total from investment operations.............................        1.27
Net asset value end of period................................     $ 10.52
                                                                  =======
TOTAL RETURN+................................................      13.73%
RATIOS & SUPPLEMENTAL DATA:
Ratios to average net assets:
 Total expenses..............................................        1.90%++
 Total expenses, excluding indirectly paid expenses..........        1.90%++
 Net investment loss.........................................       (0.37%)++
PORTFOLIO TURNOVER RATE......................................          70%
AVERAGE COMMISSION RATE PAID PER SHARE.......................     $0.0020
NET ASSETS END OF PERIOD (THOUSANDS).........................     $   133
</TABLE>    
- -------
   
# Net investment income is based on average shares outstanding during the
  period.     
   
* For the period from January 22, 1998 (commencement of class operations) to
  March 31, 1998.     
   
+ Initial sales charge or contingent deferred sales charge is not reflected.
         
++ Annualized.     
   
EVERGREEN STOCK SELECTOR FUND -- CLASS A SHARES*(3)     
       
<TABLE>   
<CAPTION>
                                            YEAR ENDED
                                             JUNE 30,                YEAR ENDED OCTOBER 31,
                            SIX-MONTHS     --------------  -----------------------------------------------
                               ENDED                       RETAIL  PRIOR
                         DECEMBER 31, 1997                 CLASS   CLASS
                            (UNAUDITED)     1997    1996    1995    1994    1993    1992    1991   1990(1)
                         ----------------- ------  ------  ------  ------  ------  ------  ------  -------
<S>                      <C>               <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
Net Asset Value,
 Beginning of Period....      $ 21.13       17.28   17.08  15.00    15.39   13.93   13.08    8.95   10.00
Net Investment Income...      $   --         0.07    0.12   0.18     0.11    0.14    0.19    0.26    0.14
Realized and Unrealized
 Net Gains (Losses) on
 Securities.............      $  2.40        5.32    1.49   2.87     0.22    1.89    1.02    4.13   (1.05)
Distributions from Net
 Investment Income......      $   --        (0.07)  (0.11) (0.17)   (0.11)  (0.14)  (0.19)  (0.26)  (0.14)
Distributions from
 Capital Gains..........      $ (2.92)      (1.47)  (1.30) (0.80)   (0.61)  (0.43)  (0.17)    --      --
Net Asset Value, End of
 Period.................      $ 20.61       21.13   17.28  17.08    15.00   15.39   13.93   13.08    8.95
                              =======      ======  ======  =====   ======  ======  ======  ======   =====
TOTAL RETURN(2).........        11.70%      32.74   19.11  21.94     2.21   14.90    9.27   49.37   (9.22)
Net Assets, End of
 Period (000 omitted)...      $19,043      16,043  11,178  6,591   50,128  45,677  28,103  12,830   5,982
Ratio of Expenses to
 Average Net Assets.....         1.24 %      1.23    1.22   1.34     1.49    1.20    0.92    0.54    0.65
Ratio of Net Income to
 Average Net Assets.....        (0.04)%      0.38    0.89   1.23     0.75    0.94    1.47    2.30    2.29
Ratio of Expenses to
 Average Net Assets
 (Excluding Waivers)....         1.30 %      1.28    1.26   1.53     1.51    1.41    1.23    1.48    1.59
Ratio of Net Income to
 Average Net Assets
 (Excluding Waivers)....        (0.10)%      0.33    0.85   1.04     0.73    0.73    1.17    1.36    1.35
Portfolio Turnover
 Rate**.................           23 %        79     114    119       35      24      39      68      43
Average Commission Rate
 Paid(4)................      $0.0658      0.0512  0.0636    n/a      n/a     n/a     n/a     n/a     n/a
</TABLE>    
- -------
   
 * On February 21, 1995, the Shares of the Fund were redesignated as either
   Retail or Institutional Shares. On that date, the Fund's net investment
   income, expenses and distributions for the period November 1, 1994 through
   February 20, 1995 were allocated to each class of Shares. The basis for the
   allocation was the relative net assets of each class of Shares as of
   February 21, 1995. The results were combined with the results of operations
   and distributions for each applicable class for the period February 21,
   1995 through October 31, 1995. For the year ended October 31, 1995, the
   Financial Highlights' ratios of expenses, net investment income, total
   return, and the per share investment activities and distributions reflect
   this allocation. Also, on April 15, 1996, the assets of the Conestoga
   Equity Fund were acquired by CoreFunds. At that time the Retail Class
   Shares of the Fund were exchanged for Class A Shares.     
   
** For the period ended June 30, 1996, transactions relating to the merger
   were excluded from the calculation of the Portfolio Turnover Rate.     
   
(1) Commenced operations February 28, 1990. Unless otherwise noted, all ratios
    for the period have been annualized.     
   
(2) Total return does not reflect applicable sales load. Additionally, total
    return for the period ended June 30, 1996 is for an eight-month period.
           
(3) The per share amount for the period ended June 30, 1996 represents the
    period from November 1, 1995 to June 30, 1996. All prior years are for the
    periods November 1 to October 31.     
   
(4) Presentation of the rate is only required for fiscal periods beginning
    after September 1, 1995.     
 
                                      16
<PAGE>
 
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                           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.
 
EVERGREEN FUND
 
     The EVERGREEN FUND seeks to achieve its investment objective of capital
appreciation principally through investments in common stock and securities
convertible into or exchangeable for common stock of companies which are
little-known, relatively small or represent special situations which, in the
opinion of the Fund's investment adviser, offer potential for capital
appreciation. A "little-known" company means one whose business is limited to
a regional market or whose securities are closely held with only a small
proportion traded publicly. A "relatively small" company means one which has a
small share of the market for its products or services in comparison with
other companies in its field, or which provides goods or services for a
limited market. A "special situation" company is one which offers potential
for capital appreciation because of a recent or anticipated change in
structure, management, products or services. In addition to the securities
described above, the EVERGREEN FUND may invest in securities of relatively
well-known and large companies with potential for capital appreciation.
Investments may also be made to a limited degree in non-convertible debt
securities and preferred stocks which offer an opportunity for capital
appreciation. Short-term investments may also be made if the Fund's investment
advisor believes that such action will benefit the Fund.
 
EVERGREEN MICRO CAP FUND
 
     The investment objective of EVERGREEN MICRO CAP FUND is to achieve
capital appreciation; income is not a factor in the selection of portfolio
securities. The Fund seeks to achieve its objective principally through
investments in common stock of companies for which there is a relatively
limited trading market. A relatively limited trading market is one in which
only small amounts of stock are available at any given time generally through
five or fewer market makers. The securities of such companies are often traded
only over-the-counter or on a regional securities exchange, rarely on a
national securities exchange, and may not trade every day or in the volume
typical of trading on a national securities exchange.
 
     Investments by the Fund are made with a view toward taking advantage of
market inefficiencies affecting the price of a company's securities or by
exploiting the investment opportunities which may be inherent in companies
offering new or unique products or services. Market inefficiency can result
from a company being too small to be covered by most industry analysts,
thereby resulting in a limited dissemination of information about the company
or its industry. The companies in which the Fund may invest are small, but
have at least $1,000,000 and generally no more than $150,000,000 of market
capitalization. The Fund may also invest in little-known or unpopular
companies which may not be widely recommended for purchase by industry
analysts due to some situation unique to the company or its industry. There
are no restrictions as to types of businesses or industries in which the Fund
may invest. The Fund's investment advisor believes that its investment
research programs will uncover a variety of relatively unexploited investment
opportunities.
 
     The Fund's investment advisor will attempt to screen the universe of
companies falling within the capitalization range described above and invest
primarily in what it believes to be the 100 best based on certain qualitative
and quantitative criteria. Such companies may include those with the highest
return on equity and consistent earnings growth. The criteria will be reviewed
and evaluated on an ongoing basis by the Fund's investment advisor. In
addition, the Fund will invest in other companies which do not meet the
screening criteria. These will include companies which offer unique products
or services or operate in industries or sectors that have, in the opinion of
the Fund's investment advisor, significant growth prospects. In selecting
investment opportunities for the Fund, the Fund's investment advisor will use
certain proprietary computer screening techniques and the extensive library
facilities of Lieber & Company, the Fund's sub-adviser.
 
     While the focus of EVERGREEN MICRO CAP FUND is on long-term capital
appreciation, investments may on occasion be made with the expectation of
short-term capital appreciation. Securities held for a short time period may
be sold if the investment objective for such securities has been achieved or
if other circumstances warrant.
 
                                      17
<PAGE>
 
EVERGREEN AGGRESSIVE GROWTH FUND
 
     The EVERGREEN AGGRESSIVE GROWTH FUND'S investment objective is to achieve
long-term capital appreciation by investing primarily in common stocks of
emerging growth companies and larger, more well established companies, all of
which are viewed by the Fund's investment advisor as having above-average
appreciation potential. Under normal circumstances, the Fund intends to invest
at least 65% of its net assets in common stocks or securities convertible into
common stocks. The Fund's investment advisor considers an emerging growth
company to be one which is still in the developmental stage, yet has
demonstrated, or is expected to achieve, growth of earnings over various major
business cycles. Important qualities of any emerging growth company include
sound management and a good product with growing market opportunities. To the
extent that its assets are not invested in common stocks or securities
convertible into common stocks, the Fund also may invest its assets in, or
enter into repurchase agreements with banks or broker-dealers with respect to,
investment grade corporate bonds, United States ("U.S.") government
securities, commercial paper and certificates of deposit of domestic banks.
 
     Consistent with its investment objective, the Fund also may invest in
equity securities of seasoned, established companies which its investment
advisor believes have above-average appreciation potential similar to that of
companies in the developmental stage. This may be due, for example, to
management change, new technology, new product or service developments,
changes in demand, or other factors. Investments in stocks of emerging growth
companies may involve special risks.
 
EVERGREEN OMEGA FUND
 
     The investment objective of EVERGREEN OMEGA FUND is to seek maximum
capital growth by investing in a varied portfolio consisting primarily of
common stocks and securities convertible into common stocks. The Fund pursues
its objective by employing techniques of the fully managed-investment concept,
meaning that the Fund's investment advisor will continuously review both
individual securities and relevant general conditions. Whenever, in the
opinion of the Fund's investment advisor, a security no longer seems to have
the required characteristics, an anticipated level of performance has been
achieved, or other securities present relatively greater opportunities for
realizing the Fund's objective, appropriate changes will be made in the Fund's
portfolio. The Fund's equity position will be changed as the investment
advisor changes its evaluation of trends in general securities price levels.
Portfolio turnover rate will not be considered a limiting factor in the
execution of investment decisions.
 
EVERGREEN SMALL COMPANY GROWTH FUND
   
     EVERGREEN SMALL COMPANY GROWTH FUND seeks long-term growth of capital.
       
     The Fund invests at least 65% of its total assets in equity securities of
companies with small market capitalizations. For this purpose, companies with
small market capitalizations are generally those with market capitalizations
of less than $1 billion ("small cap") at the time of the Fund's investment.
Companies whose capitalization falls outside this range after the purchase
continue to be considered small cap for this purpose.     
 
     While the Fund focuses on small cap stocks, it may also invest in other
types of securities without regard to the market capitalization of the issuer
and which may be listed on national exchanges or traded over-the-counter,
including other common stocks, debt securities convertible into common stocks
or having common stock characteristics, and rights and warrants to purchase
common stocks. While income is not an objective, securities appearing to offer
attractive possibilities for future growth of income may be included in the
portfolio whenever it seems possible to do so without conflicting with the
Fund's objective of capital growth.
 
EVERGREEN STRATEGIC GROWTH FUND
 
     EVERGREEN STRATEGIC GROWTH FUND'S investment objective is to provide
shareholders with growth of capital. In pursuing its objective, the Fund
invests in common stocks, debt securities, including debt securities
convertible or exchangeable for preferred or common stock, and rights and
warrants to purchase such stocks and securities that it considers to be
consistent with an investment objective of capital growth. When appropriate,
the Fund increases the quality of its investments to resist downward market
movements.
 
EVERGREEN STOCK SELECTOR FUND
   
     The EVERGREEN STOCK SELECTOR FUND seeks maximum total return. The Fund
strives to provide a total return greater than broad stock market indices such
as the Standard & Poor's 500 Composite Stock Price Index     
 
                                      18
<PAGE>
 
   
by investing principally in a diversified portfolio of common stocks of
companies that its investment advisor expects will experience growth in
earnings and price including stocks of companies with large market
capitalizations (i.e. over $5 billion), medium market capitalizations (i.e.,
between $1 billion and $5 billion) and small market capitalizations (i.e.,
under $1 billion). In addition, up to 20% of the Fund's total assets may be
invested in preferred stocks, securities convertible into common stock,
corporate bonds and notes, warrants (up to 5% of total assets), short-term
obligations and foreign securities represented by sponsored and unsponsored
American Depositary Receipts.     
   
     Debt securities, which include both secured and unsecured obligations,
will, at the time of investment, be rated within the three highest categories
by Standard & Poor's Rating Services ("S&P") (AAA, AA and A), by Moody's
Investors Service, Inc. ("Moody's") (Aaa, Aa and A), by Fitch IBCA, Inc. (AAA,
AA and A), 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.     
       
Other Eligible Securities. Each Fund may invest, for temporary defensive
purposes, up to 100% of their assets in short-term obligations. Such
obligations may include U.S. government securities, master demand notes,
commercial paper notes, bank deposits and other financial obligations.
   
     EVERGREEN SMALL COMPANY GROWTH FUND and EVERGREEN STRATEGIC GROWTH FUND
may invest in limited partnerships, including master limited partnerships.
EVERGREEN OMEGA FUND, EVERGREEN SMALL COMPANY GROWTH FUND, EVERGREEN STRATEGIC
GROWTH FUND and EVERGREEN STOCK SELECTOR FUND may invest in foreign
securities: however, EVERGREEN OMEGA FUND and EVERGREEN SMALL COMPANY GROWTH
FUND will not invest more than 25% of their assets in such securities.     
 
     EVERGREEN OMEGA FUND may invest, for temporary defensive purposes,
without limit in investment grade bonds or debentures rated by Moody's as Baa
or better or by S&P as BBB or better or those having at least similar quality
in the investment advisor's judgment. The Fund may also invest in non-
convertible preferred stocks of companies considered creditworthy and able to
sustain dividend payments and in short-term money market instruments maturing
in one year or less.
 
     In addition to the investment policies detailed above, each Fund may
employ certain additional investment strategies which are discussed in
"Investment Practices and Restrictions."
 
INVESTMENT PRACTICES AND RESTRICTIONS
   
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 the Fund enters into repurchase
agreements.     
   
Reverse Repurchase Agreements. The Funds 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 securities it sold decline below their
repurchase prices. Reverse repurchase agreements may be considered a form of
borrowing, and, therefore, a form of leverage. Leverage may magnify gains or
losses of a Fund.     
   
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.
    
Securities Lending. To generate income and offset expenses, each Fund may lend
securities to broker-dealers and other financial institutions. Loans of
securities by a Fund may not exceed 33 1/3% of the value of the Fund's total
assets. While securities are on loan, the borrower will pay the Fund any
income accruing on the security.
 
                                      19
<PAGE>
 
   
Also, the Fund may invest any collateral it receives in additional securities.
Gains or losses in the market value of a lent security will affect a Fund and
its shareholders. When a Fund lends its securities, it runs the risk that it
could not retrieve the securities on a timely basis possibly losing the
opportunity to sell the securities at a desirable price. Also, if the borrower
files for bankruptcy or becomes insolvent, a Fund's ability to dispose of the
securities may be delayed.     
   
Investing in Securities of Other Investment Companies. Each Fund may invest in
the securities of other investment companies. As a shareholder of another
investment company, a Fund would pay its portion of the other investment
company's expenses. These expenses would be in addition to the expenses that a
Fund currently bears concerning its own operations and may result in some
duplication of fees.     
 
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.
   
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 purpose of the foregoing 15% limit. The inability of a Fund to dispose
of illiquid investments readily or at a reasonable price could impair its
ability to raise cash for redemptions or other purposes.     
   
Restricted Securities. Each Fund may invest in restricted securities,
including securities eligible for resale pursuant to Rule 144A under the
Securities Act of 1933 (the "1933 Act"). Generally, Rule 144A establishes a
safe harbor from the registration requirements of the 1933 Act for resale by
large institutional investors of securities not publicly traded in the U.S.
Each Fund's investment advisor determines the liquidity of Rule 144A
securities according to the 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.     
 
Options and Futures. The Funds may engage in options and futures transactions.
Options and futures transactions are intended to enable a Fund to manage
market, interest rate or exchange rate risk. The Funds do not use these
transactions for speculation or leverage.
 
     The Funds may attempt to hedge all or a portion of their portfolios
through the purchase of both put and call options on their portfolio
securities and listed put options on financial futures contracts for portfolio
securities. The Funds may also purchase call options on financial futures
contracts. The Funds may write covered call options on their portfolio
securities to attempt to increase their current income. The Funds will
maintain their positions in securities, option rights, and segregated cash
subject to puts and calls until the options are exercised, closed, or have
expired. An option position may be closed out only on an exchange which
provides a secondary market for an option of the same series.
   
     The Funds 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. 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). The
Funds may only write "covered" options. This means that so long as a 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, a Fund might own substantially similar U.S. Treasury bills. A
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 Funds receive a premium from writing a
call or put option which they retain whether or not the option is exercised.
By writing a call option, the Funds might lose the potential for gain on the
underlying security while the option is open, and by writing a put option the
Funds might become obligated to purchase the underlying securities for more
than their current market price upon exercise.
 
 
                                      20
<PAGE>
 
   
     A futures contract is a firm commitment by two parties: the seller, who
agrees to make delivery of the specific type of instrument called for in the
contract ("going short"), and the buyer, who agrees to take delivery of the
instrument ("going long") at a certain time in the future. Financial futures
contracts call for the delivery of particular debt instruments issued or
guaranteed by the U.S. Treasury or by specified agencies or instrumentalities
of the U.S. government. If a 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 a Fund's anticipated holding period. A Fund
would agree to purchase securities in the future at a predetermined price
(i.e., "go long") to hedge against a decline in market interest rates.     
 
     The Funds may also enter into currency and other financial futures
contracts and write options on such contracts. The Funds intend to enter into
such contracts and related options for hedging purposes. The Funds 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 Funds do not make
payment or deliver securities upon entering into a futures contract. Instead,
they put 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 Funds 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 Funds sell futures contracts in order to
offset a possible decline in the profit on their securities or currencies. If
a futures contract is purchased by a Fund, the value of the contract will tend
to rise when the value of the underlying securities or currencies increases
and to fall when the value of such securities or currencies declines.
 
     The Funds 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 their options positions. The Funds' 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 Funds will be able to enter into an
offsetting transaction with respect to a particular contract at a particular
time. If the Funds are not able to enter into an offsetting transaction, the
Funds 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
they would continue to bear market risk on the transaction.
   
     EVERGREEN STOCK SELECTOR FUND may neither purchase futures contracts or
options where premiums and margin deposits exceed 5% of its total assets nor
enter into futures contracts or options where its obligations would exceed 20%
of its total assets.     
 
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 can result in poorer performance (i.e., the Funds' returns
may be reduced). The Funds' attempt to use such investment devices for hedging
purposes may not be successful. Successful futures strategies require the
ability to predict future movements in securities prices, interest rates and
other economic factors. When the Funds use 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 Funds' portfolios. This may cause the
financial futures contracts 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 a Fund's futures position did not
correspond to changes in the value of its investments. In these events, the
Fund may lose money on the financial futures contracts or the options on
financial futures contracts. It is not certain that a secondary market for
positions in financial futures contracts or for options on financial futures
contracts will exist at all times. Although a Fund's investment advisor will
consider liquidity before entering into financial futures contracts or options
on financial futures contracts, there is no assurance that a liquid secondary
market on an exchange will exist for any particular financial futures contract
or option on a financial futures contract at any particular time. The Funds'
ability to establish and close out financial
 
                                      21
<PAGE>
 
   
futures contracts and options on financial futures contract 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, a Fund may lose money on the
futures contract or option, and the losses to a Fund could be significant.
    
Derivatives. Derivatives are financial contracts, such as those described
above, whose value is based on an underlying asset, such as a stock or a bond,
or an underlying economic factor, such as an index or an interest rate.
 
     The Funds may invest in derivatives only if the expected risks and
rewards are consistent with their objectives and policies.
   
     Losses from derivatives can sometimes be substantial. This is true partly
because small price movements in the underlying asset can result in immediate
and substantial gains or losses in the value of the derivative. Derivatives
can also cause a Fund to lose money if a Fund fails to correctly predict the
direction in which the underlying asset or economic factor will move.     
   
Investments in Small and Mid-Sized Companies. Investments in securities of
little-known, relatively small or mid-sized and special situation companies
may tend to be speculative and volatile. A lack of management depth in such
companies could increase the risks associated with the loss of key personnel.
Also, the material and financial resources of such companies may be limited,
with the consequence that funds or external financing necessary for growth may
be unavailable. Such companies may also be involved in the development or
marketing of new products or services for which there are no established
markets. If projected markets do not materialize or only regional markets
develop, such companies may be adversely affected or may be subject to the
consequences of local events. Moreover, such companies may be insignificant
factors in their industries and may become subject to intense competition from
larger companies. Securities of companies in which the Funds may invest will
frequently be traded only in the over-the-counter market or on regional stock
exchanges and will often be closely held. Securities of this type may have
limited liquidity and may be subject to wide price fluctuations. As a result
of the risk factors described above, the net asset value of each Fund's shares
can be expected to vary significantly. Accordingly, each Fund should not be
considered suitable for investors who are unable or unwilling to assume the
associated risks, nor should investment in the Funds be considered a balanced
or complete investment program.     
   
