EVERGREEN SELECT MONEY MARKET TRUST
485BPOS, 1999-06-29
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                                                       1933 Act No. 333-37727
                                                       1940 Act No. 811-08405


                       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. 5                                          [X]

                                     and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940             [ ]
     Amendment No. 6                                                        [X]


                       EVERGREEN SELECT MONEY MARKET TRUST
               (Exact Name of Registrant as Specified in Charter)

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

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

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


It is proposed that this filing will become effective:
[X]  immediately upon filing pursuant to paragraph (b)
[ ]  on (date) pursuant to paragraph (b)
[ ]  60 days after filing pursuant to paragraph (a)(1)
[ ]  on (date) pursuant to paragraph (a)(11
[ ]  75 days after filing pursuant to paragraph (a)(2)
[ ]  on (date) pursuant to paragraph (a)(2) 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)(1)
[ ]  on (date) pursuant to paragraph (a)(1)

<PAGE>

                       EVERGREEN SELECT MONEY MARKET TRUST

                                   CONTENTS OF
                         POST-EFFECTIVE AMENDMENT NO. 5
                                       to
                             REGISTRATION STATEMENT

     This Post-Effective Amendment No. 5 to Registrant's Registration Statement
No.  333-37227/811-08405 consists of the following pages, items of information
and documents:

                                The Facing Sheet

                               The Contents Page

                                     PART A
                                     ------

     Prospectus  for  Evergreen  Select  Money  Market  Fund,  Evergreen  Select
Municipal  Money Market Fund,  Evergreen  Select  Treasury Money Market Fund and
Evergreen Select 100% Treasury Money Market Fund is contained herein.

                                     PART B
                                     ------

     Statement of Additional Information for Evergreen Select Money Market Fund,
Evergreen  Select  Municipal Money Market Fund,  Evergreen Select Treasury Money
Market Fund and Evergreen  Select 100% Treasury  Money Market Fund are contained
herein.


                                     PART C
                                     ------

                                    Exhibits

                                 Indemnification

              Business and Other Connections of Investment Adviser

                             Principal Underwriter

                        Location of Accounts and Records

                                  Undertakings

                                   Signatures


<PAGE>


                       EVERGREEN SELECT MONEY MARKET TRUST

                                     PART A

                                  PROSPECTUSES



<PAGE>
Evergreen
    Select
 Money Market
         Funds


Evergreen Select Money Market Fund
Evergreen Select Municipal Money Market Fund
Evergreen Select Treasury Money Market Fund
Evergreen Select 100% Treasury Money Market Fund

Institutional shares
Institutional Service shares

Prospectus, July 1, 1999

The Securities and Exchange  Commission has not determined  that the information
in this  prospectus is accurate or complete,  nor has it approved or disapproved
these securities. Anyone who tells you otherwise is committing a crime.


<PAGE>



FUND SUMMARIES:
Evergreen Select Money Market Fund........................
Evergreen Select Municipal Money Market Fund..............
Evergreen Select Treasury Money Market Fund...............
Evergreen Select 100% Treasury
Money Market Fund.........................................
GENERAL INFORMATION:
The Funds' Investment Advisor.............................
Calculating the Share Price...............................
How to Choose an Evergreen Fund...........................
How to Choose the Share Class
That Best Suits You.......................................
How to Buy Shares.........................................
How to Redeem Shares......................................
Other Services............................................
The Tax Consequences of
Investing in the Funds....................................
Fees and Expenses of the Funds............................
Financial Highlights......................................
Other Fund Practices......................................

In general,  Funds included in this  prospectus  seek to provide  investors with
current income consistent with stability of principal and liquidity.



Fund Summaries Key
Each  Fund's  summary  is  organized  around  the  following  basic  topics  and
questions:

Investment Goal
What is the Fund's financial  objective?  You can find  clarification on how the
Fund seeks to achieve  its  objective  by  looking  at the Fund's  strategy  and
investment  policies.  The Fund's  Board of Trustees  can change the  investment
objective without a shareholder vote.

Investment Strategy
How does the Fund go about trying to meet its goals?  What types of  investments
does it contain?  What style of  investing  and  investment  philosophy  does it
follow?  Does it have limits on the amount  invested in any  particular  type of
security?

Risk Factors
What are the specific risks for an investor in the Fund?

Performance
How well has the Fund performed in the past year? The past five years?  The past
ten years?

Expenses
How much  does it cost to invest in the  Fund?  What is the  difference  between
sales charges and expenses?




<PAGE>


Select Money Market Funds

typically rely on a combination of the following strategies:
 o   maintaining $1.00 per share net asset value;

 o   investing in high-quality, short-term money market instruments including
     U.S. government securities;

 o   investing in compliance with industry-standard requirements for money
     market funds for the quality, maturity and diversification
     of investments; and

 o   selling a portfolio  investment when the issuer's  investment  fundamentals
     begin to  deteriorate,  when the  investment no longer  appears to meet the
     Fund's investment  objective,  when the Fund must meet redemptions,  or for
     other reasons which the portfolio manager deems necessary.

may be appropriate for investors who:
  o  are seeking a conservative investment which invests in relatively safe
     securities;

  o  are seeking a Fund for short-term investment; and

  o  are seeking liquidity.

Following  this  overview,  you will find  information  on each Fund's  specific
investment strategies and risks.

Risk Factors For All Mutual Funds
Please remember that mutual fund shares are:
o  not guaranteed to achieve their investment goal
o  not insured,  endorsed or  guaranteed  by the FDIC,  a bank or any government
   agency
o  subject to investment risks,  including  possible loss of your original
   investment

Although Select Money Market Funds seek to preserve the value of your investment
at $1.00 per share, it is possible to lose money by investing in the Funds.


Here  are  the  most  important  factors  that  may  affect  the  value  of your
investment:

Interest Rate Risk
When interest  rates go up, the value of debt  securities  tends to fall.  Since
your Fund invests a significant portion of its portfolio in debt securities,  if
interest  rates  rise,  then the  value of your  investment  may  decline.  When
interest rates go down, interest earned by your Fund on its investments may also
decline, which could cause the Fund to reduce the dividends it pays.

Credit Risk
The value of a debt  security is directly  affected by the  issuer's  ability to
repay  principal  and pay  interest  on time.  Since  your Fund  invests in debt
securities,  the value of your  investment may decline if an issuer fails to pay
an obligation on a timely basis.



<PAGE>


Select Money Market Fund
FUND FACTS:

Goal:
   High Current Income
   Preservation of Capital
   Liquidity

Principal Investment:
   Short-term Corporate Debt Securities

Classes of Shares Offered in this Prospectus:
   Institutional
   Institutional Service

Investment Advisor:
   Evergreen Investment Management

NASDAQ Symbol:
   EMIXX  (Institutional)
   EMSXX (Institutional Service)

Dividend Payment Schedule:
   Monthly


[GRAPHIC OMITTED] investment Goal

The  Fund  seeks  as  high a level  of  current  income  as is  consistent  with
preserving capital and providing liquidity.

[GRAPHIC OMITTED]investment Strategy

The following  supplements the investment strategies discussed in the "Overview"
on page 1.

The Fund invests principally in short-term corporate debt securities  determined
to present  minimal credit risk. In addition,  the Fund may invest in short-term
securities  issued or  guaranteed  by the U.S.  government  or its  agencies  or
instrumentalities,   including  the  Interamerican   Development  Bank  and  the
International Bank for Reconstruction and Development.  The Fund may also invest
in  commercial  paper  and  bank  obligations.  The  portfolio  manager  focuses
primarily on the interest rate  environment in determining  which  securities to
purchase for the portfolio.


[GRAPHIC OMITTED]Risk Factors

Your  investment in the Fund is subject to the risks discussed in the "Overview"
on page 1 under the headings:

o        Interest Rate Risk
o        Credit Risk

Because obligations of the Interamerican  Development Bank and the International
Bank of  Reconstruction  and Development are supported only by appropriated  but
unpaid  commitments  of  member  countries,  there  is  no  assurance  that  the
commitments will be undertaken in the future.

For  further  information  regarding  the Fund's  investment  strategy  and risk
factors see "Other Fund Practices."

<PAGE>



Performance

The  following  charts  show  how the  Fund  has  performed  in the  past.  Past
performance is not an indication of future results.

The chart below shows the percentage  gain or loss for  Institutional  shares of
the Fund in each  calendar  year since the  Institutional  shares'  inception on
11/19/1996.  It should  give you a general  idea of how the  Fund's  return  has
varied from year-to-year. This graph includes the effects of Fund expenses.

Year-by-Year Total Return for Institutional Shares (%)

         1997         1998

         5.70%        5.63%

Best Quarter:       4th Quarter 1997           +1.43%
Worst Quarter:      4th Quarter 1998           +1.34%

Year to date total return through 3/31/1999 is +1.24%.

The next table lists the Fund's  average  annual  total return by class over the
 past one year and since inception (through 12/31/1998).  This table is intended
 to provide you with some indication of the risks of investing in the Fund.

Average Annual Total Return
(for the period ended 12/31/1998)
                Inception                                Performance
                  Date                                     Since
                Of Class    1 year   5 year  10 year   Class Inception
Institutional  11/19/1996   5.63%     N/A       N/A        5.67%
Institutional
Service        11/26/1996   5.36%     N/A       N/A        5.41%

To obtain current yield information call 1-800-343-2898.



Expenses

This  section  describes  the fees and  expenses you would pay if you bought and
held shares of the Fund.

You pay no shareholder transaction fees.

Annual Fund Operating Expenses
(expenses that are deducted from Fund assets)*
             Management   12b-1     Other      Total Fund
                Fees      Fees    Expenses Operating Expenses**
Institutional   0.15%     0.00%     0.07%         0.22%
Institutional
  Service       0.15%     0.25%     0.07%         0.47%

*Actual expenses for the fiscal year ended 2/28/1999.

**From time to time,  the Fund's  investment  advisor  may,  at its  discretion,
reduce or waive its fees or  reimburse  a Fund for  certain of its  expenses  in
order to reduce expense ratios.  The Fund's  investment  advisor may cease these
waivers or  reimbursements  at any time.  The annual  operating  expenses do not
reflect fee waivers and expense  reimbursements.  Including  current fee waivers
and  expense  reimbursements,  Total  Fund  Operating  Expenses  were  0.21% for
Institutional shares and 0.46% for Institutional Service shares.

The table below shows the total  expenses you would pay on a $10,000  investment
over one-, three-,  five- and ten-year periods.  The example is intended to help
you compare the cost of  investing in this Fund versus other mutual funds and is
for  illustration  only. The example assumes a 5% average annual return and that
you reinvest all of your dividends. Your actual costs may be higher or lower.

Example of Fund Expenses

                  Institutional    Institutional Service
  After 1 year         $22              $48
  After 3 years        $71             $151
  After 5 years       $124             $263
  After 10 years      $279             $592


<PAGE>


Select Municipal Money Market Fund
FUND FACTS:

Goal:
   High Current Income Exempt from Federal Tax
   Preservation of Capital
   Liquidity

Principal Investment:
   Municipal Money Market Securities

Classes of Shares Offered in this Prospectus:
   Institutional
   Institutional Service

Investment Advisor:
   Evergreen Investment Management

NASDAQ Symbols:
   EMMXX (Institutional)
   EISXX   (Institutional Service)

Dividend Payment Schedule:
   Monthly


[GRAPHIC OMITTED] investment Goal

The Fund seeks as high a level of current  income exempt from federal income tax
as is consistent with preserving capital and providing liquidity.

[GRAPHIC OMITTED]investment Strategy

The following  supplements the investment strategies discussed in the "Overview"
on page 1.

The Fund invests  principally in short-term  municipal money market  securities,
notes and commercial  paper determined to present minimal credit risk and issued
by any U.S. state,  the District of Columbia and their  political  subdivisions.
Under normal  circumstances,  at least 80% of the Fund's annual  interest income
will be exempt from federal income tax, other than the alternative  minimum tax.
The  Fund  may  temporarily  invest  up to 20%  of its  net  assets  in  taxable
securities  under  one or  more  of the  following  circumstances:  (a)  pending
investment of proceeds from sale of Fund shares or of portfolio securities;  (b)
pending  settlement  of purchases of portfolio  securities,  and (c) to maintain
liquidity  for the  purpose of  meeting  anticipated  redemptions.  The Fund may
temporarily  invest more than 20% of its total assets in taxable  securities for
defensive  purposes  which may result in the Fund not achieving  its  investment
objective.  In  determining  what  securities  to purchase for the portfolio the
portfolio manager focuses on the supply and demand of the security in the market
place as well as the current interest rate environment.


Risk Factors

Your  investment in the Fund is subject to the risks discussed in the "Overview"
on page 1 under the headings:

o        Interest Rate Risk
o        Credit Risk

For  further  information  regarding  the Fund's  investment  strategy  and risk
factors see "Other Fund Practices."



<PAGE>



[GRAPHIC OMITTED]Performance

The  following  charts  show  how the  Fund  has  performed  in the  past.  Past
performance is not an indication of future results.

The chart below shows the percentage  gain or loss for  Institutional  shares of
the Fund in each  calendar  year since the  Institutional  shares'  inception on
11/20/1996.  It should  give you a general  idea of how the  Fund's  return  has
varied from year-to-year. This graph includes the effects of Fund expenses.

Year-by-Year Total Return for Institutional Shares (%)
         1997         1998

         3.66%        3.61%

Best Quarter:       2nd Quarter 1997           +0.96%
Worst Quarter:      1st Quarter 1997           +0.81%

Year to date total return through 3/31/1999 is +0.75%.

The next table lists the Fund's  average  annual  total return by class over the
 past one year and since inception (through 12/31/1998).  This table is intended
 to provide you with some indication of the risks of investing in the Fund.

Average Annual Total Return
(for the period ended 12/31/1998)
               Inception                                Performance
                   Date                                    Since
                Of Class    1 year   5 year  10 year  Class Inception
Institutional  11/20/1996   3.61%     N/A       N/A        3.63%
Institutional
Service        11/25/1996   3.35%     N/A       N/A        3.38%

To obtain current yield information call 1-800-343-2898.



Expenses

This  section  describes  the fees and  expenses you would pay if you bought and
held shares of the Fund.

You pay no shareholder transaction fees.

Annual Fund Operating Expenses
(expenses that are deducted from Fund assets)*
               Management   12b-1     Other        Total Fund
                 Fees       Fees    Expenses    Operating Expenses**
Institutional    0.15%      0.00%     0.09%          0.24%
Institutional
  Service        0.15%      0.25%     0.09%          0.49%

*Actual expenses for the fiscal year ended 2/28/1999.

**From time to time,  the Fund's  investment  advisor  may,  at its  discretion,
reduce or waive its fees or  reimburse  a Fund for  certain of its  expenses  in
order to reduce expense ratios.  The Fund's  investment  advisor may cease these
waivers or  reimbursements  at any time.  The annual  operating  expenses do not
reflect fee waivers and expense  reimbursements.  Including  current fee waivers
and  expense  reimbursements,  Total  Fund  Operating  Expenses  were  0.18% for
Institutional shares and 0.42% for Institutional Service shares.

The table below shows the total  expenses you would pay on a $10,000  investment
over one-, three-,  five- and ten-year periods.  The example is intended to help
you compare the cost of  investing in this Fund versus other mutual funds and is
for  illustration  only. The example assumes a 5% average annual return and that
you reinvest all of your dividends. Your actual costs may be higher or lower.

Example of Fund Expenses

                  Institutional    Institutional Service
  After 1 year         $25              $50
  After 3 years        $77             $157
  After 5 years       $135             $274
  After 10 years      $305             $616


<PAGE>


Select Treasury Money Market Fund
FUND FACTS:

Goal:
   Stability of Principal
   Current Income

Principal Investments:
   Short-term U.S. Treasury Obligations
   Repurchase Agreements backed by
       Short-term Treasury Obligations

Classes of Shares Offered in this Prospectus:
   Institutional
   Institutional Service

Investment Advisor:
   Evergreen Investment Management

NASDAQ Symbols:
   EIMXX  (Institutional)
   EITXX   (Institutional Service)

Dividend Payment Schedule:
   Monthly


[GRAPHIC OMITTED] investment Goal

The Fund seeks to maintain stability of principal while earning current income.

[GRAPHIC OMITTED]investment Strategy

The following  supplements the investment strategies discussed in the "Overview"
on page 1.

The Fund will invest in short-term U.S. Treasury obligations and repurchase
agreements backed by such obligations.  U.S. Treasury  securities are guaranteed
as to principal and interest,  and supported by the full faith and credit of the
U.S.  government.  The portfolio  manager focuses primarily on the interest rate
environment in determining which securities to purchase for the portfolio.


[GRAPHIC OMITTED]Risk Factors

Your  investment in the Fund is subject to the risks discussed in the "Overview"
on page 1 under the headings:

o        Interest Rate Risk

For  further  information  regarding  the Fund's  investment  strategy  and risk
factors see "Other Fund Practices."


<PAGE>




[GRAPHIC OMITTED]Performance

The  following  charts  show  how the  Fund  has  performed  in the  past.  Past
performance is not an indication of future results.

The chart below shows the percentage  gain or loss for  Institutional  shares of
the Fund in each  calendar  year since the  Institutional  shares'  inception on
11/20/1996.  It should  give you a general  idea of how the  Fund's  return  has
varied from year-to-year. This graph includes the effects of Fund expenses.

Year-by-Year Total Return for Institutional Shares (%)

         1997         1998

         5.49%        5.37%

Best Quarter:       4th Quarter 1997           +1.38%
Worst Quarter:      4th Quarter 1998           +1.22%

Year to date total return through 3/31/1999 is +1.16%.

The next table lists the Fund's  average  annual  total return by class over the
 past one year and since inception (through 12/31/1998).  This table is intended
 to provide you with some indication of the risks of investing in the Fund.

Average Annual Total Return
(for the period ended 12/31/1998)
                 Inception                                Performance
                   Date                                      Since
                 Of Class    1 year   5 year  10 year    Class Inception
Institutional   11/20/1996   5.37%     N/A        N/A        5.44%
Institutional
Service         11/27/1996   5.11%     N/A        N/A        5.18%

To obtain current yield information call 1-800-343-2898.



[GRAPHIC OMITTED] Expenses

This  section  describes  the fees and  expenses you would pay if you bought and
held shares of the Fund.

You pay no shareholder transaction fees.

Annual Fund Operating Expenses
(expenses that are deducted from Fund assets)*
                 Management   12b-1     Other       Total Fund
                   Fees       Fees    Expenses  Operating Expenses**
Institutional      0.15%      0.00%     0.08%         0.23%
Institutional
  Service          0.15%      0.25%     0.07%         0.47%

*Actual expenses for the fiscal year ended 2/28/1999.

**From time to time,  the Fund's  investment  advisor  may,  at its  discretion,
reduce or waive its fees or  reimburse  a Fund for  certain of its  expenses  in
order to reduce expense ratios.  The Fund's  investment  advisor may cease these
waivers or  reimbursements  at any time.  The annual  operating  expenses do not
reflect fee waivers and expenses  reimbursements.  Including current fee waivers
and  expense  reimbursement,  Total  Fund  Operating  Expenses  were  0.21%  for
Institutional shares and 0.45% for Institutional Service shares.

The table below shows the total  expenses you would pay on a $10,000  investment
over one-, three-,  five- and ten-year periods.  The example is intended to help
you compare the cost of  investing in this Fund versus other mutual funds and is
for  illustration  only. The example assumes a 5% average annual return and that
you reinvest all of your dividends. Your actual costs may be higher or lower.

Example of Fund Expenses

                  Institutional    Institutional Service
  After 1 year         $24              $48
  After 3 years        $74             $151
  After 5 years       $130             $263
  After 10 years      $293             $591


<PAGE>


Select 100% Treasury Money Market Fund
FUND FACTS:

Goal:
   Stability of Principal
   Current Income

Principal Investment:
   U.S. Treasury Securities

Classes of Shares Offered in this Prospectus:
   Institutional
   Institutional Service

Investment Advisor:
   Evergreen Investment Management

NASDAQ Symbols:
   EIMIX  (Institutional)
   EIMSX (Institutional Service)

Dividend Payment Schedule:
   Monthly


[GRAPHIC OMITTED] investment Goal

The Fund seeks to maintain stability of principal while earning current income.

investment Strategy

The following  supplements the investment strategies discussed in the "Overview"
on page 1.

The Fund will invest only in U.S.  Treasury  securities,  which are high quality
debt  securities  issued by the U.S.  Treasury,  guaranteed  as to principal and
interest and supported by the full faith and credit of the U.S. government.  The
portfolio  manager  focuses  primarily  on  the  interest  rate  environment  in
determining which securities to purchase for the portfolio.




Risk Factors

Your  investment in the Fund is subject to the risks discussed in the "Overview"
on page 1 under the headings:

o        Interest Rate Risk

For  further  information  regarding  the Fund's  investment  strategy  and risk
factors see "Other Fund Practices."



<PAGE>



[GRAPHIC OMITTED]Performance

The  following  charts  show  how the  Fund  has  performed  in the  past.  Past
performance is not an indication of future results.

The chart below shows the percentage  gain or loss for  Institutional  shares of
the Fund in each  calendar  year since the  Institutional  shares'  inception on
12/08/1997.  It should  give you a general  idea of how the  Fund's  return  has
varied from year-to-year. This graph includes the effects of Fund expenses.

Year-by-Year Total Return for Institutional Shares (%)

         1998

         4.99%

Best Quarter:       1st Quarter 1998           +1.27%
Worst Quarter:      4th Quarter 1998           +1.13%

Year to date total return through 3/31/1999 is +1.10%.

The next table lists the Fund's  average  annual  total return by class over the
 past one year and since inception (through 12/31/1998).  This table is intended
 to provide you with some indication of the risks of investing in the Fund.

Average Annual Total Return
(for the period ended 12/31/1998)
                 Inception                                 Performance
                    Date                                      Since
                 Of Class     1 year   5 year  10 year    Class Inception
Institutional    12/08/1997   4.99%     N/A        N/A        5.03%
Institutional
Service          12/23/1997   4.73%     N/A        N/A        4.75%

To obtain current yield information call 1-800-343-2898.



[GRAPHIC OMITTED] Expenses

This  section  describes  the fees and  expenses you would pay if you bought and
held shares of the Fund.

You pay no shareholder transaction fees.

Annual Fund Operating Expenses
(expenses that are deducted from Fund assets)*
                Management   12b-1     Other       Total Fund
                  Fees       Fees    Expenses  Operating Expenses**
Institutional     0.25%      0.00%     0.09%         0.34%
Institutional
  Service         0.25%      0.25%     0.08%         0.58%

*Actual expenses for the fiscal year ended 2/28/1999.

** From time to time,  the Fund's  investment  advisor  may, at its  discretion,
reduce or waive its fees or  reimburse  a Fund for  certain of its  expenses  in
order to reduce expense ratios.  The Fund's  investment  advisor may cease these
waivers or  reimbursements  at any time.  The annual  operating  expenses do not
reflect fee waivers and expenses  reimbursements.  Including current fee waivers
and expense  reimbursements  and restated to reflect  current  fees,  Total Fund
Operating Expenses would have been 0.17% for Institutional  shares and 0.41% for
Institutional Service shares.

The table below shows the total  expenses you would pay on a $10,000  investment
over one-, three-,  five- and ten-year periods.  The example is intended to help
you compare the cost of  investing in this Fund versus other mutual funds and is
for  illustration  only. The example assumes a 5% average annual return and that
you reinvest all of your dividends. Your actual costs may be higher or lower.

Example of Fund Expenses

                  Institutional    Institutional Service
  After 1 year         $35              $60
  After 3 years       $109             $189
  After 5 years       $191             $329
  After 10 years      $430             $738




<PAGE>



The Funds' Investment Advisor

An investment  advisor  manages a Fund's  investments  and  supervises its daily
business affairs.  The investment  advisor for the Evergreen Select Money Market
Funds is  Evergreen  Investment  Management.  All  investment  advisors  for the
Evergreen Funds are subsidiaries of First Union  Corporation,  the sixth largest
bank  holding  company  in  the  United  States,   with  over  $223  billion  in
consolidated  assets as of 3/31/1999.  First Union Corporation is located at 301
South College Street, Charlotte, North Carolina 28288-0013.

Evergreen  Investment  Management  (EIM) (formerly  known as Capital  Management
Group,  or CMG),  a division  of First  Union  National  Bank  (FUNB),  has been
managing  money for over 50 years and  currently  manages over $28.8  billion in
assets for 44 of the Evergreen Funds.
EIM  is  located  at  201  South  College  Street,  Charlotte,   North  Carolina
28288-0013.

