FIRST VARIABLE RATE FUND FOR GOVERNMENT INCOME /MD/
485APOS, 1999-01-14
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SEC Registration Nos.
2-56809 and 811-2633

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM N-1A

                        REGISTRATION STATEMENT UNDER THE
                             SECURITIES ACT OF 1933

Post-Effective Amendment No. 37             XX

and/or

REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940

Amendment No. 37                    XX

                 First Variable Rate Fund for Government Income
           This filing relates to the addition of a new Class T only

               (Exact Name of Registrant as Specified in Charter)

                             4550 Montgomery Avenue
                                  Suite 1000N
                            Bethesda, Maryland 20814
                    (Address of Principal Executive Offices)

                 Registrant's Telephone Number: (301) 951-4881

                           William M. Tartikoff, Esq.
                             4550 Montgomery Avenue
                                  Suite 1000N
                            Bethesda, Maryland 20814
                    (Name and Address of Agent for Service)

It is proposed that this filing will become effective

__   Immediately upon filing                __ on (date)
pursuant to paragraph (b)                   pursuant to paragraph (b)

__   60 days after filing                   XX on February 26, 1999
pursuant to paragraph (a)                   pursuant to paragraph (a)

of Rule 485.


<PAGE>

FRONT COVER PAGE

                                   PROSPECTUS
                               February 28, 1999

                 First Variable Rate Fund for Government Income
                   Calvert First Government Money Market Fund
                                    Class T

                           Calvert Tax-Free Reserves
                               Money Market Fund
                                    Class T

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE FEDERAL OR
ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.









Table of Contents                           Page

About the Funds
     Investment goal                        _
     Investment strategies and risks        _
     Performance chart                      _
     Fees and expenses                      _
About the Advisor
     Management                             _
     Year 2000                              _
Shareholder Guide:
How to Buy Shares                           _
Other Calvert Group Features                _
Dividends, Capital Gains and Taxes          _
How to Sell Shares                          _
Financial Highlights                        _

<PAGE>

Fundamental Goals - Investment Objectives

Calvert First Government Money Market Fund
Calvert First Government Money Market Fund ("CFGMMF") is a U.S.
Government-only money market fund that seeks to earn the highest possible
yield consistent with safety, liquidity, and preservation of capital. In
pursuing its objective, CFGMMF invests only in U.S. Government-backed
obligations, including such obligations subject to repurchase agreements with
recognized securities dealers and banks. CFGMMF seeks to maintain a constant
net asset value of $1.00 per share.

CFGMMF offers five classes: O, B, C and I, which are offered in separate
prospectuses, and Class T, offered in this prospectus to investors with
brokerage accounts at The Advisors Group, Ltd. ("TAG").

Calvert Tax-Free Reserves Money Market Fund
Calvert Tax-Free Reserves Money Market Portfolio ("CTFR MM") seeks to earn the
highest interest income exempt from federal income taxes as is consistent with
prudent investment management, preservation of capital, and the quality and
maturity characteristics of CTFR MM. CTFR MM seeks to maintain a constant net
asset value of $1.00 per share.

CTFR MM offers three classes: O and I, which are each offered in separate
prospectuses, and Class T, offered in this prospectus to investors with
brokerage accounts at TAG.

Principal Investment Strategies

CFGMMF assets are invested primarily in Top-Tier Securities, such as:
      obligations issued by the U.S. Treasury, such as U.S. Treasury bills,
     notes and bonds, supported by the full faith and credit of the U.S.
     Government;
      Securities issued by the U.S. Government, its agencies and
     instrumentalities;
      repurchase agreements; and
      variable-rate demand notes.