Foreign Investments. Foreign securities may involve additional risks.
Specifically, they may be affected by the strength of foreign currencies
relative to the U.S. dollar, or by political or economic developments in
foreign countries. Accounting procedures and government supervision may be
less stringent than those applicable to U.S. companies. There may be less
publicly available information about a foreign company than about a U.S.
company. Foreign markets may be less liquid or more volatile than U.S. markets
and may offer less protection to investors. It may also be more difficult to
enforce contractual obligations abroad than would be the case in the U.S.
because of differences in the legal systems. Foreign securities may be subject
to foreign taxes, which may reduce yield, and may be less marketable than
comparable U.S. securities. All these factors are considered by the investment
advisors of EVERGREEN OMEGA FUND, EVERGREEN SMALL COMPANY GROWTH FUND,
EVERGREEN STRATEGIC GROWTH FUND and EVERGREEN STOCK SELECTOR FUND before
making any of these types of investments.     
   
Foreign Currency Transactions. As discussed above, EVERGREEN OMEGA FUND,
EVERGREEN SMALL COMPANY GROWTH FUND, EVERGREEN STRATEGIC GROWTH FUND and
EVERGREEN STOCK SELECTOR FUND may invest in securities of foreign issuers.
When the Funds invest in foreign securities, they usually will be denominated
in foreign currencies, and the Funds 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, the Funds may enter into forward currency exchange
contracts (agreements to purchase or sell currencies at a specified price and
date). The exchange rate for the transaction (the amount of currency the Funds
will deliver or receive when the contract is completed) is fixed when the
Funds enter into the contract. The Funds usually will enter into these
contracts to stabilize the U.S. dollar value of a security they have agreed to
buy or sell. The Funds intend to use these contracts to hedge the U.S. dollar
value of a security they already own, particularly if the Funds expect a
decrease in the value of the currency in which the foreign security is
denominated. Although the Funds will attempt to benefit from using forward
contracts, the success of their 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 the Funds' investments
denominated in foreign currencies will depend on the relative strength of
those currencies and the U.S. dollar, and the Funds may be affected favorably
or unfavorably by changes in the exchange rates or exchange control
regulations between foreign currencies and the U.S. dollar.
 
                                      22
<PAGE>
 
Changes in foreign currency exchange rates also may affect the value of
dividends and interest earned, gains and losses realized on the sale of
securities and net investment income and gains, if any, to be distributed to
shareholders by the Funds. 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.
 
- -------------------------------------------------------------------------------
 
                      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 each Fund's activities, reviewing,
among other things, each Fund's performance and its contractual arrangements
with various service providers.
   
Shareholder Rights. All shareholders have equal voting, liquidation and other
rights. Each share is entitled to one vote for each dollar of net asset value
applicable to such share. Shareholders may exchange shares as described under
"Exchanges," but will have no other preference, conversion, exchange or
preemptive rights. When issued and paid for, shares will be fully paid and
nonassessable. Shares of the Funds 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; a Fund may, however,
hold special meetings for such purposes as electing or removing Trustees,
changing fundamental policies and approving investment advisory agreements or
12b-1 plans. In addition, the 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 of EVERGREEN FUND and EVERGREEN
MICRO CAP FUND is Evergreen Asset Management Corp. ("Evergreen Asset"), which
is a wholly-owned subsidiary of First Union Corporation ("First Union").
Evergreen Asset, with its predecessors, has served as investment advisor to
the Evergreen mutual funds since 1971.     
 
     Evergreen Asset is entitled to receive from EVERGREEN FUND and EVERGREEN
MICRO CAP FUND an annual fee equal to 1.00% of average daily net assets of
each Fund on the first $750,000,000, plus 0.90% of average daily net assets on
the next $250,000,000, plus 0.80% of average daily net assets on assets over
$1,000,000,000.
   
     The Capital Management Group of First Union National Bank ("FUNB") serves
as investment advisor to EVERGREEN AGGRESSIVE GROWTH FUND. FUNB is a
subsidiary of First Union. FUNB is located at 201 South College Street, and
First Union 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 U.S.     
   
     FUNB receives an annual fee from EVERGREEN AGGRESSIVE GROWTH FUND equal
to 0.60% of average daily net assets of the Fund.     
   
     The investment advisor to each of EVERGREEN OMEGA FUND, EVERGREEN SMALL
COMPANY GROWTH FUND and EVERGREEN STRATEGIC GROWTH FUND is Keystone Investment
Management Company ("Keystone"). Keystone has provided investment advisory and
management services to investment companies and private accounts since it was
organized in 1932. Keystone is an indirect subsidiary of FUNB.     
 
     EVERGREEN OMEGA FUND pays Keystone a fee, calculated on an annual basis,
equal to 0.75% of the first $250,000,000 of average daily net assets, plus
0.675% of the next $250,000,000 of average daily net assets, plus
 
                                      23
<PAGE>
 
0.60% of the next $500,000,000 of average daily net assets, plus 0.50% of
amounts over $1,000,000,000 of average daily net assets, computed as of the
close of business each business day and paid monthly.
 
     EVERGREEN SMALL COMPANY GROWTH FUND and EVERGREEN STRATEGIC GROWTH FUND
each pay Keystone a fee, calculated on an annual basis, equal to 0.70% of the
first $100,000,000 of the aggregate net asset value of the shares of the Fund,
plus 0.65% of the next $100,000,000, plus 0.60% of the next $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 $500,000,000, plus 0.40% of the next $500,000,000, plus
0.35% of amounts over $1,500,000,000, computed as of the close of business
each business day and paid monthly.
 
     The investment advisor of EVERGREEN STOCK SELECTOR FUND is Meridian
Investment Company ("Meridian"). Meridian is an indirect subsidiary of FUNB.
Meridian's address is 55 Valley Stream Parkway, Malvern, Pennsylvania 19355.
 
     Meridian is entitled to receive an annual fee of 0.74% of average daily
net assets of EVERGREEN STOCK SELECTOR FUND.
   
Portfolio Managers. The portfolio managers for EVERGREEN FUND are Stephen A.
Lieber, Chairman and Co-Chief Executive of Evergreen Asset and Nola Maddox
Falcone, C.F.A., President and Co-Chief Executive Officer of Evergreen Asset.
Mr. Lieber is the founder of Evergreen Asset and has been associated with
Evergreen Asset and its predecessor since 1971. Ms. Falcone joined Lieber &
Company (see "Sub-adviser" below) as a Senior Portfolio Manager in 1974, and
was a General Partner from January 1981 to June 1994.     
   
     The portfolio manager for EVERGREEN AGGRESSIVE GROWTH FUND is Harold J.
Ireland, Jr., a Vice President of FUNB who has been associated with FUNB since
1995. Prior to that, Mr. Ireland was at Palm Beach Capital Management, Inc.
and served as portfolio manager of the Fund's predecessor, ABT Emerging Growth
Fund, since 1985.     
   
     The portfolio of EVERGREEN MICRO CAP FUND is managed by a committee,
which includes Stephen A. Lieber and Edwin A. Miska, an analyst with Evergreen
Asset and its predecessor since 1989, together with portfolio management and
analytical personnel employed by Evergreen Asset or its affiliates.     
 
     Maureen E. Cullinane has been EVERGREEN OMEGA FUND'S portfolio manager
since 1989 and EVERGREEN STRATEGIC GROWTH FUND'S portfolio manager since 1985.
Ms. Cullinane is a Keystone Senior Vice President and Senior Portfolio Manager
and has more than 20 years of investment experience.
 
     The portfolio manager of EVERGREEN SMALL COMPANY GROWTH FUND is J. Gary
Craven, who joined Keystone in November, 1996. Mr. Craven is currently a
Keystone Senior Vice President, Chief Investment Officer and Group Leader for
the small cap equity area. Prior to joining Keystone, Mr. Craven was a
portfolio manager at Invista Capital Management, Inc. since 1987.
   
     The portfolio manager of EVERGREEN STOCK SELECTOR FUND is Joseph E.
Stocke, CFA. Mr. Stocke joined Meridian in 1983 as an Assistant Investment
Officer and since 1990 has been a Senior Investment Manager/Equities. Mr.
Stocke managed the Special Equity Fund and Core Equity Fund (the predecessor
of EVERGREEN STOCK SELECTOR FUND) of CoreFunds, Inc. from 1990 to July 1998.
       
Sub-adviser. Evergreen Asset has entered into sub-advisory agreements with
Lieber & Company, an indirect wholly-owned subsidiary of First Union, which
provide that Lieber & Company's research department and staff will furnish
Evergreen Asset with information, investment recommendations, advice and
assistance, and will generally be available for consultation on the portfolios
of EVERGREEN FUND and EVERGREEN MICRO CAP FUND. Lieber & Company will be
reimbursed by Evergreen Asset in connection with the rendering of services on
the basis of the direct and indirect costs of performing such services. There
is no additional charge to the Funds for the services provided by Lieber &
Company.     
 
Transfer Agent and Dividend Disbursing Agent. Evergreen Service Company
("ESC"), 200 Berkeley Street, Boston, Massachusetts 02116, acts as the Funds'
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 the Funds' custodian.
 
                                      24
<PAGE>
 
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.
   
Administrator. Evergreen Investment Services, Inc. ("EIS") serves as
administrator to EVERGREEN AGGRESSIVE GROWTH FUND and EVERGREEN STOCK SELECTOR
FUND. As administrator, and subject to the supervision and control of the
Trust's Board of Trustees, EIS provides the Fund with facilities, equipment
and personnel. For its services as administrator, EIS is entitled to receive a
fee based on the aggregate average daily net assets of the Fund at a rate
based on the total assets of all mutual funds administered by EIS for which
any affiliate of FUNB serves as investment advisor. The administration fee is
calculated in accordance with the following schedule.     
 
<TABLE>
<CAPTION>
             ADMINISTRATION FEE
             ------------------
              <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
                   0.010%           on assets in excess of $30 billion
</TABLE>
 
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 such shares according to
distribution plans adopted pursuant to Rule 12b-1 under the Investment Company
Act of 1940 (the "1940 Act") (each a "Plan" or collectively the "Plans").
Under the Plans, each Fund may incur distribution-related and shareholder
servicing-related expenses which are based upon a maximum annual rate as a
percentage of a 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 adviser or their affiliates, for
personal services rendered to shareholders and/or the maintenance of
shareholder accounts. The Funds may not pay any distribution or services fee
during any fiscal period in excess of the amounts set forth above. Amounts
paid under the Plans are used to compensate the Funds' distributor pursuant to
the Distribution Agreements entered into by each Fund.     
   
     The Plans are in compliance with the Conduct Rules of the National
Association of Securities Dealers, Inc. which effectively limit the annual
asset-based sales charges and service fees that a mutual fund may pay on a
class of shares to an annual rate of 0.75% and 0.25%, respectively, of the
average aggregate annual net assets attributable to that class. The rules also
limit the aggregate of all front-end, deferred and asset-based sales charges
imposed with respect to a class of shares by a mutual fund that also charges a
service fee to 6.25% of cumulative gross sales of shares of that class, plus
interest on the unpaid amount at the prime rate plus 1% per annum.     
 
Distribution Agreements. Each Fund has also entered into distribution
agreements (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 a 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 Distribution Agreements 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 a
Fund.     
 
                                      25
<PAGE>
 
     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 EDI under the Distribution Agreements during any year may be more
or less than its actual expenses and may result in a profit to EDI.
Distribution expenses incurred by EDI in one fiscal year that exceed the level
of compensation paid to EDI for that year may be paid from distribution fees
received from a Fund in subsequent fiscal years.
 
 
- -------------------------------------------------------------------------------
 
                       PURCHASE AND REDEMPTION OF SHARES
 
- -------------------------------------------------------------------------------
 
HOW TO BUY SHARES
 
     You may purchase shares of any Fund through broker-dealers, banks or
other financial intermediaries, or directly through EDI. In addition, you may
purchase 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 Fund. You may also telephone 1-800-343-2898 to obtain the number of an
account to which you can wire or electronically transfer funds and then send
in a completed application. The minimum initial investment is $1,000, which
may be waived in certain situations. Subsequent investments in any amount may
be made by check, by wiring federal funds, by direct deposit or by an
electronic funds transfer.
 
     There is no minimum amount for subsequent investments. Investments of $25
or more are allowed under the Systematic Investment Plan. See the application
for more information. Only Class A, Class B and Class C shares are offered
through this prospectus. (See "General Information--Other Classes of Shares.")
 
     Class A Shares--Front-End Sales Charge Alternative. You may purchase
Class A shares at net asset value plus an initial sales charge on purchases
under $1,000,000. You may purchase $1,000,000 or more of Class A shares
without a front-end sales charge; however, a contingent deferred sales charge
("CDSC") equal to the lesser of 1% of the purchase price or the redemption
value will be imposed on shares redeemed during the month of purchase and the
12-month period following the month of purchase. The schedule of charges for
Class A shares is as follows:
 
<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                 None             None      1.00% of the amount invested up to
    or more                                              $2,999,999; .50% of the amount
                                                         invested over $2,999,999, up to
                                                         $4,999,999; and .25% of the excess
                                                         over $4,999,999
</TABLE>
   
     No front-end sales charges are imposed on Class A shares purchased by (a)
institutional investors, which may include bank trust departments and
registered investment advisers; (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 advisers or financial planners on the books of the
broker-dealer through whom shares are purchased; (d) institutional clients of
broker-dealers, including retirement and deferred compensation plans and the
trusts used     
 
                                      26
<PAGE>
 
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) upon the initial purchase of an
Evergreen fund by investors reinvesting the proceeds from a redemption within
the preceding 30 days of shares of other mutual funds, provided such shares
were initially purchased with a front-end sales charge or subject to a CDSC;
and (h) all qualified plan customers holding Evergreen Class Y shares in
connection with a rollover into an individual retirement account. Certain
broker-dealers or other financial institutions may impose a fee on
transactions in shares of the Funds.
   
     Class A shares may also be purchased at net asset value by corporate or
certain other qualified retirement plans or a non-qualified deferred
compensation plan, or a Title I tax sheltered annuity or TSA plan sponsored by
an organization having 100 or more eligible employees, or a TSA plan sponsored
by a public education entity having 5,000 or more eligible employees.     
 
     In connection with sales made to plans of the type described in the
preceding sentence EDI will pay broker-dealers and others concessions at the
rate of 0.50% of the net asset value of the shares purchased. These payments
are subject to reclaim in the event the shares are redeemed within twelve
months after purchase.
   
     Certain employer-sponsored retirement or savings plans, including
eligible 401(k) plans, may purchase Class A shares at net asset value provided
that such plans meet certain required minimum number of eligible employees or
required amount of assets. Additional information concerning the waiver of
sales charges is set forth in the SAI.     
 
     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 a Fund. 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 net asset value on an annual basis of Class A shares held by
their clients. Certain purchases of Class A shares may qualify for reduced
sales charges in accordance with a Fund's Concurrent Purchases, Rights of
Accumulation, Letters of Intent, certain Retirement Plans and Reinstatement
Privilege. Consult the application for additional information concerning these
reduced sales charges.
 
Class B Shares--Deferred Sales Charge Alternative. You may purchase Class B
shares at net asset value without an initial sales charge. However, you may
pay a CDSC if you redeem shares within six years after the month of purchase.
The amount of the CDSC (expressed as a percentage of the lesser of the current
net asset value or original cost) will vary according to the number of years
from the month of purchase of Class B shares as set forth below.
 
<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. A Fund will not normally accept any purchase
of Class B shares in the amount of $250,000 or more.
 
     At the end of the period ending seven years after the end of the calendar
month in which the shareholder's purchase order was accepted, Class B shares
will automatically convert to Class A shares and will
 
                                      27
<PAGE>
 
no longer be subject to the higher distribution and service fees imposed on
Class B shares. Such conversion will be on the basis of the relative net asset
values of the two classes, without the imposition of any sales load, fee or
other charge. The purpose of the conversion feature is to reduce the
distribution services fee paid by holders of Class B shares that have been
outstanding long enough for the Distributor to have been compensated for the
expenses associated with the sale of such shares.
   
Class C Shares--Level-Load Alternative. Class C shares are only offered
through broker-dealers who have special distribution agreements with EDI. You
may purchase Class C shares at net asset value without any initial sales
charge and, therefore, the full amount of your investment will be used to
purchase Fund shares. However, you will pay a 1.00% CDSC if you redeem shares
during the month of purchase and the 12-month period following the month of
purchase. No CDSC is imposed on amounts redeemed thereafter. Class C shares
incur higher distribution and/or shareholder service fees than Class A shares
but, unlike Class B shares, do not convert to any other class of shares of 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. A Fund will not normally accept any purchase of Class C shares
in the amount of $500,000 or more. No CDSC will be imposed on Class C shares
purchased by institutional investors and through employee benefit and savings
plans eligible for the exemption from front-end sales charges described under
"Class A Shares--Front-End Sales Charge Alternative" above. Broker-dealers and
other financial intermediaries whose clients have purchased Class C shares may
receive a service fee equal to 0.75% of the average daily net asset value of
such shares on an annual basis held by their clients more than one year from
the date of purchase. Service fees will commence immediately with respect to
shares eligible for exemption from the CDSC normally applicable to Class C
shares.     
 
Contingent Deferred Sales Charge. Certain shares with respect to which 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.
   
     Each Fund may also sell Class A, Class B or Class C shares at net asset
value without any initial sales charge or CDSC to certain Directors, Trustees,
officers and employees of a Fund, Keystone, FUNB, Meridian, Evergreen Asset,
EDI and certain of their affiliates, and to members of the immediate families
of such persons, to registered representatives of firms with dealer agreements
with EDI, and to a bank or trust company acting as a trustee for a single
account.     
 
How the 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 the Fund's net
assets attributable to that class by the number of outstanding shares of that
class. Shares are valued each day the New York Stock Exchange (the "Exchange")
is open as of the close of regular trading (currently 4:00 p.m. eastern time).
The securities in 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 believe would accurately reflect
fair value.
 
General. The decision as to which class of shares is more beneficial to you
depends on the amount of your investment and the length of time you will hold
it. If you are making a large investment, thus qualifying for a reduced sales
charge, you might consider Class A shares. If you are making a smaller
investment, 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.
 
                                      28
<PAGE>
 
   
     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 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 U.S. 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 advisor, and select broker-dealers,
pursuant to which incentives are paid, including gift certificates and
payments in amounts up to 1% of the dollar amount of shares of 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
advisor over and above the usual trail commissions or shareholder servicing
payments applicable to a given class of shares.     
   
Additional Purchase Information. As a condition of this offering, if a
purchase is canceled due to nonpayment or because an investor's check does not
clear, the investor will be responsible for any loss 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. A Fund
will not accept third party checks other than those payable directly to a
shareholder whose account has been in existence at least 30 days.     
 
HOW TO REDEEM SHARES
 
     You may "redeem" (i.e., sell) your shares in a Fund to the Fund for cash
at their net redemption value on any day the Exchange is open, either directly
by writing to the Fund, c/o ESC, or through your financial intermediary. The
amount you will receive is the net asset value adjusted for fractions of a
cent (less any applicable CDSC) next calculated after the Fund receives your
request in proper form. Proceeds generally will be sent to you within seven
days. However, for shares recently purchased by check, the Fund will not send
proceeds until it is reasonably satisfied that the check has been collected
(which may take up to 15 days). Once a redemption request has been telephoned
or mailed, it is irrevocable and may not be modified or canceled.
   
Redeeming Shares Through Your Financial Intermediary. 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 a 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.
The Funds and ESC reserve the right to withdraw this waiver at any time. A
signature guarantee must be provided by a bank or trust company (not a Notary
Public), a member firm of a domestic stock exchange or by other financial
institutions whose guarantees are acceptable under the Securities Exchange Act
of 1934 and ESC's policies.     
   
     Shareholders may redeem amounts of $1,000 or more (up to $50,000) from
their accounts by calling the telephone number on the front page of this
prospectus between the hours of 8:00 a.m. and 6:00 p.m. (eastern time) each
business day (i.e., any weekday exclusive of days on which the Exchange or
ESC's offices are closed). The Exchange is closed on New Years Day, Martin
Luther King, Jr. Day, Presidents' Day, Good Friday, Memorial Day, Independence
Day, Labor Day, Thanksgiving Day and Christmas Day. Redemption requests
received after 4:00 p.m. (eastern time) will be processed using the net asset
value determined on the next business day. Such redemption requests must
include the shareholder's account name, as registered with 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     
 
                                      29
<PAGE>
 
   
telephone redemption service must complete the appropriate section on the
application and choose how the redemption proceeds are to be paid. Redemption
proceeds will either (1) be mailed by check to the shareholder at the address
in which the account is registered or (2) be wired to an account with the same
registration as the shareholder's account in 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. A 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 Fund cannot dispose of its 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. If the shares being tendered for exchange are still
subject to a CDSC or are eligible for conversion in a specified time, such
remaining charge or remaining time will carry over to the shares being
acquired in the exchange transaction. Once an exchange request has been
telephoned or mailed, it is irrevocable and may not be modified or canceled.
Exchanges will be made on the basis of the relative net asset values of the
shares exchanged next determined after an exchange request is received. An
exchange which represents an initial investment in another Evergreen fund is
subject to the minimum investment and suitability requirements of each fund.
       