For the fiscal year ended 2/28/1999, aggregate advisory fees paid to EIM by each
Fund were as follows:

                                % of the Fund's average
Fund                                 daily net assets
Money Market                              0.14%
Municipal Money Market                    0.09%
Treasury Money Market                     0.13%
100% Treasury Money Market                0.08%

Year 2000 Compliance
The investment  advisors and other service providers for the Evergreen Funds are
taking  steps to address any  potential  Year  2000-related  computer  problems.
However,  there is some  risk that  these  problems  could  disrupt  the  Funds'
operations or financial markets generally.  In addition,  issuers of securities,
especially  foreign  issuers,  in which the Funds may invest,  may be  adversely
affected by Year 2000 problems.  Such problems could negatively impact the value
of the Funds' securities.


Calculating The Share Price

The value of one share of a Fund,  also known as the net asset value, or NAV, is
calculated  twice daily on each day the New York Stock Exchange is open at 12:00
noon (Eastern time) and as of the time the Exchange  closes  (normally 4:00 p.m.
Eastern  time).  The share price is  calculated  for each share by adding up the
total assets of the Fund, subtracting all liabilities,  then dividing the result
by the total number of shares  outstanding.  Each class of shares is  calculated
separately.  Each security  held by a Fund is valued on an amortized  cost basis
according  to Rule 2a-7 under the  Investment  Company  Act of 1940.  Under this
method of valuation, a security is initially valued at its acquisition cost, and
thereafter a constant  straightline  amortization  of any discount or premium is
assumed each day regardless of the impact of  fluctuating  interest rates on the
market value of the security.

The price per share you pay for a Fund  purchase or the amount you receive for a
Fund  redemption  is based on the  next  price  calculated  after  the  order is
received and all required information is provided.  The value of your account at
any given time is the latest share price  multiplied by the number of shares you
own.

Select Municipal Money Market Fund Only
Prior to investing in Select  Municipal  Money Market Fund the investor may want
to determine  which  investment  (tax-free  or taxable)  will result in a higher
after-tax  return.  To do this, the yield on the tax-free  investment  should be
divided by the decimal  determined by subtracting from 1 the highest federal tax
rate to which the investor  currently is subject.  For example,  if the tax-free
yield is 6% and the investor's maximum tax bracket is 36%, the computation is:

6% Tax-Free Yield/(1-.36 Tax Rate) = 6/.64 = 9.38% Taxable Yield.


How To Choose AN EVERGREEN Fund

When choosing an Evergreen Fund, you should:
o    Most importantly, read the prospectus to see if the Fund is suitable
     for you.
o    Consider talking to an investment  professional.  He or she is qualified to
     give you  investment  advice based on your  investment  goals and financial
     situation  and will be able to answer  questions you may have after reading
     the Fund's prospectus.
     He or she can also assist you through all phases of opening your account.
o    Request any  additional  information  you want about the Fund,  such as the
     Statement of Additional Information, Annual Report or Semi-annual Report by
     calling 1-800-343-2898.

How To Choose The Share
Class That Best Suits You

After choosing a Fund,  you select a share class.  The Funds offer two different
institutional  classes. Each institutional class of shares has its own expenses.
Pay particularly  close attention to this fee structure so you know how much you
will be paying  before you  invest.  Institutional  shares  are only  offered to
investment  advisory  clients of an investment  advisor of an Evergreen Fund (or
the advisor's affiliates).

Each class of shares is sold  without a  front-end  sales  charge or  contingent
deferred sales charge.  Institutional Service shares pay an ongoing service fee.
Institutional shares do not pay a service fee. The minimum initial investment in
either class of shares is $1 million, which may be waived in certain situations.
There is no minimum amount required for subsequent purchases.

Each Fund has adopted for its  Institutional  Service shares a distribution plan
which  provides  for the payment of an annual  service fee of up to 0.25% of the
average  daily  net  assets  of the  class for  personal  services  rendered  to
shareholders   and/or  the  maintenance  of  accounts.   As  a  result,   income
distributions  paid by a Fund with respect to Institutional  Service shares will
generally be less than those paid with respect to Institutional shares.




<PAGE>



How To Buy Shares

Institutional investors may buy shares through broker-dealers, banks and certain
other  financial  intermediaries,  or directly  through the Funds'  distributor,
Evergreen Distributor, Inc. (EDI).


<PAGE>

<TABLE>
<CAPTION>




- ------------------------ ----------------------------------------------------------- ------------------------------------------
<S>                      <C>                                                         <C>
Method                   Opening an Account                                          Adding to an Account
- ------------------------ ----------------------------------------------------------- ------------------------------------------
- ------------------------ ----------------------------------------------------------- ------------------------------------------
By Phone                 o Call 1-800-343-2898 to set up an account number           o Call the Evergreen Express
                           and get wiring instructions (call before 12 noon if you     Line** at 1-800-346-3858 24 hours a
                           want wired funds to be credited that day).                  day or 1-800-343-2898 between 8 a.m.
                         o Instruct your bank to wire or transfer your                 and 6 p.m. Eastern time, on any
                           purchase (they may charge a wiring fee).                    business day.
                         o Complete the account application and mail to:             o If your bank account is set up
                              Evergreen Service Company Overnight Address:             on file, you can request either:
                              P.O. Box 2121             Evergreen Service Company      -  Federal Funds Wire (offers
                              Boston, MA  02106-2121    200 Berkeley St.                  immediate access to funds) or
                                                        Boston, MA  02116-5039         -  Electronic transfer through the
                         o Wires received after 4 p.m. Eastern time on                    Automated Clearing House which
                           market trading days will receive the next market day's         avoids wiring fees.
                           closing price.*
- ------------------------ ----------------------------------------------------------- ------------------------------------------
- ------------------------ ------------------------------------------------------------------------------------------------------
By                         Exchange o You can make an  additional  investment by
                           exchange from an existing  Evergreen Funds account by
                           contacting your investment  representative or calling
                           the Evergreen Express Line** at 1-800-346-3858.***
                         o You can only exchange shares within the same class.
                         o There  is no  sales  charge  or  redemption  fee when
                           exchanging funds within the Evergreen Funds family.
                         o Orders  placed  before 4 p.m.  Eastern time on market
                           trading days will receive  that day's  closing  share
                           price (if not, you will receive the next market day's
                           closing price).*
                         o Exchanges are limited to three per calendar  quarter,
                           but in no event more than five per calendar year.
                         o Exchanges   between   accounts   which  do  not  have
                           identical  ownership  must be made in writing  with a
                           signature guarantee (see below).
- ------------------------ ------------------------------------------------------------------------------------------------------


</TABLE>

<PAGE>



How To REDEEM Shares

We offer  you  several  convenient  ways to  redeem  your  shares  in any of the
Evergreen Funds:

<TABLE>
<CAPTION>


- ------------------------- -----------------------------------------------------------------------------------------------------
<S>                       <C>
Methods                   Requirements
- ------------------------- -----------------------------------------------------------------------------------------------------
- ------------------------- -----------------------------------------------------------------------------------------------------
Call Us                   o  Call the Evergreen Express Line** at 1-800-346-3858 24 hours a day or 1-800-343-2898
                             between 8 a.m. and  6 p.m. Eastern time, on any business day.
                          o  This service must be authorized ahead of time, and is only available for regular
                             accounts.***
                          o  All authorized  requests made before 4 p.m. Eastern
                             time on market  trading  days will be  processed at
                             that day's  closing  price.  Requests  after 4 p.m.
                             will be processed the following business day.*
                          o  We can either:
                             -  wire the proceeds into your bank account (service charges may apply)
                             -  electronically transmit the proceeds to your bank account via the Automated Clearing House
                                service
                             -  mail you a check.
                          o  All  telephone   calls  are   recorded   for  your
                             protection.  We are not  responsible  for acting on
                             telephone orders we believe are genuine.
                          o See exceptions  list below for requests that must be
made in writing.
- ------------------------- -----------------------------------------------------------------------------------------------------
- ------------------------- -----------------------------------------------------------------------------------------------------
Write Us                  o You can mail a redemption request to:  Evergreen Service Company       Overnight Address:
                                                                   P.O. Box 2121               Evergreen Service Company
                                                                   Boston, MA  02106-2121      200 Berkeley St.
                                                                                               Boston, MA  02116-5039
                          o Your letter of instructions must:
                             -  list the Fund name and the account number
                             -  indicate  the  number of shares or dollar  value you
                                wish to redeem
                             -  be signed by the registered  owner(s)
                          o See exceptions  list below for requests that must be
                            signature guaranteed.
- ------------------------- -----------------------------------------------------------------------------------------------------
- ------------------------- -----------------------------------------------------------------------------------------------------
Redeem Your Shares in     o You may also  redeem your shares  through  participating broker-dealers  by  delivering  a
Person                      letter  as  described  above  to your broker-dealer.
                          o A fee may be charged for this service.
- ------------------------- -----------------------------------------------------------------------------------------------------
</TABLE>


<PAGE>



* The Fund's shares may be made available  through  financial  service firms who
have a service agreement with the Fund, which are also investment  dealers.  The
Fund has  approved the  acceptance  of purchase and  repurchase  request  orders
effective  as of the time of  their  receipt  by  certain  authorized  financial
intermediaries.

** The Evergreen Express Line is only available to Institutional
Service shares.

*** Once you have authorized  either the telephone  exchange or
redemption service,  anyone with a Personal  Identification Number (PIN) and the
required  account  information  (including  your broker) can request a telephone
transaction   in  your  account.   All  calls  are  recorded  or  monitored  for
verification,  recordkeeping and quality-assurance purposes. The Evergreen Funds
reserve the right to terminate  the exchange  privilege of any  shareholder  who
exceeds the listed maximum number of exchanges.


<PAGE>



Timing of Proceeds
Normally,  we will send your redemption  proceeds on the next business day after
we receive  your  request;  however,  we  reserve  the right to wait up to seven
business days to redeem any investments made by check and five business days for
investments made by Automated Clearing House transfer. We also reserve the right
to redeem in kind by paying  you the  proceeds  of a  redemption  in  securities
rather than in cash,  and to redeem the remaining  amount in the account if your
redemption brings the account balance below the initial minimum of $1,000,000.

Exceptions: Redemption Requests That Require A Signature Guarantee
To protect you and Evergreen Funds against fraud,  certain  redemption  requests
must be made in writing with your signature  guaranteed.  A signature  guarantee
can be obtained at most banks and  securities  dealers.  A notary  public is not
authorized to provide a signature guarantee. The following circumstances require
signature guarantees:



<PAGE>


o  You want the proceeds transmitted      Who Can Provide A Signature Guarantee:
   to a bank account not listed on the    o  Commercial Bank
   account                                o  Trust Company
o  You want the proceeds payable to       o  Savings Association
   anyone other than the registered       o  Credit Union
   owner(s) of the account                o  Member of a U.S. stock exchange
o  Either your address or the address of
   your bank account has been changed
   within 30 days


<PAGE>



Other Services

Evergreen Express Line
(Institutional Service shares only)
Use our automated,  24-hour  service to check the value of your  investment in a
Fund;  purchase,  redeem or exchange Fund shares;  find a Fund's price, yield or
total return; order a statement or duplicate tax form; or hear market commentary
from Evergreen portfolio managers.

Automatic Reinvestment of Dividends
For the convenience of investors,  all dividends and capital gains distributions
are automatically reinvested, unless you request otherwise. Distributions can be
made by check or electronic  transfer  through the Automated  Clearing  House to
your bank account. The details of your dividends and other distributions will be
included on your statement.

Telephone Investment Plan
You may make additional investments  electronically in an existing Fund account.
Telephone  requests received by 4 p.m. Eastern time will be invested the day the
request is received.

Reinvestment Privileges
Under certain  circumstances,  shareholders  may, within one year of redemption,
reinstate their accounts at the current price (NAV).


The Tax Consequences of Investing in the fundS

You may be taxed in two ways:
o On Fund  distributions  (capital gains and dividends) o On any profit you make
when you sell any or all of your shares.

Fund Distributions
A mutual fund passes along to all of its  shareholders the net income or profits
it receives  from its  investments.  The  shareholders  of the Fund then pay any
taxes due,  whether they receive  these  distributions  in cash or elect to have
them   reinvested.   The  Select   Municipal  Money  Market  Fund  expects  that
substantially  all of its regular  dividends  will be exempt from federal income
tax other than the alternative minimum tax. Otherwise, the Funds will distribute
two types of taxable  income to you:

o      Dividends.  To the extent  that  regular dividends are derived from
       interest that is not tax exempt, or from short-term
       capital  gains,  you will have to include  them in your  federal  taxable
       income.  Each Fund pays a monthly  dividend from the dividends,  interest
       and other income on the securities in which it invests.

o      Capital Gains.  When a mutual fund sells a security it owns for a profit,
       the  result  is a capital  gain.  Evergreen  Select  Money  Market  Funds
       generally  distribute  capital gains,  if any, at least once a year, near
       the end of the calendar year. Short-term capital gains reflect securities
       held by the Fund for a year or less and are  considered  ordinary  income
       just like dividends. Profits on securities held longer than 12 months are
       considered  long-term  capital  gains and are taxed at a special tax rate
       (20% for most taxpayers, on sales made after January 1, 1998).

Dividend and Capital Gain Reinvestment
Unless you choose otherwise on the account application, all dividend and capital
gain payments will be reinvested to buy additional shares.  Distribution  checks
that are returned and distribution checks that are uncashed when the shareholder
has failed to respond to  mailings  from the  shareholder  servicing  agent will
automatically be reinvested to buy additional shares.

No interest  will accrue on amounts  represented  by  uncashed  distribution  or
redemption checks.

We will  send you a  statement  each  January  with the  federal  tax  status of
dividends and distributions paid by each Fund during the previous calendar year.

Profits You Realize When You Redeem Shares
When you sell shares in a mutual fund,  whether by redeeming or exchanging,  you
have  created  a taxable  event.  You must  report  any gain or loss on your tax
return  unless the  transaction  was entered into by a  tax-deferred  retirement
plan. Investments in money market funds typically do not generate capital gains.
It is  your  responsibility  to  keep  accurate  records  of  your  mutual  fund
transactions.  You will need this  information  when you file  your  income  tax
return,  since you must  report any  capital  gains or losses you incur when you
sell shares. Remember, an exchange is a purchase and a sale for tax purposes.


Tax Reporting
Evergreen Service Company provides you with a tax statement of your dividend and
capital gains  distributions  for each calendar year on Form 1099 DIV.  Proceeds
from a sale  are  reported  on Form  1099B.  You must  report  these on your tax
return.  Since the IRS  receives a copy as well,  you could pay a penalty if you
neglect to report them.

Evergreen Service Company will send you a tax information guide each year during
tax season,  which may include a cost basis statement detailing the gain or loss
on taxable  transactions  you had during the year.  Please  consult your own tax
advisor for  further  information  regarding  the  federal,  state and local tax
consequences of an investment in the Funds.


FEES and Expenses OF THE FUNDS

Every mutual fund has fees and expenses  that are  assessed  either  directly or
indirectly. This section describes each of those fees.

Management Fee
The management fee pays for the normal expenses of managing the Fund,  including
portfolio  manager  salaries,  research costs,  corporate  overhead expenses and
related expenses.

12b-1 Fee
The Trustees of the Evergreen  Funds have approved a policy to assess 12b-1 fees
for  Institutional  Service shares.  Up to 0.75% of each Fund's daily net assets
are  payable as a 12b-1 fee.  However,  currently  the 12b-1 fees are limited to
0.25% of each Fund's daily net assets. These fees will increase the cost of your
investment.  The Fund may use this fee as a "service fee" to pay  broker-dealers
for additional shareholder services and/or the maintenance of accounts.

Other Expenses
Other expenses  include  miscellaneous  fees from affiliated and outside service
providers.  These may include legal, audit,  custodial and safekeeping fees, the
printing  and  mailing of reports  and  statements,  automatic  reinvestment  of
distributions  and  other   conveniences  for  which  the  shareholder  pays  no
transaction fees.

Total Fund Operating Expenses
The  total  cost  of  running  the  Fund  is  called  the  expense  ratio.  As a
shareholder, you are not charged these fees directly; instead they are taken out
before  the  Fund's  net  asset  value is  calculated,  and are  expressed  as a
percentage of the Fund's  average daily net assets.  The effect of these fees is
reflected in the  performance  results for that share class.  Because these fees
are  "invisible,"  investors  should  examine  them  closely in the  prospectus,
especially  when  comparing  one fund with another  fund in the same  investment
category. There are three things to remember about expense ratios: 1) your total
return in the Fund is  reduced  in direct  proportion  to the fees;  2)  expense
ratios can vary greatly  between  funds and fund  families,  from under 0.25% to
over 3.0%; and 3) the Fund's advisor may waive a portion of the Fund's  expenses
for a period of time, reducing its expense ratio.




<PAGE>



FINANCIAL HIGHLIGHTS
This section looks in detail at the results for one share in each share class
of the Funds--how much income it earned, how much of this income was passed
along as a distribution and how much the return was reduced
by expenses. The tables for the Funds have been derived from financial
statements audited by PricewaterhouseCoopers LLP, the Funds' independent
accountants. For a more complete picture of the Funds' financial statements,
please see the Funds' Annual Report as well as the Statement of Additional
Information.
- --------------------------------------------------------------------------------

SELECT MONEY MARKET FUND                             CLASS I



                                             Year Ended February 28,
                                          --------------------------------
                                             1999        1998     1997 (a)
- -----------------------------------------------------------------------------

 Net asset value, beginning of period     $     1.00  $     1.00  $   1.00
                                          ==========  ==========  ========
 .............................................................................
 Income from investment operations
 .............................................................................
 Net investment income                         0.054       0.056     0.015
 .............................................................................
 Less distributions to shareholders from
  net investment income                       (0.054)     (0.056)   (0.015)
                                          ----------  ----------  --------
 .............................................................................
 Net asset value, end of period           $     1.00  $     1.00  $   1.00
                                          ==========  ==========  ========
 .............................................................................
 Total return                                   5.53%       5.71%     1.57%
 .............................................................................
 Ratios and supplemental data
 .............................................................................
 Net assets, end of period (thousands)    $2,853,495  $1,051,741  $575,331
 .............................................................................
 Ratios to average net assets
  Expenses                                      0.21%       0.20%     0.07%+
 .............................................................................
  Net investment income                         5.35%       5.60%     5.48%+
 .............................................................................


(a) For the period from November 19, 1996 (commencement of class operations) to
    February 28, 1997.
(b) For the period from November 26, 1996 (commencement of class operations) to
    February 28, 1997.
+   Annualized.

- --------------------------------------------------------------------------------

SELECT MUNICIPAL MONEY MARKET FUND                     CLASS I



                                               Year Ended February 28,
                                              ----------------------------
                                                1999      1998    1997 (a)
- -----------------------------------------------------------------------------

 Net asset value, beginning of period         $   1.00  $   1.00  $   1.00
                                              ========  ========  ========
 .............................................................................
 Income from investment operations
 .............................................................................
 Net investment income                           0.035     0.036     0.010
 .............................................................................
 Less distributions to shareholders from net
  investment income                             (0.035)   (0.036)   (0.010)
                                              --------  --------  --------
 .............................................................................
 Net asset value, end of period               $   1.00  $   1.00  $   1.00
                                              ========  ========  ========
 .............................................................................
 Total return                                     3.52%     3.67%     0.96%
 .............................................................................
 Ratios and supplemental data
 .............................................................................
 Net assets, end of period (thousands)        $857,242  $441,988  $206,124
 .............................................................................
 Ratios to average net assets
  Expenses                                        0.18%     0.10%     0.05%+
 .............................................................................
  Net investment income                           3.41%     3.63%     3.50%+
 .............................................................................


(a) For the period from November 20, 1996 (commencement of class operations) to
    February 28, 1997.
(b) For the period from November 25, 1996 (commencement of class operations) to
    February 28, 1997.
+   Annualized.

                                                   SELECT MONEY MARKET FUNDS  15




                                   EVERGREEN


SELECT MONEY MARKET FUND                            CLASS IS



                                             Year Ended February 28,
                                          --------------------------------
                                             1999        1998     1997 (b)
- -----------------------------------------------------------------------------

 Net asset value, beginning of period     $     1.00  $     1.00  $   1.00
                                          ==========  ==========  ========
 .............................................................................
 Income from investment operations
 .............................................................................
 Net investment income                         0.051       0.053     0.014
 .............................................................................
 Less distributions to shareholders from
  net investment income                       (0.051)     (0.053)   (0.014)
                                          ----------  ----------  --------
 .............................................................................
 Net asset value, end of period           $     1.00  $     1.00  $   1.00
                                          ==========  ==========  ========
 .............................................................................
 Total return                                   5.27%       5.45%     1.40%
 .............................................................................
 Ratios and supplemental data
 .............................................................................
 Net assets, end of period (thousands)    $2,242,693  $1,215,348  $867,294
 .............................................................................
 Ratios to average net assets
  Expenses                                      0.46%       0.45%     0.32%+
 .............................................................................
  Net investment income                         5.12%       5.33%     5.24%+
 .............................................................................


(a) For the period from November 19, 1996 (commencement of class operations) to
    February 28, 1997.
(b) For the period from November 26, 1996 (commencement of class operations) to
    February 28, 1997.
+   Annualized.

- --------------------------------------------------------------------------------

SELECT MUNICIPAL MONEY MARKET FUND                    CLASS IS



                                               Year Ended February 28,
                                              ---------------------------
                                                1999     1998    1997 (b)
- -----------------------------------------------------------------------------

 Net asset value, beginning of period         $   1.00  $  1.00  $  1.00
                                              ========  =======  =======
 .............................................................................
 Income from investment operations
 .............................................................................
 Net investment income                           0.032    0.034    0.008
 .............................................................................
 Less distributions to shareholders from net
  investment income                             (0.032)  (0.034)  (0.008)
                                              --------  -------  -------
 .............................................................................
 Net asset value, end of period               $   1.00  $  1.00  $  1.00
                                              ========  =======  =======
 .............................................................................
 Total return                                     3.27%    3.41%    0.85%
 .............................................................................
 Ratios and supplemental data
 .............................................................................
 Net assets, end of period (thousands)        $144,002  $61,778  $14,295
 .............................................................................
 Ratios to average net assets
  Expenses                                        0.42%    0.35%    0.30%+
 .............................................................................
  Net investment income                           3.17%    3.34%    3.19%+
 .............................................................................


(a) For the period from November 20, 1996 (commencement of class operations) to
    February 28, 1997.
(b) For the period from November 25, 1996 (commencement of class operations) to
    February 28, 1997.
+   Annualized.

16  SELECT MONEY MARKET FUNDS



                                   EVERGREEN

- --------------------------------------------------------------------------------

SELECT TREASURY MONEY MARKET FUND                  CLASS I



                                             Year Ended February 28,
                                          --------------------------------
                                             1999        1998     1997 (a)
- -----------------------------------------------------------------------------

 Net asset value, beginning of period     $     1.00  $     1.00  $   1.00
                                          ==========  ==========  ========
 .............................................................................
 Income from investment operations
 ..........................................................................
 Net investment income                         0.051       0.055     0.015
 .............................................................................
 Less distributions to shareholders from
  net investment income                       (0.051)     (0.055)   (0.015)
                                          ----------  ----------  --------
 .............................................................................
 Net asset value, end of period           $     1.00  $     1.00  $   1.00
                                          ==========  ==========  ========
 .............................................................................
 Total return                                   5.24%       5.51%     1.49%
 .............................................................................
 Ratios and supplemental data
 .............................................................................
 Net assets, end of period (thousands)    $2,061,540  $1,256,701  $367,771
 .............................................................................
 Ratios to average net assets
  Expenses                                      0.21%       0.18%     0.06%+
 .............................................................................
  Net investment income                         5.10%       5.42%     5.24%+
 .............................................................................


(a) For the period from November 20, 1996 (commencement of class operations) to
    February 28, 1997.
(b) For the period from November 27, 1996 (commencement of class operations) to
    February 28, 1997.
+   Annualized.

- --------------------------------------------------------------------------------

SELECT 100% TREASURY MONEY MARKET FUND                    CLASS I



                                                       Year Ended February 28,
                                                       -----------------------
                                                           1999    1998 (a)
- -----------------------------------------------------------------------------

 Net asset value, beginning of period                    $   1.00  $   1.00
                                                         ========  ========
 .............................................................................
 Income from investment operations
 .............................................................................
 Net investment income                                      0.048     0.012
 .............................................................................
 Less distributions to shareholders from net investment
  income                                                   (0.048)   (0.012)
                                                         --------  --------
 .............................................................................
 Net asset value, end of period                          $   1.00  $   1.00
                                                         ========  ========
 .............................................................................
 Total return                                                4.88%     1.18%
 .............................................................................
 Ratios and supplemental data
 .............................................................................
 Net assets, end of period (thousands)                   $546,122  $245,004
 .............................................................................
 Ratios to average net assets
  Expenses                                                   0.17%     0.20%+
 .............................................................................
  Net investment income                                      4.72%     5.18%+
 .............................................................................