     Each of the Evergreen funds has different investment objectives and
policies. For more information, a prospectus of the fund into which an
exchange will be made should be read prior to the exchange. An exchange order
must comply with the requirement for a redemption or repurchase order and must
specify the dollar value or number of shares to be exchanged. An exchange is
treated for federal income tax purposes as a redemption and purchase of shares
and may result in the realization of a capital gain or loss. Shareholders are
limited to five exchanges per calendar year, with a maximum of three per
calendar quarter. This exchange privilege may be modified or discontinued at
any time by a Fund upon 60 days' notice to shareholders and is only available
in states in which shares of the fund being acquired may lawfully be sold.
    
     No CDSC will be imposed in the event shares are exchanged for shares of
the same class of other Evergreen funds. If you redeem shares, the CDSC
applicable to the shares of the Evergreen fund originally purchased for cash
is applied. Also, Class B shares will continue to age following an exchange
for the purpose of conversion to Class A shares and for the purpose of
determining the amount of the applicable CDSC.
 
                                      30
<PAGE>
 
   
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, the Fund will employ reasonable procedures to
confirm that instructions for the redemption or exchange of shares
communicated by telephone are genuine. A telephone exchange may be refused by
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 by filling out the appropriate part of the
application. Under this Plan, you may receive (or designate a third party to
receive) a monthly or quarterly fixed-withdrawal payment in a stated amount of
at least $75 and as much as 1.0% per month or 3.0% per quarter of the total
net asset value of the Fund shares in your account when the Plan was opened.
Fund shares will be redeemed as necessary to meet withdrawal payments. All
participants must elect to have their dividends and capital gains
distributions reinvested automatically.
   
Investments Through Employee Benefit and Savings Plans. Certain qualified and
non-qualified employee benefit and savings plans may make shares of the 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, Meridian or FUNB may provide
compensation to organizations providing administrative and recordkeeping
services to plans which make shares of the Evergreen funds available to their
participants.     
 
Automatic Reinvestment Plan. For the convenience of investors, all dividends
and distributions are automatically reinvested in full and fractional shares
of a Fund at the net asset value per share at the close of business on the
record date, unless otherwise requested by a shareholder in writing. If the
transfer agent does not receive a written request for subsequent dividends
and/or distributions to be paid in cash at least three full business days
prior to a given record date, the dividends and/or distributions to be paid to
a shareholder will be reinvested.
 
Dollar Cost Averaging. Through dollar cost averaging you can invest a fixed
dollar amount each month or each quarter in any Evergreen fund. This results
in more shares being purchased when the selected fund's net asset value is
relatively low and fewer shares being purchased when the fund's net asset
value is relatively high and may result in a lower average cost per share than
a less systematic investment approach.
 
     Prior to participating in dollar cost averaging, you must establish an
account in a fund. You should designate on the application (1) the dollar
amount of each monthly or quarterly investment you wish to make, and (2) the
fund in which the investment is to be made. Thereafter, on the first day of
the designated month, an amount equal to the specified monthly or quarterly
investment will automatically be redeemed from your initial account and
invested in shares of the designated fund.
 
                                      31
<PAGE>
 
Two Dimensional Investing. You may elect to have income and capital gains
distributions from any Evergreen fund shares you own automatically invested to
purchase the same class of shares of any other Evergreen fund. You may select
this service on your application and indicate the Evergreen fund(s) into which
distributions are to be invested.
 
Tax Sheltered Retirement Plans. The 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 or its affiliates being
prevented from continuing to perform the services required under the
investment advisory contract or from acting as agent in connection with the
purchase of shares of the Funds by its customers. If FUNB or its affiliates
were prevented from continuing to provide the services called for under the
investment advisory agreement, it is expected that the Trustees would
identify, and call upon the Funds' shareholders to approve, a new investment
advisor. If this were to occur, it is not anticipated that the shareholders of
the Funds would suffer any adverse financial consequences.     
 
- -------------------------------------------------------------------------------
 
                               OTHER INFORMATION
 
- -------------------------------------------------------------------------------
 
DIVIDENDS, DISTRIBUTIONS AND TAXES
 
     Each Fund intends to distribute its investment company taxable income
annually and net capital realized gains at least annually. Shareholders
receive Fund distributions in the form of additional shares of that class of
shares upon which the distribution is based or, at the shareholder's option,
in cash. Shareholders of 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 the Fund's net asset value per share computed at
the end of that day after adjustment for the distribution. Net asset value is
used in computing the number of shares in both capital gains and income
distribution investments.
 
     Because Class A shares bear most of the costs of distribution of such
shares through payment of a front-end sales charge, while Class B and, when
applicable, Class C shares bear such expenses through a higher annual
distribution fee, expenses attributable to Class B shares and Class C shares
will generally be higher than those of Class A shares, and income
distributions paid by 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 the Fund receives
instructions to the contrary before the record or payable date, as the case
may be, it will assume that a shareholder wishes to receive that distribution
and future capital gains and income distributions in shares. Instructions
continue in effect until changed in writing.
   
     Each Fund has qualified and intends to continue to qualify as a regulated
investment company under the Internal Revenue Code of 1986, as amended (the
"Code"). While so qualified, it is expected that a Fund will not be required
to pay any federal income taxes on that portion of its investment company
taxable income and any net realized capital gains it distributes to
shareholders. The Code imposes a 4% nondeductible excise tax on regulated
investment companies, such as the 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.     
 
                                      32
<PAGE>
 
     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.
 
     A Fund may be subject to foreign withholding taxes which would reduce the
yield on its investments. Tax treaties between certain countries and the U.S.
may reduce or eliminate such taxes. Shareholders of a Fund who are subject to
U.S. federal income tax may be entitled, subject to certain rules and
limitations, to claim a federal income tax credit or deduction for foreign
income taxes paid by the Fund. See the SAI for additional details. 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.
 
     Each Fund is required by federal law to withhold 31% of reportable
payments (which may include dividends, capital gains distributions (if any)
and redemptions) paid to certain shareholders. In order to avoid this backup
withholding requirement, each investor must certify on the application, or on
a separate form supplied by the Funds' transfer agent, that the investor's
social security or taxpayer identification number is correct and that the
investor is not currently subject to backup withholding or is exempt from
backup withholding.
 
     A shareholder who acquires Class A shares of a Fund and sells or
otherwise disposes of such shares within 90 days of acquisition may not be
allowed to include certain sales charges incurred in acquiring such shares for
purposes of calculating gain and loss realized upon a sale or exchange of
shares of the Fund.
   
     Each Fund intends to distribute its net capital gains as capital gains
dividends. Shareholders should treat such dividends as long-term capital
gains. A Fund will designate capital gains distributions as such by a written
notice mailed to each shareholder no later than 60 days after the close of a
Fund's taxable year. If a shareholder receives a capital gain dividend and
holds his shares for six months or less, then any allowable loss on
disposition of such shares will be treated as a long-term capital loss to the
extent of such capital gain dividend.     
 
     The foregoing discussion of federal income tax consequences is based on
tax laws and regulations in effect on the date of this prospectus and is
subject to change by legislative or administrative action. As the foregoing
discussion is for general information only, you should also review the
discussion of "Additional Tax Information" contained in the SAI. In addition,
you should consult your own tax adviser as to the tax consequences of
investments in 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 and Brokerage. The estimated annual portfolio turnover rate
for the EVERGREEN FUND and EVERGREEN STOCK SELECTOR FUND is not expected to
exceed 100%. The estimated annual portfolio turnover rate for EVERGREEN MICRO
CAP FUND, EVERGREEN AGGRESSIVE GROWTH FUND, EVERGREEN OMEGA FUND, EVERGREEN
SMALL COMPANY GROWTH FUND and EVERGREEN STRATEGIC GROWTH FUND is not expected
to exceed 200%. 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. It is contemplated that Lieber
& Company, an affiliate of Evergreen Asset and a member of the New York and
American Stock Exchanges, will to the extent practicable effect substantially
all of the portfolio transactions for EVERGREEN FUND and EVERGREEN MICRO CAP
FUND effected on those exchanges. See the SAI for further information
regarding the practices of the Funds affecting portfolio turnover and
brokerage allocation practices.     
   
Portfolio Transactions. Consistent with the Conduct Rules of the National
Association of Securities Dealers, Inc., and subject to seeking best price and
execution, a Fund may consider sales of its shares as a factor in the
selection of broker-dealers to enter into portfolio transactions with the
Fund.     
   
Other Classes of Shares. Each Fund currently offers four classes of shares,
Class A, Class B, Class C and Class Y (except for EVERGREEN STRATEGIC GROWTH
FUND which offers three classes of shares, Class A, Class B and Class C), 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, Meridian 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.     
 
                                      33
<PAGE>
 
Performance Information. From time to time, a Fund may quote its "total
return" or "yield" for a specified period in advertisements, reports or other
communications to shareholders. Total return and yield are computed separately
for Class A, Class B, Class C and Class Y shares. 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, the Fund's yield may not equal its
distribution rate, the income paid to your account or the net investment
income reported in the Fund's financial statements. To calculate yield, 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. A Fund may also advertise in items of sales
literature an "actual distribution rate" which is computed by dividing the
total ordinary income distributed (which may include the excess of short-term
capital gains over losses) to shareholders for the latest 12-month period by
the maximum public offering price per share on the last day of the period.
Investors should be aware that past performance may not be indicative of
future results.     
 
     In marketing 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 free of charge 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 therein, do not contain all the information set
forth in the Registration Statement filed by the Trust with the SEC under the
1933 Act, as amended. Copies of the Registration Statement may be obtained at
a reasonable charge from the SEC or may be examined, without charge, at the
offices of the SEC in Washington, D.C.     
 
                                      34
<PAGE>
 
 
 
 
 
INVESTMENT ADVISORS
Evergreen Asset Management Corp., 2500 Westchester Avenue, Purchase, New York
10577
  Evergreen Fund, Evergreen Micro Cap Fund
 
Capital Management Group of First Union National Bank, 201 South College
Street, Charlotte, North Carolina 28288
  Evergreen Aggressive Growth Fund
 
Keystone Investment Management Company, 200 Berkeley Street, Boston,
Massachusetts 02116-5034
     
  Evergreen Omega Fund, Evergreen Small Company Growth Fund, Evergreen
  Strategic Growth Fund     
 
Meridian Investment Company, 55 Valley Stream Parkway, Malvern, Pennsylvania
19355
  Evergreen Stock Selector 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 02106-2121
 
LEGAL COUNSEL
Sullivan & Worcester LLP, 1025 Connecticut Avenue, N.W., Washington, D.C. 20036
 
INDEPENDENT AUDITORS
   
PricewaterhouseCoopers LLP, 1177 Avenue of the Americas, New York, New York
10036     
  Evergreen Fund, Evergreen Micro Cap Fund, Evergreen Aggressive Growth Fund,
  Evergreen Stock Selector Fund
 
KPMG Peat Marwick LLP, 99 High Street, Boston, Massachusetts 02110
  Evergreen Omega Fund, Evergreen Small Company Growth Fund, Evergreen
  Strategic Growth Fund
       
       
DISTRIBUTOR
Evergreen Distributor, Inc., 125 W. 55th Street, New York, New York 10019
 
60433                                                                  536114RV3



<PAGE>
 
- -------------------------------------------------------------------------------
   
PROSPECTUS                      February 1, 1998 as amended August 3, 1998     
- -------------------------------------------------------------------------------
 
 
EVERGREEN DOMESTIC GROWTH FUNDS                            [LOGO OF EVERGREEN 
                                                         FUNDS(SM) APPEARS HERE]
- -------------------------------------------------------------------------------
 
EVERGREEN FUND
EVERGREEN MICRO CAP FUND
EVERGREEN AGGRESSIVE GROWTH FUND
EVERGREEN OMEGA FUND
EVERGREEN SMALL COMPANY GROWTH FUND
EVERGREEN STOCK SELECTOR FUND (EACH A "FUND;" TOGETHER, THE "FUNDS")
 
CLASS Y SHARES
 
     The Funds are designed to provide investors with a selection of
investment alternatives which seek to provide capital growth and
diversification. This prospectus provides information regarding the Class Y
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
February 1, 1998, as amended August 1, 1998, 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 Funds at (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.     
 
AN INVESTMENT IN THE FUNDS IS NOT A DEPOSIT OR OBLIGATION OF ANY BANK, IS NOT
ENDORSED OR GUARANTEED BY ANY BANK, AND IS NOT INSURED OR OTHERWISE PROTECTED
BY THE U.S. GOVERNMENT, THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL
RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY AND INVOLVES RISK, INCLUDING THE
POSSIBLE LOSS OF PRINCIPAL.
 
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION 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
<PAGE>
 
                               TABLE OF CONTENTS
<TABLE>   
<S>                                                                          <C>
EXPENSE INFORMATION........................................................    3
FINANCIAL HIGHLIGHTS.......................................................    5
DESCRIPTION OF THE FUNDS...................................................   10
   Investment Objectives and Policies......................................   10
   Investment Practices and Restrictions...................................   12
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 below are designed to help you understand the
various expenses that you will bear, directly or indirectly, when you invest
in a Fund. Shareholder transaction expenses are fees paid directly from your
account when you buy or sell shares of a Fund.     
 
<TABLE>
              <S>                                      <C>
              SHAREHOLDER TRANSACTION EXPENSES
              Sales Charge Imposed on Purchases....... None
              Sales Charge Imposed on Dividend
               Reinvestments.......................... None
              Contingent Deferred Sales Charge........ None
</TABLE>
   
     Annual operating expenses reflect the normal operating expenses of a
Fund, and include costs such as management and other fees. The tables below
show for each of EVERGREEN FUND, EVERGREEN MICRO CAP FUND, EVERGREEN
AGGRESSIVE GROWTH FUND and EVERGREEN OMEGA FUND actual annual operating
expenses for the fiscal period ended September 30, 1997 and for EVERGREEN
SMALL COMPANY GROWTH FUND and EVERGREEN STOCK SELECTOR FUND annual operating
expenses have been estimated for the fiscal period ending September 30, 1998.
The examples show what you would pay if you invested $1,000 over the periods
indicated. The examples assume that you reinvest all of your dividends and
that a Fund's average annual return will be 5%. THE EXAMPLES ARE FOR
ILLUSTRATION PURPOSES ONLY AND SHOULD NOT BE CONSIDERED A REPRESENTATION OF
PAST OR FUTURE EXPENSES OR ANNUAL RETURN. A FUND'S ACTUAL EXPENSES AND RETURNS
WILL VARY. For a more complete description of the various costs and expenses
borne by a Fund see "Organization and Service Providers."     
 
EVERGREEN FUND
 
<TABLE>
<CAPTION>
                                                
                 ANNUAL OPERATING               
                     EXPENSES                                   EXAMPLE  
                 ----------------                               -------  
<S>              <C>                            <C>             <C>      
Management Fees        0.92%                    After 1 Year     $ 12    
Other Expenses         0.23%                    After 3 Years    $ 37    
                       ----                     After 5 Years    $ 63    
Total                  1.15%                    After 10 Years   $140     
                       ====
</TABLE>
 
EVERGREEN MICRO CAP FUND
 
<TABLE>
<CAPTION>
                 ANNUAL OPERATING
                     EXPENSES                                   EXAMPLE
                 ----------------                               -------        
<S>              <C>                            <C>             <C>    
Management Fees        1.00%                    After 1 Year     $ 16  
Other Expenses         0.59%                    After 3 Years    $ 50  
                       ----                     After 5 Years    $ 87  
Total                  1.59%                    After 10 Years   $189   
                       ====
</TABLE>
 
EVERGREEN AGGRESSIVE GROWTH FUND
 
<TABLE>
<CAPTION>
                 ANNUAL OPERATING
                     EXPENSES                                   EXAMPLE 
                 ----------------                               ------- 
<S>              <C>                            <C>             <C>     
Management Fees        0.64%                    After 1 Year     $ 10   
Other Expenses         0.37%                    After 3 Years    $ 32   
                       ----                     After 5 Years    $ 56   
Total                  1.01%                    After 10 Years   $124    
                       ====
</TABLE>

EVERGREEN OMEGA FUND
 
<TABLE>
<CAPTION>
                 ANNUAL OPERATING
                     EXPENSES                                   EXAMPLE 
                 ----------------                               ------- 
<S>              <C>                            <C>             <C>     
Management Fees        0.74%                    After 1 Year     $ 13   
Other Expenses         0.50%                    After 3 Years    $ 39   
                       ----                     After 5 Years    $ 68   
Total                  1.24%                    After 10 Years   $150    
                       ====
</TABLE>

 
                                       3
<PAGE>
 
EVERGREEN SMALL COMPANY GROWTH FUND
 
<TABLE>    
<CAPTION>
                 ANNUAL OPERATING
                     EXPENSES                                EXAMPLE
                 ----------------                            -------
<S>              <C>                            <C>            <C>  
Management Fees        0.48%                    After 1 Year   $ 8  
Other Expenses         0.29%                    After 3 Years  $25   
                       ----
Total                  0.77%
                       ====
</TABLE>     
 
EVERGREEN STOCK SELECTOR FUND
 
<TABLE>   
<CAPTION>
                 ANNUAL OPERATING
                     EXPENSES                                 EXAMPLE 
                 ----------------                             ------- 
<S>              <C>                            <C>            <C>    
Management Fees                                 After 1 Year   $ 9    
 (After Waiver)(1)     0.65%                    After 3 Years  $30      
Other Expenses         0.28%
                       ----
Total(1)               0.93%
                       ====
</TABLE>    
- -------
   
(1) The management fee has been reduced from 0.74% to reflect the voluntary
    waiver by the investment advisor. This voluntary waiver can be terminated
    at any time. The investment advisor has undertaken to limit the Fund's
    Total Annual Operating Expenses for a period of at least two years from
    the date of this prospectus to 1.02% of Class Y shares' average daily net
    assets. Absent the management fee waiver and the limitation on Total
    Annual Operating Expenses, such estimated expenses for the fiscal period
    ending September 30, 1998 will be 1.02% of Class Y shares' average daily
    net assets.     
 
                                       4
<PAGE>
 
- -------------------------------------------------------------------------------
 
                             FINANCIAL HIGHLIGHTS
 
- -------------------------------------------------------------------------------
   
     The tables on the following pages present, for each Fund, (except
EVERGREEN SMALL COMPANY GROWTH 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, for
EVERGREEN FUND has been audited by PricewaterhouseCoopers LLP, the Fund's
independent auditors. The information in the tables for EVERGREEN MICRO CAP
FUND for the fiscal years ended September 30, 1997 and 1996 has been audited
by PricewaterhouseCoopers LLP, the Fund's current independent auditors. The
information in the tables for the Fund's fiscal year ended September 30, 1995,
for the four months ended September 30, 1994 and each of the years in the
seven-year period ended May 31, 1994 was audited by the Fund's prior
independent auditors. The information in the tables for EVERGREEN AGGRESSIVE
GROWTH FUND for the fiscal periods ended September 30, 1997 through 1995 has
been audited by PricewaterhouseCoopers LLP, the Fund's current independent
auditors. The information in the tables for EVERGREEN OMEGA FUND for the
period from January 13, 1997 (date of initial public offering) to September
30, 1997 has been audited by KPMG Peat Marwick LLP, the Fund's current
independent auditors. The information in the tables for EVERGREEN STOCK
SELECTOR FUND (formerly Core Equity Fund, a portfolio of CoreFunds, Inc., and
reorganized into EVERGREEN STOCK SELECTOR FUND in July 1998) for the fiscal
periods ended June 30, 1997 and 1996 has been audited by Ernst & Young LLP,
independent auditors. The information in the tables for each of the periods in
the six-year period ended October 31, 1995 was audited by the Fund's prior
independent auditors. Class Y shares of Evergreen SMALL COMPANY GROWTH FUND
were not offered until January 23, 1998. Therefore, no financial highlights
are currently available. A report of PricewaterhouseCoopers, LLP, KPMG Peat
Marwick LLP or Ernst & Young LLP, as the case may be, on the audited
information with respect to each Fund is incorporated by reference in the SAI.
The following information for each Fund should be read in conjunction with the
financial statements and related notes which are incorporated by reference in
the SAI.     
 
     Further information about each Fund's performance is contained in the
Fund's Annual Report to shareholders, which may be obtained without charge.
 