(a) For the period from December 8, 1997 (commencement of class operations) to
    February 28, 1998.
(b) For the period from December 23, 1997 (commencement of class operations) to
    February 28, 1998.
+   Annualized.

                                                   SELECT MONEY MARKET FUNDS  17




                                   EVERGREEN

- --------------------------------------------------------------------------------

SELECT TREASURY MONEY MARKET FUND                  CLASS IS



                                             Year Ended February 28,
                                          --------------------------------
                                             1999        1998     1997 (b)
- -----------------------------------------------------------------------------

 Net asset value, beginning of period     $     1.00  $     1.00  $   1.00
                                          ==========  ==========  ========
 .............................................................................
 Income from investment operations
 .............................................................................
 Net investment income                         0.049       0.052     0.013
 .............................................................................
 Less distributions to shareholders from
  net investment income                       (0.049)     (0.052)   (0.013)
                                          ----------  ----------  --------
 .............................................................................
 Net asset value, end of period           $     1.00  $     1.00  $   1.00
                                          ==========  ==========  ========
 .............................................................................
 Total return                                   4.97%       5.25%     1.33%
 .............................................................................
 Ratios and supplemental data
 .............................................................................
 Net assets, end of period (thousands)    $1,471,842  $1,005,059  $509,369
 .............................................................................
 Ratios to average net assets
  Expenses                                      0.45%       0.43%     0.31%+
 .............................................................................
  Net investment income                         4.81%       5.17%     4.98%+
 .............................................................................


(a) For the period from November 20, 1996 (commencement of class operations) to
    February 28, 1997.
(b) For the period from November 27, 1996 (commencement of class operations) to
    February 28, 1997.
+   Annualized.

- --------------------------------------------------------------------------------

SELECT 100% TREASURY MONEY MARKET FUND                      CLASS IS



                                                      Year Ended February 28,
                                                      -----------------------
                                                          1999    1998 (b)
- -----------------------------------------------------------------------------

 Net asset value, beginning of period                    $  1.00   $ 1.00
                                                         =======   ======
 .............................................................................
 Income from investment operations
 .............................................................................
 Net investment income                                     0.045    0.009
 .............................................................................
 Less distributions to shareholders from net investment
  income                                                  (0.045)  (0.009)
                                                         -------   ------
 .............................................................................
 Net asset value, end of period                          $  1.00   $ 1.00
                                                         =======   ======
 .............................................................................
 Total return                                               4.62%    0.93%
 .............................................................................
 Ratios and supplemental data
 .............................................................................
 Net assets, end of period (thousands)                   $98,426   $5,497
 .............................................................................
 Ratios to average net assets
  Expenses                                                  0.40%    0.42%+
 .............................................................................
  Net investment income                                     4.41%    4.74%+
 .............................................................................


(a) For the period from December 8, 1997 (commencement of class operations) to
    February 28, 1998.
(b) For the period from December 23, 1997 (commencement of class operations) to
    February 28, 1998.
+   Annualized.





<PAGE>






OTHER FUND PRACTICES


The Funds may borrow money as a temporary measure for extraordinary or emergency
purposes,  such as the redemption of Fund shares. The Funds,  except Select 100%
Treasury Money Market Fund, may also lend their securities.  Borrowing is a form
of leverage that may magnify a Fund's gain or loss. Lending securities may cause
the Fund to lose the opportunity to sell these  securities at the most desirable
price and, therefore, lose money.

Please  consult the Statement of  Additional  Information  for more  information
regarding  these and other  investment  practices  used by the Funds,  including
risks.


<PAGE>




                                      Notes


<PAGE>




Evergreen Select Funds
Select Money Market
   Select Money Market Fund
   Select Treasury Money Market Fund
   Select Municipal Money Market Fund
   Select 100% Treasury Money Market Fund

Select Fixed Income
   Select Adjustable Rate Fund
   Select Core Bond Fund
   Select Fixed Income Fund
   Select Income Plus Fund
   Select Intermediate Term Municipal Bond Fund
   Select International Bond Fund
   Select Limited Duration Fund
   Select Total Return Bond Fund

Select Equity  Trust
   Select  Strategic  Value Fund
   Select  Large Cap Blend Fund
   Select  Strategic  Growth Fund
   Select  Social  Principles  Fund
   Select Equity Income Fund
   Select  Small  Company  Value Fund
   Select Core Equity Fund
   Select Small Cap Growth Fund
   Select  Balanced  Fund
   Select  Diversified  Value Fund
   Select  Special  Equity Fund
   Select Equity Index Fund
   Select  Secular  Growth Fund

Express Line
(Institutional Service shares only)
800.346.3858

Investor Services
800.343.2898

www.evergreen-funds.com


<PAGE>


Evergreen Express Line
(Institutional Service shares only)
     Call 1-800-346-3858
     24 hours a day to
     o check your account
     o order a statement
     o get a Fund's current price, yield and
       total return
     o buy, redeem or exchange Fund shares

Shareholder Services
     Call 1-800-343-2898
     Each business day, 8 a.m. to 6 p.m. Eastern time to
     o buy, redeem or exchange shares
     o order applications
     o get assistance with your account

Information Line for Hearing and Speech Impaired (TTY/TDD)
     Call 1-800-343-2888
     Each business day, 8 a.m. to 6 p.m. Eastern time

Write us a letter
     Evergreen Service Company
     P.O. Box 2121
     Boston, MA  02106-2121
     o to buy, redeem or exchange shares
     o to change the registration on your account
     o for general correspondence

For express, registered, or certified mail:
     Evergreen Service Company
     200 Berkeley Street
     Boston, MA  02116-5039

Visit us on-line:
     www.evergreen-funds.com

Regular communications you will receive:
     Account  Statements -- You will receive quarterly  statements for each Fund
you own.

     Confirmation  Notices -- We send a confirmation of any transaction you make
within five days of the transaction.

     Annual  and  Semiannual  reports -- You will  receive a detailed  financial
report on your Fund(s) twice a year.

     Tax Forms -- Each  January you will  receive any tax forms you need to file
your taxes as well as the Evergreen Tax Information Guide.



<PAGE>




    For More Information about the Evergreen Select Money Market Funds,
Ask for:

     The Funds' most  recent  Annual or  Semi-annual  Report,  which  contains a
complete  financial  accounting  for each Fund and a complete list of the Fund's
holdings as of a specific date, as well as commentary from the Fund's  portfolio
manager.  This Report discusses the market conditions and investment  strategies
that significantly affected the Fund's performance during the most recent fiscal
year or period.



     The Statement of Additional Information (SAI), which contains more detailed
information  about the policies and  procedures  of the Funds.  The SAI has been
filed with the  Securities  and Exchange  Commission  (SEC) and its contents are
legally considered to be part of this prospectus.



     For questions, other information,  or to request a copy, without charge, of
any of the documents, call 1-800-343-2898 or ask your investment representative.
We will mail material within three business days.



     Information  about these Funds (including the SAI) is also available on the
SEC's  Internet web site at  http://www.sec.gov,  or, for a duplication  fee, by
writing  the SEC  Public  Reference  Section,  Washington  DC  20549-6009.  This
material can also be reviewed and copied at the SEC's Public  Reference  Room in
Washington, DC. For more information, call the SEC at 1-800-SEC-0330.



                           Evergreen Distributor, Inc.

                                  90 Park Avenue
                            New York, New York 10016

                                                        SEC File No. 811-08405






<PAGE>


                       EVERGREEN SELECT MONEY MARKET TRUST

                                     PART B

                       STATEMENT OF ADDITIONAL INFORMATION

<PAGE>

                      EVERGREEN SELECT MONEY MARKET TRUST

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


                       STATEMENT OF ADDITIONAL INFORMATION

                                  July 1, 1999


                Evergreen Select Money Market Fund ("Money Fund")
         Evergreen Select Municipal Money Market Fund ("Municipal Fund")
          Evergreen Select Treasury Money Market Fund ("Treasury Fund")
     Evergreen Select 100% Treasury Money Market Fund (100% Treasury Fund")

                     (Each a "Fund"; together, the "Funds")


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


     The Funds  offer two  classes of shares:  Institutional  and  Institutional
Service. This Statement of Additional Information ("SAI") pertains to each class
of shares of the Funds. It is not a prospectus but should be read in conjunction
with the prospectuses dated July 1, 1999, as supplemented from time to time, for
the Fund in which you are making or contemplating an investment.  You may obtain
a prospectus without charge by calling (800)-343-2898.

     Certain  information  may be incorporated by reference to the Funds' Annual
Report  dated  February  28,  1999.  You may obtain a copy of the Annual  Report
without charge by calling (800)-343-2898.





                                TABLE OF CONTENTS


PART 1

TRUST HISTORY................................................................1-1
INVESTMENT POLICIES..........................................................1-1
OTHER SECURITIES AND PRACTICES...............................................1-3
PRINCIPAL HOLDERS OF FUND SHARES.............................................1-3
EXPENSES.....................................................................1-6
PERFORMANCE..................................................................1-8
SERVICE PROVIDERS............................................................1-9
FINANCIAL STATEMENTS........................................................1-10

PART 2

ADDITIONAL INFORMATION ON SECURITIES AND INVESTMENT PRACTICES................2-1
PURCHASE, REDEMPTION AND PRICING OF SHARES..................................2-14
SALES CHARGE WAIVERS AND REDUCTIONS.........................................2-16
PERFORMANCE CALCULATIONS....................................................2-19
PRINCIPAL UNDERWRITER.......................................................2-22
DISTRIBUTION EXPENSES UNDER RULE 12b-1      2-23
TAX INFORMATION.............................................................2-26
BROKERAGE...................................................................2-29
ORGANIZATION................................................................2-30
INVESTMENT ADVISORY AGREEMENT...............................................2-31
MANAGEMENT OF THE TRUST.....................................................2-33
CORPORATE AND MUNICIPAL BOND RATINGS........................................2-35
ADDITIONAL INFORMATION......................................................2-46









                                     PART 1

                                  TRUST HISTORY

         The  Evergreen  Select  Money  Market  Trust is an open-end  management
investment  company,  which  was  organized  as a  Delaware  business  trust  on
September 18, 1997. Each Fund is a diversified  series of Evergreen Select Money
Market Trust. A copy of the Declaration of Trust is on file as an exhibit to the
Trust's  Registration  Statement,  of which this SAI is a part. The foregoing is
qualified in its entirety by reference to the Declaration of Trust.

                               INVESTMENT POLICIES

FUNDAMENTAL INVESTMENT RESTRICTIONS

         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 (the"1940
Act").  Where necessary,  an explanation  beneath a fundamental policy describes
the 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 and enter  into  reverse  repurchase
agreements  in an  amount  up to 33 1/3% of its  total  assets,  taken at market
value. Each Fund may also borrow up to an additional 5% of its total assets from
banks or others. A Fund may borrow only as a temporary measure for extraordinary
or emergency purposes such as the redemption of Fund shares. A Fund may purchase
additional  securities  so long as  borrowings  do not  exceed  5% of its  total
assets.  Each Fund may obtain such short-term credit as may be necessary for the
clearance of purchases and sales of portfolio securities. Each Fund may purchase
securities  on margin  and  engage in short  sales to the  extent  permitted  by
applicable law.

         5.       Underwriting

         Each  Fund  may not  underwrite  securities  of other  issuers,  except
insofar  as a 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, a 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 a 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 a 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,  a Fund  (except  for 100%
Treasury  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 the Fund any
income accruing on the security.  The 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
the 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.  The Fund has the right to call
a loan and obtain the  securities  lent any time on notice of not more than five
business days. The Fund may pay reasonable fees in connection with such loans.

         9.       Investments in Federally Tax-Exempt Securities

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

                         OTHER SECURITIES AND PRACTICES

         Each Fund will invest in short-term  securities  that are determined to
present  minimal  credit  risk and are,  at the  time of  acquisition,  eligible
securities  pursuant to Rule 2a-7 under the 1940 Act, ("Rule 2a-7").  Short-term
securities are those having remaining  maturities of 397 days or less. Each Fund
will also  comply with the  diversification  requirements  and other  applicable
requirements prescribed by Rule 2a-7.

         Listed below are securities and investment  practices the funds may use
in addition to those discussed in the prospectus.  See Additional Information on
Securities  and  Investment  Practices  in  Part  2  of  this  SAI  for  further
information. The information applies below to all Funds unless otherwise noted.

         U.S. Government Securities
         When-Issued,  Delayed-Delivery  and  Forward  Commitment  Transactions
         Repurchase Agreements
         Reverse Repurchase Agreements
         Illiquid and Restricted Securities (Money Fund and Municipal Fund only)
         Investment in Other Investment Companies
         Short Sales
         Municipal Bonds  (Municipal Fund only)
         Virgin Islands, Guam and Puerto Rico (Municipal Fund only)

                        PRINCIPAL HOLDERS OF FUND SHARES

         As of June 1, 1999 the  officers  and  Trustees of the Trust owned as a
group less than 1% of the outstanding shares 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  the
outstanding shares of any class of each Fund as of June 1, 1999.


      --------------------------------------------------------------------------
      Money Fund
      Institutional Class
      --------------------------------------------------------------------------
      ------------------------------------------------------------- ------------
      First Union National Bank Trust Accounts                        54.10%
      Attn: Ginny Batten CMG - 1151-2
      401 S. Tryon St. 3rd Floor
      Charlotte, NC 28202-1911
      ------------------------------------------------------------- ------------
      ------------------------------------------------------------- ------------
      First Union Capital Markets Corp.                               7.97%
      Div of Wheat First Securities Inc.
      Attn: Money Funds
      8739 Research Dr.
      Charlotte, NC 28288-0675
      ------------------------------------------------------------- ------------


<PAGE>



      ------------------------------------------------------------- ------------
      Comcast Investment Holdings                                     6.28%
      Attn:  Rosemarie Teta
      1201 Market Street
      Suite 2201
      Wilmington, DE 19801
      ------------------------------------------------------------- ------------
      ------------------------------------------------------------- ------------
      Comcast Corporate Funding                                       5.97%
      Attn:  Rosemarie Teta
      1201 Market Street
      Suite 2201
      Wilmington, DE 19801
      ------------------------------------------------------------- ------------
      ------------------------------------------------------------- ------------
      ODO Inc.                                                        5.46%
      2100 S. Congress Avenue ACCM
      Delray Beach, FL 33445
      ------------------------------------------------------------- ------------
      ------------------------------------------------------------- ------------
      Byrd & Co.                                                      5.31%
      c/o First Union National Bank
      Sweep Funds Processing PA 4905
      530 Walnut Street
      Philadelphia, PA 19101
      ------------------------------------------------------------- ------------
      --------------------------------------------------------------------------
      Money Fund
      Institutional Service Class
      --------------------------------------------------------------------------
      ------------------------------------------------------------- ------------
      First Union National Bank Trust Accounts                        40.00%
      Attn: Ginny Batten CMG - 1151-2
      401 S. Tryon St. 3rd Floor
      Charlotte, NC 28202-1911
      ------------------------------------------------------------- ------------
      ------------------------------------------------------------- ------------
      First Union National Capital Markets Corp.                      20.15%
      Div of Wheat First Securities, Inc.
      Attn:  Money Funds
      8739 Research Drive
      Charlotte, NC 28288-0675
      ------------------------------------------------------------- ------------
      ------------------------------------------------------------- ------------
      BISYS Funds Services, Inc.                                      14.38%
      FBO First Union Sweep Customers
      Attn:  Mike Bryan
      3435 Stelzer Road
      Columbus, OH 43219-6004
      ------------------------------------------------------------- ------------
      --------------------------------------------------------------------------
      Municipal Fund
      Institutional Class
      ------------------------------------------------------------- ------------
      First Union National Bank Trust Accounts                        90.39%
      Attn:  Ginny Batten CMG - 1151-2
      401 S. Tryon Street, 3rd Floor
      Charlotte, NC 28202-1911
      --------------------------------------------------------------------------
      Municipal Fund
      Institutional Service Class
      ------------------------------------------------------------- ------------
      First Union National Bank Trust Accounts                        42.74%
      Attn:  Ginny Batten CMG - 1151-2
      401 S. Tryon Street, 3rd Floor
      Charlotte, NC 28202-1911
      ------------------------------------------------------------- ------------
      ------------------------------------------------------------- ------------
      Donaldson Lufkin Jenrette                                       13.44%
      Securities Corporation, Inc.
      P.O. Box 2052
      Jersey City, NJ 07303-9998
      ------------------------------------------------------------- ------------
      ------------------------------------------------------------- ------------
      First Union Capital Markets Corp.                               10.29%
      Division of Wheat First Securities, Inc.
      Attn:  Money Funds
      8739 Research Drive
      Charlotte, NC 28288-0675
      ------------------------------------------------------------- ------------
      --------------------------------------------------------------------------
      Treasury Fund
      Institutional Class
      ------------------------------------------------------------- ------------
      First Union National Bank Trust Accounts                        59.66%
      Attn:  Ginny Batten  CMG - 1151-2
      401 S. Tryon Street, 3rd Floor
      Charlotte, NC 28202-1911
      ------------------------------------------------------------- ------------
      ------------------------------------------------------------- ------------
      First Union National Bank Trust Accounts                        37.76%
      Attn:  Ginny Batten
      401 S. Tryon Street, 3rd Floor
      Charlotte, NC 28202-1911
      --------------------------------------------------------------------------
      Treasury Fund
      Institutional Service Class
      --------------------------------------------------------------------------
      ------------------------------------------------------------- ------------
      First Union National Bank Trust Accounts                        53.36%
      Attn:  Ginny Batten  CMG - 1151-2
      401 S. Tryon Street, 3rd Floor
      Charlotte, NC 28202-1911
      ------------------------------------------------------------- ------------
      ------------------------------------------------------------- ------------
      First Union National Bank Trust Accounts                        27.69%
      Attn:  Ginny Batten  CMG - 1151-2
      401 S. Tryon Street, 3rd Floor
      Charlotte, NC 28202-1911
      ------------------------------------------------------------- ------------
      ------------------------------------------------------------- ------------
      First Union Capital Markets Corp.                               5.77%
      Division of Wheat First Securities, Inc.
      Attn:  Money Funds
      8739 Research Drive
      Charlotte, NC 28288-0675
      ------------------------------------------------------------- ------------
      --------------------------------------------------------------------------
      100% Treasury Fund
      Institutional Class
      --------------------------------------------------------------------------
      First Union National Bank Trust Accounts                        86.44%
      Attn:  Ginny Batten  CMG - 1151-2
      401 S. Tryon Street, 3rd Floor
      Charlotte, NC 28202-1911
      ------------------------------------------------------------- ------------
      First Union National Bank Trust Accounts                        6.61%
      Division of Wheat First Securities, Inc.
      Attn:  Money Funds
      8739 Research Drive
      Charlotte, NC 28288-0675
      ------------------------------------------------------------- ------------
      --------------------------------------------------------------------------
      100% Treasury Fund
      Institutional Service Class
      ------------------------------------------------------------- ------------
      First Union National Bank Trust Accounts                        96.80%
      Attn:  Ginny Batten CMG - 1151-2
      401 S. Tryon Street, 3rd Floor
      Charlotte, NC 28202-1911
      ------------------------------------------------------------- ------------

                                    EXPENSES

Advisory Fees

         Each Fund has its own investment  advisor.  (For more information,  see
Investment Advisory Agreements in Part 2 of this SAI.)

         Evergreen Investment  Management (EIM), formerly the Capital Management
Group of First Union National Bank (FUNB), is the investment  advisor to each of
the Funds. EIM is entitled to receive from each of the Funds an annual fee based
on a percent of the Fund's average net assets, as follows:

                  --------------------------------- ------------------
                  Money Fund                              0.15%
                  --------------------------------- ------------------
                  --------------------------------- ------------------
                  Municipal Fund                          0.15%
                  --------------------------------- ------------------
                  --------------------------------- ------------------
                  Treasury Fund                           0.15%
                  --------------------------------- ------------------
                  --------------------------------- ------------------
                  100% Treasury Fund                      0.25%
                  --------------------------------- ------------------

         EIM has  voluntarily  agreed to reduce the investment  advisory fee for
100% Treasury Fund by 0.10%.

Advisory Fees Paid

         Below  are the advisory fees  paid by  each Fund for  the fiscal period
ended February 28, 1999, 1998 and 1997.

  ----------------------------- ---------------------- ---------------------
  Fiscal Period/Fund            Advisory Fee           Waiver
  ----------------------------- ---------------------- ---------------------
  --------------------------------------------------------------------------
  Year Ended 1999
  --------------------------------------------------------------------------
  ----------------------------- ---------------------- ---------------------
  Money Fund                    $5,052,624             $360,561
  ----------------------------- ---------------------- ---------------------
  ----------------------------- ---------------------- ---------------------
  Municipal Fund                $1,113,470             $471,568
  ----------------------------- ---------------------- ---------------------
  ----------------------------- ---------------------- ---------------------
  Treasury Fund                 $4,657,617             $597,104
  ----------------------------- ---------------------- ---------------------
  ----------------------------- ---------------------- ---------------------
  100% Treasury Fund            $1,134,410             $780,902
  ----------------------------- ---------------------- ---------------------
  --------------------------------------------------------------------------
  Year Ended 1998
  --------------------------------------------------------------------------
  ----------------------------- ---------------------- ---------------------
  Money Fund                    $2,502,328             $522,139
  ----------------------------- ---------------------- ---------------------
  ----------------------------- ---------------------- ---------------------
  Municipal Fund                $489,951               $515,003
  ----------------------------- ---------------------- ---------------------
  ----------------------------- ---------------------- ---------------------
  Treasury Fund                 $2,181,556             $708,945
  ----------------------------- ---------------------- ---------------------
  ----------------------------- ---------------------- ---------------------
  100% Treasury Fund(1)         $111,904               $175,317
  ----------------------------- ---------------------- ---------------------
  --------------------------------------------------------------------------
  Period Ended 1997
  --------------------------------------------------------------------------
  ----------------------------- ---------------------- ---------------------
  Money Fund (2)                $337,302               $0
  ----------------------------- ---------------------- ---------------------
  ----------------------------- ---------------------- ---------------------
  Municipal Fund (3)            $77,430                $0
  ----------------------------- ---------------------- ---------------------
  ----------------------------- ---------------------- ---------------------
  Treasury Fund (3)             $199,136               $0
  ----------------------------- ---------------------- ---------------------

     1. Period  from  December  8,  1997  (commencement  of  operations)  to
        February 28, 1998.
     2. Period  from  November  19, 1996  (commencement  of  operations)  to
        February  28,  1997.
     3. Period   from  November 20, 1996  (commencement  of  operations)  to
        February 28, 1997.


<PAGE>



12b-1 Fees

         Below are the 12b-1  service  fees  paid by the  Institutional  Service
shares of each Fund for the fiscal periods ended February 28, 1999 and 1998. The
Institutional  shares  do  not  pay  12b-1  fees.  For  more  information,   see
"Distribution Expenses Under Rule 12b-1" in Part 2 of this SAI.

  ----------------------------- ----------------------
  Fund/Period                   Service Fee
  ----------------------------- ----------------------
  ----------------------------------------------------
  Year Ended 1999
  ----------------------------------------------------
  ----------------------------- ----------------------
  Money Fund                    $4,207,699
  ----------------------------- ----------------------
  ----------------------------- ----------------------
  Municipal Fund                $251,544
  ----------------------------- ----------------------
  ----------------------------- ----------------------
  Treasury Fund                 $3,301,223
  ----------------------------- ----------------------
  ----------------------------- ----------------------
  100% Treasury Fund            $100,747
  ----------------------------- ----------------------
  ----------------------------------------------------
  Year Ended 1998
  ----------------------------------------------------
  ----------------------------- ----------------------
  Money Fund                    $2,025,350
  ----------------------------- ----------------------
  ----------------------------- ----------------------
  Municipal Fund                $62,315
  ----------------------------- ----------------------
  ----------------------------- ----------------------
  Treasury Fund                 $1,467,114
  ----------------------------- ----------------------
  ----------------------------- ----------------------
  100% Treasury Fund(1)         $2,203
  ----------------------------- ----------------------
  ----------------------------------------------------
  Year Ended 1997
  ----------------------------------------------------
  ----------------------------- ----------------------
  Money Fund (2)                $297,918
  ----------------------------- ----------------------
  ----------------------------- ----------------------
  Municipal Fund                $11,834
  ----------------------------- ----------------------
  ----------------------------- ----------------------
  Treasury Fund                 $165,813
  ----------------------------- ----------------------

  1. Period  from  December  8,  1997  (commencement  of  operations)  to
     February 28, 1998.
  2. Period  from  November  19, 1996  (commencement  of  operations)  to
     February 28, 1997.
  3. Period  from  November  20, 1996  (commencement  of  operations)  to
     February 28,1 997.

Trustee Compensation

         Listed below is the Trustee compensation paid by the Trust individually
and by the Trust and the eight other  trusts in the  Evergreen  Fund complex for
the fiscal period ended February 28, 1999.  The Trustees do not receive  pension
or retirement  benefits from the Funds. For more information,  see Management of
the Trust in Part 2 of this SAI.

<TABLE>
<CAPTION>

         ------------------------------- ------------------------------ -----------------------------
                                                                          Total Compensation from
                                                                        Trust and Fund Complex Paid
                                          Aggregate Compensation from           to Trustees*
                    Trustee                          Trust
                      <S>                             <C>                            <C>
         ------------------------------- ------------------------------ -----------------------------
         ------------------------------- ------------------------------ -----------------------------

         Laurence B. Ashkin                         $10,876                       $75,000
         ------------------------------- ------------------------------ -----------------------------
         ------------------------------- ------------------------------ -----------------------------

         Charles A. Austin, III                     $10,876                       $75,000
         ------------------------------- ------------------------------ -----------------------------
         ------------------------------- ------------------------------ -----------------------------

         K. Dun Gifford                             $10,523                       $72,500
         ------------------------------- ------------------------------ -----------------------------
         ------------------------------- ------------------------------ -----------------------------

         James S. Howell                            $14,476                       $98,000
         ------------------------------- ------------------------------ -----------------------------
         ------------------------------- ------------------------------ -----------------------------

         Leroy Keith Jr.                            $10,523                       $72,500
         ------------------------------- ------------------------------ -----------------------------
         ------------------------------- ------------------------------ -----------------------------

         Gerald M. McDonnell                        $10,876                       $75,000
         ------------------------------- ------------------------------ -----------------------------
         ------------------------------- ------------------------------ -----------------------------

         Thomas L. McVerry                          $12,432                       $86,000
         ------------------------------- ------------------------------ -----------------------------
         ------------------------------- ------------------------------ -----------------------------

         William Walt Pettit                        $9,900                        $67,500
         ------------------------------- ------------------------------ -----------------------------
         ------------------------------- ------------------------------ -----------------------------

         David M. Richardson                        $10,523                       $72,500
         ------------------------------- ------------------------------ -----------------------------
         ------------------------------- ------------------------------ -----------------------------

         Russell A. Salton, III                     $11,648                       $78,000
         ------------------------------- ------------------------------ -----------------------------
         ------------------------------- ------------------------------ -----------------------------

         Michael S. Scofield                        $11,648                       $78,000
         ------------------------------- ------------------------------ -----------------------------
         ------------------------------- ------------------------------ -----------------------------

         Richard J. Shima                           $10,523                       $72,500
         ------------------------------- ------------------------------ -----------------------------
</TABLE>

                  * Certain  Trustees have elected to defer all or part of their
                  total  compensation  for the fiscal period ended  February 28,
                  1999.  The amounts listed below will be payable in later years
                  to the respective Trustees:

                  Austin            $10,825
                  Howell            $78,700
                  McDonnell         $75,000
                  McVerry           $86,000
                  Pettit            $67,500
                  Salton            $78,000
                  Scofield          $5,500


                                                    PERFORMANCE
Total Return
         Below are the  annual  total  returns  for each  class of shares of the
Funds as of February 28, 1999.  For more  information,  see "Total Return" under
Performance Calculations in Part 2 of this SAI.
<TABLE>
<CAPTION>

- --------------------------- ----------------- --------------------- --------------------
                                                                    Class
Fund/Class                  One Year          Since Inception       Inception Date
<S>                         <C>               <C>                   <C>
- --------------------------- ----------------- --------------------- --------------------
- ----------------------------------------------------------------------------------------
Money Fund
- ----------------------------------------------------------------------------------------
- --------------------------- ----------------- --------------------- --------------------
Institutional               5.53%             5.63%                 11/19/96
- --------------------------- ----------------- --------------------- --------------------
- --------------------------- ----------------- --------------------- --------------------
Institutional Service       5.27%             5.37%                 11/26/96
- --------------------------- ----------------- --------------------- --------------------
- ----------------------------------------------------------------------------------------
Municipal Fund
- ----------------------------------------------------------------------------------------
- --------------------------- ----------------- --------------------- --------------------
Institutional               3.52%             3.59%                 11/20/96
- --------------------------- ----------------- --------------------- --------------------
- --------------------------- ----------------- --------------------- --------------------
Institutional Service       3.27%             3.33%                 11/25/96
- --------------------------- ----------------- --------------------- --------------------
- ----------------------------------------------------------------------------------------
Treasury Fund
- ----------------------------------------------------------------------------------------
- --------------------------- ----------------- --------------------- --------------------
Institutional               5.24%             5.39%                 11/20/96
- --------------------------- ----------------- --------------------- --------------------
- --------------------------- ----------------- --------------------- --------------------
Institutional Service       4.97%             5.13%                 11/27/96
- --------------------------- ----------------- --------------------- --------------------
- ----------------------------------------------------------------------------------------
100% Treasury Fund
- ----------------------------------------------------------------------------------------
- --------------------------- ----------------- --------------------- --------------------
Institutional               4.88%             4.96%                 12/8/97
- --------------------------- ----------------- --------------------- --------------------
- --------------------------- ----------------- --------------------- --------------------
Institutional Service       4.62%             4.69%                 12/23/97
- --------------------------- ----------------- --------------------- --------------------
</TABLE>



<PAGE>


Current Yield

         Below are the current and effective  yields for each class of shares of
the Funds for the 7-day period ended  February 28, 1999.  For more  information,
see "7-Day Current and Effective Yield" under Performance  Calculation in Part 2
of this SAI.

- --------------------------- ------------------------ ------------------------
Fund                             Current Yield           Effective Yield
- --------------------------- ------------------------ ------------------------
- -----------------------------------------------------------------------------
Money Fund
- -----------------------------------------------------------------------------
- --------------------------- ------------------------ ------------------------
Institutional                        5.02%                    5.15%
- --------------------------- ------------------------ ------------------------
- --------------------------- ------------------------ ------------------------
Institutional Service                4.77%                    4.88%
- --------------------------- ------------------------ ------------------------
- -----------------------------------------------------------------------------
Municipal Fund
- -----------------------------------------------------------------------------
- --------------------------- ------------------------ ------------------------
Institutional                        3.00%                    3.05%
- --------------------------- ------------------------ ------------------------
- --------------------------- ------------------------ ------------------------
Institutional Service                2.75%                    2.79%
- --------------------------- ------------------------ ------------------------
- -----------------------------------------------------------------------------
Treasury Fund
- -----------------------------------------------------------------------------
- --------------------------- ------------------------ ------------------------
Institutional                        4.65%                    4.75%
- --------------------------- ------------------------ ------------------------
- --------------------------- ------------------------ ------------------------
Institutional Service                4.40%                    4.49%
- --------------------------- ------------------------ ------------------------
- -----------------------------------------------------------------------------
100% Treasury Fund
- -----------------------------------------------------------------------------
- --------------------------- ------------------------ ------------------------
Institutional                        4.48%                    4.58%
- --------------------------- ------------------------ ------------------------
- --------------------------- ------------------------ ------------------------
Institutional Service                4.23%                    4.32%
- --------------------------- ------------------------ ------------------------

         Below are the tax  equivalent  yields  for each  class of shares of the
Municipal Fund for the 7-day period ended February 28, 1999. The maximum federal
tax rate of 39.6% is assumed.  For more information,  see "Tax Equivalent Yield"
under Performance Calculations in Part 2 of this SAI.

- --------------------------------------- ==============================
                                            Tax Equivalent Yield
- --------------------------------------- ==============================
======================================================================
Municipal Fund
======================================================================
- --------------------------------------- ==============================
Institutional                                       4.97%
- --------------------------------------- ==============================
- --------------------------------------- ==============================
Institutional Service                               4.55%
- --------------------------------------- ==============================

                                SERVICE PROVIDERS
Administrator

         Evergreen Investment Services,  Inc. ("EIS") serves as administrator to
each of the Funds,  subject to the  supervision and control of the Trust's Board
of Trustees. EIS provides the Funds with facilities, equipment and personnel and
is  entitled  to  receive a fee from the Fund  based on the total  assets of all
mutual funds for which EIS serves as administrator and a First Union Corporation
subsidiary  serves as advisor.  The fee paid to EIS is  calculated in accordance
with the following schedule:

                               ---------------------- -----------------

                               Assets                       Fee
                               ---------------------- -----------------
                               ---------------------- -----------------
                                 first $7 billion          0.050%
                               ---------------------- -----------------
                               ---------------------- -----------------
                                  next $3 billion          0.035%
                               ---------------------- -----------------
                               ---------------------- -----------------
                                  next $5 billion          0.030%
                               ---------------------- -----------------
                               ---------------------- -----------------
                                 next $10 billion          0.020%
                               ---------------------- -----------------
                               ---------------------- -----------------
                                  next $5 billion          0.015%
                               ---------------------- -----------------
                               ---------------------- -----------------
                                 over $30 billion          0.010%
                               ---------------------- -----------------
Transfer Agent

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



  ----------------------------- -------------------- -------------------------
                                  Annual Fee Per      Annual Fee Per Closed
  Fund Type                        Open Account*            Account**
  ----------------------------- -------------------- -------------------------
  ----------------------------- -------------------- -------------------------
  Monthly Dividend Funds              $25.50                  $9.00
  ----------------------------- -------------------- -------------------------
  ----------------------------- -------------------- -------------------------
  Quarterly Dividend Funds            $24.50                  $9.00
  ----------------------------- -------------------- -------------------------
  ----------------------------- -------------------- -------------------------
  Semiannual Dividend Funds           $23.50                  $9.00
  ----------------------------- -------------------- -------------------------
  ----------------------------- -------------------- -------------------------
  Annual Dividend Funds               $23.50                  $9.00
  ----------------------------- -------------------- -------------------------
  ----------------------------- -------------------- -------------------------
  Money Market Funds                  $25.50                  $9.00
  ----------------------------- -------------------- -------------------------


         *For  shareholder  accounts  only.  The Fund pays ESC cost plus 15% for
         broker accounts.
         ** Closed  accounts are maintained on the system in order to facilitate
         historical and tax information.


Distributor

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

Independent Auditors

         KPMG LLP, 99 High  Street,  Boston,  Massachusetts  02110,  audits each
Fund's financial statements.

Custodian

         State  Street  Bank and Trust  Company  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.


                              FINANCIAL STATEMENTS

         The   financial   statements   for  the  Funds  have  been  audited  by
PricewaterhouseCoopers    LLP,    independent    accountants.    A   report   of
PricewaterhouseCoopers  LLP on the financial statements for the Funds appears in
the Funds' Annual Report which is incorporated by reference.  Annual Reports may
be  obtained  without  charge  by  writing  to  ESC,  P.O.  Box  2121,   Boston,
Massachusetts 02106-2121, or by calling ESC toll-free at 1-800-343-2898.


<PAGE>



                                 EVERGREEN FUNDS
                   Statement of Additional Information ("SAI")

                                     PART 2

                      ADDITIONAL INFORMATION ON SECURITIES
                            AND INVESTMENT PRACTICES

         The  prospectus  describes  the  Fund's  investment  objective  and the
securities  in  which  it  primarily  invests.  The  following  describes  other
securities the Fund may purchase and  investment  strategies it may use. Some of
the  information  below will not apply to the Fund in which you are  interested.
See the list  under  Other  Securities  and  Practices  in Part 1 of this SAI to
determine which of the sections below are applicable.

Defensive Investments

         The Fund may  invest  up to 100% of its  assets in high  quality  money
market instruments,  such as notes,  certificates of deposit,  commercial paper,
banker's  acceptances,  bank deposits or U.S.  government  securities if, in the
opinion  of  the  advisor,  market  conditions  warrant  a  temporary  defensive
investment  strategy.  Evergreen  Equity  Income  Fund may also  invest  in debt
securities  and high grade  preferred  stocks for  defensive  purposes  when its
investment advisor determines a temporary defensive strategy is warranted.

U.S. Government Securities

         The  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 Fund 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.

When-Issued, Delayed-Delivery and Forward Commitment Transactions

         The Fund 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 Fund 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,  the 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 the 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 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.  In
addition,  when the 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.

Repurchase Agreements

         The Fund 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
investment  advisor  to be  creditworthy.  In a  repurchase  agreement  the Fund
obtains a security  and  simultaneously  commits to return the  security  to the
seller at a set price  (including  principal and interest) within 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.

         The  Fund's  custodian  or a third  party will take  possession  of the
securities subject to repurchase agreements, and these securities will be marked
to market daily.  To the extent that the original seller does not repurchase the
securities from the 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.  The Fund's  investment  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 Fund 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

         As described  herein,  the Fund may also enter into reverse  repurchase
agreements.  These  transactions  are similar to  borrowing  cash.  In a reverse
repurchase agreement, the 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 the 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 the
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

         An option is a right to buy or sell a security  for a  specified  price
within a limited time period.  The option buyer pays the option seller (known as
the "writer") for the right to buy,  which is a "call"  option,  or the right to
sell,  which is a "put"  option.  Unless  the option is  terminated,  the option
seller must then buy or sell the security at the agreed-upon price when asked to
do so by the option buyer.

         The Fund may buy or sell put and call options on securities it holds or
intends to acquire,  and may  purchase  put and call  options for the purpose of
offsetting  previously written put and call options of the same series. The Fund
may also buy and sell options on financial futures contracts.  The Fund will use
options as a hedge against  decreases or increases in the value of securities it
holds or intends to acquire.

         The Fund may write only covered options.  With regard to a call option,
this means that the Fund will own,  for the life of the option,  the  securities
subject to the call  option.  The 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 the 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,  resulting in a
potential loss of value to the Fund.

Futures Transactions

         The Fund may enter into financial  futures  contracts and write options
on such  contracts.  The Fund intends to enter into such  contracts  and related
options for hedging purposes.  The Fund will enter into futures on securities or
index-based  futures  contracts 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.  The Fund does not make  payment or
deliver securities upon entering into a futures contract.  Instead, it puts down
a margin  deposit,  which is  adjusted  to  reflect  changes in the value of the
contract and which continues until the contract is terminated.

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

         The Fund also  intends  to  purchase  put and call  options  on futures
contracts for hedging purposes. A put option purchased by the Fund would give it
the right to assume a  position  as the  seller  of a futures  contract.  A call
option purchased by the 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  the Fund to pay a  premium.  In  exchange  for the  premium,  the 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, the Fund's loss will be
limited to the amount of the premium and any transaction costs.

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

         Although  futures and options  transactions  are intended to enable the
Fund to manage  market,  interest  rate or  exchange  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  investment
advisor  correctly   predicts   interest  rate  movements,   a  hedge  could  be
unsuccessful  if  changes in the value of the Fund's  futures  position  did not
correspond to changes in the value of its investments.  This lack of correlation
between the Fund's futures and securities positions may be caused by differences
between  the  futures  and  securities  markets or by  differences  between  the
securities  underlying the Fund's futures position and the securities held by or
to be  purchased  for the Fund.  The Fund's  investment  advisor will attempt to
minimize  these risks through  careful  selection  and  monitoring of the Fund's
futures and options positions.

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

         The Fund will not maintain open  positions in futures  contracts it has
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 its 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,  the 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 Fund does not pay or
receive money upon the purchase or sale of a futures  contract.  Rather the 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 the 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 the Fund upon termination of the futures contract, assuming
all contractual obligations have been satisfied.

         A futures  contract  held by the Fund is valued  daily at the  official
settlement  price of the exchange on which it is traded.  Each day the 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 the  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 the Fund
will  mark-to-market  its open futures  positions.  The Fund is also required to
deposit and maintain margin when it writes call options on futures contracts.

Foreign Securities

         The Fund may invest in foreign securities or U.S.  securities traded in
foreign  markets.  In  addition  to  securities  issued  by  foreign  companies,
permissible  investments may also 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.  The Fund may also invest in Canadian  commercial  paper and Europaper.
These  instruments may subject the Fund to investment  risks that differ in some
respects from those related to investments in obligations of U.S. issuers.  Such
risks include the  possibility of adverse  political and economic  developments;
imposition  of  withholding   taxes  on  interest  or  other  income;   seizure,
nationalization, or expropriation of foreign deposits; establishment of exchange
controls or taxation at the source; greater fluctuations in value due to changes
in exchange  rates, or the adoption of other foreign  governmental  restrictions
which might  adversely  affect the  payment of  principal  and  interest on such
obligations.  Such  investments may also entail higher  custodial fees and sales
commissions  than  domestic  investments.   Foreign  issuers  of  securities  or
obligations  are often  subject to  accounting  treatment and engage in business
practices different from those respecting domestic issuers of similar securities
or obligations.  Foreign branches of U.S. banks and foreign banks may be subject
to less  stringent  reserve  requirements  than  those  applicable  to  domestic
branches of U.S. banks.

Foreign Currency Transactions

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

High Yield, High Risk Bonds

         The Fund may invest a portion of its assets in lower rated bonds. Bonds
rated below BBB by  Standard & Poor's  Ratings  Services  ("S&P") or Fitch IBCA,
Inc.  ("Fitch") or below Baa by Moody's  Investors  Service,  Inc.  ("Moody's"),
commonly  known as "junk  bonds," offer high yields,  but also high risk.  While
investment in junk bonds provides  opportunities  to maximize  return over time,
they are considered predominantly speculative with respect to the ability of the
issuer to meet principal and interest payments. Investors should be aware of the
following risks:

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

         (2)  The  value  of  junk  bonds  may be  more  susceptible  to real or
perceived  adverse  economic  or  political  events  than is the case for higher
quality bonds.

         (3) The  value  of  junk  bonds,  like  those  of  other  fixed  income
securities,  fluctuates  in  response to changes in  interest  rates,  generally
rising when interest  rates decline and falling when  interest  rates rise.  For
example,  if interest rates increase after a fixed income security is purchased,
the  security,  if sold prior to  maturity,  may return less than its cost.  The
prices of junk bonds,  however,  are generally  less  sensitive to interest rate
changes than the prices of  higher-rated  bonds,  but are more sensitive to news
about an issuer or the economy which is, or investors perceive as, negative.

         (4) The  secondary  market for junk bonds may be less liquid at certain
times than the secondary  market for higher quality  bonds,  which may adversely
effect (a) the bond's market price,  (b) the Fund's ability to sell the bond and
the Fund's ability to obtain accurate market  quotations for purposes of valuing
its assets.

         For bond  ratings  descriptions,  see  "Corporate  and  Municipal  Bond
Ratings" below.

Illiquid and Restricted Securities

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

         The  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  the
Fund's  compliance  with the limit on illiquid  securities  indicated  above. In
determine 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

         The Fund may purchase the shares of other  investment  companies to the
extent  permitted under the 1940 Act.  Currently,  the Fund may not (1) own more
than 3% of the  outstanding  voting stocks 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,  the 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 the Fund. Investing in other investment
companies may expose a Fund to duplicate expenses and lower it value.

Short Sales

         A short sale is the sale of a security the Fund has borrowed.  The Fund
expects to profit from a short sale by selling the  borrowed  security  for more
than the cost of buying it to repay the lender. After a short sale is completed,
the value of the  security  sold short may rise.  If that  happens,  the cost of
buying it to repay the lender may exceed the amount originally  received for the
sale by the Fund.

         The Fund may engage in short sales,  but it 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.  The Fund may effect a short sale in connection  with an
underwriting in which the Fund is a participant.

Municipal Bonds

         The Fund may  invest in  municipal  bonds of any  state,  territory  or
possession  of the United States  ("U.S."),  including the District of Columbia.
The Fund may also invest in municipal bonds of any political subdivision, agency
or  instrumentality  (e.g.,  counties,   cities,  towns,  villages,   districts,
authorities)  of  the  U.S.  or  its  possessions.   Municipal  bonds  are  debt
instruments  issued by or for a state or local government to support its general
financial  needs  or to pay for  special  projects  such as  airports,  bridges,
highways, public transit, schools, hospitals, housing and water and sewer works.
Municipal bonds may also may be issued to refinance public debt.

         Municipal  bonds are mainly divided  between  "general  obligation" and
"revenue"  bonds.  General  obligation  bonds are  backed by the full  faith and
credit of  governmental  issuers with the power to tax. They are repaid from the
issuer's general revenues.  Payment,  however, may be dependent upon legislative
approval  and may be  subject  to  limitations  on the  issuer's  taxing  power.
Enforcement of payments due under general  obligation  bonds varies according to
the law applicable to the issuer. In contrast,  revenue bonds are supported only
by the revenues generated by the project or facility.

         The Fund may also invest in industrial  development  bonds.  Such bonds
are usually  revenue bonds issued to pay for  facilities  with a public  purpose
operated by private corporations.  The credit quality of industrial  development
bonds is usually directly related to the credit standing of the owner or user of
the  facilities.  To  qualify  as a  municipal  bond,  the  interest  paid on an
industrial  development  bond must qualify as fully  exempt from federal  income
tax. However, the interest paid on an industrial development bond may be subject
to the federal alternative minimum tax.

         The  yields  on  municipal  bonds  depend  on such  factors  as  market
conditions, the financial condition of the issuer and the issue's size, maturity
date and  rating.  Municipal  bonds are rated by S&P,  Moody's  and Fitch.  Such
ratings,  however,  are opinions,  not absolute standards of quality.  Municipal
bonds with the same  maturity,  interest  rates and  rating  may have  different
yields,  while  municipal  bonds with the same maturity and interest  rate,  but
different  ratings,  may have the same  yield.  Once  purchased  by the Fund,  a
municipal  bond may cease to be rated or receive a new rating  below the minimum
required for purchase by the Fund.  Neither event would require the Fund to sell
the bond,  but the Fund's  investment  advisor  would  consider  such  events in
determining whether the Fund should continue to hold it.

         The ability of the Fund to achieve  its  investment  objective  depends
upon the  continuing  ability of issuers of municipal  bonds to pay interest and
principal when due. Municipal bonds are subject to the provisions of bankruptcy,
insolvency and other laws  affecting the rights and remedies of creditors.  Such
laws extend the time for payment of principal and/or interest, and may otherwise
restrict the Fund's ability to enforce its rights in the event of default. Since
there is generally  less  information  available on the  financial  condition of
municipal  bond issuers  compared to other domestic  issuers of securities,  the
Fund's  investment   advisor  may  lack  sufficient   knowledge  of  an  issue's
weaknesses. Other influences, such as litigation, may also materially affect the
ability of an issuer to pay principal  and interest  when due. In addition,  the
market for  municipal  bonds is often thin and can be  temporarily  affected  by
large purchases and sales, including those by the Fund.

         From time to time,  Congress has considered  restricting or eliminating
the federal income tax exemption for interest on municipal  bonds.  Such actions
could  materially  affect the  availability  of municipal bonds and the value of
those already owned by the Fund. If such  legislation  were passed,  the Trust's
Board of Trustees may recommend changes in the Fund's investment  objectives and
policies or dissolution of the Fund.

Virgin Islands, Guam and Puerto Rico

         The Fund may invest in  obligations  of the  governments  of the Virgin
Islands, Guam and Puerto Rico to the extent such obligations are exempt from the
income or intangibles  taxes, as applicable,  of the state for which the Fund is
named. The Fund does not presently intend to invest more than (a) 10% of its net
assets in the  obligations  of each of the Virgin Islands and Guam or (b) 25% of
its net assets in the obligations of Puerto Rico.  Accordingly,  the Fund may be
adversely  affected by local political and economic  conditions and developments
within the Virgin  Islands,  Guam and Puerto Rico  affecting the issuers of such
obligations.


Master Demand Notes

The Fund may invest in master demand notes. These are unsecured obligations that
permit the  investment  of  fluctuating  amounts by the Fund at varying rates of
interest pursuant to direct  arrangements  between the Fund, as lender,  and the
issuer,  as borrower.  Master demand notes may permit daily  fluctuations in the
interest rate and daily changes in the amounts borrowed.  The Fund has the right
to increase the amount under the note at any time up to the full amount provided
by the note agreement,  or to decrease the amount.  The borrower may repay up to
the full amount of the note without penalty. Master demand notes permit the Fund
to demand  payment of  principal  and accrued  interest at any time (on not more
than seven days' notice). Notes acquired by the Fund may have maturities of more
than one year,  provided  that (1) the Fund is entitled to payment of  principal
and accrued interest upon not more than seven days' notice,  and (2) the rate of
interest on such notes is adjusted  automatically at periodic  intervals,  which
normally will not exceed 31 days,  but may extend up to one year.  The notes are
deemed to have a maturity  equal to the longer of the  period  remaining  to the
next interest rate  adjustment or the demand notice period.  Because these types
of notes are direct lending arrangements  between the lender and borrower,  such
instruments are not normally  traded and there is no secondary  market for these
notes,  although they are  redeemable and thus repayable by the borrower at face
value plus accrued interest at any time. Accordingly, the Fund's right to redeem
is  dependent on the ability of the  borrower to pay  principal  and interest on
demand.  In  connection  with  master  demand  note  arrangements,   the  Fund`s
investment  advisor  considers,  under  standards  established  by the  Board of
Trustees,  earning power,  cash flow and other liquidity  ratios of the borrower
and will  monitor the ability of the borrower to pay  principal  and interest on
demand.  These notes are not typically rated by credit rating  agencies.  Unless
rated,  the Fund may  invest  in them only if at the time of an  investment  the
issuer meets the criteria  established  for commercial  paper  discussed in this
statement of additional information (which limits such investments to commercial
paper rated A-1 by S&P, Prime-1 by Moody's or F-1 by Fitch.