EVERGREEN FUND -- CLASS Y SHARES
 
<TABLE>   
<CAPTION>
                         SIX MONTHS
                            ENDED
                          MARCH 31,                          YEAR ENDED SEPTEMBER 30,
                            1998#    ---------------------------------------------------------------------------------
                         (UNAUDITED)  1997#    1996     1995    1994    1993    1992    1991    1990     1989   1988*
                         ----------- -------  -------  ------  ------  ------  ------  ------  -------  ------  ------
<S>                      <C>         <C>      <C>      <C>     <C>     <C>     <C>     <C>     <C>      <C>     <C>
PER SHARE DATA:
Net asset value
 beginning of year......    $23.07    $17.71   $15.59  $14.62  $14.46  $13.10  $13.32   $9.66   $14.01  $12.47  $15.12
                           -------   -------  -------  ------  ------  ------  ------  ------  -------  ------  ------
Income from investment
 operations
Net investment income...      0.05      0.16     0.24    0.10    0.07    0.09    0.09    0.17     0.24    0.32    0.21
Net realized and
 unrealized gain (loss)
 on investments.........      2.76      5.73     2.55    3.10    0.79    1.96    0.55    3.93    (3.62)   1.99   (1.05)
                           -------   -------  -------  ------  ------  ------  ------  ------  -------  ------  ------
Total from investment
 operations.............      2.81      5.89     2.79    3.20    0.86    2.05    0.64    4.10    (3.38)   2.31   (0.84)
                           -------   -------  -------  ------  ------  ------  ------  ------  -------  ------  ------
Less distributions from
Net investment income...    (0.14)     (0.12)   (0.09)  (0.07)  (0.09)  (0.07)  (0.17)  (0.18)   (0.36)  (0.21)  (0.25)
Net realized gain on
 investments............     (0.50)    (0.41)   (0.58)  (2.16)  (0.61)  (0.62)  (0.69)  (0.26)   (0.61)  (0.56)  (1.56)
                           -------   -------  -------  ------  ------  ------  ------  ------  -------  ------  ------
Total distributions.....     (0.64)    (0.53)   (0.67)  (2.23)  (0.70)  (0.69)  (0.86)  (0.44)   (0.97)  (0.77)  (1.81)
                           -------   -------  -------  ------  ------  ------  ------  ------  -------  ------  ------
Net asset value end of
 year...................   $ 25.24    $23.07   $17.71  $15.59  $14.62  $14.46  $13.10  $13.32    $9.66  $14.01  $12.47
                           =======   =======  =======  ======  ======  ======  ======  ======  =======  ======  ======
TOTAL RETURN............    12.54%    34.08%   18.43%  26.79%   6.16%  15.83%   5.19%  43.74%  (25.38%) 19.99%  (1.87%)
RATIOS/SUPPLEMENTAL
 DATA:
Ratios to average net
 assets:
Total expenses..........     1.18%+    1.15%    1.15%   1.16%   1.13%   1.11%   1.13%   1.15%    1.15%   1.11%   1.03%
Total expenses,
 excluding indirectly
 paid expenses..........     1.18%+    1.15%      N/A     N/A     N/A     N/A     N/A     N/A      N/A     N/A     N/A
Interest expense........       N/A       N/A      N/A   0.06%   0.09%   0.01%   0.56%   1.45%    1.83%   2.46%   1.70%
Net investment income...     0.48%     0.80%    0.93%   0.53%   0.40%   0.60%     32%     35%      39%     40%     42%
Portfolio turnover
 rate...................        4%       12%      15%     19%     19%     21%     N/A     N/A      N/A     N/A     N/A
Average commission rate
 paid per share.........   $0.0571   $0.0577  $0.0603     N/A     N/A     N/A
Net assets end of year
 (millions).............    $1,258    $1,104     $841    $612    $526    $657    $772    $755     $525    $867    $751
</TABLE>    
- -------
   
# Net investment income is based on average shares outstanding during the
  period.     
   
+ Annualized.     
* Net of expense limitation in fiscal year 1988.
 
 
                                       5
<PAGE>
 
          
EVERGREEN AGGRESSIVE GROWTH FUND -- CLASS Y SHARES     
 
<TABLE>   
<CAPTION>
                                      SIX MONTHS
                                         ENDED
                                       MARCH 31,   YEAR ENDED SEPTEMBER 30,
                                         1998#     ----------------------------
                                      (UNAUDITED)   1997#      1996     1995*
                                      -----------  --------  --------  --------
<S>                                   <C>          <C>       <C>       <C>
PER SHARE DATA:
Net asset value beginning of year...     $23.57    $  21.09  $  17.38  $ 15.79
                                        -------    --------  --------  -------
Income from investment operations
 Net investment loss................      (0.09)      (0.17)    (0.06)   (0.01)
 Net realized and unrealized gain on
  investments.......................       0.67        2.65      4.41     1.60
                                        -------    --------  --------  -------
  Total from investment operations..       0.58        2.48      4.35     1.59
                                        -------    --------  --------  -------
Less distributions from
 Net realized gain on investments...      (0.85)          0     (0.64)       0
                                        -------    --------  --------  -------
  Total distributions...............      (0.85)          0     (0.64)       0
                                        -------    --------  --------  -------
Net asset value end of year.........     $23.30    $  23.57  $  21.09  $ 17.38
                                        =======    ========  ========  =======
TOTAL RETURN........................       2.68%     11.76%    25.84%   10.07%
RATIOS/SUPPLEMENTAL DATA:
Ratios to average net assets:
 Total expenses.....................       1.01%+     1.01%     0.97%    1.08%+
 Total expenses, excluding
  indirectly paid expenses..........       1.01%+     1.00%       N/A      N/A
 Net investment loss................      (0.86%)+    (.78%)   (0.60%)  (0.71%)+
Portfolio turnover rate.............         28%        56%       33%      31%
Average commission rate paid per
 share..............................    $0.0598     $0.0531   $0.0582      N/A
Net assets end of year (thousands)..    $32,043     $44,384   $25,918  $ 1,889
</TABLE>    
- -------
   
# Net investment income is based on average shares outstanding during the
  period.     
   
+ Annualized.     
   
* For the period from July 11, 1995 (commencement of class operations) to
  September 30, 1995.     
       
                                       6
<PAGE>
 
          
EVERGREEN MICRO CAP FUND -- CLASS Y SHARES     
 
<TABLE>   
<CAPTION>
                     SIX MONTHS
                        ENDED
                      MARCH 31,     YEAR ENDED SEPTEMBER 30,
                        1998#    ----------------------------------
                     (UNAUDITED)  1997#    1996     1995     1994*
                     ----------- -------  -------  -------  -------
<S>                  <C>         <C>      <C>      <C>      <C>
PER SHARE DATA:
Net asset value
 beginning of
 year.............     $ 26.83    $17.35   $18.42   $21.74   $21.20
                       -------   -------  -------  -------  -------
Income from
 investment
 operations
 Net investment
  income (loss)...       (0.11)    (0.09)   (0.08)   (0.23)   (0.05)
 Net realized and
  unrealized gain
  (loss) on
  investments.....        2.48      9.57    (0.43)    0.59     0.59
                       -------   -------  -------  -------  -------
  Total from
   investment
   operations.....        2.37      9.48    (0.51)    0.36     0.54
                       -------   -------  -------  -------  -------
Less distributions
 from:
 Net investment
  income..........           0         0        0        0        0
 Net realized gain
  on investments..       (1.39)        0    (0.56)   (3.68)       0
                       -------   -------  -------  -------  -------
  Total
   distributions..       (1.39)        0    (0.56)   (3.68)       0
                       -------   -------  -------  -------  -------
Net asset value
 end of year......     $ 27.81    $26.83   $17.35   $18.42   $21.74
                       =======   =======  =======  =======  =======
TOTAL RETURN......        9.18%   54.64%   (2.73%)   4.76%    2.55%
RATIOS/SUPPLEMENTAL
 DATA:
Ratios to average
 net assets:
 Total expenses...        1.54%+   1.59%    1.55%    1.36%    1.37%+
 Interest
  expense.........        0.06%+   0.02%    0.02%      N/A      N/A
 Total expenses,
  excluding
  indirectly paid
  expenses........        1.53%+   1.58%      N/A      N/A      N/A
 Total expenses,
  excluding fee
  waivers &
  expense
  reimbursements..         N/A       N/A    1.60%      N/A      N/A
 Net investment
  income (loss)...      (0.80%)+  (0.45%)  (0.38%)  (0.87%)  (0.70%)+
Portfolio turnover
 rate.............         24%       59%     160%      84%      36%
Average commission
 rate paid per
 share............     $0.0523   $0.0543  $0.0465      N/A      N/A
Net assets end of
 year
 (thousands)......     $54,721   $50,732  $39,622  $64,721  $99,340
<CAPTION>
                                       YEAR ENDED MAY 31,
                     --------------------------------------------------------------
                      1994     1993     1992     1991     1990     1989#    1988
                     -------- -------- -------- -------- -------- -------- --------
<S>                  <C>      <C>      <C>      <C>      <C>      <C>      <C>
PER SHARE DATA:
Net asset value
 beginning of
 year.............    $20.87   $21.02   $18.81   $17.69   $21.02   $16.82   $18.55
                     -------- -------- -------- -------- -------- -------- --------
Income from
 investment
 operations
 Net investment
  income (loss)...     (0.07)   (0.03)    0.02     0.56     0.45     0.16        0
 Net realized and
  unrealized gain
  (loss) on
  investments.....      1.67     1.57     3.33     1.67     0.25     4.37    (0.78)
                     -------- -------- -------- -------- -------- -------- --------
  Total from
   investment
   operations.....      1.60     1.54     3.35     2.23     0.70     4.53    (0.78)
                     -------- -------- -------- -------- -------- -------- --------
Less distributions
 from:
 Net investment
  income..........         0        0    (0.14)   (0.53)   (0.36)   (0.05)       0
 Net realized gain
  on investments..     (1.27)   (1.69)   (1.00)   (0.58)   (3.67)   (0.28)   (0.95)
                     -------- -------- -------- -------- -------- -------- --------
  Total
   distributions..     (1.27)   (1.69)   (1.14)   (1.11)   (4.03)   (0.33)   (0.95)
                     -------- -------- -------- -------- -------- -------- --------
Net asset value
 end of year......    $21.20   $20.87   $21.02   $18.81   $17.69   $21.02   $16.82
                     ======== ======== ======== ======== ======== ======== ========
TOTAL RETURN......     7.64%    7.47%   18.33%   14.42%    4.20%   27.35%   (4.01%)
RATIOS/SUPPLEMENTAL
 DATA:
Ratios to average
 net assets:
 Total expenses...     1.26%    1.24%    1.25%    1.32%    1.33%    1.30%    1.47%
 Interest
  expense.........       N/A      N/A      N/A      N/A      N/A      N/A      N/A
 Total expenses,
  excluding
  indirectly paid
  expenses........       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      N/A
 Net investment
  income (loss)...    (0.33%)  (0.07%)   0.22%    3.32%    2.25%    0.86%    0.01%
Portfolio turnover
 rate.............       89%      29%      55%      59%      46%      45%      47%
Average commission
 rate paid per
 share............       N/A      N/A      N/A      N/A      N/A      N/A      N/A
Net assets end of
 year
 (thousands)......   $96,357  $80,605  $62,172  $45,687  $37,838  $37,292  $23,007
</TABLE>    
- -------
   
# Net investment income is based on average shares outstanding during the
  period.     
   
* For the four months ended September 30, 1994. The Fund changed its fiscal
  year end from May 31 to September 30, effective September 30, 1994.     
   
+ Annualized.     
 
                                       7
<PAGE>
 
EVERGREEN OMEGA FUND -- CLASS Y SHARES
 
<TABLE>   
<CAPTION>
                                                SIX MONTHS
                                                   ENDED
                                                 MARCH 31,
                                                   1998#        PERIOD ENDED
                                                (UNAUDITED) SEPTEMBER 30, 1997#*
                                                ----------- --------------------
<S>                                             <C>         <C>
PER SHARE DATA:
Net asset value beginning of period...........     $22.68          $19.98
                                                  -------         -------
Income from investment operations
 Net investment loss..........................      (0.02)          (0.01)
 Net realized and unrealized gain on
  investments.................................       3.44            3.56
                                                  -------         -------
 Total from investment operations.............       3.42            3.55
                                                  -------
Less distributions from
 Net realized gain on investments.............      (2.13)          (0.85)
                                                  -------         -------
 Total distributions..........................      (2.13)          (0.85)
                                                  -------         -------
Net asset value end of period.................     $23.97          $22.68
                                                  =======         =======
TOTAL RETURN..................................     16.47%          18.60%
RATIOS/SUPPLEMENTAL DATA:
Ratios to average net assets
 Total expenses...............................      1.07%+          1.24%+
 Total expenses, excluding indirectly paid
  expenses....................................      1.07%+          1.24%+
 Net investment income (loss).................     (0.17%)+        (0.21%)+
Portfolio turnover rate.......................       108%             76%
Average commission rate paid per share........    $0.0587         $0.0580
Net assets end of period (thousands)..........         $6              $5
</TABLE>    
- -------
   
# Net investment income is based on average shares outstanding during the
  period.     
   
* For the period from January 13, 1997 (commencement of class operations) to
  September 30, 1997.     
   
+  Annualized.     
   
EVERGREEN SMALL COMPANY GROWTH FUND -- CLASS Y SHARES     
 
<TABLE>   
<CAPTION>
                                                                  PERIOD ENDED
                                                                MARCH 31, 1998#*
                                                                  (UNAUDITED)
                                                                ----------------
<S>                                                             <C>
PER SHARE DATA:
Net asset value beginning of period...........................        $7.73
                                                                    -------
Income from investment operations
 Net investment income........................................            0
 Net realized and unrealized gain on investments and foreign
  currency related transactions...............................         1.04
                                                                    -------
 Total from investment operations.............................         1.04
                                                                    -------
Net asset value end of period.................................        $8.77
                                                                    =======
TOTAL RETURN..................................................       13.45%
RATIOS/SUPPLEMENTAL DATA:
Ratios to average net assets:
 Total expenses...............................................        0.82%**
 Total expenses, excluding indirectly paid expenses...........        0.82%**
 Net investment loss..........................................       (0.15%)**
Portfolio turnover rate.......................................          41%
Average commission rate paid per share........................      $0.0507
Net assets end of period (millions)...........................           $1
</TABLE>    
- -------
   
# Net investment income is based on average shares outstanding during the
  period.     
          
** Annualized.     
   
* For the period from January 26, 1998 (commencement of class operations) to
  March 31, 1998.     
 
                                       8
<PAGE>
 
   
EVERGREEN STOCK SELECTOR FUND -- CLASS Y*(3)     
 
<TABLE>   
<CAPTION>
                                          YEAR ENDED
                           SIX MONTHS      JUNE 30,                       YEAR ENDED OCTOBER 31,
                             ENDED     ------------------  ---------------------------------------------------------
                          DECEMBER 31,                     INSTITUTIONAL  PRIOR
                              1997                             CLASS      CLASS
                          (UNAUDITED)    1997      1996        1995       1994     1993     1992     1991    1990(1)
                          ------------ --------  --------  ------------- -------  -------  -------  -------  -------
<S>                       <C>          <C>       <C>       <C>           <C>      <C>      <C>      <C>      <C>
Net Asset Value,
 Beginning of Period....      $21.11     $17.26    $17.07      $15.00     $15.39   $13.93   $13.08    $8.95  $10.00
 Net Investment Income..          --       0.12      0.14        0.19       0.11     0.14     0.19     0.26    0.14
 Realized and Unrealized
  Net Gains (Losses) on
  Securities............        2.41       5.32      1.49        2.87       0.22     1.89     1.02     4.13   (1.05)
 Distributions from Net
  Investment Income.....          --      (0.12)    (0.14)      (0.19)     (0.11)   (0.14)   (0.19)   (0.26)  (0.14)
 Distributions from
  Capital Gains.........       (2.92)     (1.47)    (1.30)      (0.80)     (0.61)   (0.43)   (0.17)      --      --
Net Asset Value, End of
 Period.................      $20.60     $21.11    $17.26      $17.07     $15.00   $15.39   $13.93   $13.08   $8.95
                            ========   ========  ========    ========    =======  =======  =======  =======  ======
TOTAL RETURN(2).........      11.87%     33.10%    19.24%      22.00%      2.21%   14.90%    9.27%   49.37%  (9.22%)
Net Assets, End of
 Period (000 omitted)...    $557,593   $515,015  $414,824    $378,352    $50,128  $45,677  $28,103  $12,830  $5,982
Ratio of Expenses to
 Average Net Assets.....       0.99%      0.98%     0.97%       1.05%      1.49%    1.20%    0.92%    0.54%   0.65%
Ratio of Net Income to
 Average Net Assets.....       0.21%      0.63%     1.15%       1.44%      0.75%    0.94%    1.47%    2.30%   2.29%
Ratio of Expenses to
 Average Net Assets
 (Excluding Waivers)....       1.05%      1.03%     1.01%       1.10%      1.51%    1.41%    1.23%    1.48%   1.59%
Ratio of Net Income to
 Average Net Assets
 (Excluding Waivers)....       0.15%      0.58%     1.11%       1.44%      0.73%    0.73%    1.17%    1.36%   1.35%
Portfolio Turnover
 Rate**.................         23%        79%      114%        119%        35%      24%      39%      68%     43%
Average Commission Rate
 Paid(4)................     $0.0658    $0.0512   $0.0636         n/a        n/a      n/a      n/a      n/a     n/a
</TABLE>    
- -------
   
 * On February 21, 1995, the Shares of the Fund were redesignated as either
   Retail or Institutional Shares. On that date, the Fund's net investment
   income, expenses and distributions for the period November 1, 1994 through
   February 20, 1995 were allocated to each class of shares. The basis for the
   allocation was the relative net assets of each class of Shares as of
   February 21, 1995. The results were combined with the results of operations
   and distributions for each applicable class for the period February 21,
   1995 through October 31, 1995. For the year ended October 31, 1995, the
   Financial Highlights' ratios of expenses, net investment income, total
   return, and the per share investment activities and distributions reflect
   this allocation. Also, on April 15, 1996, the assets of the Conestoga
   Equity Fund were acquired by CoreFunds. At that time the Institutional
   Class Shares of the Fund were exchanged for Class Y Shares.     
** For the period ended June 30, 1996, transactions relating to the merger
   were excluded from the calculation of the Portfolio Turnover Rate.
(1) Commenced operations February 28, 1990. Unless otherwise noted, all ratios
    for the period have been annualized.
(2) Total return for the period ended June 30, 1996 is for an eight-month
    period.
   
(3) The per share amounts for the period ended June 30, 1996, represents the
    period from November 1, 1995 to June 30, 1996. All prior years are for the
    periods November 1 to October 31.     
(4) Presentation of the rate is only required for fiscal periods beginning
    after September 1, 1995.
 
                                       9
<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.
 
EVERGREEN FUND
 
     The EVERGREEN FUND seeks to achieve its investment objective of capital
appreciation principally through investments in common stock and securities
convertible into or exchangeable for common stock of companies which are
little-known, relatively small or represent special situations which, in the
opinion of the Fund's investment advisor, offer potential for capital
appreciation. A "little-known" company means one whose business is limited to
a regional market or whose securities are closely held with only a small
proportion traded publicly. A "relatively small" company means one which has a
small share of the market for its products or services in comparison with
other companies in its field, or which provides goods or services for a
limited market. A "special situation" company is one which offers potential
for capital appreciation because of a recent or anticipated change in
structure, management, products or services. In addition to the securities
described above, the EVERGREEN FUND may invest in securities of relatively
well-known and large companies with potential for capital appreciation.
Investments may also be made to a limited degree in non-convertible debt
securities and preferred stocks which offer an opportunity for capital
appreciation. Short-term investments may also be made if the Fund's investment
advisor believes that such action will benefit the Fund.
 
EVERGREEN MICRO CAP FUND
 
     The investment objective of EVERGREEN MICRO CAP FUND is to achieve
capital appreciation; income is not a factor in the selection of portfolio
securities. The Fund seeks to achieve its objective principally through
investments in common stock of companies for which there is a relatively
limited trading market. A relatively limited trading market is one in which
only small amounts of stock are available at any given time generally through
five or fewer market makers. The securities of such companies are often traded
only over-the-counter or on a regional securities exchange, rarely on a
national securities exchange, and may not trade every day or in the volume
typical of trading on a national securities exchange.
 
     Investments by the Fund are made with a view toward taking advantage of
market inefficiencies affecting the price of a company's securities or by
exploiting the investment opportunities which may be inherent in companies
offering new or unique products or services. Market inefficiency can result
from a company being too small to be covered by most industry analysts,
thereby resulting in a limited dissemination of information about the company
or its industry. The companies in which the Fund may invest are small, but
have at least $1,000,000 and generally no more than $150,000,000 of market
capitalization. The Fund may also invest in little-known or unpopular
companies which may not be widely recommended for purchase by industry
analysts due to some situation unique to the company or its industry. There
are no restrictions as to types of businesses or industries in which the Fund
may invest. The Fund's investment advisor believes that its investment
research programs will uncover a variety of relatively unexploited investment
opportunities.
 
     The Fund's investment advisor will attempt to screen the universe of
companies falling within the capitalization range described above and invest
primarily in what it believes to be the 100 best based on certain qualitative
and quantitative criteria. Such companies may include those with the highest
return on equity and consistent earnings growth. The criteria will be reviewed
and evaluated on an ongoing basis by the Fund's investment advisor. In
addition, the Fund will invest in other companies which do not meet the
screening criteria. These will include companies which offer unique products
or services or operate in industries or sectors that have, in the opinion of
the Fund's investment advisor, significant growth prospects. In selecting
investment opportunities for the Fund, the Fund's investment advisor will use
certain proprietary computer screening techniques and the extensive library
facilities of Lieber & Company, the Fund's sub-adviser.
 
     While the focus of EVERGREEN MICRO CAP FUND is on long-term capital
appreciation, investments may on occasion be made with the expectation of
short-term capital appreciation. Securities held for a short time period may
be sold if the investment objective for such securities has been achieved or
if other circumstances warrant.
 
                                      10
<PAGE>
 
EVERGREEN AGGRESSIVE GROWTH FUND
 
     The EVERGREEN AGGRESSIVE GROWTH FUND'S investment objective is to achieve
long-term capital appreciation by investing primarily in common stocks of
emerging growth companies and larger, more well established companies, all of
which are viewed by the Fund's investment advisor as having above-average
appreciation potential. Under normal circumstances, the Fund intends to invest
at least 65% of its net assets in common stocks or securities convertible into
common stocks. The Fund's investment advisor considers an emerging growth
company to be one which is still in the developmental stage, yet has
demonstrated, or is expected to achieve, growth of earnings over various major
business cycles. Important qualities of any emerging growth company include
sound management and a good product with growing market opportunities. To the
extent that its assets are not invested in common stocks or securities
convertible into common stocks, the Fund also may invest its assets in, or
enter into repurchase agreements with banks or broker-dealers with respect to,
investment grade corporate bonds, United States ("U.S.") government
securities, commercial paper and certificates of deposit of domestic banks.
 