Brady  Bonds

         The Fund may also  invest  in Brady  Bonds.  Brady  Bonds  are  created
through the exchange of existing  commercial bank loans to foreign  entities for
new obligations in connection with debt  restructurings  under a plan introduced
by former U.S. Secretary of the Treasury,  Nicholas F. Brady (the "Brady Plan").
Brady Bonds have been issued only recently, and, accordingly, do not have a long
payment history.  They may be collateralized or  uncollateralized  and issued in
various  currencies  (although  most are U.S.  dollar-denominated)  and they are
actively traded in the over-the-counter secondary market.

         U.S.  dollar-denominated,  collateralized  Brady  Bonds,  which  may be
fixed-rate   par  bonds  or  floating   rate  discount   bonds,   are  generally
collateralized  in full as to principal  due at maturity by U.S.  Treasury  zero
coupon  obligations  that have the same  maturity as the Brady  Bonds.  Interest
payments on these Brady Bonds generally are collateralized by cash or securities
in an amount  that,  in the case of fixed rate  bonds,  is equal to at least one
year of rolling interest payments based on the applicable  interest rate at that
time and is adjusted at regular  intervals  thereafter.  Certain Brady Bonds are
entitled to "value recovery payments" in certain circumstances,  which in effect
constitute supplemental interest payments, but generally are not collateralized.
Brady  Bonds are often  viewed as having up to four  valuation  components:  (1)
collateralized  repayment  of principal at final  maturity,  (2)  collateralized
interest  payments,   (3)  uncollateralized   interest  payments,  and  (4)  any
uncollateralized  repayment  of principal  at maturity  (these  uncollateralized
amounts  constitute the "residual risk"). In the event of a default with respect
to  collateralized  Brady Bonds as a result of which the payment  obligations of
the issuer are accelerated,  the U.S.  Treasury zero coupon  obligations held as
collateral  for the payment of principal  will not be  distributed to investors,
nor will such obligations be sold and the proceeds  distributed.  The collateral
will be held by the collateral agent to the scheduled  maturity of the defaulted
Brady  Bonds,  which will  continue  to be  outstanding,  at which time the face
amount of the collateral will equal the principal  payments that would have then
been due on the Brady Bonds in the normal course.  In addition,  in light of the
residual risk of Brady Bonds and, among other  factors,  the history of defaults
with  respect  to  commercial  bank  loans by public  and  private  entities  of
countries  issuing Brady Bonds,  investments  in Brady Bonds are to be viewed as
speculative.

Obligations of Foreign Branches of United States Banks

         The Fund may invest in obligations of foreign  branches of U.S.  banks.
These may be general  obligations  of the parent bank in addition to the issuing
branch,  or  may be  limited  by  the  terms  of a  specific  obligation  and by
government regulation.  Payment of interest and principal upon these obligations
may also be  affected by  governmental  action in the country of domicile of the
branch  (generally  referred to as sovereign  risk).  In addition,  evidences of
ownership  of such  securities  may be held outside the U.S. and the Fund may be
subject to the risks  associated  with the  holding of such  property  overseas.
Examples of governmental  actions would be the imposition of currency  controls,
interest limitations, withholding taxes, seizure of assets or the declaration of
a moratorium.  Various  provisions of federal law governing domestic branches do
not apply to foreign branches of domestic banks.

Obligations of United States Branches of Foreign Banks

         The Fund may invest in obligations  of U.S.  branches of foreign banks.
These may be general  obligations  of the parent bank in addition to the issuing
branch,  or may be limited by the terms of a specific  obligation and by federal
and state  regulation as well as by governmental  action in the country in which
the foreign bank has its head office.  In addition,  there may be less  publicly
available  information  about a U.S.  branch  of a  foreign  bank  than  about a
domestic bank.

Payment-in-kind Securities

         The Fund may invest in  payment-in-kind  ("PIK")  securities.  PIKs pay
interest in either cash or additional securities,  at the issuer's option, for a
specified period. The issuer's option to pay in additional  securities typically
ranges  from one to six  years,  compared  to an  average  maturity  for all PIK
securities  of eleven  years.  Call  protection  and sinking  fund  features are
comparable to those offered on traditional debt issues.

         PIKs,  like  zero  coupon  bonds,   are  designed  to  give  an  issuer
flexibility in managing cash flow. Several PIKs are senior debt. In other cases,
where  PIKs  are   subordinated,   most  senior  lenders  view  them  as  equity
equivalents.

         An advantage  of PIKs for the issuer -- as with zero coupon  securities
- -- is that interest  payments are automatically  compounded  (reinvested) at the
stated coupon rate, which is not the case with cash-paying securities.  However,
PIKs are gaining  popularity  over zeros since  interest  payments in additional
securities can be monetized and are more tangible than accretion of a discount.

         As a group,  PIK bonds trade flat  (i.e.,  without  accrued  interest).
Their  price is  expected to reflect an amount  representing  accredit  interest
since the last payment.  PIKs generally  trade at higher yields than  comparable
cash-paying  securities of the same issuer. Their premium yield is the result of
the lesser  desirability  of non-cash  interest,  the more limited  audience for
non-cash  paying  securities,  and the fact that  many PIKs have been  issued to
equity investors who do not normally own or hold such securities.

         Calculating the true yield on a PIK security requires a discounted cash
flow  analysis  if the  security  (ex  interest)  is  trading  at a premium or a
discount  because the  realizable  value of additional  payments is equal to the
current market value of the underlying security, not par.

         Regardless of whether PIK securities are senior or deeply subordinated,
issuers are highly  motivated to retire them because they are usually their most
costly form of capital.

Zero Coupon "Stripped" Bonds

         The Fund may invest in zero coupon  "stripped"  bonds.  These represent
ownership  in  serially  maturing  interest  payments or  principal  payments on
specific  underlying notes and bonds,  including  coupons relating to such notes
and bonds.  The interest and principal  payments are direct  obligations  of the
issuer. Coupon zero coupon bonds of any series mature periodically from the date
of issue of such series through the maturity date of the  securities  related to
such series.  Principal zero coupon bonds mature on the date specified  therein,
which is the final  maturity  date of the related  securities.  Each zero coupon
bond entitles the holder to receive a single  payment at maturity.  There are no
periodic  interest payments on a zero coupon bond. Zero coupon bonds are offered
at discounts from their face amounts.

         In general,  owners of zero  coupon  bonds have  substantially  all the
rights  and  privileges  of  owners  of the  underlying  coupon  obligations  or
principal  obligations.  Owners of zero coupon bonds have the right upon default
on the  underlying  coupon  obligations  or  principal  obligations  to  proceed
directly  and  individually  against  the issuer and are not  required to act in
concert with other holders of zero coupon bonds.

         For federal  income tax purposes,  a purchaser of principal zero coupon
bonds or coupon zero coupon bonds (either  initially or in the secondary market)
is treated as if the buyer had  purchased a corporate  obligation  issued on the
purchase date with an original  issue discount equal to the excess of the amount
payable at maturity over the purchase  price.  The purchaser is required to take
into income each year as ordinary income an allocable  portion of such discounts
determined on a "constant yield" method.  Any such income increases the holder's
tax basis for the zero coupon  bond,  and any gain or loss on a sale of the zero
coupon bonds relative to the holder's basis,  as so adjusted,  is a capital gain
or loss.  If the holder owns both  principal  zero coupon  bonds and coupon zero
coupon bonds representing interest in the same underlying issue of securities, a
special basis  allocation  rule  (requiring the aggregate  basis to be allocated
among the items sold and retained  based on their  relative fair market value at
the time of sale) may apply to determine  the gain or loss on a sale of any such
zero coupon bonds.

Mortgage-Backed or Asset-Backed Securities

         The Fund may  invest in  mortgage-backed  securities  and  asset-backed
securities. Two principal types of mortgage-backed securities are collateralized
mortgage  obligations  ("CMOs")  and real estate  mortgage  investment  conduits
("REMICs").   CMOs  are  securities   collateralized   by  mortgages,   mortgage
pass-throughs,  mortgage  pay-through bonds (bonds representing an interest in a
pool of mortgages  where the cash flow  generated  from the mortgage  collateral
pool is  dedicated  to  bond  repayment),  and  mortgage-backed  bonds  (general
obligations  of the  issuers  payable  out of the  issuers'  general  funds  and
additionally  secured  by a  first  lien  on a pool of  single  family  detached
properties).  Many CMOs are issued with a number of classes or series which have
different maturities and are retired in sequence.

         Investors  purchasing  CMOs in the shortest  maturities  receive or are
credited with their pro rata portion of the  scheduled  payments of interest and
principal  on the  underlying  mortgages  plus all  unscheduled  prepayments  of
principal up to a predetermined portion of the total CMO obligation.  Until that
portion of such CMO  obligation  is repaid,  investors in the longer  maturities
receive interest only.  Accordingly,  the CMOs in the longer maturity series are
less  likely  than other  mortgage  pass-throughs  to be prepaid  prior to their
stated maturity. Although some of the mortgages underlying CMOs may be supported
by various types of insurance,  and some CMOs may be backed by GNMA certificates
or other mortgage pass-throughs issued or guaranteed by U.S. government agencies
or instrumentalities, the CMOs themselves are not generally guaranteed.

         REMICs,  which were  authorized  under the Tax Reform Act of 1986,  are
private  entities  formed for the  purpose of holding a fixed pool of  mortgages
secured by an interest in real property. REMICs are similar to CMOs in that they
issue multiple classes of securities.

         In  addition  to  mortgage-backed  securities,  the Fund may  invest in
securities secured by other assets including company receivables, truck and auto
loans,  leases,  and  credit  card  receivables.  These  issues  may  be  traded
over-the-counter  and typically  have a  short-intermediate  maturity  structure
depending on the pay down  characteristics  of the underlying  financial  assets
which are passed through to the security holder.

         Credit card  receivables  are  generally  unsecured and the debtors are
entitled  to the  protection  of a number of state and federal  consumer  credit
laws,  many of which give such debtors the right to set off certain amounts owed
on the  credit  cards,  thereby  reducing  the  balance  due.  Most  issuers  of
asset-backed securities backed by automobile receivables permit the servicers of
such  receivables  to retain  possession of the underlying  obligations.  If the
services were to sell these  obligations to another party,  there is a risk that
the purchaser  would acquire an interest  superior to that of the holders of the
rated  asset-backed  securities.  In  addition,  because of the large  number of
vehicles involved in a typical issuance and technical  requirements  under state
laws,  the  trustee  for  the  holders  of  asset-backed  securities  backed  by
automobile  receivables  may not have a proper  security  interest in all of the
obligations backing such receivables.  Therefore,  there is the possibility that
recoveries on  repossessed  collateral  may not, in some cases,  be available to
support payments on these securities.

         In general, issues of asset-backed securities are structured to include
additional  collateral  and/or  additional credit support to protect against the
risk that a portion of the collateral supporting the asset-backed securities may
default  and/or may suffer from these  defects.  In  evaluating  the strength of
particular issues of asset-backed  securities,  the investment advisor considers
the financial strength of the guarantor or other provider of credit support, the
type and extent of credit enhancement  provided as well as the documentation and
structure of the issue itself and the credit support.

Variable or Floating Rate Instruments

         The Fund may invest in variable or floating rate instruments  which may
involve a demand  feature and may include  variable  amount  master demand notes
which may or may not be backed by bank  letters of credit.  Variable or floating
rate  instruments  bear  interest at a rate which  varies with changes in market
rates.  The  holder  of an  instrument  with a demand  feature  may  tender  the
instrument back to the issuer at par prior to maturity. A variable amount master
demand note is issued pursuant to a written agreement between the issuer and the
holder,  its amount may be increased by the holder or decreased by the holder or
issuer, it is payable on demand,  and the rate -of interest varies based upon an
agreed formula. The quality of the underlying credit must, in the opinion of the
investment  advisor,  be equivalent to the  long-term  bond or commercial  paper
ratings applicable to permitted investments for the Fund. The investment advisor
will monitor,  on an ongoing basis, the earning power,  cash flow, and liquidity
ratios of the issuers of such instruments and will similarly monitor the ability
of an issuer of a demand instrument to pay principal and interest on demand.

Limited Partnerships

         Each Fund may invest in  limited  and master  limited  partnerships.  A
limited partnership is a partnership consisting of one or more general partners,
jointly and severally responsible as ordinary partners, and by whom the business
is conducted, and one or more limited partners who contribute cash as capital to
the  partnership  and  who  generally  are  not  liable  for  the  debts  of the
partnership beyond the amounts contributed. Limited partners are not involved in
the day-to-day management of the partnership. They receive income, capital gains
and other tax benefits  associated  with the  partnership  project in accordance
with  terms   established  in  the   partnership   agreement.   Typical  limited
partnerships  are in real estate,  oil and gas and equipment  leasing,  but they
also finance movies, research and development, and other projects.

         For an  organization  classified  as a  partnership  under the Internal
Revenue Code of 1986, as amended (the "Code"),  each item of income, gain, loss,
deduction, and credit is not taxed at the partnership level but flows through to
the holder of the partnership  unit. This allows the partnership to avoid double
taxation and to pass  through  income to the holder of the  partnership  unit at
lower individual rates.

         A master limited partnership is a publicly traded limited  partnership.
The partnership units are registered with the Securities and Exchange Commission
("SEC")  and  are  freely   exchanged  on  a  securities   exchange  or  in  the
over-the-counter market.


                   PURCHASE, REDEMPTION AND PRICING OF SHARES

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

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.  If you purchase Class A shares in the amount of $1
million or more, without an initial sales charge, the Fund will charge a CDSC of
1.00% if you redeem  during the month of your  purchase or the  12-month  period
following  the month of your purchase (see  "Contingent  Deferred  Sales Charge"
below).

         No front-end  sales charges are imposed on Class A shares  purchased by
(a)  institutional  investors,  which may  include  bank trust  departments  and
registered  investment  advisors;   (b)  investment  advisors,   consultants  or
financial  planners  who place  trades for their own accounts or the accounts of
their clients and who charge such clients a management,  consulting, advisory or
other fee; (c) clients of  investment  advisors or financial  planners who place
trades for their own accounts if the  accounts are linked to the master  account
of  such  investment  advisors  or  financial  planners  on  the  books  of  the
broker-dealer  through whom shares are purchased;  (d) institutional  clients of
broker-dealers,  including  retirement and deferred  compensation  plans and the
trusts used to fund these plans,  which place trades through an omnibus  account
maintained  with the Fund by the  broker-dealer;  (e)  shareholders of record on
October 12, 1990 in any series of  Evergreen  Investment  Trust in  existence on
that date, and the members of their immediate families;  (f) current and retired
employees of First Union National Bank ("FUNB") and its affiliates,  EDI and any
broker-dealer  with whom EDI has entered into an agreement to sell shares of the
Fund, and members of the immediate families of such employees;  and (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.

Class B Shares

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

<TABLE>
<CAPTION>

         REDEMPTION TIME                                                          CDSC RATE
          <S>                                                                       <C>

         Month of purchase and the first 12-month
         period following the month of purchase. ...................................5.00%
         Second 12-month period following the month of purchase.....................4.00%
         Third 12-month period following the month of purchase......................3.00%
         Fourth 12-month period following the month of purchase.....................3.00%
         Fifth 12-month period following the month of purchase......................2.00%
         Sixth 12-month period following the month of purchase......................1.00%
         Thereafter.................................................................0.00%
</TABLE>


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

Class C Shares

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

Class Y Shares

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

INSTITUTIONAL SHARES, INSTITUTIONAL SERVICE SHARES AND CHARITABLE SHARES

         Each  institutional  class of shares is sold without a front-end  sales
charge or contingent deferred sales charge.  Institutional Service shares pay an
ongoing service fee. The minimum initial  investment in any institutional  class
of shares is $1 million, which may be waived in certain circumstances.  There is
no minimum amount required for subsequent purchases.

Contingent Deferred Sales Charge

         The Fund charges a CDSC as reimbursement for certain expenses,  such as
commissions or shareholder  servicing  fees,  that it has incurred in connection
with the sale of its shares  (see  "Distribution  Expenses  Under  Rule  12b-1,"
below). Institutional, Institutional Service and Charitable shares do not charge
a CDSC. If imposed,  the Fund deducts the CDSC from the redemption  proceeds you
would otherwise  receive.  The CDSC is a percentage of the lesser of (1) the net
asset  value of the shares at the time of  redemption  or (2) the  shareholder's
original net cost for such shares. Upon request for redemption, to keep the CDSC
a  shareholder  must pay as low as possible,  the Fund will first seek to redeem
shares not subject to the CDSC and/or  shares held the  longest,  in that order.
The  CDSC  on  any  redemption  is,  to the  extent  permitted  by the  National
Association of Securities Dealers, Inc. ("NASD"), paid to the Distributor or its
predecessor.

                       SALES CHARGE WAIVERS AND REDUCTIONS

         The  following   information  is  not   applicable  to   Institutional,
Institutional Service and Charitable shares.

         If you making a large purchase,  there are several ways you can combine
multiple  purchases of Class A shares in Evergreen  Funds and take  advantage of
lower sales charges. These are described below.

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%.

         Your account, and therefore your rights of accumulation,  can be linked
to immediate  family  members  which  includes  father and mother,  brothers and
sisters,  and  sons and  daughters.  The  same  rule  applies  with  respect  to
individual  retirement  plans.  Please  note,  however,  that  retirement  plans
involving employees stand alone and do not pass on rights of accumulation.

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 Fund may sell its  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
             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 a
             master  account  of   such   investment   advisors   or   financial
             planners  on  the  books  of  the broker-dealer through whom shares
             are purchased;

         6.  institutional  clients  of  broker-dealers,   including  retirement
             and   deferred  compensation  plans  and  the  trusts  used to fund
             these  plans,  which  place  trades  through  an  omnibus   account
             maintained  with  the  Fund  by  the  broker-dealer;

         7.  employees   of   First   Union   National   Bank    ("FUNB"),   its
             affiliates,  the  Distributor,  any  broker-dealer  with  whom  the
             Distributor,  has  entered  into  an  agreement  to  sell shares of
             the   Fund,   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,  the Fund will only sell shares to
these parties upon the  purchasers  written  assurance  that the purchase is for
their  personal  investment  purposes only.  Such  purchasers may not resell the
securities  except through  redemption by the Fund. The Fund will not charge any
CDSC on redemptions by such purchasers.

Waiver of CDSCS

         The Fund  does 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 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.  a  financial  hardship   withdrawal  made  by  a  retirement   plan
             participant;

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

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

Exchanges

         Investors may exchange  shares of the Fund for shares of the same class
of any other Evergreen fund which offers the same class of shares. Shares of any
class of the  Evergreen  Select  Funds may be  exchanged  for the same  class of
shares of any other  Evergreen  Select Fund. See "By Exchange" under "How to Buy
Shares" in the  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.

Automatic Reinvestment

         As  described in the  prospectus,  a  shareholder  may elect to receive
dividends and capital gains  distributions  in cash instead of shares.  However,
ESC will  automatically  reinvest 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.  When a check is  returned,  the Fund will  hold the  check  amount in a
no-interest  account in the shareholder's name until the shareholder updates his
or her address or automatic reinvestment begins. Uncashed or returned redemption
checks will also be handled in the manner described above.

Calculation of Net Asset Value

         The Fund  calculates  its net asset value  ("NAV") once daily on Monday
through Friday,  as described in the  prospectus.  The Fund will not compute its
NAV on the days the New York Stock  Exchange is closed:  New Year's Day,  Martin
Luther King, Jr. Day, Presidents' Day, Good Friday,  Memorial Day,  Independence
Day, Labor Day, Thanksgiving Day and Christmas Day.

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

Valuation of Portfolio Securities

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

         (1) Securities that are traded on an established 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 an established  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 sixty 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 the investment  advisor's opinion, the last sales price does not
         reflect an accurate  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.


                            PERFORMANCE CALCULATIONS

Total Return

         Total return  quotations  for a class of shares of the 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.  To the initial
investment  all dividends and  distributions  are added,  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 following
is the formula used to calculate average annual total return:

                                   n
                              P(1+T)  = ERV

         P = initial  payment of $1,000
         T = average  total  return
         N = number of years
         ERV = ending redeemable value of the initial $1,000


<PAGE>



Yield

         Described  below  are  yield  calculations  the  Fund  may  use.  Yield
quotations  are expressed in annualized  terms and may be quoted on a compounded
basis.  Yields based on these calculations do not represent the Fund's yield for
any future period.

30-Day Yield

           If the Fund invests primarily in bonds, it may quote its 30-day yield
in advertisements or in reports or other  communications to shareholders.  It is
calculated  by dividing the net  investment  income per share earned  during the
period by the  maximum  offering  price per share on the last day of the period,
according to the following formula:

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

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

7-Day Current and Effective Yield

           If the Fund invests  primarily in money  market  instruments,  it may
quote its 7-day current yield or effective yield in advertisements or in reports
or other communications to shareholders.

         The  current  yield  is  calculated  by  determining  the  net  change,
excluding capital changes and income other than investment  income, in the value
of a  hypothetical,  pre-existing  account  having a balance of one share at the
beginning of the 7-day base period, subtracting a hypothetical charge reflecting
deductions from shareholder  accounts,  and dividing the difference by the value
of the  account at the  beginning  of the base  period to obtain the base period
return, and then multiplying the base period return by (365/7).

         The  effective  yield is based on a compounding  of the current  yield,
according to the following formula:
                                                          365/7
               Effective Yield = {(base period return)]+1)      ]-1



<PAGE>



Tax Equivalent Yield

         If the Fund  invests  primarily  in  municipal  bonds,  it may quote in
advertisements  or in  reports or other  communications  to  shareholders  a tax
equivalent yield,  which is what an investor would generally need to earn from a
fully  taxable  investment in order to realize,  after income  taxes,  a benefit
equal to the tax free  yield  provided  by the  Fund.  Tax  equivalent  yield is
calculated using the following formula:

              Tax Equivalent Yield = Yield/1- Income Tax Rate

                    The quotient is then added to that  portion,  if any, of the
Fund's  yield that is not tax exempt.  Depending  on the Fund's  objective,  the
income tax rate used in the  formula  above may be federal or a  combination  of
federal and state.


                              PRINCIPAL UNDERWRITER

         The  Distributor  is the principal  underwriter  for the Trust and with
respect  to each  class of  shares of the Fund.  The  Trust has  entered  into a
Principal Underwriting Agreement ("Underwriting Agreement") with the Distributor
with respect to each class of the 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 Fund and the Fund reserves
the  right,  in its sole  discretion,  to reject any order  received.  Under the
Underwriting  Agreement,  the Fund is not liable to anyone for failure to accept
any order.

         The Distributor has agreed that it will, in all respects,  duly conform
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 Trustees who are not interested  persons of the Fund, as
defined  in the  1940 Act (the  "Independent  Trustees"),  and (ii) by vote of a
majority  of the  Trust's  Trustees,  in each case,  cast in person at a meeting
called for that purpose.

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

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

                     DISTRIBUTION EXPENSES UNDER RULE 12b-1

         The Fund bears some of the costs of selling its Class A, Class B, Class
C  and   Institutional   Service  shares,   as  applicable,   including  certain
advertising,  marketing and shareholder service expenses, pursuant to Rule 12b-1
of the 1940 Act. These "12b-1 fees" or  "distribution  fees" are indirectly paid
by the shareholder, as shown by the Fund's expense table in the prospectus.

         Under the  Distribution  Plans (each a "Plan,"  together,  the "Plans")
that the Fund has  adopted  for its Class A Class B,  Class C and  Institutional
Service  shares,  as applicable,  the Fund may incur  expenses for  distribution
costs  up to a  maximum  annual  percentage  of the  average  daily  net  assets
attributable to a class, as follows:

                        ------------------------------- ---------------

                                   Class A                  0.75%*
                        ------------------------------- ---------------
                        ------------------------------- ---------------

                                   Class B                  1.00%
                        ------------------------------- ---------------
                        ------------------------------- ---------------

                                   Class C                  1.00%
                        ------------------------------- ---------------
                        ------------------------------- ---------------

                            Institutional Service           0.75%*
                        ------------------------------- ---------------

                  *Currently limited to 0.25% or less.  See the expense table in
                   the prospectus of the Fund in which you are interested.