     Consistent with its investment objective, the Fund also may invest in
equity securities of seasoned, established companies which its investment
advisor believes have above-average appreciation potential similar to that of
companies in the developmental stage. This may be due, for example, to
management change, new technology, new product or service developments,
changes in demand, or other factors. Investments in stocks of emerging growth
companies may involve special risks.
 
EVERGREEN OMEGA FUND
 
     The investment objective of EVERGREEN OMEGA FUND is to seek maximum
capital growth by investing in a varied portfolio consisting primarily of
common stocks and securities convertible into common stocks. The Fund pursues
its objective by employing techniques of the fully managed-investment concept,
meaning that the Fund's investment advisor will continuously review both
individual securities and relevant general conditions. Whenever, in the
opinion of the Fund's investment advisor, a security no longer seems to have
the required characteristics, an anticipated level of performance has been
achieved, or other securities present relatively greater opportunities for
realizing the Fund's objective, appropriate changes will be made in the Fund's
portfolio. The Fund's equity position will be changed as the investment
advisor changes its evaluation of trends in general securities price levels.
Portfolio turnover rate will not be considered a limiting factor in the
execution of investment decisions.
   
EVERGREEN SMALL COMPANY GROWTH FUND     
   
     EVERGREEN SMALL COMPANY GROWTH FUND seeks long-term growth of capital.
       
     The Fund invests at least 65% of its total assets in equity securities of
companies with small market capitalizations. For this purpose, companies with
small market capitalizations are generally those with market capitalizations
of less than $1 billion ("small cap") at the time of the Fund's investment.
Companies whose capitalization falls outside this range after the purchase
continue to be considered small cap for this purpose.     
 
     While the Fund focuses on small cap stocks, it may also invest in other
types of securities without regard to the market capitalization of the issuer
and which may be listed on national exchanges or traded over-the-counter,
including other common stocks, debt securities convertible into common stocks
or having common stock characteristics, and rights and warrants to purchase
common stocks. While income is not an objective, securities appearing to offer
attractive possibilities for future growth of income may be included in the
portfolio whenever it seems possible to do so without conflicting with the
Fund's objective of capital growth.
 
EVERGREEN STOCK SELECTOR FUND
   
     The EVERGREEN STOCK SELECTOR FUND seeks maximum total return. The Fund
strives to provide a total return greater than broad stock market indices such
as the Standard & Poor's 500 Composite Stock Index by investing principally in
a diversified portfolio of common stocks of companies that its investment
advisor expects will experience growth in earnings and price including stocks
of companies with large market capitalizations (i.e., over $5 billion), medium
market capitalizations (i.e., between $1 billion and $5 billion) and small
market capitalizations (i.e., under $1 billion). In addition, up to 20% of the
Fund's total assets may be invested in preferred stocks, securities
convertible into common stock, corporate bonds and notes, warrants (up to 5%
of total assets), short-term obligations and foreign securities represented by
sponsored and unsponsored American Depositary Receipts.     
 
 
                                      11
<PAGE>
 
   
     Debt securities which include both secured and unsecured obligations,
will, at the time of investment, be rated within the three highest categories
by Standard & Poor's Rating Services ("S&P") (AAA, AA and A), by Moody's
Investors Service, Inc., ("Moody's") (Aaa, Aa and A), by Fitch IBCA, Inc.
(AAA, AA and A), 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.     
       
Other Eligible Securities. Each Fund may invest, for temporary defensive
purposes, up to 100% of their assets in short-term obligations. Such
obligations may include U.S. government securities, master demand notes,
commercial paper notes, bank deposits and other financial obligations.
   
     EVERGREEN SMALL COMPANY GROWTH FUND may invest in limited partnerships,
including master limited partnerships. EVERGREEN OMEGA FUND, EVERGREEN SMALL
COMPANY GROWTH FUND and EVERGREEN STOCK SELECTOR FUND may invest in foreign
securities: however, EVERGREEN OMEGA FUND and EVERGREEN SMALL COMPANY GROWTH
FUND will not invest more than 25% of their assets in such securities.     
 
     EVERGREEN OMEGA FUND may invest, for temporary defensive purposes,
without limit in investment grade bonds or debentures rated by Moody's as Baa
or better or by S&P as BBB or better or those having at least similar quality
in the investment adviser's judgment. The Fund may also invest in non-
convertible preferred stocks of companies considered creditworthy and able to
sustain dividend payments and in short-term money market instruments maturing
in one year or less.
 
     In addition to the investment policies detailed above, each Fund may
employ certain additional investment strategies which are discussed in
"Investment Practices and Restrictions."
 
INVESTMENT PRACTICES AND RESTRICTIONS
 
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 the Fund enters into repurchase
agreements.
 
Reverse Repurchase Agreements. The Funds 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 securities it sold decline below their
repurchase prices. Reverse repurchase agreements may be considered a form of
borrowing, and, therefore, a form of leverage. Leverage may magnify gains or
losses of a Fund.
 
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.
 
Securities Lending. To generate income and offset expenses, each Fund may lend
securities to broker-dealers and other financial institutions. Loans of
securities by a Fund may not exceed 33 1/3% of the value of the Fund's total
assets. While securities are on loan, the borrower will pay the Fund any
income accruing on the security. Also, the Fund may invest any collateral it
receives in additional securities. Gains or losses in the market value of a
lent security will affect a Fund and its shareholders. When a Fund lends its
securities, it runs the risk that it could not retrieve the securities on a
timely basis possibly losing the opportunity to sell the securities at a
desirable price. Also, if the borrower files for bankruptcy or becomes
insolvent, a Fund's ability to dispose of the securities may be delayed.
 
Investing in Securities of Other Investment Companies. Each Fund may invest in
the securities of other investment companies. As a shareholder of another
investment company, a Fund would pay its portion of the
 
                                      12
<PAGE>
 
other investment company's expenses. These expenses would be in addition to
the expenses that a Fund currently bears concerning its own operations and may
result in some duplication of fees.
 
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.
 
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 purpose of the foregoing 15% limit. The inability of a Fund to dispose
of illiquid investments readily or at a reasonable price could impair its
ability to raise cash for redemptions or other purposes.
 
Restricted Securities. Each Fund may invest in restricted securities,
including securities eligible for resale pursuant to Rule 144A under the
Securities Act of 1933 (the "1933 Act"). Generally, Rule 144A establishes a
safe harbor from the registration requirements of the 1933 Act for resale by
large institutional investors of securities not publicly traded in the U.S.
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.
 
Options and Futures. The Funds may engage in options and futures transactions.
Options and futures transactions are intended to enable a Fund to manage
market, interest rate or exchange rate risk. The Funds do not use these
transactions for speculation or leverage.
 
     The Funds may attempt to hedge all or a portion of their portfolios
through the purchase of both put and call options on their portfolio
securities and listed put options on financial futures contracts for portfolio
securities. The Funds may also purchase call options on financial futures
contracts. The Funds may write covered call options on their portfolio
securities to attempt to increase their current income. The Funds will
maintain their positions in securities, option rights, and segregated cash
subject to puts and calls until the options are exercised, closed, or have
expired. An option position may be closed out only on an exchange which
provides a secondary market for an option of the same series.
 
     The Funds 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. 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). The
Funds may only write "covered" options. This means that so long as a 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, a Fund might own substantially similar U.S. Treasury bills. A
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 Funds receive a premium from writing a
call or put option which they retain whether or not the option is exercised.
By writing a call option, the Funds might lose the potential for gain on the
underlying security while the option is open, and by writing a put option the
Funds might become obligated to purchase the underlying securities for more
than their current market price upon exercise.
 
     A futures contract is a firm commitment by two parties: the seller, who
agrees to make delivery of the specific type of instrument called for in the
contract ("going short"), and the buyer, who agrees to take delivery of the
instrument ("going long") at a certain time in the future. Financial futures
contracts call for the delivery of particular debt instruments issued or
guaranteed by the U.S. Treasury or by specified agencies or instrumentalities
of the U.S. government. If a 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 a Fund's anticipated holding period. A 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.
 
                                      13
<PAGE>
 
     The Funds may also enter into currency and other financial futures
contracts and write options on such contracts. The Funds intend to enter into
such contracts and related options for hedging purposes. The Funds 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 Funds do not make
payment or deliver securities upon entering into a futures contract. Instead,
they put 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 Funds 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 Funds sell futures contracts in order to
offset a possible decline in the profit on their securities or currencies. If
a futures contract is purchased by a Fund, the value of the contract will tend
to rise when the value of the underlying securities or currencies increases
and to fall when the value of such securities or currencies declines.
 
     The Funds 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 their options positions. The Funds' 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 Funds will be able to enter into an
offsetting transaction with respect to a particular contract at a particular
time. If the Funds are not able to enter into an offsetting transaction, the
Funds 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
they would continue to bear market risk on the transaction.
   
     EVERGREEN STOCK SELECTOR FUND may neither purchase futures contracts or
options where premiums and margin deposits exceed 5% of its total assets nor
enter into futures contracts or options where its obligations would exceed 20%
of its total assets.     
 
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 can result in poorer performance (i.e., the Funds' returns
may be reduced). The Funds' attempt to use such investment devices for hedging
purposes may not be successful. Successful futures strategies require the
ability to predict future movements in securities prices, interest rates and
other economic factors. When the Funds use 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 Funds' portfolios. This may cause the
financial futures contracts 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 a Fund's futures position did not
correspond to changes in the value of its investments. In these events, the
Fund may lose money on the financial futures contracts or the options on
financial futures contracts. It is not certain that a secondary market for
positions in financial futures contracts or for options on financial futures
contracts will exist at all times. Although a Fund's investment advisor will
consider liquidity before entering into financial futures contracts or options
on financial futures contracts, there is no assurance that a liquid secondary
market on an exchange will exist for any particular financial futures contract
or option on a financial futures contract at any particular time. The Funds'
ability to establish and close out financial futures contracts and options on
financial futures contract 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, a Fund may lose money on the futures contract or option,
and the losses to a Fund could be significant.
 
Derivatives. Derivatives are financial contracts, such as those described
above, whose value is based on an underlying asset, such as a stock or a bond,
or an underlying economic factor, such as an index or an interest rate.
 
     The Funds may invest in derivatives only if the expected risks and
rewards are consistent with their objectives and policies.
 
     Losses from derivatives can sometimes be substantial. This is true partly
because small price movements in the underlying asset can result in immediate
and substantial gains or losses in the value of the derivative.
 
                                      14
<PAGE>
 
Derivatives can also cause a Fund to lose money if a Fund fails to correctly
predict the direction in which the underlying asset or economic factor will
move.
 
Investments in Small and Mid-Sized Companies. Investments in securities of
little-known, relatively small or mid-sized and special situation companies
may tend to be speculative and volatile. A lack of management depth in such
companies could increase the risks associated with the loss of key personnel.
Also, the material and financial resources of such companies may be limited,
with the consequence that funds or external financing necessary for growth may
be unavailable. Such companies may also be involved in the development or
marketing of new products or services for which there are no established
markets. If projected markets do not materialize or only regional markets
develop, such companies may be adversely affected or may be subject to the
consequences of local events. Moreover, such companies may be insignificant
factors in their industries and may become subject to intense competition from
larger companies. Securities of companies in which the Funds may invest will
frequently be traded only in the over-the-counter market or on regional stock
exchanges and will often be closely held. Securities of this type may have
limited liquidity and may be subject to wide price fluctuations. As a result
of the risk factors described above, the net asset value of each Fund's shares
can be expected to vary significantly. Accordingly, each Fund should not be
considered suitable for investors who are unable or unwilling to assume the
associated risks, nor should investment in the Funds be considered a balanced
or complete investment program.
   
Foreign Investments. Foreign securities may involve additional risks.
Specifically, they may be affected by the strength of foreign currencies
relative to the U.S. dollar, or by political or economic developments in
foreign countries. Accounting procedures and government supervision may be
less stringent than those applicable to U.S. companies. There may be less
publicly available information about a foreign company than about a U.S.
company. Foreign markets may be less liquid or more volatile than U.S. markets
and may offer less protection to investors. It may also be more difficult to
enforce contractual obligations abroad than would be the case in the U.S.
because of differences in the legal systems. Foreign securities may be subject
to foreign taxes, which may reduce yield, and may be less marketable than
comparable U.S. securities. All these factors are considered by the investment
advisors of EVERGREEN OMEGA FUND, EVERGREEN SMALL COMPANY GROWTH FUND and
EVERGREEN STOCK SELECTOR FUND before making any of these types of investments.
       
Foreign Currency Transactions. As discussed above, EVERGREEN OMEGA FUND,
EVERGREEN SMALL COMPANY GROWTH FUND and EVERGREEN STOCK SELECTOR FUND may
invest in securities of foreign issuers. When the Funds invest in foreign
securities, they usually will be denominated in foreign currencies, and the
Funds 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, the Funds may enter into forward currency exchange
contracts (agreements to purchase or sell currencies at a specified price and
date). The exchange rate for the transaction (the amount of currency the Funds
will deliver or receive when the contract is completed) is fixed when the
Funds enter into the contract. The Funds usually will enter into these
contracts to stabilize the U.S. dollar value of a security they have agreed to
buy or sell. The Funds intend to use these contracts to hedge the U.S. dollar
value of a security they already own, particularly if the Funds expect a
decrease in the value of the currency in which the foreign security is
denominated. Although the Funds will attempt to benefit from using forward
contracts, the success of their 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 the Funds' investments
denominated in foreign currencies will depend on the relative strength of
those currencies and the U.S. dollar, and the Funds may be affected favorably
or unfavorably by changes in the exchange rates or exchange control
regulations between foreign currencies and the U.S. dollar. Changes in foreign
currency exchange rates also may affect the value of dividends and interest
earned, gains and losses realized on the sale of securities and net investment
income and gains, if any, to be distributed to shareholders by the Funds.
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.
 
- -------------------------------------------------------------------------------
 
                      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.
 
 
                                      15
<PAGE>
 
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 each Fund's activities, reviewing,
among other things, each Fund's performance and its contractual arrangements
with various service providers.
   
Shareholder Rights. All shareholders have equal voting, liquidation and other
rights. Each share is entitled to one vote for each dollar of net asset value
applicable to such share. Shareholders may exchange shares as described under
"Exchanges," but will have no other preference, conversion, exchange or
preemptive rights. When issued and paid for, shares will be fully paid and
nonassessable. Shares of the Funds 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; a Fund may, however,
hold special meetings for such purposes as electing or removing Trustees,
changing fundamental policies and approving investment advisory agreements or
12b-1 plans. In addition, the 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 of EVERGREEN FUND and EVERGREEN
MICRO CAP FUND is Evergreen Asset Management Corp. ("Evergreen Asset"), which
is a wholly-owned subsidiary of First Union Corporation ("First Union").
Evergreen Asset, with its predecessors, has served as investment advisor to
the Evergreen mutual funds since 1971.
 
     Evergreen Asset is entitled to receive from EVERGREEN FUND and EVERGREEN
MICRO CAP FUND an annual fee equal to 1.00% of average daily net assets of
each Fund on the first $750,000,000, plus 0.90% of average daily net assets on
the next $250,000,000, plus 0.80% of average daily net assets on assets over
$1,000,000,000.
   
     The Capital Management Group of First Union National Bank ("FUNB") serves
as investment advisor to EVERGREEN AGGRESSIVE GROWTH FUND. FUNB is a
subsidiary of First Union. FUNB is located at 201 South College Street and
First Union 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 U.S.     
   
     FUNB receives an annual fee from EVERGREEN AGGRESSIVE GROWTH FUND equal
to 0.60% of average daily net assets of the Fund.     
   
     The investment advisor to EVERGREEN OMEGA FUND and EVERGREEN SMALL
COMPANY GROWTH FUND is Keystone Investment Management Company ("Keystone").
Keystone has provided investment advisory and management services to
investment companies and private accounts since it was organized in 1932.
Keystone is an indirect subsidiary of FUNB.     
 
     EVERGREEN OMEGA FUND pays Keystone a fee, calculated on an annual basis,
equal to 0.75% of the first $250,000,000 of average daily net assets, plus
0.675% of the next $250,000,000 of average daily net assets, plus 0.60% of the
next $500,000,000 of average daily net assets, plus 0.50% of amounts over
$1,000,000,000 of average daily net assets, computed as of the close of
business each business day and paid monthly.
 
     EVERGREEN SMALL COMPANY GROWTH FUND pays Keystone a fee, calculated on an
annual basis, equal to 0.70% of the first $100,000,000 of the aggregate net
asset value of the shares of the Fund, plus 0.65% of the next $100,000,000,
plus 0.60% of the next $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 $500,000,000, plus
0.40% of the next $500,000,000, plus 0.35% of amounts over $1,500,000,000,
computed as of the close of business each business day and paid monthly.
 
     The investment advisor of EVERGREEN STOCK SELECTOR FUND is Meridian
Investment Company ("Meridian"). Meridian is an indirect subsidiary of FUNB.
Meridian's address is 55 Valley Stream Parkway, Malvern, Pennsylvania 19355.
 
     Meridian is entitled to receive an annual fee equal to 0.74% of average
daily net assets of EVERGREEN STOCK SELECTOR FUND.
   
Portfolio Managers. The portfolio managers for EVERGREEN FUND are Stephen A.
Lieber, Chairman and Co-Chief Executive of Evergreen Asset and Nola Maddox
Falcone C.F.A., President and Co-Chief Executive Officer of     
 
                                      16
<PAGE>
 
   
Evergreen Asset. Mr. Lieber is the founder of Evergreen Asset and has been
associated with Evergreen Asset and its predecessor since 1971. Ms. Falcone
joined Lieber & Company (see "Sub-adviser" below) as a Senior Portfolio
Manager in 1974, and was a General Partner from January 1981 to June 1994.
       
     The portfolio manager for EVERGREEN AGGRESSIVE GROWTH FUND is Harold J.
Ireland, Jr., a Vice President of FUNB who has been associated with FUNB since
1995. Prior to that, Mr. Ireland was at Palm Beach Capital Management, Inc.
and served as portfolio manager of the Fund's predecessor, ABT Emerging Growth
Fund, since 1985.     
 
     The portfolio of EVERGREEN MICRO CAP FUND is managed by a committee,
which includes Stephen A. Lieber and Edwin A. Miska, an analyst with Evergreen
Asset and its predecessor since 1989, together with portfolio management and
analytical personnel employed by Evergreen Asset or its affiliates.
 
     Maureen E. Cullinane has been EVERGREEN OMEGA FUND'S portfolio manager
since 1989. Ms. Cullinane is a Keystone Senior Vice President and Senior
Portfolio Manager and has more than 20 years of investment experience.
 
     The portfolio manager of EVERGREEN SMALL COMPANY GROWTH FUND is J. Gary
Craven, who joined Keystone in November, 1996. Mr. Craven is currently a
Keystone Senior Vice President, Chief Investment Officer and Group Leader for
the small cap equity area. Prior to joining Keystone, Mr. Craven was a
portfolio manager at Invista Capital Management, Inc. since 1987.
   
     The portfolio manager of EVERGREEN STOCK SELECTOR FUND is Joseph E.
Stocke, CFA. Mr. Stocke joined Meridian in 1983 as an Assistant Investment
Officer and since 1990 has been a Senior Investment Manager/Equities. Mr.
Stocke managed the Special Equity Fund and Core Equity Fund (the predecessor
of EVERGREEN STOCK SELECTOR FUND) of CoreFunds, Inc. from 1990 to July 1998.
    
Sub-adviser. Evergreen Asset has entered into sub-advisory agreements with
Lieber & Company, an indirect wholly-owned subsidiary of First Union, which
provide that Lieber & Company's research department and staff will furnish
Evergreen Asset with information, investment recommendations, advice and
assistance, and will generally be available for consultation on the portfolios
of EVERGREEN FUND and EVERGREEN MICRO CAP FUND. Lieber & Company will be
reimbursed by Evergreen Asset in connection with the rendering of services on
the basis of the direct and indirect costs of performing such services. There
is no additional charge to the Funds for the services provided by Lieber &
Company.
 
Transfer Agent and Dividend Disbursing Agent. Evergreen Service Company
("ESC"), 200 Berkeley Street, Boston, Massachusetts 02116, acts as the Funds'
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 the Funds' 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.
   
Administrator. Evergreen Investment Services, Inc. ("EIS") serves as
administrator to EVERGREEN AGGRESSIVE GROWTH FUND and EVERGREEN STOCK SELECTOR
FUND. 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 administered by EIS for which
any affiliate of FUNB serves as investment advisor. The administration fee is
calculated in accordance with the following schedule.     
 
<TABLE>
<CAPTION>
             ADMINISTRATION FEE
             ------------------
             <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
              0.010%              on assets in excess of $30 billion
</TABLE>
 
                                      17
<PAGE>
 
- -------------------------------------------------------------------------------
 
                       PURCHASE AND REDEMPTION OF SHARES
 
- -------------------------------------------------------------------------------
 
HOW TO BUY SHARES
 
     Class Y shares are offered at net asset value without a front-end sales
charge or a contingent deferred sales load. Class Y shares are only offered to
(1) persons who at or prior to December 31, 1994 owned shares in a mutual fund
advised by Evergreen Asset, (2) certain institutional investors and (3)
investment advisory clients of FUNB, Evergreen Asset, Keystone, Meridian 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 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 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 the Fund's net
assets attributable to that class by the number of outstanding shares of that
class. Shares are valued each day the New York Stock Exchange (the "Exchange")
is open as of the close of regular trading (currently 4:00 p.m. eastern time).
The securities in 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 believe would accurately reflect
fair value.
 
Additional Purchase Information. As a condition of this offering, if a
purchase is canceled due to nonpayment or because an investor's check does not
clear, the investor will be responsible for any loss a Fund or a Fund's
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. A
Fund will not accept third party checks other than those payable directly to a
shareholder whose account has been in existence at least 30 days.
 
HOW TO REDEEM SHARES
 
     You may "redeem" (i.e., sell) your Class Y shares in a Fund to the Fund
for cash at their net redemption value on any day the Exchange is open, either
directly by writing to the Fund, c/o ESC, or through your financial
intermediary. The amount you will receive is the net asset value adjusted for
fractions of a cent (less any applicable CDSC) next calculated after the Fund
receives your request in proper form. Proceeds generally will be sent to you
within seven days. However, for shares recently purchased by check, the Fund
will not send proceeds until it is reasonably satisfied that the check has
been collected (which may take up to 15 days). Once a redemption request has
been telephoned or mailed, it is irrevocable and may not be modified or
canceled.
 
Redeeming Shares Through Your Financial Intermediary. 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 a 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.
The Funds 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.     
 
 
                                      18
<PAGE>
 
     Shareholders may redeem amounts of $1,000 or more (up to $50,000) from
their accounts by calling the telephone number on the front page of this
prospectus between the hours of 8:00 a.m. and 6:00 p.m. (eastern time) each
business day (i.e., any weekday exclusive of days on which the Exchange or
ESC's offices are closed). The Exchange is closed on New Years Day, Martin
Luther King, Jr. Day, Presidents' Day, Good Friday, Memorial Day, Independence
Day, Labor Day, Thanksgiving Day and Christmas Day. Redemption requests
received after 4:00 p.m. (eastern time) will be processed using the net asset
value determined on the next business day. Such redemption requests must
include the shareholder's account name, as registered with 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 section on the application and choose how the
redemption proceeds are to be paid. Redemption proceeds will either (1) be
mailed by check to the shareholder at the address in which the account is
registered or (2) be wired to an account with the same registration as the
shareholder's account in 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. A 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 Fund cannot dispose of its 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 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     
 
                                      19
<PAGE>
 
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 the 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, the Fund will employ reasonable procedures to
confirm that instructions for the redemption or exchange of shares
communicated by telephone are genuine. A telephone exchange may be refused by
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 by filling out the appropriate part of the
application. Under this Plan, you may receive (or designate a third party to
receive) a monthly or quarterly fixed-withdrawal payment in a stated amount of
at least $75 and as much as 1.0% per month or 3.0% per quarter of the total
net asset value of the Fund shares in your account when the Plan was opened.
Fund shares will be redeemed as necessary to meet withdrawal payments. All
participants must elect to have their dividends and capital gains
distributions reinvested automatically.
 
Automatic Reinvestment Plan. For the convenience of investors, all dividends
and distributions are automatically reinvested in full and fractional shares
of a Fund at the net asset value per share at the close of business on the
record date, unless otherwise requested by a shareholder in writing. If the
transfer agent does not receive a written request for subsequent dividends
and/or distributions to be paid in cash at least three full business days
prior to a given record date, the dividends and/or distributions to be paid to
a shareholder will be reinvested.
 
Dollar Cost Averaging. Through dollar cost averaging you can invest a fixed
dollar amount each month or each quarter in any Evergreen fund. This results
in more shares being purchased when the selected fund's net asset value is
relatively low and fewer shares being purchased when the fund's net asset
value is relatively high and may result in a lower average cost per share than
a less systematic investment approach.
 
     Prior to participating in dollar cost averaging, you must establish an
account in a fund. You should designate on the application (1) the dollar
amount of each monthly or quarterly investment you wish to make, and (2) the
fund in which the investment is to be made. Thereafter, on the first day of
the designated month, an amount equal to the specified monthly or quarterly
investment will automatically be redeemed from your initial account and
invested in shares of the designated fund.
 
Two Dimensional Investing. You may elect to have income and capital gains
distributions from any 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.
 
 
                                      20
<PAGE>
 
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 or its affiliates being
prevented from continuing to perform the services required under the
investment advisory contract or from acting as agent in connection with the
purchase of shares of the Funds by its customers. If FUNB or its affiliates
were prevented from continuing to provide the services called for under the
investment advisory agreement, it is expected that the Trustees would
identify, and call upon the Funds' shareholders to approve, a new investment
advisor. If this were to occur, it is not anticipated that the shareholders of
the Funds would suffer any adverse financial consequences.
 
- -------------------------------------------------------------------------------
 
                               OTHER INFORMATION
 
- -------------------------------------------------------------------------------
 
DIVIDENDS, DISTRIBUTIONS AND TAXES
 
     Each Fund intends to distribute its investment company taxable income
annually and net capital realized gains at least annually. Shareholders
receive Fund distributions in the form of additional shares of that class of
shares upon which the distribution is based or, at the shareholder's option,
in cash. Shareholders of 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 the Fund's net asset value per share computed at
the end of that day after adjustment for the distribution. Net asset value is
used in computing the number of shares in both capital gains and income
distribution investments.
 
     Account statements and/or checks, as appropriate, will be mailed within
seven days after 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 and intends to continue to qualify as a regulated
investment company under the Internal Revenue Code of 1986, as amended (the
"Code"). While so qualified, it is expected that a Fund will not be required
to pay any federal income taxes on that portion of its investment company
taxable income and any net realized capital gains it distributes to
shareholders. The Code imposes a 4% nondeductible excise tax on regulated
investment companies, such as the 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.
 
     A Fund may be subject to foreign withholding taxes which would reduce the
yield on its investments. Tax treaties between certain countries and the U.S.
may reduce or eliminate such taxes. Shareholders of a Fund who are subject to
U.S. federal income tax may be entitled, subject to certain rules and
limitations, to claim a federal income tax credit or deduction for foreign
income taxes paid by a 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.
 
 
                                      21
<PAGE>
 
     Each Fund is required by federal law to withhold 31% of reportable
payments (which may include dividends, capital gains distributions (if any)
and redemptions) paid to certain shareholders. In order to avoid this backup
withholding requirement, each investor must certify on the application, or on
a separate form supplied by the Funds' transfer agent, that the investor's
social security or taxpayer identification number is correct and that the
investor is not currently subject to backup withholding or is exempt from
backup withholding.
 
     Each Fund intends to distribute its net capital gains as capital gains
dividends. Shareholders should treat such dividends as long-term capital
gains. A Fund will designate capital gains distributions as such by a written
notice mailed to each shareholder no later than 60 days after the close of a
Fund's taxable year. If a shareholder receives a capital gain dividend and
holds his shares for six months or less, then any allowable loss on
disposition of such shares will be treated as a long-term capital loss to the
extent of such capital gain dividend.
 
     The foregoing discussion of federal income tax consequences is based on
tax laws and regulations in effect on the date of this prospectus and is
subject to change by legislative or administrative action. As the foregoing
discussion is for general information only, you should also review the
discussion of "Additional Tax Information" contained in the SAI. In addition,
you should consult your own tax adviser as to the tax consequences of
investments in 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 and Brokerage. The estimated annual portfolio turnover rate
for the EVERGREEN FUND and EVERGREEN STOCK SELECTOR FUND is not expected to
exceed 100%. The estimated annual portfolio turnover rate for EVERGREEN MICRO
CAP FUND, EVERGREEN AGGRESSIVE GROWTH FUND, EVERGREEN OMEGA FUND and EVERGREEN
SMALL COMPANY GROWTH FUND is not expected to exceed 200%. 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. It is contemplated that Lieber & Company, an affiliate of
Evergreen Asset and a member of the New York and American Stock Exchanges,
will to the extent practicable effect substantially all of the portfolio
transactions for EVERGREEN FUND and EVERGREEN MICRO CAP FUND effected on those
exchanges. See the SAI for further information regarding the practices of the
Funds affecting portfolio turnover and brokerage allocation practices.
   
Portfolio Transactions. Consistent with the Conduct Rules of the National
Association of Securities Dealers, Inc., and subject to seeking best price and
execution, a Fund may consider sales of its shares as a factor in the
selection of broker-dealers to enter into portfolio transactions with the
Fund.     
 
Other Classes of Shares. Each Fund currently offers four classes of shares,
Class A, Class B, Class C and Class Y (except for EVERGREEN STRATEGIC GROWTH
FUND which offers three classes of shares, Class A, Class B and Class C) 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, Meridian or their
affiliates. The dividends payable with respect to Class A, Class B and Class C
shares will be less than those payable with respect to Class Y shares due to
the distribution and shareholder servicing-related expenses borne by Class A,
Class B and Class C shares and the fact that such expenses are not borne by
Class Y shares. Investors should telephone (800) 343-2898 to obtain more
information on other classes of shares.
 
Performance Information. From time to time, a Fund may quote its "total
return" or "yield" for a specified period in advertisements, reports or other
communications to shareholders. Total return and yield are computed separately
for Class A, Class B, Class C and Class Y shares. 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, the Fund's yield may not equal its
distribution rate, the income paid to your account or the
 
                                      22
<PAGE>
 
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. A Fund may also advertise in items of sales
literature an "actual distribution rate" which is computed by dividing the
total ordinary income distributed (which may include the excess of short-term
capital gains over losses) to shareholders for the latest 12-month period by
the maximum public offering price per share on the last day of the period.
Investors should be aware that past performance may not be indicative of
future results.     
 
     In marketing 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 free of charge 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 Statement filed by the Trust with the SEC under the 1933
Act, as amended. Copies of the Registration Statement may be obtained at a
reasonable charge from the SEC or may be examined, without charge, at the
offices of the SEC in Washington, D.C.
 
                                      23
<PAGE>
 
 
 
 
 
 
INVESTMENT ADVISORS
Evergreen Asset Management Corp., 2500 Westchester Avenue, Purchase, New York
10577
  Evergreen Fund, Evergreen Micro Cap Fund
 
Capital Management Group of First Union National Bank, 201 South College
Street, Charlotte, North Carolina 28288
  Evergreen Aggressive Growth Fund
 
Keystone Investment Management Company, 200 Berkeley Street, Boston,
Massachusetts 02116-5034
     
  Evergreen Omega Fund, Evergreen Small Company Growth Fund     
 
Meridian Investment Company, 55 Valley Stream Parkway, Malvern, Pennsylvania
19355
  Evergreen Stock Selector 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 02106-2121
 
LEGAL COUNSEL
Sullivan & Worcester LLP, 1025 Connecticut Avenue, N.W., Washington, D.C. 20036
 
INDEPENDENT AUDITORS
   
PricewaterhouseCoopers LLP, 1177 Avenue of the Americas, New York, New York
10036     
  Evergreen Fund, Evergreen Micro Cap Fund, Evergreen Aggressive Growth Fund,
  Evergreen Stock Selector Fund
 
KPMG Peat Marwick LLP, 99 High Street, Boston, Massachusetts 02110
  Evergreen Omega Fund, Evergreen Small Company Growth Fund
 
DISTRIBUTOR
Evergreen Distributor, Inc., 125 W. 55th Street, New York, New York 10019
 
60882                                                                  541292RV1






<PAGE>

                             EVERGREEN EQUITY TRUST

                                     PART B

                       STATEMENT OF ADDITIONAL INFORMATION

<PAGE>


                             EVERGREEN EQUITY TRUST
                               200 BERKELEY STREET
                           BOSTON, MASSACHUSETTS 02116
                                 (800) 633-2700

                              DOMESTIC GROWTH FUNDS

                       STATEMENT OF ADDITIONAL INFORMATION

                   FEBRUARY 1, 1998 AS AMENDED AUGUST 3, 1998

                          EVERGREEN FUND ("EVERGREEN")
                       EVERGREEN MICRO CAP FUND ("MICRO")
                 EVERGREEN AGGRESSIVE GROWTH FUND ("AGGRESSIVE")
                         EVERGREEN OMEGA FUND ("OMEGA")
                  EVERGREEN SMALL COMPANY GROWTH FUND ("SMALL")
                  EVERGREEN STRATEGIC GROWTH FUND ("STRATEGIC")
                     EVERGREEN STOCK SELECTOR FUND ("STOCK")
                     (EACH A "FUND"; TOGETHER, THE "FUNDS")

                      EACH FUND IS A SERIES OF AN OPEN-END
                     MANAGEMENT INVESTMENT COMPANY KNOWN AS
                      EVERGREEN EQUITY TRUST (THE "TRUST").



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






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                                TABLE OF CONTENTS


INVESTMENT POLICIES...........................................................3
         Fundamental Investment Policies......................................3
         Additional Information on Securities and Investment Practices........5
MANAGEMENT OF THE TRUST......................................................11
PRINCIPAL HOLDERS OF FUND SHARES.............................................13
INVESTMENT ADVISORY AND OTHER SERVICES.......................................18
         Investment Advisors.................................................18
         Investment Advisory Agreements......................................19
         Distributor.........................................................20
         Distribution Plans and Agreements...................................20
         Additional Service Providers........................................21
BROKERAGE....................................................................22
         Brokerage Commissions...............................................22
         Selection of Brokers................................................22
         Simultaneous Transactions...........................................23
TRUST ORGANIZATION...........................................................23
         Form of Organization................................................23
         Description of Shares...............................................23
         Voting Rights.......................................................24
         Limitation of Trustees' Liability...................................24
PURCHASE, REDEMPTION AND PRICING OF SHARES...................................24
         How the Funds Offer Shares to the Public............................24
         Contingent Deferred Sales Charge....................................25
         Sales Charge Waivers or Reductions..................................26
         Exchanges...........................................................28
         Calculation of Net Asset Value per Share ("NAV")....................28
         Valuation of Portfolio Securities...................................28
         Shareholder Services................................................29
PRINCIPAL UNDERWRITER........................................................29
ADDITIONAL TAX INFORMATION...................................................30
         Requirements for Qualification as a Regulated Investment Company....30
         Taxes on Distributions..............................................30
         Taxes on the Sale or Exchange of Fund Shares........................31
         Other Tax Considerations............................................31
FINANCIAL INFORMATION........................................................32
         Expenses ...........................................................32
         Brokerage Commissions Paid..........................................33
         Computation of Class A Offering Price...............................34
         Performance.........................................................24
ADDITIONAL INFORMATION.......................................................37
APPENDIX A..................................................................A-1


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                               INVESTMENT POLICIES

FUNDAMENTAL INVESTMENT POLICIES

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

         1.  DIVERSIFICATION

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

         FURTHER EXPLANATION OF DIVERSIFICATION POLICY

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

         2.  CONCENTRATION

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

         FURTHER EXPLANATION OF CONCENTRATION POLICY

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

         3.  ISSUING SENIOR SECURITIES

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

         4.  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

                                                       24440
                                                         3

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others.  Each Fund may borrow only as a temporary  measure for  extraordinary or
emergency  purposes  such as the  redemption  of Fund shares.  Each Fund may not
purchase  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.  Each Fund may  purchase  securities  on margin  and engage in short
sales to the extent permitted by applicable law.

         5.  UNDERWRITING

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

         6.  REAL ESTATE

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

         7.  COMMODITIES

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

         8.  LENDING

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

         FURTHER EXPLANATION OF LENDING POLICY

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

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




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ADDITIONAL INFORMATION ON SECURITIES AND INVESTMENT PRACTICES

U.S. Government Securities

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

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

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

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

         (ii)     Farmers Home Administration;

         (iii)    Federal Home Loan Banks;

         (iv)     Federal Home Loan Mortgage Corporation;

         (v)      Federal National Mortgage Association; and

         (vi)     Student Loan Marketing Association.

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

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

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

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

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

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                                                         5

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When-Issued, Delayed-Delivery and Forward Commitment Transactions

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

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

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

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

Loans of Securities

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

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

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

Repurchase Agreements

         The Funds may enter into  repurchase  agreements with entities that are
registered as U.S. Government securities dealers,  including member banks of the
Federal Reserve System having at least $1 billion in assets,  primary dealers in
U.S.  Government  securities  or other  financial  institutions  believed by the
Advisor (as defined later) to be creditworthy. In a repurchase agreement, a Fund
obtains a security and simultaneously commits to return the security to the

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<PAGE>



seller at a set price (including principal and interest) within a period of time
usually not exceeding  seven days.  The resale price reflects the purchase price
plus an agreed upon market rate of  interest  which is  unrelated  to the coupon
rate or maturity of the underlying security. A repurchase agreement involves the
obligation  of the seller to pay the agreed upon price,  which  obligation is in
effect secured by the value of the underlying security.

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

Reverse Repurchase Agreements

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

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

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

Options

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

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

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Futures Transactions (Evergreen, Omega, Small, Strategic and Stock)

         Each Fund may enter into financial  futures contracts and write options
on such  contracts.  Each Fund intends to enter into such  contracts and related
options for hedging  purposes.  Each Fund will enter into  futures  contracts on
securities or indices in order to hedge against  changes in interest or exchange
rates or securities  prices. A futures contract on securities is an agreement to
buy or sell securities at a specified price during a designated month. A futures
contract  on a  securities  index  does  not  involve  the  actual  delivery  of
securities,  but  merely  requires  the  payment of a cash  settlement  based on
changes  in the  securities  index.  A Fund  does not make  payment  or  deliver
securities upon entering into a futures contract. Instead, it puts down a margin
deposit,  which is adjusted to reflect  changes in the value of the contract and
which continues until the contract is terminated.

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

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

         Each Fund may enter into  closing  purchase  and sale  transactions  in
order to terminate a futures  contract and may sell put and call options for the
purpose of closing out its  options  positions.  A Fund's  ability to enter into
closing  transactions  depends on the  development  and  maintenance of a liquid
secondary  market.  There is no assurance  that a liquid  secondary  market will
exist for any particular contract or at any particular time. As a result,  there
can be no  assurance  that a Fund  will  be  able to  enter  into an  offsetting
transaction  with respect to a particular  contract at a particular  time.  If a
Fund is not able to enter into an offsetting transaction, the Fund will continue
to be required to maintain  the margin  deposits on the contract and to complete
the  contract  according to its terms,  in which case it would  continue to bear
market risk on the transaction.

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

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

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

"Margin" in Futures Transactions

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

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

Foreign Securities (Omega, Small, Strategic and Stock)

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

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issuers of similar securities or obligations. Foreign branches of U.S. banks and
foreign banks may be subject to less stringent reserve requirements than those 
applicable to domestic branches of U.S. banks.

Foreign Currency Transactions (Omega, Small, Strategic and Stock)

         As one way of  managing  exchange  rate risk,  each Fund may enter into
forward currency exchange  contracts  (agreements to purchase or sell currencies
at a specified  price and date).  The  exchange  rate for the  transaction  (the
amount  of  currency  a Fund will  deliver  and  receive  when the  contract  is
completed)  is fixed when a Fund enters into the  contract.  A Fund usually will
enter into these  contracts to stabilize the U.S.  dollar value of a security it
has agreed to buy or sell. Each Fund intends to use these contracts to hedge the
U.S. dollar value of a security it already owns,  particularly if a Fund expects
a  decrease  in the value of the  currency  in which  the  foreign  security  is
denominated.  Although  each Fund will  attempt  to benefit  from using  forward
contracts,  the success of its  hedging  strategy  will depend on the  Advisor's
ability  to  predict  accurately  the  future  exchange  rates  between  foreign
currencies and the U.S. dollar. The value of a Fund's investments denominated in
foreign currencies will depend on the relative strengths of those currencies and
the U.S. dollar,  and a Fund may be affected favorably or unfavorably by changes
in the exchange rates or exchange control regulations between foreign currencies
and the U.S. dollar.  Changes in foreign currency exchange rates also may affect
the value of dividends  and interest  earned,  gains and losses  realized on the
sale  of  securities  and  net  investment  income  and  gains,  if  any,  to be
distributed to  shareholders  by each Fund. Each Fund may also purchase and sell
options related to foreign currencies in connection with hedging strategies.

Illiquid and Restricted Securities

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

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

Investment in Other Investment Companies

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


24440

                                                        10

<PAGE>



Short Sales

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


                             MANAGEMENT OF THE TRUST

         Set forth below are the  Trustees  and  officers of the Trust and their
principal  occupations and some of their  affiliations over the last five years.
Unless  otherwise  indicated,  the address  for each  Trustee and officer is 200
Berkeley Street, Boston,  Massachusetts 02116. Each Trustee is also a Trustee of
each of the 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                                        11
                                                       

<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)

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

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, 3435 Stelzer Road, Columbus, Ohio 43219-8001

Trustee Compensation

         Listed below is the Trustee  compensation for the  twelve-month  period
ended September 30, 1997.

                                                         COMPENSATION FROM TRUST
TRUSTEE                    COMPENSATION FROM TRUST       AND FUND COMPLEX
Laurence B. Ashkin         $29,301                       $63,400
Charles A. Austin III      $14,709(a)                    $41,400(b)
K. Dun Gifford             $13,462                       $38,700
James S. Howell            $38,651(c)                    $100,542(d)
Leroy Keith Jr.            $13,504                       $37,800
Gerald M. McDonnell*       $34,939                       $87,051
Thomas L. McVerry*         $36,363                       $91,101
William Walt Pettit*       $35,613                       $89,101
David M. Richardson*       $14,709                       $41,400
Russell A. Salton, III     $34,876                       $90,701
Michael S. Scofield        $34,052                       $87,801
Richard J. Shima           $21,849                       $61,125

(a) $2,206 of this amount payable in later years as deferred compensation.