         Of the  amounts  above,  each  class  may pay  under its Plan a maximum
service fee of 0.25% to compensate  organizations,  which may include the Fund's
investment  advisor  or  its  affiliates,  for  personal  services  provided  to
shareholders  and the  maintenance  of shareholder  accounts.  The Fund may not,
during any fiscal  period,  pay  distribution  or service  fees greater than the
amounts above.


<PAGE>



         Amounts  paid under the Plans are used to  compensate  the  Distributor
pursuant  to  Distribution   Agreements  (each  an  "Agreement,"  together,  the
"Agreements")  that the Fund has entered into with respect to its Class A, Class
B, Class C and Institutional Service shares, as applicable.  The compensation is
based  on  a  maximum  annual   percentage  of  the  average  daily  net  assets
attributable to a class, as follows:

                                  ----------------------------- -------------
                                  Class A                       0.25%*
                                  ----------------------------- -------------
                                  ----------------------------- -------------
                                  Class B                       1.00%
                                  ----------------------------- -------------
                                  ----------------------------- -------------
                                  Class C                       1.00%
                                  ----------------------------- -------------
                                  ----------------------------- -------------
                                  Institutional Service         0.25%*
                                  ----------------------------- -------------

         *May  be lower. See  the expense table in the prospectus of the Fund in
         which you are interested.

         The Agreements  provide that the Distributor  will use the distribution
fees received from the Fund for the following purposes:

         (1)    to  compensate broker-dealers or other  persons for distributing
                Fund shares;

         (2)    to  compensate  broker-dealers,  depository  institutions  and
                other  financial  intermediaries for  providing  administrative,
                accounting  and  other  services  with  respect  to  the  Fund's
                shareholders; and

         (3)    to otherwise promote the sale of Fund shares.

         The Agreements also provide that the  Distributor may use  distribution
fees to make  interest  and  principal  payments in respect of amounts that have
been  financed to pay  broker-dealers  or other  persons for  distributing  Fund
shares. The Distributor may assign its rights to receive  compensation under the
Plans to secure such  financings.  FUNB or its affiliates  may finance  payments
made by the  Distributor  to  compensate  broker-dealers  or other  persons  for
distributing shares of the Fund.

         In the event the Fund  acquires  the  assets of  another  mutual  fund,
compensation  paid to the  Distributor  under the  Agreements may be paid by the
Fund's Distributor to the acquired fund's distributor or its predecessor.

         Since  the  Distributor's  compensation  under  the  Agreements  is not
directly  tied to the expenses  incurred by the  Distributor,  the  compensation
received by it under the  Agreements  during any fiscal year may be more or less
than  its  actual  expenses  and may  result  in a  profit  to the  Distributor.
Distribution expenses incurred by the Distributor in one fiscal year that exceed
the  compensation  paid to the  Distributor  for  that  year  may be  paid  from
distribution fees received from the Fund in subsequent fiscal years.

         Distribution  fees are accrued daily and paid at least 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  Plans,  the  Treasurer  of the  Trust  reports  the  amounts
expended under the Plans 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.

         The investment advisor may from time to time from its own funds or such
other  resources  as may be permitted  by rules of the  Securities  and Exchange
Commission  ("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 the  Agreement  will  continue  in effect for  successive
12-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.

         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, Class C and
Institutional Service shares. The Plans are designed to (i) stimulate brokers to
provide distribution and administrative support services to the Fund and holders
of Class A, Class B, Class C and Institutional Service shares and (ii) stimulate
administrators to render administrative support services to the Fund and holders
of Class A,  Class  B,  Class C and  Institutional  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, Class C
and  Institutional  Service  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,  Class  C and
Institutional Service shares.

         In the event that the Plan or  Distribution  Agreement is terminated or
not  continued  with  respect  to one  or  more  classes  of  the  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 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 the 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 the 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.  For more information  about 12b-1
fees, see "Expenses" in the prospectus and "12b-1 Fees" under "Expenses" in Part
1 of this SAI.


                                 TAX INFORMATION

Requirements for Qualifications as a Regulated Investment Company

         The Fund intends to qualify for and elect the tax treatment  applicable
to regulated  investment  companies  ("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, the 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,  the 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 the Fund to the
extent it does not meet  certain  distribution  requirements  by the end of each
calendar year. The Fund anticipates meeting such distribution requirements.

Taxes on Distributions

         Unless the Fund is a municipal bond fund, 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 the 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.  Unless the Fund is a municipal  bond fund or U.S.  Treasury
money  market  fund,  it  anticipates  that  all or a  portion  of the  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.  If the Fund is a municipal  bond fund or U.S.  Treasury  money  market
fund, none of its income will consist of corporate dividends; therefore, none of
its  distributions  will qualify for the 70%  dividends-received  deduction  for
corporations.

         From  time to time,  the Fund  will  distribute  the  excess of its net
long-term capital gains over its 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.

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

Special Tax Information for Municipal Bond Fund Shareholders

         The  Fund  expects  that  substantially  all of its  dividends  will be
"exempt interest  dividends," which should be treated as excludable from federal
gross income.  In order to pay exempt  interest  dividends,  at least 50% of the
value of the Fund's assets must consist of federally  tax-exempt  obligations at
the close of each quarter.  An exempt interest  dividend is any dividend or part
thereof  (other than a capital gain  dividend)  paid by the Fund with respect to
its net federally  excludable municipal obligation interest and designated as an
exempt  interest  dividend in a written  notice mailed to each  shareholder  not
later than 60 days after the close of its taxable  year.  The  percentage of the
total dividends paid by the Fund with respect to any taxable year that qualifies
as exempt interest  dividends will be the same for all  shareholders of the Fund
receiving  dividends  with respect to such year.  If a  shareholder  receives an
exempt interest  dividend with respect to any share and such share has been held
for six months or less,  any loss on the sale or  exchange of such share will be
disallowed to the extent of the exempt interest dividend amount.

         Any shareholder of the Fund who may be a "substantial user" (as defined
by the Code) of a facility financed with an issue of tax-exempt obligations or a
"related  person" to such a user should  consult his tax advisor  concerning his
qualification  to  receive  exempt  interest  dividends  should  the  Fund  hold
obligations financing such facility.

         Under  regulations to be  promulgated,  to the extent  attributable  to
interest paid on certain  private  activity  bonds,  the Fund's exempt  interest
dividends, while otherwise tax-exempt,  will be treated as a tax preference item
for  alternative  minimum tax purposes.  Corporate  shareholders  should also be
aware that the  receipt  of exempt  interest  dividends  could  subject  them to
alternative  minimum  tax  under the  provisions  of  Section  56(g) of the Code
(relating to "adjusted current earnings").

         Interest on  indebtedness  incurred or  continued  by  shareholders  to
purchase or carry shares of the Fund will not be deductible  for federal  income
tax  purposes to the extent of the portion of the interest  expense  relating to
exempt interest  dividends.  Such portion is determined by multiplying the total
amount of  interest  paid or  accrued on the  indebtedness  by a  fraction,  the
numerator of which is the exempt interest dividends received by a shareholder in
his taxable year and the  denominator of which is the sum of the exempt interest
dividends and the taxable  distributions out of the Fund's investment income and
long-term capital gains received by the shareholder.

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 12
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 61-day  period
beginning  30 days  before and ending 30 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  distributions of
net capital gains on such shares.

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

Other Tax Considerations

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


<PAGE>


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 the
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.

                                    BROKERAGE

Brokerage Commissions

         If the Fund  invests in equity  securities,  it expects to buy and sell
them 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.   Where   transactions  are  made  in  the
over-the-counter  market,  the Fund will deal with primary  market makers unless
more favorable prices are otherwise obtainable.

         If the Fund invests in fixed income  securities,  it expects to buy and
sell them  directly  from the issuer or an  underwriter  or market maker for the
securities.  Generally,  the Fund will not pay  brokerage  commissions  for such
purchases. When the 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 the 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, the advisor seeks brokers
who can  provide the most  benefit to the Fund.  When  selecting  a broker,  the
investment  advisor  will  primarily  look  for the  best  price  at the  lowest
commission, but in the context of the broker's:

         1.  ability to provide the best net financial result to 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.

         The 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 the investment  advisor do
not replace, but supplement,  the services the investment advisor is required to
deliver to the Fund. It is impracticable for the investment  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,  the investment  advisor
may also  consider  the amount of Fund shares a broker has sold,  subject to the
other requirements described above.

         If the Fund is advised by EAMC, Lieber & Company,  an affiliate of EAMC
and a member of the New York and American  Stock  Exchanges,  will to the extent
practicable effect substantially all of the portfolio  transactions  effected on
those exchanges for the Fund.

Simultaneous Transactions

         The  investment  advisor  makes  investment   decisions  for  the  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 the investment advisor to engage in a simultaneous transaction, that is, buy
or sell the same  security  for more than one  client.  The  investment  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 Fund,  but the ideal  price or  trading  volume may not
always be achieved for the Fund.


                                                   ORGANIZATION

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

Voting Rights

         Under the terms of the Declaration of Trust,  the Trust is not required
to hold annual 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 "NAV"applicable to such share. Shares generally vote together as one class on
all  matters.  Classes  of shares  of the 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 (for such reasons as electing or removing Trustees,  changing fundamental
policies,  and approving advisory  agreements or 12b-1 plans),  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.

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 Trust. Such
laws  and  regulations  also  prohibit  banks  from  issuing,   underwriting  or
distributing  securities in general.  However,  under the Glass-Steagall Act and
such other laws and regulations,  a Member Bank or an affiliate  thereof may act
as  investment  advisor,  transfer  agent or custodian to a registered  open-end
investment  company and may also act as agent in connection with the purchase of
shares of such an investment  company upon the order of its  customer,  FUNB and
its affiliates are subject to, and in compliance with, the  aforementioned  laws
and regulations.

         Changes  to  applicable  laws and  regulations  or future  judicial  or
administrative decisions could result in FUNB and its affiliates being prevented
from continuing to perform the services  required under the investment  advisory
contract or from acting as agent in  connection  with the  purchase of shares of
the  Fund by its  customers.  If FUNB and its  affiliates  were  prevented  from
continuing  to provide for  services  called for under the  investment  advisory
agreement,  it is expected that the Trustees would  identify,  and call upon the
Fund's  shareholders to approve a new investment advisor. If this were to occur,
it is not anticipated that the shareholders of the Fund would suffer any adverse
financial consequences.


                          INVESTMENT ADVISORY AGREEMENT

         On behalf  of the  Fund,  the  Trust  has  entered  into an  investment
advisory   agreement   with  the  Fund's   investment   advisor  (the  "Advisory
Agreement"). Under the Advisory Agreement, and subject to the supervision of the
Trust's Board of Trustees,  the investment advisor furnishes to the Fund (unless
the  Fund is  Masters  )  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 investment
advisor pays for all of the expenses  incurred in connection  with the provision
of its services.

         If the Fund is  Evergreen  Masters  Fund,  the  Advisory  Agreement  is
similar to the above except that the  investment  advisor  selects  sub-advisors
(hereinafter referred to as "Managers") for the Fund and monitors each Manager's
investment   program   and   results.   The   investment   advisor  has  primary
responsibility  under  the  multi-manager  strategy  to  oversee  the  Managers,
including making recommendations to the Trust regarding the hiring,  termination
and replacement of Managers.

          The  Fund  pays  for  all  charges  and  expenses,  other  than  those
specifically  referred to as being borne by the investment  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; (5) brokerage  commissions,  brokers'
fees and  expenses;  (6) issue and  transfer  taxes;  (7)  applicable  costs and
expenses under the  Distribution  Plan (as described  above) (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 the Fund and its
shares with the SEC or under state or other  securities  laws;  (11) expenses of
preparing,  printing and mailing prospectuses,  SAIs, notices, reports and proxy
materials  to  shareholders  of the Fund;  (12)  expenses of  shareholders'  and
Trustees' meetings;  (13) charges and expenses of legal counsel for the Fund and
for the Independent  Trustees on matters  relating to the 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 the Fund. For information on
advisory fees paid by the Fund, see "Expenses" in Part 1 of this SAI.

         The  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 the
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  Agreement  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. The Advisory Agreement will terminate
automatically upon its "assignment" as that term is defined in the 1940 Act.

Managers (Evergreen Masters Fund only)

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

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


<PAGE>



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 the Fund to buy or
sell securities from another  investment company for which a subsidiary of First
Union Corporation is an investment advisor. The Rule 17a-7 Procedures also allow
the  Fund to buy or sell  securities  from  other  advisory  clients  for whom a
subsidiary of First Union  Corporation  is an investment  advisor.  The Fund may
engage in such transaction if it is equitable to each participant and consistent
with each participant's investment objective.

                             MANAGEMENT OF THE TRUST

         The Trust is supervised by a Board of Trustees that is responsible  for
representing the interest of the  shareholders.  The Trustees meet  periodically
throughout  the year to oversee the Fund's  activities,  reviewing,  among other
things,  the Fund's  performance and its contractual  arrangements  with various
service  providers.  Each  Trustee  is paid a fee for his or her  services.  See
"Expenses-Trustee Compensation" in Part 1 of this SAI.

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

         Set forth below are the  Trustees  and  officers of the Trust and their
principal  occupations  and  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; and
(DOB: 2/2/28)                                                    President of Centrum Equities and Centrum Properties, Inc.

Charles A. Austin III                Trustee                     Investment Counselor to Appleton Partners, Inc.; former
(DOB: 10/23/34)                                                  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

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; former Chairman, Gifford, Drescher & Associates
                                                                 (environmental consulting)

James S. Howell                      Chairman of the Board       Former Chairman of the Distribution Foundation for the
(DOB: 8/13/24)                       of  Trustees                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 Corporation
(DOB: 8/2/39)                                                    (manufacturing); and former Director of Carolina
                                                                 Cooperative Federal Credit Union.

William Walt  Pettit                 Trustee                     Partner in the law firm of William Walt Pettit, P.A.
(DOB: 8/26/55)

David M. Richardson                  Trustee                     Vice Chair and former Executive Vice President, 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 Services;
(DOB: 6/2/47)                                                    former Managed Health Care Consultant; and former
                                                                 President, Primary Physician Care.

Michael S. Scofield                  Vice Chairman of the        Attorney, Law Offices of Michael S. Scofield.
(DOB: 2/20/43)                       Board of Trustees

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 Treasurer     Executive Vice President/Operations, BISYS Fund Services.
(DOB:8/30/58)

Nimish S. Bhatt*                     Vice President and          Vice President, Tax, BISYS Fund Services; former Assistant
(DOB: 6/6/63)                        Assistant Treasurer         Vice President, EAMC/First Union Bank; former Senior Tax
                                                                 Consulting/Acting Manager, Investment Companies Group,
                                                                 PricewaterhouseCoopers LLP, New York.

Bryan Haft*                          Vice President              Team Leader, Fund Administration, BISYS Fund Services.
(DOB: 1/23/65)
                                                                 Senior Vice President and Assistant General Counsel, First
Michael H. Koonce                    Secretary                   Union Corporation; former Senior Vice President and General
(DOB: 4/20/60)                                                   Counsel, Colonial Management Associates, Inc.
</TABLE>

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



                      CORPORATE AND MUNICIPAL BOND RATINGS

         The Fund relies on ratings  provided by independent  rating services to
help  determine  the  credit  quality  of bonds and other  obligations  the Fund
intends to  purchase  or  already  owns.  A rating is an opinion of an  issuer's
ability to pay interest and/or  principal when due.  Ratings reflect an issuer's
overall  financial  strength and whether it can meet its  financial  commitments
under various economic conditions.

         If a  security  held by the Fund  loses its  rating  or has its  rating
reduced  after the Fund has  purchased  it, the Fund is not  required to sell or
otherwise dispose of the security, but may consider doing so.

         The principal rating services,  commonly used by the Fund and investors
generally,  are S&P and Moody's.  The Fund may also rely on ratings  provided by
Fitch. Rating systems are similar among the different  services.  As an example,
the chart below compares basic ratings for long-term bonds. The "Credit Quality"
terms in the chart are for quick  reference  only.  Following  the chart are the
specific definitions each service provides for its ratings.


<PAGE>

<TABLE>
<CAPTION>



                                       COMPARISON OF LONG-TERM BOND RATINGS

     ----------------- ---------------- --------------- =================================================

     MOODY'S           S&P              FITCH           Credit Quality
     <S>               <C>              <C>             <C>
     ----------------- ---------------- --------------- =================================================
     ----------------- ---------------- --------------- =================================================

     Aaa               AAA              AAA             Excellent Quality (lowest risk)
     ----------------- ---------------- --------------- =================================================
     ----------------- ---------------- --------------- =================================================

     Aa                AA               AA              Almost Excellent Quality (very low risk)
     ----------------- ---------------- --------------- =================================================
     ----------------- ---------------- --------------- =================================================

     A                 A                A               Good Quality (low risk)
     ----------------- ---------------- --------------- =================================================
     ----------------- ---------------- --------------- =================================================

     Baa               BBB              BBB             Satisfactory Quality (some risk)
     ----------------- ---------------- --------------- =================================================
     ----------------- ---------------- --------------- =================================================

     Ba                BB               BB              Questionable Quality (definite risk)
     ----------------- ---------------- --------------- =================================================
     ----------------- ---------------- --------------- =================================================

     B                 B                B               Low Quality (high risk)
     ----------------- ---------------- --------------- =================================================
     ----------------- ---------------- --------------- =================================================

     Caa/Ca/C          CCC/CC/C         CCC/CC/C        In or Near Default
     ----------------- ---------------- --------------- =================================================
     ----------------- ---------------- --------------- =================================================

                       D                DDD/DD/D        In Default
     ----------------- ---------------- --------------- =================================================
</TABLE>


                                 CORPORATE BONDS

                                LONG-TERM RATINGS

Moody's Corporate Long-Term Bond Ratings

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
edged." 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.

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 risk appear somewhat larger than the Aaa securities.

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 some time in the future.

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.

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.

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.

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.

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

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

Note:  Moody's applies  numerical  modifiers,  1, 2 and 3 in each generic rating
classification  from Aa to Caa. The modifier 1 indicates  that the company ranks
in the higher end of its generic  rating  category;  the  modifier 2 indicates a
mid-range  raking and the  modifier 3 indicates  that the  company  ranks in the
lower end of its generic rating category.

S&P  Corporate Long-Term Bond Ratings

AAA An  obligation  rated  AAA has  the  highest  rating  assigned  by S&P.  The
obligor's  capacity  to meet  its  financial  commitment  on the  obligation  is
extremely strong.

AA An obligation  rated AA differs from the  highest-rated  obligations  only in
small  degree.  The obligor's  capacity to meet its financial  commitment on the
obligation is very strong.

A An obligation  rated A is somewhat more  susceptible to the adverse effects of
changes  in   circumstances   and  economic   conditions  than   obligations  in
higher-rated  categories.  However, the obligor's capacity to meet its financial
commitment on the obligation is still strong.

BBB An obligation rated BBB exhibits adequate  protection  parameters.  However,
adverse economic conditions or changing circumstances are more likely to lead to
a weakened  capacity  of the  obligor to meet its  financial  commitment  on the
obligation.

BB, B, CCC, CC and C: As described below,  obligations rated BB, B, CCC, CC, and
C are regarded as having significant speculative  characteristics.  BB indicates
the least degree of speculation and C the highest.  While such  obligations will
likely have some quality and protective characteristics, these may be outweighed
by large uncertainties or major exposures to adverse conditions.

BB  An  obligation  rated  BB  is  less  vulnerable  to  nonpayment  than  other
speculative issues. However, it faces major ongoing uncertainties or exposure to
adverse business,  financial,  or economic  conditions,  which could lead to the
obligor's   inadequate  capacity  to  meet  its  financial   commitment  on  the
obligation.

B An obligation rated B is more vulnerable to nonpayment than obligations  rated
BB, but the obligor currently has the capacity to meet its financial  commitment
on the obligation.  Adverse  business,  financial,  or economic  conditions will
likely  impair  the  obligor's  capacity  or  willingness  to meet it  financial
commitment on the obligation.

CCC An  obligation  rated  CCC is  currently  vulnerable  to  nonpayment  and is
dependent upon favorable  business,  financial,  and economic conditions for the
obligor to meet its  financial  commitment  on the  obligation.  In the event of
adverse business,  financial, or economic conditions,  the obligor is not likely
to have the capacity to meet its financial commitment on the obligation.

CC An obligation rated CC is currently highly vulnerable to nonpayment.

C The C rating may be used to cover a situation where a bankruptcy  petition has
been filed or similar action has been taken, but payments on this obligation are
being continued.

D The D rating,  unlike other ratings,  is not prospective;  rather,  it is used
only  where a default  has  actually  occurred--and  not where a default is only
expected. S&P changes ratings to D either:

!        On the day an interest and/or principal payment is due and is not paid.
         An exception is made if there is a grace period and S&P believes that a
         payment will be made, in which case  the rating can  be  maintained; or

!        Upon voluntary  bankruptcy  filing or similar  action.  An exception is
         made if S&P expects that debt service payments will continue to be made
         on a specific  issue. In the absence of a payment default or bankruptcy
         filing,  a  technical  default  (i.e.,   covenant   violation)  is  not
         sufficient for assigning a D rating.

Plus (+) or minus (-) The ratings from AA to CCC may be modified by the addition
of a plus or minus  sign to show  relative  standing  within  the  major  rating
categories.

Fitch Corporate Long-Term Bond Ratings

Investment Grade

AAA Highest credit quality.  AAA ratings denote the lowest expectation of credit
risk. They are assigned only in case of exceptionally strong capacity for timely
payment  of  financial  commitments.  This  capacity  is highly  unlikely  to be
adversely affected by foreseeable events.

AA Very high credit quality.  AA ratings denote a very low expectation of credit
risk.  They  indicate  very  strong  capacity  for timely  payment of  financial
commitments.  This  capacity  is not  significantly  vulnerable  to  foreseeable
events.

A High credit quality.  A ratings denote a lower expectation of credit risk. The
capacity for timely payment of financial  commitments is considered strong. This
capacity may, nevertheless, be more vulnerable to changes in circumstances or in
economic conditions than is the case for higher ratings.

BBB Good credit  quality.  BBB ratings  indicate  that there is  currently a low
expectation  of credit  risk.  The  capacity  for timely  payment  of  financial
commitments is considered adequate,  but adverse changes in circumstances and in
economic conditions are more likely to impair this capacity.  This is the lowest
investment-grade category.


<PAGE>



Speculative Grade

BB Speculative.  BB ratings  indicate that there is a possibility of credit risk
developing,  particularly  as the result of adverse  economic  change over time;
however,  business or financial alternatives may be available to allow financial
commitments  to be met.  Securities  rated in this  category are not  investment
grade.

B  Highly speculative.  B  ratings  indicate  that  significant  credit  risk is
present,  but a limited  margin of safety  remains.  Financial  commitments  are
currently being met; however,  capacity for continued payment is contingent upon
a sustained, favorable business and economic environment.

CCC, CC, C  High  default  risk.  Default is a real  possibility.  Capacity  for
meeting  financial  commitment  is  solely  reliant  upon  sustained,  favorable
business or economic  developments.  A CC rating  indicates that default of some
kind appears probable. C ratings signal imminent default.

DDD, DD, D   Default.  Securities  are  not  meeting current obligations and are
extremely speculative.  DDD designates  the  highest  potential  for recovery of
amounts  outstanding  on  any  securities  involved.  For  U.S.  corporates, for
example, DD  indicates  expected recovery of 50%-90% of such outstandings, and D
the lowest recovery potential, i.e. below 50%.

+ or - may be appended to a rating to denote relative status within major rating
categories.  Such  suffixes  are not  added  to the AAA  rating  category  or to
categories below CCC.

                          CORPORATE SHORT-TERM RATINGS

Moody's Corporate Short-Term Issuer Ratings

Prime-1  Issuers  rated  Prime-1 (or  supporting  institutions)  have a superior
ability for repayment of senior short-term debt  obligations.  Prime-1 repayment
ability will often be evidenced by many of the following characteristics.

- --  Leading market positions in well-established industries.

- --  High rates of return on funds employed.

- --  Conservative  capitalization  structure  with moderate  reliance on debt and
ample asset protection.

- -- Broad  margins in  earnings  coverage  of fixed  financial  changes  and high
internal cash generation.

- --  Well-established  access to a range of financial markets and assured sources
of alternate liquidity.