(b) $6,210 of this amount payable in later years as deferred compensation.

(c) $30,921 of this amount payable in later years as deferred compensation.

(d) $80,434 of this amount payable in later years as deferred compensation.

* Entire amount payable in later years as deferred compensation.


                        PRINCIPAL HOLDERS OF FUND SHARES

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

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


EVERGREEN CLASS A
None over 5%

24440
                                                        12

<PAGE>




EVERGREEN CLASS B
None over 5%

EVERGREEN CLASS C
Turtle & Company                         9.132%
P.O. Box 9427
Boston, MA 02209-9427

MLPF&S For the Sole Benefit              6.110%
Of Its Customers
Attn: Fund Administration #97 JB1
4800 Deer Lake Drive E. 2nd Fl.
Jacksonville, FL 32246-6484

EVERGREEN CLASS Y
First Union National Bank/EF/INT         23.919%
Cash Account
Attn: Trust Operations Fund Group
401 S. Tryon Street 3rd Fl. CMG
1151
Charlotte, NC 28202-1911

First Union National Bank/EF/INT         9.432%
Cash Account
Attn: Trust Operations Fund Group
401 S. Tryon Street 3rd Fl. CMG
1151
Charlotte, NC 28202-1911

MICRO CLASS A
Charles Schwab & Company Inc.            5.240%
Special Custody Account
FBO Exclusive Benefit of
Customers
Reinvest Account Attn: Mutual
Fund
101 Montgomery Street
San Francisco, CA 94104-4122

First Union Brokerage Services           5.215%
Vince Vitti and
Susan Vitti JTWROS LN Account
Atn: Bob Lemaire
266 Harridstown Road 3rd Fl.
                  , NJ 07452

MICRO CLASS B
MLPF&S for the Sole Benefit              6.399%
Of Its Customers
Attn: Fund Administration #97H76
4800 Deer Lake Drive E. 2nd Fl.
Jacksonville, FL 32246-6484



24440
                                                        13

<PAGE>




MICRO CLASS C
MLPF&S for the Sole Benefit              5.306%
Of Its Customers
Attn: Fund Administration #97H76
4800 Deer Lake Drive E. 2nd Fl.
Jacksonville, FL 32246-6484

MICRO CLASS Y
Stephen A. Lieber                        12.223%
1210 Greacen Point Road
Mamaroneck, NY 10543-4613

Charles Schwab & Company Inc.            9.354%
Special Custody Account
FBO Exclusive Benefit of
Customers
Reinvest Account, Attn: Mutual
Fund
101 Montgomery Street
San Francisco, CA 94104-4122

Constance E. Lieber                      8.744%
1210 Greacen Point Road
Mamaroneck, NY 10543-4613

Citibank NA                              7.764%
Delta Airlines Master Trust
Joe Villella Citicorp Services
1410 N Westshore Blvd. Fl. 5
Tampa, FL 33607-4500

OMEGA CLASS A
None

OMEGA CLASS B
MLPF&S For the Sole Benefit              26.77%
Of Its Customers
Attn: Fund Administration #97BP1
4800 Deer Lake Drive E. 2nd Fl.
Jacksonville, FL 32246-6484

OMEGA CLASS C
MLPF&S For the Sole Benefit              26.77%
Of Its Customers
Attn: Fund Administration #97BP5
4800 Deer Lake Drive E. 2nd Fl.
Jacksonville, FL 32246-6484

OMEGA CLASS Y
Juliana Guazzo                           38.84%
38 Bath Street
Lido Beach, NY 11561-5007


24440
24440
                                                        14

<PAGE>




Herbert R. Kosow                         15.64%
Wilma J. Kosow JT TEN
4 Meadow Lane
Freeport, NY 11520-1003

Timothy L. Bell                          15.16%
Retha M. Bell Company-Trustees
Kristiana N. Bell IRR Trust
U/A Dated 2-27-98
9914 McGee Street
Elberta, AL 36530

State Street Bank & Trust Co.            12.56%
Cust.
SEP IRA FBO
John T. Rosner
P.O. Box 3403
Thomasville, GA 31799

State Street Bank & Trust Co.            9.06%
Cust.
IRA FBO
Nancy A. LaValley
2048 Clairmont Terrace
Atlanta, GA 30345-2001

Hobert Z. Cross & Hazel H. Cross         6.46%
Trust/Cross Family REV Trust
U/A/D 3-8-88
5335 Fidler Avenue
Lakewood, CA 90712-2001

STRATEGIC CLASS A
None

STRATEGIC CLASS B
None

STRATEGIC CLASS C
State Street Bank & Trust Co.            34.24%
Cust.
Edward W. Sparrow Hosp. TSA
FBO
Dennis Allen Swan
3741 Chippendale
Okemos, MI 48864-3861

Douglas M. Ellingson                     14.89%
1833 East Carver Street
Tempe, AZ 85284-2509

Bear Stearns Securities Corp.            13.77%
1 Metrotech Center North
Brooklyn, NY 11201-3859


24440
                                                        15

<PAGE>




Ronald J. Stark                          7.90%
1617 32nd Street SE
Rio Rancho, NM 87124-1745

AGGRESSIVE CLASS A
MLPF&S For the Sole Benefit              10.77%
Of Its Customers
Attn: Fund Administration #97212
4800 Deer Lake Drive E. 2nd Fl.
Jacksonville, FL 32246-6484

AGGRESSIVE CLASS B
None

AGGRESSIVE CLASS C
MLPF&S For the Sole Benefit              22.02%
Of Its Customers
Attn: Fund Administration #97JA1
4800 Deer Lake Drive E. 2nd Fl.
Jacksonville, FL 32246-6484

Lavedna Ellingson                        9.40%
Douglas Ellingson JT WROS
8510 McClintock
Tempe, AZ 85284-2527

Smith Barney Inc.                        5.68%
388 Greenwich Street
New York, NY 10013

AGGRESSIVE CLASS Y
First Union National Bank                53.00%
Trust Accounts
Attn: Ginny Batten
11th Floor CMG-1151
301 S. Tryon Street
Charlotte, NC 28202-1910

First Union National Bank                28.13%
Trust Accounts
Attn: Ginny Batten
11th Floor CMG-1151
301 S. Tryon Street
Charlotte, NC 28202-1910

SMALL CLASS A
ROFE & Company                           5.73%
C/O State Street Bank & Trust Co.
For Sub Account
Kokusai Securities Co. LTD
P.O. Box 5061
Boston, MA 02206-5061


24440
                                                        16

<PAGE>




SMALL CLASS B
MLPF&S For the Sole Benefit              22.18%
Of Its Customers
Attn: Fund Administration #98302
4800 Deer Lake Drive E. 2nd Fl.
Jacksonville, FL 32246-6484

SMALL CLASS C
MLPF&S For the Sole Benefit              67.07%
Of Its Customers
Attn: Fund Administration #97TUO
4800 Deer Lake Drive E. 2nd Fl.
Jacksonville, FL 32246-6484

SMALL CLASS Y
First Union National Bank
Cash Account
Attn: Trust Operations Fund Group
401 S. Tryon Street, 3rd Fl.
Charlotte, NC 28202-1911


                     INVESTMENT ADVISORY AND OTHER SERVICES

INVESTMENT ADVISORS

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

         The Advisor to Evergreen and Micro is Evergreen Asset  Management Corp.
("Evergreen  Asset"),  2500  Westchester  Avenue,   Purchase,  New  York  10577.
Evergreen  Asset is  entitled  to receive  from each Fund an annual fee based on
each  Fund's  average  daily net  assets,  as  follows:  1.00% of the first $750
million;  plus  0.90% of the next $250  million;  plus  0.80% of assets  over $1
billion.  Under an agreement with  Evergreen  Asset,  Lieber & Company,  a First
Union subsidiary at the same address as Evergreen Asset, serves as subadviser to
each Fund at no additional cost to either Fund. Lieber & Company is paid for its
services by Evergreen Asset.

         The Advisor to  Aggressive is the Capital  Management  Group ("CMG") of
First Union National Bank ("FUNB").  CMG is entitled to receive from  Aggressive
an annual fee equal to 0.60% of the Fund's average daily net assets.

         The  Advisor  to Omega,  Small and  Strategic  is  Keystone  Investment
Management  Company  ("Keystone"),  200 Berkeley Street,  Boston,  Massachusetts
02116.  Keystone is  entitled  to receive  from Omega an annual fee based on the
aggregate net asset value of the Fund's shares,  as follows:  0.75% of the first
$250 million;  plus 0.675% of the next $250 million; plus 0.60% of the next $500
million;  plus 0.50% of assets over $1 billion,  all computed as of the close of
business each business day and payable monthly.  Keystone is entitled to receive
from Small and Strategic an


24440
                                                        17

<PAGE>



annual fee based on the  aggregate  net asset  value of each Fund's  shares,  as
follows:  0.70% of the first $100 million;  plus 0.65% of the next $100 million;
plus 0.60% of the next $100 million;  plus 0.55% of the next $100 million;  plus
0.50% of the next $100 million;  plus 0.45% of the next $500 million; plus 0.40%
of the next $500 million;  plus 0.35% of assets over $1.5 billion,  all computed
as of the close of business each business day and payable monthly.

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

INVESTMENT ADVISORY AGREEMENTS

         On  behalf  of  each  of its  Funds,  the  Trust  has  entered  into an
investment  advisory  agreement  with the Advisor (the  "Advisory  Agreements").
Under the Advisory  Agreements,  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  (Trustees
who are not  interested  persons  of a Fund as  defined  in the 1940  Act);  (5)
brokerage commissions, brokers' fees and expenses; (6) issue and transfer taxes;
(7) costs and expenses under the Distribution Plan (as applicable) (8) taxes and
trust fees payable to governmental agencies; (9) the cost of share certificates;
(10) fees and expenses of the  registration  and  qualification of such Fund and
its shares with the Securities and Exchange Commission ("SEC") or under state or
other  securities  laws;  (11)  expenses  of  preparing,  printing  and  mailing
prospectuses, SAIs, notices, reports and proxy materials to shareholders of each
Fund; (12) expenses of shareholders'  and Trustees'  meetings;  (13) charges and
expenses of legal counsel for each Fund and for the Independent  Trustees of the
Trust on matters  relating to such Fund;  (14)  charges  and  expenses of filing
annual  and  other  reports  with the SEC and  other  authorities;  and (15) all
extraordinary  charges and expenses of such Fund. (See also the section entitled
"Financial Information.")

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

Transactions Among Advisory Affiliates

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


24440
                                                        18

<PAGE>



they are equitable to each  participant and consistent  with each  participant's
investment objective.

DISTRIBUTOR

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

DISTRIBUTION PLANS AND AGREEMENTS

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

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

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

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

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


24440
                                                        19

<PAGE>



Class C shares, as applicable.

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

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

ADDITIONAL SERVICE PROVIDERS

Administrator

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

Transfer Agent

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

Independent Auditors

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

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



24440
                                                        20

<PAGE>



Custodian

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

Legal Counsel

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


                                    BROKERAGE

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

BROKERAGE COMMISSIONS

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

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

SELECTION OF BROKERS

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

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


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                                                        21

<PAGE>



         Under  each  Advisory  Agreement,  each Fund may pay  higher  brokerage
commissions to a broker providing it with research services,  as defined in item
6, above. Pursuant to Section 28(e) of the Securities Exchange Act of 1934, this
practice  is  permitted  if the  commission  is  reasonable  in  relation to the
brokerage and research services provided. Research services provided by a broker
to an  Advisor  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 because research  services intended for one
client may indirectly benefit another.

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

         Lieber & Company,  an affiliate of Evergreen Asset, and a member of the
New York and American Stock Exchanges,  will, to the extent practicable,  effect
substantially all of the portfolio transactions for Evergreen and Micro effected
on those exchanges.

SIMULTANEOUS TRANSACTIONS

         Each 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.


                               TRUST ORGANIZATION

FORM OF ORGANIZATION

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

DESCRIPTION OF SHARES

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


24440
                                                        22

<PAGE>



VOTING RIGHTS

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

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

LIMITATION OF TRUSTEES' LIABILITY

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


                   PURCHASE, REDEMPTION AND PRICING OF SHARES

HOW THE FUNDS OFFER SHARES TO THE PUBLIC

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

Class A Shares

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



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                                                        23

<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:

 REDEMPTION TIMING                                                   CDSC RATE
 Month of purchase and the first twelve-month
   period following the month of purchase.............................5.00%
 Second twelve-month period following the month of purchase...........4.00%
 Third twelve-month period following the month of purchase............3.00%
 Fourth twelve-month period following the month of purchase...........3.00%
 Fifth twelve-month period following the month of purchase............2.00%
 Sixth twelve-month period following the month of purchase............1.00%
 Thereafter...........................................................0.00%

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

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

Class Y Shares (Not Offered by Strategic)

         No CDSC is imposed on the redemption of Class Y shares.  Class Y shares
are not offered to the general  public and are available only to (1) persons who
at or prior to  December  31,  1994  owned  shares in a mutual  fund  advised by
Evergreen Asset, (2) certain institutional investors and (3) investment advisory
clients of CMG, Evergreen Asset, Keystone, Meridian or their affiliates. Class Y
shares are offered at net asset  value  without a  front-end  or back-end  sales
charge and do not bear any Rule 12b-1 distribution expenses.

CONTINGENT DEFERRED SALES CHARGE

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



24440
                                                        24

<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 advisors;

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

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


24440
                                                        25

<PAGE>



                  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;

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

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

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

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

Waiver of CDSCs

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

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

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

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

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

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

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

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

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

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


24440
                                                        26

<PAGE>



         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).

EXCHANGES

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

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

         Each Fund  computes  its NAV once daily on Monday  through  Friday,  as
described  in the  prospectus.  A Fund will not  compute  its NAV on the day the
following  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)      Securities that are traded on a national  securities  exchange
                  or the  over-the-counter  National  Market System  ("NMS") are
                  valued on the basis of the last  sales  price on the  exchange
                  where primarily  traded or on the NMS prior to the time of the
                  valuation, provided that a sale has occurred.

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

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

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

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


24440
                                                        27

<PAGE>



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 orders from broker-dealers,
and others, acting as principals,  for sales of shares to them. The Underwriting
Agreement  provides  that the  Distributor  will bear the expense of  preparing,
printing,  and  distributing  advertising and sales  literature and prospectuses
used by it.

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

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

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

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


24440

                                                        28

<PAGE>



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

TAXES ON DISTRIBUTIONS

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

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

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


24440
                                                        29

<PAGE>



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

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

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

TAXES ON THE SALE OR EXCHANGE OF FUND SHARES

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

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

OTHER TAX CONSIDERATIONS

         The foregoing discussion relates solely to U.S. federal income tax law 
as applicable to U.S.

24440

                                                        31

<PAGE>



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.


                              FINANCIAL INFORMATION

         The financial  information  below pertains to each Fund except Stock. A
separate  section  entitled  "Financial  Information  for Stock  Selector  Fund"
follows this section.

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,"  "Principal  Underwriter"  and "Purchase,  Redemption and
Pricing of Shares."

<TABLE>
<CAPTION>

1997 FUND EXPENSES
                                                                                               Total           Underwriting
                       Advisory         Class A           Class B            Class C           Underwriting    Commissions
FUND                   Fees             12b-1 Fees        12b-1 Fees         12b-1 Fees        Commissions     Retained
=====================  ================ ================  =================  ================  =============== ================
<S>       <C>          <C>              <C>               <C>                <C>               <C>             <C>     
Evergreen (1)          $13,089,112      $299,430          $3,629,968         $72,777           $1,464,361      $129,417
Aggressive (1)         $1,013,344       $251,302          $289,795           $19,048           $278,145        $21,472
Micro (1)              $428,047         $3,314            $13,933            $400              $2,223          $300
Omega (2)              $1,480,178       $153,219          $739,237           $120,064          $254,113        $19,806
Small (3a)             $2,387,425       N/A               $4,928,079*        N/A               $878,274        $22,796
Small (3b)             $7,788,033       N/A               $16,641,755*       N/A               $17,885,604     $13,187,854
Strategic (4)          $3,205,753       N/A               $1,790,675*        N/A                        --             --
=====================  ================ ================  =================  ================  =============== ================
</TABLE>

(1)      Year ended 9/30/97
(2)      Nine months ended 9/30/97
(3a)     Four months ended 9/30/97
(3b)     Year ended 5/31/97
(4)      Eleven months ended 9/30/97
*        Not multiple class during this period; amount reflects all 12b-1 fees.



24440
24440
                                                        32

<PAGE>



<TABLE>
<CAPTION>

1996 FUND EXPENSES
                                                                                               Total           Underwriting
                       Advisory         Class A           Class B            Class C           Underwriting    Commissions
FUND                   Fees             12b-1 Fees        12b-1 Fees         12b-1 Fees        Commissions     Retained
=====================  ================ ================  =================  ================  =============== ================
<S>       <C>          <C>              <C>               <C>                <C>               <C>             <C>     
Evergreen (1)          $9,145,287       $149,922          $1,185,957         $10,292           $1,462,012      $157,233
Aggressive (1)         $612,492         $197,507          $26,469            $3,308            $185,835        $22,742
Micro (1)              $510,421         $2,471            $12,608            $310              $2,963          $188
Omega (2)              $1,831,142       $186,596          $814,977           $168,748          $983,621        $759,394
Small (3)              $8,473,139       N/A               $18,458,861*       N/A               $15,690,812     ($5,933,719)
Strategic (4)          $2,994,500       N/A               $4,845,352*        N/A               $4,093,912      $2,049,519
=====================  ================ ================  =================  ================  =============== ================
</TABLE>

(1)      Year ended 9/30/96
(2)      Year ended 12/31/96
(3)      Year ended 5/31/96
(4)      Year ended 10/31/96
*        Not multiple class during this period; amount reflects all 12b-1 fees.


1995 FUND EXPENSES
                                       Total             Underwriting
                                       Underwriting      Commissions
FUND                  Advisory Fees    Commissions       Retained
====================  ================ ================  ================
Evergreen (1)         $5,472,439       $586,701          $72,923
Aggressive (2)        $106,041         $70,327           $89,909
Micro (1)             $800,642         $3,418            $495
Omega (3)             $1,280,436       $548,386          $1,167,486
Small (4)             $6,037,504       $10,076,379       $2,257,795
Strategic (5)         $2,799,544       $3,911,744        $288,671

(1)      Nine months ended 9/30/95
(2)      Two months ended 9/30/95
(3)      Year ended 12/31/95
(4)      Year ended 5/31/95
(5)      Year ended 10/31/95


BROKERAGE COMMISSIONS PAID

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



24440
                                                        33

<PAGE>


<TABLE>
<CAPTION>

                        Evergreen            Aggressive        Micro           Omega          Small          Strategic
======================  =================== ================  ==============  ============== =============== ==============
<S>                     <C>                 <C>               <C>             <C>            <C>             <C>       
1997 Aggregate          $ 503,276           $677,860          $ 91,568        $403,294       $1,891,397      $1,144,065
Dollar Amount
1997 Dollar Amount      $ 416,953                     --      $ 61,717                --           --              --
Paid to Lieber
1996 Aggregate          $590,105                      --      $ 317,058       $829,479       $2,853,950      $1,990,208
Dollar Amount
1996 Dollar Amount      $515,522                      --      $153,596                --           --              --
Paid to Lieber
1995 Aggregate          $342,559                      --      $414,048        $735,203       $1,445,066      $871,000
Dollar Amount
1995 Dollar Amount      $252,069                      --      $125,347              --             --              --
Paid to Lieber
======================  =================== ================  ==============  ============== =============== ==============
</TABLE>


COMPUTATION OF CLASS A OFFERING PRICE

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


        FUND*                  DATE             NET ASSET VALUE        PER SHARE SALES CHARGE          OFFERING PRICE PER SHARE
<S>                          <C>                    <C>                        <C>                             <C>   
Evergreen                    9/30/97                $22.96                     4.75%                           $24.10
Aggressive                   9/30/97                $23.48                     4.75%                           $24.65
Micro                        9/30/97                $26.68                     4.75%                           $28.01
Omega Fund                   9/30/97                $22.69                     4.75%                           $23.82
=====================  ==================== ====================== ==============================  ==============================
</TABLE>

*Excludes  Strategic and Small,  which did not offer Class A at the end of their
latest fiscal periods.


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 the relevant periods.

         The annual  total  returns as of  September  30, 1997 for each class of
shares of the Funds (including applicable sales charges) are as follows:


24440
                                                        34

<PAGE>
<TABLE>
<CAPTION>

                                                              TEN YEARS OR
                       ONE YEAR            FIVE YEARS        SINCE INCEPTION     INCEPTION DATE
EVERGREEN
<S>                     <C>                    <C>               <C>              <C>    
   Class A              27.37%                 --                27.63%           Jan. 3, 1995
   Class B              27.69%                 --                28.32%           Jan. 3, 1995
    Class C             31.67%                 --                29.01%           Jan. 3, 1995
   Class Y              34.08%               19.88%              12.64%           Oct. 15, 1971
AGGRESSIVE
   Class A               6.30%               16.77%              14.73%           Apr. 15, 1983
    Class B              5.96%                 --                19.49%           July 7, 1995
   Class C               9.92%                 --                19.22%           Aug. 3, 1995
    Class Y             11.76%                 --                21.67%           July 11, 1995
MICRO
   Class A              46.81%                 --                20.43%           Jan. 3, 1995
   Class B              48.13%                 --                20.91%           Jan. 3, 1995
    Class C             52.07%                 --                21.72%           Jan. 3, 1995
    Class Y             54.64%               14.19%              11.46%           June 1, 1983
OMEGA
   Class A              20.60%               16.86%              14.31%           Apr. 29, 1968
   Class B              20.45%                 --                15.45%           Aug. 2, 1993
    Class C             24.41%                 --                15.78%           Aug. 2, 1993
    Class Y               --                   --                  --             Jan. 13, 1997
STRATEGIC
    Class B             37.33%               18.73%              11.76%           Jul. 15, 1935
SMALL                   15.48%               20.55%              13.95%           Jul. 15, 1935
    Class B
================= ===================  =================== =================== ===================
</TABLE>


FINANCIAL INFORMATION FOR STOCK SELECTOR FUND

         The  information  below  pertains to  Evergreen  Stock  Selector  Fund,
formerly Core Equity Fund, a portfolio of  CoreFunds,  Inc. Core Equity Fund was
reorganized into Evergreen Stock Selector Fund in July 1998.

ADVISORY FEES

         The  table  below  shows  amounts  paid  by  Core  Equity  Fund  to its
investment advisor,


24440
                                                        35

<PAGE>



CoreStates Investment Advisers, Inc. ("CoreStates Advisers"), for the fiscal 
years ended June 30, 1995, 1996 and 1997. The table also shows advisory fees 
waived by CoreStates Advisers.

<TABLE>
<CAPTION>

       ADVISORY FEES PAID                                      ADVISORY FEES WAIVED
<S>                <C>               <C>               <C>                <C>               <C> 
1995               1996              1997              1995               1996              1997
$199,645           $1,973,776        $3,459,108        $51,162            0                 0
</TABLE>


DISTRIBUTION FEES

         The table  below  shows the  aggregate  sales  charges  payable for the
fiscal years ended June 30, 1995, 1996 and 1997 to SEI Investments  Distribution
Co.  ("SEI"),  Core  Equity  Fund's  distributor.  The table also shows  amounts
retained by SEI.


AGGREGATE SALES CHARGE PAYABLE TO SEI           AMOUNT RETAINED BY SEI
1995       1996         1997              1995        1996             1997
$616       $12,612      $96,837           $68         $1,710           $4,819

         The table below shows the  distribution  fees SEI received with respect
to Class A shares of Core Equity Fund for the fiscal year ended June 30, 1997.


AMOUNT         FEE           AMOUNT PAID TO 3RD PARTIES
RECEIVED                     BY SEI
$32,372        $0.25         $32,372

BROKERAGE COMMISSIONS PAID

         For the  fiscal  year  ended  June 30,  1997,  Core  Equity  Fund  paid
$1,026,435 in brokerage commissions.

PERFORMANCE

         The table below shows Core Equity Fund's average annual total return as
of June 30, 1997 Class B Shares were not offered as of that date.


                                      SINCE
CLASS                      ONE YEAR          FIVE YEAR         INCEPTION
Y                          33.10%            18.74%            18.03%
A without load             32.74%            18.64%            17.96%
A with load                25.41%            17.31%            17.06%



24440
                                                        36

<PAGE>



Non-Standardized Performance

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

General

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

Financial Statements

         The financial  statements for Stock have been audited by Ernst & Young,
LLP,  independent  auditors,  for the periods from November 1, 1995 through June
30,  1997.  A report  of Ernst & Young on the  financial  statements  for  Stock
appears in the Fund's Annual  Report which is  incorporated  by  reference.  The
financial  statements  for Omega,  Small and Strategic have been audited by KPMG
Peat Marwick LLP, independent auditors. A report of KPMG Peat Marwick LLP on the
financial  statements  for those Funds appears in the Funds' Annual Report which
is incorporated by reference. The financial statements for Evergreen,  Micro and
Aggressive  have  been  audited  by  PricewaterhouseCoopers  LLP  ,  independent
auditors. A report of PricewaterhouseCoopers LLP on the financial statements for
those  Funds  appears in the  Funds'  Annual  Report  which is  incorporated  by
reference.  Annual  Reports may obtained  without charge by writing to ESC, P.O.
Box 2121,  Boston,  Massachusetts  02106-2121,  or by calling ESC  toll-free  at
1-800-343-2898.



                             ADDITIONAL INFORMATION

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

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

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



24440

                                                        37

<PAGE>



                                   APPENDIX A

                          S&P AND MOODY'S BOND RATINGS

S&P Bond Ratings

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

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

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

   2.    Nature of and provisions of the obligation; and

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

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

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

   S&P bond ratings are as follows:

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

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

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

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

24440

                                                        A-1

<PAGE>




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

Moody's Bond Ratings

Moody's ratings are as follows:

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

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

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

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

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

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

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

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

   9. C - Bonds which are rated as C are the lowest rated class of bonds and 
issues so rated can

24440

                                                        A-2

<PAGE>



be  regarded as having  extremely  poor  prospects  of ever  attaining  any real
investment standing.

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

                            MONEY MARKET INSTRUMENTS

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

Commercial Paper

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

A.       S&P Ratings

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

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

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

B.       Moody's Ratings

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

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

   1)    leading market positions in well-established industries;

   2)    high rates of return on funds employed;

24440

                                                        A-3

<PAGE>


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

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

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

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





24440

                                                        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 FUND - Class A                For the six-month period ended March 31, 1998 (unaudited); for each of the years in the 
                                        two-year period ended September 30, 1997; and for the period from January 3, 1995
                                        (Commencement of Operations) to September 30, 1995.

EVERGREEN FUND - Class B                For the six-month period ended March 31, 1998 (unaudited); for each of the years in the 
                                        two-year period ended September 30, 1997; and for the period from January 3, 1995 
                                        (Commencement of Operations) to September 30, 1995.

EVERGREEN FUND - Class C                For the six-month period ended March 31, 1998 (unaudited); for each of the years in the 
                                        two-year period ended September 30, 1997; and for the period from January 3, 1995
                                        (Commencement of Operations) to September 30, 1995.

EVERGREEN FUND - Class Y                For the six-month period ended March 31, 1998 (unaudited); for each of the years in the 
                                        ten-year period ended September 30, 1997.


EVERGREEN AGGRESSIVE GROWTH FUND -      For the six-month period ended March 31, 1998 (unaudited); for each of the years in the
Class A                                 two-year period ended September 30, 1997; for the eleven-month period ended September
                                        30, 1995; for each of the years in the six-year period ended October 31, 1994; for the 
                                        ten-month period ended October 31, 1988; and for the one-year ended December 31, 1987.

EVERGREEN AGGRESSIVE GROWTH FUND -      For the six-month period ended March 31, 1998 (unaudited); for each of the years in the
Class B                                 two-year period ended September 30, 1997; and for the period from July 7, 1995 
                                        (Commencement of Operations) to September 30, 1995.
       
EVERGREEN AGGRESSIVE GROWTH FUND -      For the six-month period ended March 31, 1998 (unaudited); for each of the years in the 
Class C                                 two-year period ended September 30, 1997; and for the period from August 3, 1995 
                                        (Commencement of Operations) to September 30, 1995.

EVERGREEN AGGRESSIVE GROWTH FUND -      For the six-month period ended March 31, 1998 (unaudited); for each of the years in the 
Class Y                                 two-year period ended September 30, 1997; and for the period from July 11, 1995 
                                        (Commencement of Operations) to September 30, 1995.


EVERGREEN MICRO CAP FUND - Class A      For the six-month period ended March 31, 1998 (unaudited); for each of the years in the 
                                        two-year period ended September 30, 1997; and for the period from January 3, 1995 
                                        (Commencement of Operations) to September 30, 1995.

EVERGREEN MICRO CAP FUND - Class B      For the six-month period ended March 31, 1998 (unaudited); for each of the years in the 
                                        two-year period ended September 30, 1997; and for the period from January 3, 1995 
                                        (Commencement of Operations) to September 30, 1995.

EVERGREEN MICRO CAP FUND - Class C      For the six-month period ended March 31, 1998 (unaudited); for each of the years in the 
                                        two-year period ended September 30, 1997; and for the period from January 3, 1995 
                                        (Commencement of Operations) to September 30, 1995.

EVERGREEN MICRO CAP FUND - Class Y      For the six-month period ended March 31, 1998 (unaudited); for each of the years in the 
                                        three-year period ended September 30, 1997; for the four-month period ended September 30, 
                                        1994;  and for each of the years in the seven-year period ended May 31, 1994.

EVERGREEN OMEGA FUND - Class A          For the six-month period ended March 31, 1998 (unaudited); for the nine-month period ended 
                                        September 30, 1997; and for each of the years in the ten-year period ended December 31, 
                                        1996.

EVERGREEN OMEGA FUND - Class B          For the six-month period ended March 31, 1998 (unaudited); for the nine-month period ended 
                                        September 30, 1997; for each of the years in the three-year period ended December 31, 1996;
                                        and for the period from August 2, 1993 (Commencement of Operations) to December 31, 1993.

EVERGREEN OMEGA FUND - Class C          For the nine-month period ended September 30, 1997; for each of the years in the three-year
                                        period ended December 31, 1996; and for the period from August 2, 1993 (Commencement of
                                        Operations) to December 31, 1993.

EVERGREEN OMEGA FUND - Class Y          For the six-month period ended March 31, 1998 (unaudited); for the period from January 13, 
                                        1997 (Commencement of Operations) to September 30, 1997.

EVERGREEN SMALL COMPANY GROWTH FUND -   For the three-month period from January 20, 1998 to March 31, 1998 (unaudited).
Class A                                  

Class B                                 For the six-month period ended March 31, 1998 (unaudited); for the four-month period ended 
                                        September 30, 1997; and for each of the years in the ten-year period ended May 31, 1997.

Class C                                 For the three-month period from January 20, 1998 to March 31, 1998 (unaudited).

Class Y                                 For the three-month period from January 20, 1998 to March 31, 1998 (unaudited).


EVERGREEN STRATEGIC GROWTH FUND -       For the three-month period from January 20, 1998 to March 31, 1998 (unaudited).        
Class A

Class B                                 For the three-month period from January 20, 1998 to March 31, 1998 (unaudited); for the 
                                        eleven-month period ended September 30, 1997; and for each of the years in the
                                        ten-year period ended October 31, 1996.

Class C                                 For the three-month period from January 22, 1998 to March 31, 1998 (unaudited).


EVERGREEN STOCK SELECTOR FUND -         For the six-month period ended December 31, 1997; for the year ended June 30, 1997; for the 
Class A                                 eight-month period from November 1, 1995 to June 30, 1996; for the five-year period from 
                                        November 1, 1990 to October 31, 1995 and the period from February 28, 1990 (Commencement of
                                        Operations) to October 31, 1990.
        
Class Y                                 For the six-month period ended December 31, 1997; for the year ended June 30, 1997; for the
                                        eight-month period from November 1, 1995 to June 30, 1996; for the five-year period from
                                        November 1, 1990 to October 31, 1995; and for the period from February 28, 1990
                                        (Commencement of  Operations) to October 31, 1990                  
                                        

</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 Aggressive Growth Fund, Evergreen 
     Fund, Evergreen Micro Cap Fund, Inc., Evergreen Omega Fund, Evergreen 
     Small Company Growth Fund, Evergreen Strategic Growth Fund as of 
     September 30, 1997.

     Schedule of Investments of Evergreen Stock Selector Fund as of June 30, 
     1998.

     Statement of Assets and  Liabilities of Evergreen Aggressive Growth 
     Fund, Evergreen Fund, Evergreen Micro Cap Fund, Inc., Evergreen 
     Omega Fund, Evergreen Small Company Growth Fund, Evergreen Strategic 
     Growth Fund as of September 30, 1997.

     Statement of Assets and  Liabilities of Evergreen Stock Selector Fund as 
     of June 30, 1997.

     Statement of Operations of Evergreen Aggressive Growth Fund, Evergreen 
     Fund, Evergreen Micro Cap Fund, Inc., Evergreen Omega Fund, Evergreen 
     Small Company Growth Fund, Evergreen Strategic Growth Fund as of 
     September 30, 1997.    

     Statement of Operations of Evergreen Stock Selector Fund as of June 30,
     1997.

     Statement of Changes in Net Assets of Evergreen Aggressive Growth  
     Fund, Evergreen Fund, Evergreen Micro Cap Fund, Inc., Evergreen 
     Omega Fund, Evergreen Small Company Growth Fund, Evergreen Strategic
     Growth Fund as of September 30, 1997.

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

     Report of Independent Accountants for Evergreen Aggressive Growth 
     Fund, Evergreen Fund, and Evergreen Micro Cap Fund, Inc. as of
     November 11, 1996.

     Independent Auditors' Report for Evergreen Omega Fund as of
     October 31, 1997.

     Independent Auditors' Report for Evergreen Strategic Growth Fund as of
     October 31, 1997.

     Independent Auditors' Report for Evergreen Small Company Growth Fund 
     as of October 31, 1997.

     Independent Auditors' Report for Evergreen Stock Selector Fund as of
     August 21, 1997.


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

     The information  required by this item for Evergreen Fund for Total Return,
Evergreen Growth and Income Fund,  Evergreen  Income and Growth Fund,  Evergreen
Small Cap Equity Income Fund,  Evergreen Value Fund, Evergreen Utility Fund, and
Evergreen   Blue  Chip  Fund  is  contained  in   Registration   Statement   No.
333-37453/811-08413 filed on December 12, 1997.
 
      

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             Post-Effective Amendment No. 4 to 
          Union National Bank                                    Registrant's Registration Statement 
                                                                 Filed on March 12, 1998
                                                                 
5(b)      Investment Advisory and Management                     Incorporated by reference to       
          Agreement between the Registrant and Evergreen         Post-Effective Amendment No. 4 to  
          Asset Management Corp.                                 Registrant's Registration Statement
                                                                 Filed on March 12, 1998            
                                                                 
5(c)      Investment Advisory and Management                     Incorporated by reference to         
          Agreement between the Registrant and Keystone          Post-Effective Amendment No. 4 to    
          Investment Management Company                          Registrant's Registration Statement  
                                                                 Filed on March 12, 1998   

5(d)      Form of Investment Advisory and Management             Incorporated by reference to        
          Agreement between the Registrant and                   Post-Effective Amendment No. 4 to   
          Meridian Investment Company                            Registrant's Registration Statement 
                                                                 Filed on March 12, 1998             
                                                                 
6(a)      Class A and Class C Principal Underwriting             Incorporated by reference to        
          Agreement between the Registrant and Evergreen         Post-Effective Amendment No. 4 to   
          Distributor, Inc.                                      Registrant's Registration Statement 
                                                                 Filed on March 12, 1998  
           
6(b)      Class B Principal Underwriting Agreement               Incorporated by reference to        
          between the Registrant and Evergreen Investment        Post-Effective Amendment No. 4 to   
          Services, Inc. (B-1)                                   Registrant's Registration Statement 
                                                                 Filed on March 12, 1998             
                                                                 
6(c)      Class B Principal Underwriting Agreement               Incorporated by reference to        
          between the Registrant and Evergreen Distributor,      Post-Effective Amendment No. 4 to   
          Inc. (B-2)                                             Registrant's Registration Statement 
                                                                 Filed on March 12, 1998             
                                                                 

6(d)      Class B Principal Underwriting Agreement               Incorporated by reference to        
          between the Registrant and Evergreen Distributor,      Post-Effective Amendment No. 4 to   
          Inc. (Evergreen/KCF)                                   Registrant's Registration Statement 
                                                                 Filed on March 12, 1998             
                                                                 

6(e)      Class Y Principal Underwriting Agreement               Incorporated by reference to        
          between the Registrant and Evergreen Distributor,      Post-Effective Amendment No. 4 to   
          Inc.                                                   Registrant's Registration Statement 
                                                                 Filed on March 12, 1998             
                                                                 
6(f)      Principal Underwriting Agreement between               Incorporated by reference to                    
          the Registrant and Kokusai Securities Company          Post-Effective Amendment No. 6 to   
          Limited                                                Registrant's Registration Statement 
                                                                 Filed on July 31, 1998             
                                                                 

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)      Principal Underwriting Agreement between               Incorporated by reference to       
          the Registrant and Nomura Securities Company           Post-Effective Amendment No. 6 to  
                                                                 Registrant's Registration Statement
                                                                 Filed on July 31, 1998             
                                                                                                    
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             Incorporated by reference to        
          and State Street Bank and Trust Company                Post-Effective Amendment No. 4 to   
                                                                 Registrant's Registration Statement 
                                                                 Filed on March 12, 1998   
          
9(a)      Administration Agreement between Evergreen             Incorporated by reference to        
          Investment Services, Inc. and the Registrant           Post-Effective Amendment No. 4 to   
                                                                 Registrant's Registration Statement 
                                                                 Filed on March 12, 1998  
           
9(b)      Transfer Agent Agreement between the                   Incorporated by reference to        
          Registrant and Evergreen Service Company               Post-Effective Amendment No. 4 to   
                                                                 Registrant's Registration Statement 
                                                                 Filed on March 12, 1998             
                                                                 
10        Opinion and Consent of Sullivan & Worcester LLP        Incorporated by reference to
                                                                 Registrant's Post-Effective Amendment No. 2
                                                                 Filed on December 12, 1997

11(a)     Consent of Price Waterhouse LLP                        Incorporated by reference to                
                                                                 Registrant's Post-Effective Amendment No. 3 
                                                                 Filed on January 30, 1998                  
                                                                 
11(b)     Consent of KPMG Peat Marwick LLP                       Incorporated by reference to                       
                                                                 Registrant's Post-Effective Amendment No. 3     
                                                                 Filed on January 30, 1998    
             
11(c)     Consent of Ernst & Young LLP                           

12        Not applicable

13        Not applicable   

15(a)     12b-1 Distribution Plan for Class A                    Incorporated by reference to              
                                                                 Post-Effective Amendment No. 4 to   
                                                                 Registrant's Registration Statement 
                                                                 Filed on March 12, 1998  
           
15(b)     12b-1 Distribution Plan for Class B                    Incorporated by reference to        
          (KAF B-1)                                              Post-Effective Amendment No. 4 to   
                                                                 Registrant's Registration Statement 
                                                                 Filed on March 12, 1998             
                                                                 
15(c)     12b-1 Distribution Plan for Class B                    Incorporated by reference to        
          (KAF B-2)                                              Post-Effective Amendment No. 4 to   
                                                                 Registrant's Registration Statement 
                                                                 Filed on March 12, 1998 
            
15(d)     12b-1 Distribution Plan for Class B                    Incorporated by reference to        
          (KCF/Evergreen)                                        Post-Effective Amendment No. 4 to   
                                                                 Registrant's Registration Statement 
                                                                 Filed on March 12, 1998  
           
15(e)     12b-1 Distribution Plan for Class C                    Incorporated by reference to        
                                                                 Post-Effective Amendment No. 4 to   
                                                                 Registrant's Registration Statement 
                                                                 Filed on March 12, 1998             
                                                                 

16        Not applicable                                         

17        Not applicable

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

19        Powers of Attorney                                     
                                                                 
                                                                 

</TABLE>
         
Item 25.       Persons Controlled by or Under Common Control with Registrant.

     None

Item 26.       Number of Holders of Securities (as of June 30, 1998)

                                                              NUMBER OF 
     TITLE OF CLASS                                         RECORD HOLDERS
     --------------                                         --------------
     Evergreen Fund
     Class A                                                   26,898
     Class B                                                   83,298
     Class C                                                      948
     Class Y                                                   20,327  

     Evergreen Aggressive Growth Fund
     Class A                                                   10,496  
     Class B                                                    4,821
     Class C                                                      239
     Class Y                                                      498
     
     Evergreen Omega Fund
     Class A                                                   10,050  
     Class B                                                    8,836 
     Class C                                                    1,084      
     Class Y                                                        8
     
     Evergreen Micro Cap Fund
     Class A                                                      644
     Class B                                                      732
     Class C                                                      487
     Class Y                                                      955

     Evergreen Small Company Growth Fund
     Class A                                                   43,781
     Class B                                                   31,591
     Class C                                                      298
     Class Y                                                       13

     Evergreen Strategic Growth Fund
     Class A                                                   34,686   
     Class B                                                   12,005   
     Class C                                                       35

     Evergreen Stock Selector Fund
     Class A                                                        0
     Class B                                                        0
     Class C                                                        0
     Class Y                                                        0


  
    
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.

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

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
"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 

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

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

     Meridian Investment Co., 55 Valley Stream Parkway, Malvern, Pennsylvania
     19355


                                                                           
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 1st day of
August, 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 1st day of August, 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
- -------        ------- 

11(c)          Consent of Ernst & Young LLP
19             Powers of Attorney



               CONSENT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS


We  consent  to the  references  to  our  firm  under  the  captions  "Financial
Highlights" in the Prospectuses  and "Financial  Statements" in the Statement of
Additional   Information  and  to  the   incorporation   by  reference  in  this
Post-Effective  Amendment No. 7 to the Registration Statement on Form N-1A (Nos.
333-37453/811-08413)  of Evergreen Equity Trust (Evergreen Stock Selector Fund),
of our report dated August 12, 1997 on the CoreFunds, Inc. Core Equity Fund.

 
                                                  /s/ Ernst & Young LLP


Philadelphia, Pennsylvania
July 28, 1998




                                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






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