Prime-2 Issuers rated Prime-2 (or supporting institutions) have a strong ability
for  repayment of senior  short-term  debt  obligations.  This will  normally be
evidenced  by many of the  characteristics  cited above but to a lesser  degree.
Earnings  trends  and  coverage  ratios,  while  sound,  may be more  subject to
variation. Capitalization characteristics,  while still appropriate, may be more
affected by external conditions. Ample alternate liquidity is maintained.

Prime-3  Issuers rated Prime-3 (or supporting  institutions)  have an acceptable
ability for repayment of senior short-term  obligations.  The effect of industry
characteristics and market  compositions may be more pronounced.  Variability in
earnings and profitability may result in changes in the level of debt protection
measurements  and may  require  relatively  high  financial  leverage.  Adequate
alternate liquidity is maintained.

Not Prime  Issuers  rated Not Prime do not fall  within any of the Prime  rating
categories.


S&P Corporate Short-Term Obligation Ratings

A-1 A short-term  obligation  rated A-1 is rated in the highest category by S&P.
The  obligor's  capacity to meet its financial  commitment on the  obligation is
strong. Within this category certain obligations are designated with a plus sign
(+). This indicates that the obligor's capacity to meet its financial commitment
on these obligations is extremely strong.

A-2 A  short-term  obligation  rated A-2 is  somewhat  more  susceptible  to the
adverse  effects  of changes  in  circumstances  and  economic  conditions  than
obligations in higher rating categories. However, the obligor's capacity to meet
its financial commitment on the obligation is satisfactory.

A-3 A short-term  obligation rated A-3 exhibits adequate protection  parameters.
However,  adverse economic conditions or changing  circumstances are more likely
to lead to a weakened  capacity of the obligor to meet its financial  commitment
on the obligation.

B A short-term obligation rated B is regarded as having significant  speculative
characteristics.  The obligor  currently  has the capacity to meet its financial
commitment on the  obligation;  however,  it faces major  ongoing  uncertainties
which could lead to the  obligor's  inadequate  capacity  to meet its  financial
commitment on the obligation.

C A short-term  obligation rated C is currently  vulnerable to nonpayment and is
dependent upon favorable  business,  financial,  and economic conditions for the
obligor to meet its financial commitment on the obligation.

D The D rating,  unlike other ratings,  is not prospective;  rather,  it is used
only  where a default  has  actually  occurred--and  not where a default is only
expected. S&P changes ratings to D either:

!        On the day an interest and/or principal payment is due and is not paid.
         An exception is made if there is a grace period and S&P believes that a
         payment will be made, in which case the rating can be maintained; or

!        Upon voluntary  bankruptcy  filing or similar  action,  An exception is
         made if S&P expects that debt service payments will continue to be made
         on a specific  issue. In the absence of a payment default or bankruptcy
         filing,  a  technical  default  (i.e.,   covenant   violation)  is  not
         sufficient for assigning a D rating.


Fitch Corporate Short-Term Obligation Ratings

F1 Highest credit quality.  Indicates the strongest  capacity for timely payment
of  financial  commitments;  may have an added "+" to denote  any  exceptionally
strong credit feature.

F2 Good credit quality. A satisfactory  capacity for timely payment of financial
commitments,  but the  margin  of  safety  is not as great as in the case of the
higher ratings.

F3 Fair credit quality. The capacity for timely payment of financial commitments
is adequate;  however,  near-term adverse changes could result in a reduction to
non-investment grade.

B Speculative.  Minimal  capacity for timely  payment of financial  commitments,
plus  vulnerability  to  near-term  adverse  changes in  financial  and economic
conditions.

C High  default  risk.  Default  is a real  possibility.  Capacity  for  meeting
financial commitments is solely reliant upon a sustained, favorable business and
economic environment.

D Default. Denotes actual or imminent payment default.


                                 MUNICIPAL BONDS

                                LONG-TERM RATINGS

Moody's Municipal Long-Term Bond Ratings

Aaa  Bonds  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.

Aa Bonds 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 risk appear somewhat larger than the Aaa securities.

A Bonds  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 some time in the future.

Baa Bonds 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.

Ba Bonds 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.

B Bonds 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.

Caa Bonds 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.

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

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

Note:  Moody's  applies  numerical  modifiers 1, 2 and 3 in each generic  rating
classification  from Aa to B. The modifier 1 indicates that the company ranks in
the higher end of its  generic  rating  category;  the  modifier 2  indicates  a
mid-range  raking and the  modifier 3 indicates  that the  company  ranks in the
lower end of its generic rating category.

S&P Municipal Long-Term Bond Ratings

AAA An  obligation  rated  AAA has  the  highest  rating  assigned  by S&P.  The
obligor's  capacity  to meet  its  financial  commitment  on the  obligation  is
extremely strong.

AA An obligation  rated AA differs from the  highest-rated  obligations  only in
small  degree.  The obligor's  capacity to meet its financial  commitment on the
obligation is very strong.

A An obligation  rated A is somewhat more  susceptible to the adverse effects of
changes  in   circumstances   and  economic   conditions  than   obligations  in
higher-rated  categories.  However, the obligor's capacity to meet its financial
commitment on the obligation is still strong.

BBB An obligation rated BBB exhibits adequate  protection  parameters.  However,
adverse economic conditions or changing circumstances are more likely to lead to
a weakened  capacity  of the  obligor to meet its  financial  commitment  on the
obligation.

         BB, B, CCC, CC and C: As described below, obligations rated BB, B, CCC,
CC, and C are regarded as having  significant  speculative  characteristics.  BB
indicates  the  least  degree  of  speculation  and C the  highest.  While  such
obligations will likely have some quality and protective characteristics,  these
may  be  outweighed  by  large  uncertainties  or  major  exposures  to  adverse
conditions.

BB  An  obligation  rated  BB  is  less  vulnerable  to  nonpayment  than  other
speculative issues. However, it faces major ongoing uncertainties or exposure to
adverse business,  financial,  or economic  conditions,  which could lead to the
obligor's   inadequate  capacity  to  meet  its  financial   commitment  on  the
obligation.

B An obligation rated B is more vulnerable to nonpayment than obligations  rated
BB, but the obligor currently has the capacity to meet its financial  commitment
on the obligation.  Adverse  business,  financial,  or economic  conditions will
likely  impair  the  obligor's  capacity  or  willingness  to meet it  financial
commitment on the obligation.


<PAGE>



CCC An  obligation  rated  CCC is  currently  vulnerable  to  nonpayment  and is
dependent upon favorable  business,  financial,  and economic conditions for the
obligor to meet its  financial  commitment  on the  obligation.  In the event of
adverse business,  financial, or economic conditions,  the obligor is not likely
to have the capacity to meet its financial commitment on the obligation.

CC An obligation rated CC is currently highly vulnerable to nonpayment.

C The C rating may be used to cover a situation where a bankruptcy  petition has
been filed or similar action has been taken, but payments on this obligation are
being continued.

D An obligation  rated D is in payment  default.  The D rating  category is used
when  payments  on an  obligation  are not  made  on the  date  due  even if the
applicable grace period has not expired,  unless S&P believes that such payments
will be made during such grace  period.  The D rating also will be used upon the
filing of a bankruptcy petition or the taking of a similar action if payments on
an obligation are jeopardized.

Plus (+) or minus (-) The ratings from AA to CCC may be modified by the addition
of a plus or minus  sign to show  relative  standing  within  the  major  rating
categories.

Fitch Municipal Long-Term Bond Ratings

Investment Grade

AAA Highest credit quality.  AAA ratings denote the lowest expectation of credit
risk. They are assigned only in case of exceptionally strong capacity for timely
payment  of  financial  commitments.  This  capacity  is highly  unlikely  to be
adversely affected by foreseeable events.

AA Very high credit quality.  AA ratings denote a very low expectation of credit
risk.  They  indicate  very  strong  capacity  for timely  payment of  financial
commitments.  This  capacity  is not  significantly  vulnerable  to  foreseeable
events.

A High credit quality.  A ratings denote a lower expectation of credit risk. The
capacity for timely payment of financial  commitments is considered strong. This
capacity may, nevertheless, be more vulnerable to changes in circumstances or in
economic conditions than is the case for higher ratings.

BBB Good credit  quality.  BBB ratings  indicate  that there is  currently a low
expectation  of credit  risk.  The  capacity  for timely  payment  of  financial
commitments is considered adequate,  but adverse changes in circumstances and in
economic conditions are more likely to impair this capacity.  This is the lowest
investment-grade category.

Speculative Grade

BB Speculative.  BB ratings  indicate that there is a possibility of credit risk
developing,  particularly  as the result of adverse  economic  change over time;
however,  business or financial alternatives may be available to allow financial
commitments  to be met.  Securities  rated in this  category are not  investment
grade.

B Highly  speculative.  B  ratings  indicate  that  significant  credit  risk is
present,  but a limited  margin of safety  remains.  Financial  commitments  are
currently being met; however,  capacity for continued payment is contingent upon
a sustained, favorable business and economic environment.

CCC,  CC, C High  default  risk.  Default is a real  possibility.  Capacity  for
meeting  financial  commitments  is solely  reliant  upon  sustained,  favorable
business or economic  developments.  A CC rating  indicates that default of some
kind appears probable. C ratings signal imminent default.

DDD,  DD, D Default.  Securities  are not meeting  current  obligations  and are
extremely  speculative.  DDD  designates  the highest  potential for recovery of
amounts  outstanding on any securities  involved.  DD designates  lower recovery
potential and D the lowest.

+ or - may be appended to a rating to denote relative status within major rating
categories.  Such  suffixes  are not  added  to the AAA  rating  category  or to
categories below CCC.



                          SHORT-TERM MUNICIPAL RATINGS

Moody's Municipal Short-Term Issuer Ratings

Prime-1  Issuers  rated  Prime-1 (or  supporting  institutions)  have a superior
ability for repayment of senior short-term debt  obligations.  Prime-1 repayment
ability will often be evidence by many of the following characteristics.

- --  Leading market positions in well-established industries.

- --  High rates of return on funds employed.

- --  Conservative  capitalization  structure  with moderate  reliance on debt and
ample asset protection.

- -- Broad  margins in  earnings  coverage  of fixed  financial  changes  and high
internal cash generation.

- --  Well-established  access to a range of financial markets and assured sources
of alternate liquidity.

Prime-2 Issuers rated Prime-2 (or supporting institutions) have a strong ability
for  repayment of senior  short-term  debt  obligations.  This will  normally be
evidenced  by many of the  characteristics  cited above but to a lesser  degree.
Earnings  trends  and  coverage  ratios,  while  sound,  may be more  subject to
variation. Capitalization characteristics,  while still appropriate, may be more
affected by external conditions. Ample alternate liquidity is maintained.

Prime-3  Issuers rated Prime-3 (or supporting  institutions)  have an acceptable
ability for repayment of senior short-term  obligations.  The effect of industry
characteristics and market  compositions may be more pronounced.  Variability in
earnings and profitability may result in changes in the level of debt protection
measurements  and may  require  relatively  high  financial  leverage.  Adequate
alternate liquidity is maintained.

Not Prime  Issuers  rated Not Prime do not fall  within any of the Prime  rating
categories.


Moody's Municipal Short-Term Loan Ratings

MIG 1 This  designation  denotes best  quality.  There is strong  protection  by
established cash flows, superior liquidity support, or demonstrated  broad-based
access to the market for refinancing.

MIG 2 This  designation  denotes high quality.  Margins of protection  are ample
although not so large as in the preceding group.

MIG 3 This  designation  denotes  favorable  quality.  Liquidity  and  cash-flow
protection may be narrow and market access for  refinancing is likely to be less
well established.

SG This  designation  denotes  speculative  quality.  Debt  instruments  in this
category may lack margins of protection.


S&P Commercial Paper Ratings

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

A-2 Capacity for timely payment on issues with this designation is satisfactory.
However,  the relative degree of safety is not as high as for issues  designated
A-1.

A-3 Issues  carrying  this  designation  have an  adequate  capacity  for timely
payment. They are, however, more vulnerable to the adverse effects of changes in
circumstances than obligations carrying the higher designations.

B Issues  rated B are  regarded as having only  speculative  capacity for timely
payment.

C This  rating is  assigned  to  short-term  debt  obligations  with a  doubtful
capacity for payment.

D Debt  rated D is in  payment  default.  The D  rating  category  is used  when
interest  payments of principal  payments are not made on the date due,  even if
the applicable  grace period has not expired,  unless S&P believes such payments
will be made during such grace period.


S&P Municipal Short-Term Obligation Ratings

SP-1 Strong  capacity to pay  principal  and  interest.  An issue  determined to
possess  a very  strong  capacity  to pay  debt  service  is  given  a plus  (+)
designation.

SP-2   Satisfactory   capacity  to  pay  principal   and  interest,   with  some
vulnerability  to adverse  financial  and economic  changes over the term of the
notes.

SP-3 Speculative capacity to pay principal and interest.


Fitch Municipal Short-Term Obligation Ratings

F1 Highest credit quality.  Indicates the strongest  capacity for timely payment
of  financial  commitments;  may have an added "+" to denote  any  exceptionally
strong credit feature.

F2 Good credit quality. A satisfactory  capacity for timely payment of financial
commitments,  but the  margin  of  safety  is not as great as in the case of the
higher ratings.

F3 Fair credit quality. The capacity for timely payment of financial commitments
is adequate;  however,  near-term adverse changes could result in a reduction to
non-investment grade.

B Speculative.  Minimal  capacity for timely  payment of financial  commitments,
plus  vulnerability  to  near-term  adverse  changes in  financial  and economic
conditions.

C High  default  risk.  Default  is a real  possibility.  Capacity  for  meeting
financial commitments is solely reliant upon a sustained, favorable business and
economic environment.

D Default. Denotes actual or imminent payment default.


                             ADDITIONAL INFORMATION

         Except as otherwise  stated in its  prospectus  or required by law, the
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  the  Fund's
prospectus,  SAI or in supplemental  sales literature  issued by the Fund or the
Distributor,   and  no  person  is  entitled  to  rely  on  any  information  or
representation not contained therein.

         The Fund's prospectus 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.







                       EVERGREEN SELECT MONEY MARKET TRUST

                                     PART C

                                OTHER INFORMATION


Item 23    Exhibits

<TABLE>
<CAPTION>
Exhibit
Number    Description                                            Location
- -------   -----------                                            -----------
<S>       <C>                                                    <C>
(a)       Declaration of Trust                                   Incorporated by reference to
                                                                 Registrant's Pre-Effective Amendment No. 1
                                                                 Filed on October 8, 1997

(b)       By-laws                                                Incorporated by reference to
                                                                 Registrant's Pre-Effective Amendment No. 1
                                                                 Filed on October 8, 1997

(c)       Provisions of instruments defining the rights          Included as part of Exhibits 1 and 2 of
          of holders of the securities being registered          Registrant's Pre-Effective Amendment No. 1
          are contained in the Declaration of Trust              filed on November 17, 1997
          Articles II, III.(6)(c), VI.(3), IV.(8), V, VI,
          VII, VIII and By-laws Articles II, III and VIII

(d)       Investment Advisory and Management                     Incorporated by reference to
          Agreement between the Registrant and First             Registrant's Post-Effective Amendment No. 2
          Union National Bank                                    Filed on May 29, 1998

(e)       Principal Underwriting Agreement between the           Incorporated by reference to
          Registrant and Evergreen Distributor, Inc.             Registrant's Post-Effective Amendment No. 2
                                                                 Filed on May 29, 1998

(f)       Deferred Compensation Plan                             Incorporated by reference to
                                                                 Registrant's Pre-Effective Amendment No. 1
                                                                 Filed on November 20, 1997

(g)       Custodian Agreement between the Registrant             Incorporated by reference to
          and State Street Bank and Trust Company                Registrant's Post-Effective Amendment No. 2
                                                                 Filed on May 29, 1998

(h)(1)    Administrative Services Agreement between Evergreen    Incorporated by reference to
          Investment Services, Inc. and the Registrant           Registrant's Post-Effective Amendment No. 2
                                                                 Filed on May 29, 1998

(h)(2)    Transfer Agent Agreement between the                   Incorporated by reference to
          Registrant and Evergreen Service Company               Registrant's Post-Effective Amendment No. 2
                                                                 Filed on May 29, 1998

(i)       Opinion and Consent of Sullivan & Worcester LLP        Incorporated by reference to
                                                                 Registrant's Post-Effective Amendment No. 1
                                                                 Filed on December 12, 1997

(j)       Consent of PricewaterhouseCoopers LLP                  Contained herein

(k)       Not applicable

(l)       Not applicable

(m)       12b-1 Distribution Plan for                            Incorporated by reference to
          Institutional Service Shares                           Registrant's Post-Effective Amendment No. 2
                                                                 Filed on May 29, 1998

(n)       Financial Data Schedules                               Contained herein

(o)       Multiple Class Plan                                    Incorporated by reference to
                                                                 Registrant's Post-Effective Amendment No. 4
                                                                 Filed on April 28, 1999

</TABLE>

Item 24.       Persons Controlled by or Under Common Control with Registrant.

          None

Item 25.       Indemnification.

     Registrant  has  obtained  from a major  insurance  carrier a trustees  and
officers  liability  policy  covering  certain  types of errors  and  omissions.
Provisions for the indemnification of the Registrant's Trustees and officers are
contained the Registrant's Declaration of Trust.

     Provisions for the indemnification of Registrant's  Investment Advisor are
contained in their Investment Advisory and Management Agreement.

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

     Provisions  for the  indemnification  of  Evergreen  Service  Company,  the
Registrant's  transfer  agent,  are contained in the Master  Transfer and Record
keeping Agreement between Evergreen Service Company and the Registrant.

     Provision  for the  indemnification  of State  Street Bank & Trust Co., the
Registrant's  custodian,  are contained in the Custodian Agreement between State
Street Bank & Trust Co. and the Registrant.

Item 26.       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 Terracciano                President, First Union Corporation;
                                   President, First Union National Bank

John R. Georgius                   Vice Chairman, First Union Corporation; Vice
                                   Chairman, First Union National Bank

Marion A. Cowell, Jr.              Executive Vice President, Secretary &
                                   General Counsel, First Union Corporation;
                                   Secretary and Executive Vice President,
                                   First Union National Bank

Robert T. Atwood                   Executive Vice President and Chief Financial
                                   Officer, First Union Corporation; Chief
                                   Financial Officer and Executive Vice
                                   President, First Union National Bank

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

Item 27.       Principal Underwriters.

     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.

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

Lynn C. Mangum                     Director, Chairman and Chief Executive
                                   Officer

Dennis Sheehan                     Director, Chief Financial 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., 90 Park Avenue, New York, New York 10016. The Registrant has
not paid,  directly or indirectly,  any commissions or other compensation to the
principal underwriter in the last fiscal year.

Item 28.       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
Evergreen  Investment  Management Company (formerly known as 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

Item 29.       Management Services.

     Not Applicable


Item 30.       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  28th day of
June, 1999.

                                         EVERGREEN SELECT MONEY MARKET TRUST

                                         By: /s/ Anthony J. Fischer
                                             -----------------------------
                                             Name: Anthony J. Fischer
                                             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 28th day of June, 1999.
<TABLE>
<CAPTION>
<S>                                     <C>                                <C>
/s/William J. Tomko                      /s/ Laurence B. Ashkin            /s/ Charles A. Austin, III
- -------------------------               -----------------------------     --------------------------------
William J. Tomko                        Laurence B. Ashkin*               Charles A. Austin III*
President and Treasurer (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                                 Chairman of the Board             Trustee
                                        and Trustee

/s/Gerald M. McDonnell                  /s/ Thomas L. McVerry              /s/ Michael S. Scofield
- -------------------------------         -----------------------------      --------------------------------
Gerald M. McDonell*                     Thomas L. McVerry*                 Michael S. Scofield*
Trustee                                 Trustee                            Vice Chairman of the Board
                                                                           and Trustee


/s/ David M. Richardson                 /s/ Russell A. Salton, III MD     /s/ Leroy Keith, Jr.
- ------------------------------          -------------------------------   --------------------------------
David M. Richardson*                    Russell A. Salton, III MD*        Leroy Keith, Jr.*
Trustee                                 Trustee                           Trustee

/s/ Richard J. Shima
- ------------------------------
Richard J. Shima*
Trustee
</TABLE>

*By: /s/ Catherine E. Foley
- -------------------------------
Catherine E. Foley
Attorney-in-Fact


     *Catherine  E.  Foley,  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 and  incorporated by reference to Exhibit
19 to the Registrant's Post-Effective Amendment No. 2 filed on May 29, 1998.

<PAGE>

                               INDEX TO EXHIBITS

Exhibit
Number                   Exhibit
- --------------           -------
(j)                      Consent of PricewaterhouseCoopers LLP
(n)                      Financial Data Schedules


                       CONSENT OF INDEPENDENT ACCOUNTANTS


We hereby  consent to the  incorporation  by  reference  in the  Prospectus  and
Statement of Additional  Information  constituting parts of this  Post-Effective
Amendment No. 5 to the  registration  statement on Form N-1A (the  "Registration
Statement") of Evergreen Select Fixed Income Trust of our report dated April 12,
1999, relating to the financial statements and financial highlights of Evergreen
Select  Money  Market  Fund,  Evergreen  Select  Municipal  Money  Market  Fund,
Evergreen  Select Treasury Money Market Fund and Evergreen  Select 100% Treasury
Money  Market Fund (the  "Funds"),  appearing  in the Funds'  February  28, 1999
Annual Report to Shareholders,  which is also incorporated by reference into the
Registration  Statement.  We also  consent  to the  references  to us under  the
heading  "Financial  Highlights"  in  the  Prospectus  and  under  the  headings
"Independent  Accountants"  and  "Financial  Statements"  in such  Statement  of
Additional Information.


PricewaterhouseCoopers LLP
Boston, MA
June 25, 1999



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

<TABLE> <S> <C>


<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
</LEGEND>
<SERIES>
<NUMBER>        106
<NAME>  EVERGREEN SELECT MONEY MARKET FUND (2L45) CLASS IS
<PERIOD-TYPE>   12-MOS
<FISCAL-YEAR-END>       FEB-28-1999
<PERIOD-START>  MAR-01-1998
<PERIOD-END>    FEB-28-1999
<INVESTMENTS-AT-COST>   "5,083,525,789 "
<INVESTMENTS-AT-VALUE>  "5,083,525,789 "
<RECEIVABLES>   "27,532,948 "
<ASSETS-OTHER>  "67,188 "
<OTHER-ITEMS-ASSETS>    0
<TOTAL-ASSETS>  "5,111,125,925 "
<PAYABLE-FOR-SECURITIES>        0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>       "14,938,020 "
<TOTAL-LIABILITIES>     "14,938,020 "
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>        "2,242,891,402 "
<SHARES-COMMON-STOCK>   "2,242,897,789 "
<SHARES-COMMON-PRIOR>   "1,215,518,996 "
<ACCUMULATED-NII-CURRENT>       0
<OVERDISTRIBUTION-NII>  0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS>        "(210,671)"
<ACCUM-APPREC-OR-DEPREC>        0
<NET-ASSETS>    "2,242,680,731 "
<DIVIDEND-INCOME>       0
<INTEREST-INCOME>       "93,594,613 "
<OTHER-INCOME>  0
<EXPENSES-NET>  "(7,651,214)"
<NET-INVESTMENT-INCOME> "85,943,399 "
<REALIZED-GAINS-CURRENT>        "(33,860)"
<APPREC-INCREASE-CURRENT>       0
<NET-CHANGE-FROM-OPS>   "85,909,539 "
<EQUALIZATION>  0
<DISTRIBUTIONS-OF-INCOME>       "(85,943,399)"
<DISTRIBUTIONS-OF-GAINS>        0
<DISTRIBUTIONS-OTHER>   0
<NUMBER-OF-SHARES-SOLD> "7,451,922,804 "
<NUMBER-OF-SHARES-REDEEMED>     "(6,466,677,330)"
<SHARES-REINVESTED>     "42,133,319 "
<NET-CHANGE-IN-ASSETS>  "1,027,344,935 "
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR>       0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR>      0
<GROSS-ADVISORY-FEES>   "(2,519,448)"
<INTEREST-EXPENSE>      0
<GROSS-EXPENSE> "(7,907,971)"
<AVERAGE-NET-ASSETS>    "1,677,284,824 "
<PER-SHARE-NAV-BEGIN>   1.00
<PER-SHARE-NII> 0.51
<PER-SHARE-GAIN-APPREC> 0.00
<PER-SHARE-DIVIDEND>    (0.51)
<PER-SHARE-DISTRIBUTIONS>       0.00
<RETURNS-OF-CAPITAL>    0.00
<PER-SHARE-NAV-END>     1.00
<EXPENSE-RATIO> 0.46
[AVG-DEBT-OUTSTANDING]  0
[AVG-DEBT-PER-SHARE]    0

[ARTICLE] 6
[LEGEND]
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
[/LEGEND]
[SERIES]
[NUMBER]        105
[NAME]  EVERGREEN SELECT MONEY MARKET FUND (2L45) CLASS I
[PERIOD-TYPE]   12-MOS
[FISCAL-YEAR-END]       FEB-28-1999
[PERIOD-START]  MAR-01-1998
[PERIOD-END]    FEB-28-1999
[INVESTMENTS-AT-COST]   "5,083,525,789 "
[INVESTMENTS-AT-VALUE]  "5,083,525,789 "
[RECEIVABLES]   "27,532,948 "
[ASSETS-OTHER]  "67,188 "
[OTHER-ITEMS-ASSETS]    0
[TOTAL-ASSETS]  "5,111,125,925 "
[PAYABLE-FOR-SECURITIES]        0
[SENIOR-LONG-TERM-DEBT] 0
[OTHER-ITEMS-LIABILITIES]       "14,938,020 "
[TOTAL-LIABILITIES]     "14,938,020 "
[SENIOR-EQUITY] 0
[PAID-IN-CAPITAL-COMMON]        "2,853,714,003 "
[SHARES-COMMON-STOCK]   "2,853,695,618 "
[SHARES-COMMON-PRIOR]   "1,051,905,109 "
[ACCUMULATED-NII-CURRENT]       0
[OVERDISTRIBUTION-NII]  0
[ACCUMULATED-NET-GAINS] 0
[OVERDISTRIBUTION-GAINS]        "(206,837)"
[ACCUM-APPREC-OR-DEPREC]        0
[NET-ASSETS]    "2,853,507,166 "
[DIVIDEND-INCOME]       0
[INTEREST-INCOME]       "93,910,233 "
[OTHER-INCOME]  0
[EXPENSES-NET]  "(3,439,680)"
[NET-INVESTMENT-INCOME] "90,470,553 "
[REALIZED-GAINS-CURRENT]        "(36,566)"
[APPREC-INCREASE-CURRENT]       0
[NET-CHANGE-FROM-OPS]   "90,433,987 "
[EQUALIZATION]  0
[DISTRIBUTIONS-OF-INCOME]       "(90,470,553)"
[DISTRIBUTIONS-OF-GAINS]        0
[DISTRIBUTIONS-OTHER]   0
[NUMBER-OF-SHARES-SOLD] "10,179,159,033 "
[NUMBER-OF-SHARES-REDEEMED]     "(8,390,782,294)"
[SHARES-REINVESTED]     "13,413,770 "
[NET-CHANGE-IN-ASSETS]  "1,801,779,001 "
[ACCUMULATED-NII-PRIOR] 0
[ACCUMULATED-GAINS-PRIOR]       0
[OVERDISTRIB-NII-PRIOR] 0
[OVERDIST-NET-GAINS-PRIOR]      0
[GROSS-ADVISORY-FEES]   "(2,533,176)"
[INTEREST-EXPENSE]      0
[GROSS-EXPENSE] "(3,706,578)"
[AVERAGE-NET-ASSETS]    "1,690,800,030 "
[PER-SHARE-NAV-BEGIN]   1.00
[PER-SHARE-NII] 0.54
[PER-SHARE-GAIN-APPREC] 0.00
[PER-SHARE-DIVIDEND]    (0.54)
[PER-SHARE-DISTRIBUTIONS]       0.00
[RETURNS-OF-CAPITAL]    0.00
[PER-SHARE-NAV-END]     1.00
[EXPENSE-RATIO] 0.21
[AVG-DEBT-OUTSTANDING]  0
[AVG-DEBT-PER-SHARE]    0


[ARTICLE] 6
[LEGEND]
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
[/LEGEND]
[SERIES]
[NUMBER]        106
[NAME]  EVERGREEN SELECT MUNICIPAL MONEY MARKET FUND (2L47) CLASS IS
[PERIOD-TYPE]   12-MOS
[FISCAL-YEAR-END]       FEB-28-1999
[PERIOD-START]  MAR-01-1998
[PERIOD-END]    FEB-28-1999
[INVESTMENTS-AT-COST]   "998,869,294 "
[INVESTMENTS-AT-VALUE]  "998,869,294 "
[RECEIVABLES]   "4,632,887 "
[ASSETS-OTHER]  "92,800 "
[OTHER-ITEMS-ASSETS]    0
[TOTAL-ASSETS]  "1,003,594,981 "
[PAYABLE-FOR-SECURITIES]        0
[SENIOR-LONG-TERM-DEBT] 0
[OTHER-ITEMS-LIABILITIES]       "2,351,634 "
[TOTAL-LIABILITIES]     "2,351,634 "
[SENIOR-EQUITY] 0
[PAID-IN-CAPITAL-COMMON]        "143,987,376 "
[SHARES-COMMON-STOCK]   "143,982,480 "
[SHARES-COMMON-PRIOR]   "61,781,431 "
[ACCUMULATED-NII-CURRENT]       "14,895 "
[OVERDISTRIBUTION-NII]  0
[ACCUMULATED-NET-GAINS] "106,916 "
[OVERDISTRIBUTION-GAINS]        0
[ACCUM-APPREC-OR-DEPREC]        0
[NET-ASSETS]    "144,109,187 "
[DIVIDEND-INCOME]       0
[INTEREST-INCOME]       "3,612,109 "
[OTHER-INCOME]  0
[EXPENSES-NET]  "(417,607)"
[NET-INVESTMENT-INCOME] "3,194,502 "
[REALIZED-GAINS-CURRENT]        "22,565 "
[APPREC-INCREASE-CURRENT]       0
[NET-CHANGE-FROM-OPS]   "3,217,067 "
[EQUALIZATION]  0
[DISTRIBUTIONS-OF-INCOME]       "(3,194,501)"
[DISTRIBUTIONS-OF-GAINS]        0
[DISTRIBUTIONS-OTHER]   0
[NUMBER-OF-SHARES-SOLD] "431,278,204 "
[NUMBER-OF-SHARES-REDEEMED]     "(350,351,390)"
[SHARES-REINVESTED]     "1,274,235 "
[NET-CHANGE-IN-ASSETS]  "82,223,614 "
[ACCUMULATED-NII-PRIOR] 0
[ACCUMULATED-GAINS-PRIOR]       0
[OVERDISTRIB-NII-PRIOR] 0
[OVERDIST-NET-GAINS-PRIOR]      "(3,269)"
[GROSS-ADVISORY-FEES]   "(150,903)"
[INTEREST-EXPENSE]      0
[GROSS-EXPENSE] "(495,254)"
[AVERAGE-NET-ASSETS]    "100,623,206 "
[PER-SHARE-NAV-BEGIN]   1.00
[PER-SHARE-NII] 0.03
[PER-SHARE-GAIN-APPREC] 0.00
[PER-SHARE-DIVIDEND]    (0.03)
[PER-SHARE-DISTRIBUTIONS]       0.00
[RETURNS-OF-CAPITAL]    0.00
[PER-SHARE-NAV-END]     1.00
[EXPENSE-RATIO] 0.42
[AVG-DEBT-OUTSTANDING]  0
[AVG-DEBT-PER-SHARE]    0

[ARTICLE] 6
[LEGEND]
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
[/LEGEND]
[SERIES]
[NUMBER]        105
[NAME]  EVERGREEN SELECT MUNICIPAL MONEY MARKET FUND (2L47) CLASS I
[PERIOD-TYPE]   12-MOS
[FISCAL-YEAR-END]       FEB-28-1999
[PERIOD-START]  MAR-01-1998
[PERIOD-END]    FEB-28-1999
[INVESTMENTS-AT-COST]   "998,869,294 "
[INVESTMENTS-AT-VALUE]  "998,869,294 "
[RECEIVABLES]   "4,632,887 "
[ASSETS-OTHER]  "92,800 "
[OTHER-ITEMS-ASSETS]    0
[TOTAL-ASSETS]  "1,003,594,981 "
[PAYABLE-FOR-SECURITIES]        0
[SENIOR-LONG-TERM-DEBT] 0
[OTHER-ITEMS-LIABILITIES]       "2,351,634 "
[TOTAL-LIABILITIES]     "2,351,634 "
[SENIOR-EQUITY] 0
[PAID-IN-CAPITAL-COMMON]        "857,146,090 "
[SHARES-COMMON-STOCK]   "857,151,962 "
[SHARES-COMMON-PRIOR]   "442,018,171 "
[ACCUMULATED-NII-CURRENT]       "94,986 "
[OVERDISTRIBUTION-NII]  0
[ACCUMULATED-NET-GAINS] "(106,916)"
[OVERDISTRIBUTION-GAINS]        0
[ACCUM-APPREC-OR-DEPREC]        0
[NET-ASSETS]    "857,134,160 "
[DIVIDEND-INCOME]       0
[INTEREST-INCOME]       "22,976,722 "
[OTHER-INCOME]  0
[EXPENSES-NET]  "(1,118,433)"
[NET-INVESTMENT-INCOME] "21,858,289 "
[REALIZED-GAINS-CURRENT]        "156,625 "
[APPREC-INCREASE-CURRENT]       0
[NET-CHANGE-FROM-OPS]   "22,014,914 "
[EQUALIZATION]  0
[DISTRIBUTIONS-OF-INCOME]       "(21,858,290)"
[DISTRIBUTIONS-OF-GAINS]        0
[DISTRIBUTIONS-OTHER]   0
[NUMBER-OF-SHARES-SOLD] "2,228,277,950 "
[NUMBER-OF-SHARES-REDEEMED]     "(1,813,875,532)"
[SHARES-REINVESTED]     "731,373 "
[NET-CHANGE-IN-ASSETS]  "415,253,316 "
[ACCUMULATED-NII-PRIOR] 0
[ACCUMULATED-GAINS-PRIOR]       0
[OVERDISTRIB-NII-PRIOR] 0
[OVERDIST-NET-GAINS-PRIOR]      "(29,916)"
[GROSS-ADVISORY-FEES]   "(962,567)"
[INTEREST-EXPENSE]      0
[GROSS-EXPENSE] "(1,550,301)"
[AVERAGE-NET-ASSETS]    "641,689,581 "
[PER-SHARE-NAV-BEGIN]   1.00
[PER-SHARE-NII] 0.04
[PER-SHARE-GAIN-APPREC] 0.00
[PER-SHARE-DIVIDEND]    (0.04)
[PER-SHARE-DISTRIBUTIONS]       0.00
[RETURNS-OF-CAPITAL]    0.00
[PER-SHARE-NAV-END]     1.00
[EXPENSE-RATIO] 0.18
[AVG-DEBT-OUTSTANDING]  0
[AVG-DEBT-PER-SHARE]    0

[ARTICLE] 6
[LEGEND]
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
[/LEGEND]
[SERIES]
[NUMBER]        106
[NAME]  EVERGREEN SELECT TREASURY MONEY MARKET FUND CLASS IS
[PERIOD-TYPE]   12-MOS
[FISCAL-YEAR-END]       FEB-28-1999
[PERIOD-START]  AUG-01-1998
[PERIOD-END]    FEB-28-1999
[INVESTMENTS-AT-COST]   "3,801,210,606 "
[INVESTMENTS-AT-VALUE]  "3,801,210,606 "
[RECEIVABLES]   "23,933,719 "
[ASSETS-OTHER]  "111,390 "
[OTHER-ITEMS-ASSETS]    0
[TOTAL-ASSETS]  "3,825,255,715 "
[PAYABLE-FOR-SECURITIES]        0
[SENIOR-LONG-TERM-DEBT] 0
[OTHER-ITEMS-LIABILITIES]       "291,873,706 "
[TOTAL-LIABILITIES]     "291,873,706 "
[SENIOR-EQUITY] 0
[PAID-IN-CAPITAL-COMMON]        "1,471,842,785 "
[SHARES-COMMON-STOCK]   "1,471,841,660 "
[SHARES-COMMON-PRIOR]   "1,005,058,554 "
[ACCUMULATED-NII-CURRENT]       0
[OVERDISTRIBUTION-NII]  0
[ACCUMULATED-NET-GAINS] 0
[OVERDISTRIBUTION-GAINS]        "(1,037)"
[ACCUM-APPREC-OR-DEPREC]        0
[NET-ASSETS]    "1,471,841,748 "
[DIVIDEND-INCOME]       0
[INTEREST-INCOME]       "69,492,851 "
[OTHER-INCOME]  0
[EXPENSES-NET]  "(5,952,935)"
[NET-INVESTMENT-INCOME] "63,539,916 "
[REALIZED-GAINS-CURRENT]        280
[APPREC-INCREASE-CURRENT]       0
[NET-CHANGE-FROM-OPS]   "63,540,196 "
[EQUALIZATION]  0
[DISTRIBUTIONS-OF-INCOME]       "(63,539,917)"
[DISTRIBUTIONS-OF-GAINS]        0
[DISTRIBUTIONS-OTHER]   0
[NUMBER-OF-SHARES-SOLD] "5,612,606,577 "
[NUMBER-OF-SHARES-REDEEMED]     "(5,153,932,210)"
[SHARES-REINVESTED]     "8,108,739 "
[NET-CHANGE-IN-ASSETS]  "466,782,913 "
[ACCUMULATED-NII-PRIOR] 0
[ACCUMULATED-GAINS-PRIOR]       0
[OVERDISTRIB-NII-PRIOR] 0
[OVERDIST-NET-GAINS-PRIOR]      0
[GROSS-ADVISORY-FEES]   "(1,980,763)"
[INTEREST-EXPENSE]      0
[GROSS-EXPENSE] "(6,261,551)"
[AVERAGE-NET-ASSETS]    "1,320,505,720 "
[PER-SHARE-NAV-BEGIN]   0.00
[PER-SHARE-NII] 0.00
[PER-SHARE-GAIN-APPREC] 0.00
[PER-SHARE-DIVIDEND]    0.00
[PER-SHARE-DISTRIBUTIONS]       0.00
[RETURNS-OF-CAPITAL]    0.00
[PER-SHARE-NAV-END]     0.00
[EXPENSE-RATIO] 0.00
[AVG-DEBT-OUTSTANDING]  0
[AVG-DEBT-PER-SHARE]    0

[ARTICLE] 6
[LEGEND]
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
[/LEGEND]
[SERIES]
[NUMBER]        105
[NAME]  EVERGREEN SELECT TREASURY MONEY MARKET FUND CLASS I
[PERIOD-TYPE]   12-MOS
[FISCAL-YEAR-END]       FEB-28-1999
[PERIOD-START]  AUG-01-1998
[PERIOD-END]    FEB-28-1999
[INVESTMENTS-AT-COST]   "3,801,210,606 "
[INVESTMENTS-AT-VALUE]  "3,801,210,606 "
[RECEIVABLES]   "23,933,719 "
[ASSETS-OTHER]  "111,390 "
[OTHER-ITEMS-ASSETS]    0
[TOTAL-ASSETS]  "3,825,255,715 "
[PAYABLE-FOR-SECURITIES]        0
[SENIOR-LONG-TERM-DEBT] 0
[OTHER-ITEMS-LIABILITIES]       "291,873,706 "
[TOTAL-LIABILITIES]     "291,873,706 "
[SENIOR-EQUITY] 0
[PAID-IN-CAPITAL-COMMON]        "2,061,541,680 "
[SHARES-COMMON-STOCK]   "2,061,542,055 "
[SHARES-COMMON-PRIOR]   "1,256,701,423 "
[ACCUMULATED-NII-CURRENT]       0
[OVERDISTRIBUTION-NII]  0
[ACCUMULATED-NET-GAINS] 0
[OVERDISTRIBUTION-GAINS]        "(1,419)"
[ACCUM-APPREC-OR-DEPREC]        0
[NET-ASSETS]    "2,061,540,261 "
[DIVIDEND-INCOME]       0
[INTEREST-INCOME]       "94,705,504 "
[OTHER-INCOME]  0
[EXPENSES-NET]  "(3,608,786)"
[NET-INVESTMENT-INCOME] "91,096,718 "
[REALIZED-GAINS-CURRENT]        426
[APPREC-INCREASE-CURRENT]       0
[NET-CHANGE-FROM-OPS]   "91,097,144 "
[EQUALIZATION]  0
[DISTRIBUTIONS-OF-INCOME]       "(91,096,717)"
[DISTRIBUTIONS-OF-GAINS]        0
[DISTRIBUTIONS-OTHER]   0
[NUMBER-OF-SHARES-SOLD] "6,039,289,999 "
[NUMBER-OF-SHARES-REDEEMED]     "(5,236,345,065)"
[SHARES-REINVESTED]     "1,893,286 "
[NET-CHANGE-IN-ASSETS]  "804,839,119 "
[ACCUMULATED-NII-PRIOR] 0
[ACCUMULATED-GAINS-PRIOR]       0
[OVERDISTRIB-NII-PRIOR] 0
[OVERDIST-NET-GAINS-PRIOR]      0
[GROSS-ADVISORY-FEES]   "(2,676,854)"
[INTEREST-EXPENSE]      0
[GROSS-EXPENSE] "(4,025,858)"
[AVERAGE-NET-ASSETS]    "1,784,565,314 "
[PER-SHARE-NAV-BEGIN]   0.00
[PER-SHARE-NII] 0.00
[PER-SHARE-GAIN-APPREC] 0.00
[PER-SHARE-DIVIDEND]    0.00
[PER-SHARE-DISTRIBUTIONS]       0.00
[RETURNS-OF-CAPITAL]    0.00
[PER-SHARE-NAV-END]     0.00
[EXPENSE-RATIO] 0.00
[AVG-DEBT-OUTSTANDING]  0
[AVG-DEBT-PER-SHARE]    0

[ARTICLE] 6
[LEGEND]
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
[/LEGEND]
[SERIES]
[NUMBER]        106
[NAME]  EVERGREEN SELECT 100% TREASURY MONEY MARKET FUND (2L70) CLASS IS
[PERIOD-TYPE]   12-MOS
[FISCAL-YEAR-END]       FEB-28-1999
[PERIOD-START]  MAR-01-1998
[PERIOD-END]    FEB-28-1999
[INVESTMENTS-AT-COST]   "583,793,660 "
[INVESTMENTS-AT-VALUE]  "583,793,660 "
[RECEIVABLES]   "27,487,690 "
[ASSETS-OTHER]  "34,453 "
[OTHER-ITEMS-ASSETS]    "35,604,985 "
[TOTAL-ASSETS]  "646,920,788 "
[PAYABLE-FOR-SECURITIES]        0
[SENIOR-LONG-TERM-DEBT] 0
[OTHER-ITEMS-LIABILITIES]       "2,372,670 "
[TOTAL-LIABILITIES]     "2,372,670 "
[SENIOR-EQUITY] 0
[PAID-IN-CAPITAL-COMMON]        "98,415,693 "
[SHARES-COMMON-STOCK]   "98,415,693 "
[SHARES-COMMON-PRIOR]   "5,496,939 "
[ACCUMULATED-NII-CURRENT]       "13,818 "
[OVERDISTRIBUTION-NII]  0
[ACCUMULATED-NET-GAINS] 0
[OVERDISTRIBUTION-GAINS]        0
[ACCUM-APPREC-OR-DEPREC]        0
[NET-ASSETS]    "98,429,511 "
[DIVIDEND-INCOME]       0
[INTEREST-INCOME]       "1,940,128 "
[OTHER-INCOME]  0
[EXPENSES-NET]  "(159,617)"
[NET-INVESTMENT-INCOME] "1,780,511 "
[REALIZED-GAINS-CURRENT]        "10,327 "
[APPREC-INCREASE-CURRENT]       0
[NET-CHANGE-FROM-OPS]   "1,790,838 "
[EQUALIZATION]  0
[DISTRIBUTIONS-OF-INCOME]       "(1,780,511)"
[DISTRIBUTIONS-OF-GAINS]        0
[DISTRIBUTIONS-OTHER]   0
[NUMBER-OF-SHARES-SOLD] "374,076,169 "
[NUMBER-OF-SHARES-REDEEMED]     "(281,199,899)"
[SHARES-REINVESTED]     "42,484 "
[NET-CHANGE-IN-ASSETS]  "92,929,081 "
[ACCUMULATED-NII-PRIOR] 0
[ACCUMULATED-GAINS-PRIOR]       0
[OVERDISTRIB-NII-PRIOR] 0
[OVERDIST-NET-GAINS-PRIOR]      (33)
[GROSS-ADVISORY-FEES]   "(101,376)"
[INTEREST-EXPENSE]      0
[GROSS-EXPENSE] "(235,534)"
[AVERAGE-NET-ASSETS]    "40,373,850 "
[PER-SHARE-NAV-BEGIN]   1.00
[PER-SHARE-NII] 0.05
[PER-SHARE-GAIN-APPREC] 0.00
[PER-SHARE-DIVIDEND]    (0.05)
[PER-SHARE-DISTRIBUTIONS]       0.00
[RETURNS-OF-CAPITAL]    0.00
[PER-SHARE-NAV-END]     1.00
[EXPENSE-RATIO] 0.40
[AVG-DEBT-OUTSTANDING]  0
[AVG-DEBT-PER-SHARE]    0

[ARTICLE] 6
[LEGEND]
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ACCOUNTING
RECORDS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH ACCOUNTING
RECORDS.
[/LEGEND]
[SERIES]
[NUMBER]        105
[NAME]  EVERGREEN SELECT 100% TREASURY MONEY MARKET FUND (2L70) CLASS I
[PERIOD-TYPE]   12-MOS
[FISCAL-YEAR-END]       FEB-28-1999
[PERIOD-START]  MAR-01-1998
[PERIOD-END]    FEB-28-1999
[INVESTMENTS-AT-COST]   "583,793,660 "
[INVESTMENTS-AT-VALUE]  "583,793,660 "
[RECEIVABLES]   "27,487,690 "
[ASSETS-OTHER]  "34,453 "
[OTHER-ITEMS-ASSETS]    "35,604,985 "
[TOTAL-ASSETS]  "646,920,788 "
[PAYABLE-FOR-SECURITIES]        0
[SENIOR-LONG-TERM-DEBT] 0
[OTHER-ITEMS-LIABILITIES]       "2,372,670 "
[TOTAL-LIABILITIES]     "2,372,670 "
[SENIOR-EQUITY] 0
[PAID-IN-CAPITAL-COMMON]        "545,977,107 "
[SHARES-COMMON-STOCK]   "545,977,107 "
[SHARES-COMMON-PRIOR]   "245,004,690 "
[ACCUMULATED-NII-CURRENT]       "141,500 "
[OVERDISTRIBUTION-NII]  0
[ACCUMULATED-NET-GAINS] 0
[OVERDISTRIBUTION-GAINS]        0
[ACCUM-APPREC-OR-DEPREC]        0
[NET-ASSETS]    "546,118,607 "
[DIVIDEND-INCOME]       0
[INTEREST-INCOME]       "20,214,436 "
[OTHER-INCOME]  0
[EXPENSES-NET]  "(692,287)"
[NET-INVESTMENT-INCOME] "19,522,149 "
[REALIZED-GAINS-CURRENT]        "146,018 "
[APPREC-INCREASE-CURRENT]       0
[NET-CHANGE-FROM-OPS]   "19,668,167 "
[EQUALIZATION]  0
[DISTRIBUTIONS-OF-INCOME]       "(19,522,149)"
[DISTRIBUTIONS-OF-GAINS]        0
[DISTRIBUTIONS-OTHER]   0
[NUMBER-OF-SHARES-SOLD] "1,309,604,631 "
[NUMBER-OF-SHARES-REDEEMED]     "(1,008,655,646)"
[SHARES-REINVESTED]     "23,432 "
[NET-CHANGE-IN-ASSETS]  "301,118,435 "
[ACCUMULATED-NII-PRIOR] 0
[ACCUMULATED-GAINS-PRIOR]       0
[OVERDISTRIB-NII-PRIOR] 0
[OVERDIST-NET-GAINS-PRIOR]      (994)
[GROSS-ADVISORY-FEES]   "(1,033,034)"
[INTEREST-EXPENSE]      0
[GROSS-EXPENSE] "(1,416,636)"
[AVERAGE-NET-ASSETS]    "413,423,578 "
[PER-SHARE-NAV-BEGIN]   1.00
[PER-SHARE-NII] 0.05
[PER-SHARE-GAIN-APPREC] 0.00
[PER-SHARE-DIVIDEND]    (0.05)
[PER-SHARE-DISTRIBUTIONS]       0.00
[RETURNS-OF-CAPITAL]    0.00
[PER-SHARE-NAV-END]     1.00
[EXPENSE-RATIO] 0.17
[AVG-DEBT-OUTSTANDING]  0
[AVG-DEBT-PER-SHARE]    0



</TABLE>


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