CTFR MM assets are invested primarily in a diversified portfolio of municipal
obligations whose interest is exempt from federal income tax. At least 80% of
CTFR MM's annual income will be tax-exempt from federal taxes. CTFR MM invests
in:
      high quality variable and floating rate demand notes and/or municipal
     obligations;
      municipal bonds and notes and tax-exempt commercial paper;
      short-term fixed-rate obligations with remaining maturities of one year
     or less;

CFGMMF and CTFR MM (the "Funds"):  Rule 2a-7 under the Investment Company Act
of 1940 applies to every money market fund to ensure that a money market fund
invests only in high quality obligations, takes minimal credit risks, and has
a stable price per share. The Funds invests in accordance with Rule 2a-7 under
the Investment Company Act of 1940, as amended.

Risks of investing

The yield of each Fund will vary daily, depending on market interest rates,
and tends to follow the same direction as the rates.

All fixed income instruments are subject to interest-rate risk; that is, if
the market interest rates rise, the current price or value of a bond and the
yield of CTFR MM will decline.

Dividends paid by each Fund will fluctuate as interest rates and net
investment income fluctuate.

Investments in obligations not guaranteed by the full faith and credit of the
U.S. Government are subject to the ability of the issuer to make payment at
maturity.

Purchasing obligations for future delivery or on a "when-issued" basis may
increase a Fund's overall investment exposure and involves a risk of loss if
the value of the securities declines prior to the settlement date. The
transactions are fully secured at all times.

There is no limitation on the percentage of CTFR MM's assets that may be
invested in unrated obligations; such obligations may be less liquid than
rated obligations of comparable quality.

The sudden credit deterioration of a holding could cause the yield or overall
value of a Fund to decrease. The Fund limits the amount it invests in any one
issuer to lessen exposure.

Variable rate obligations lessen the capital fluctuations usually inherent in
fixed income investments. This diminishes the risk of capital depreciation of
investment securities and, consequently, of CTFR MM shares.

For liquidity purposes or pending the investment of the proceeds of the sale
of its shares, CTFR MM may invest in and derive up to 20% of its income from
taxable short-term money market type investments. Interest earned from such
taxable investments will be taxable as ordinary income unless you are
otherwise exempt from taxation.

An investment in the Funds is not a deposit of any bank and is neither insured
nor guaranteed by the Federal Deposit Insurance Corporation or any other
government agency. Although the 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.

Bar Charts and Performance Tables

The bar charts and tables below show the annual returns and its long-term
performance by calendar year for Class O of each of the Funds. The charts
shows how the performance has varied from year to year. The tables compare
Class O returns over time to the Lipper U.S. Government Money Market Funds
Index for CFGMMF, and the Lipper Tax-Exempt Money Market Funds Index for
CTFRMM. Each index is a composite index of the annual return of mutual funds
that have similar investment goals. Each Fund's past performance does not
necessarily indicate how it will perform in the future. Please note that
performance for Class T is not shown since it was not available for either
Fund during the time periods shown.

Bar Chart - CFGMMF
1989          _.__%        1994         _.__%
1990          _.__%        1995         _.__%
1991          _.__%        1996         _.__%
1992          _.__%        1997         _.__%
1993          _.__%        1998         _.__%

Best Quarter (of periods shown)       Q_ '__     _.__%
Worst Quarter (of periods shown)      Q_ '__     _.__%

Bar Chart - CTFR MM
1989          _.__%        1994         _.__%
1990          _.__%        1995         _.__%
1991          _.__%        1996         _.__%
1992          _.__%        1997         _.__%
1993          _.__%        1998         _.__%

Best Quarter (of periods shown)       Q_ '__     _.__%
Worst Quarter (of periods shown)      Q_ '__     _.__%

Average annual total returns for the periods ended December 31, 1998

                                    1 year     5 years    10 years
Calvert First Government Class O    __%        __%        __%
Lipper U.S. Government Money
Market Funds Index                  __%        __%        __%

                                    1 year     5 years    10 years
CTFR Money Market Class O           __%        __%        __%
Lipper Tax-Exempt Money
Market Funds Index                  __%        __%        __%

For current yield information, call 1-800-368-2745, or visit Calvert's website
at: www.calvertgroup.com.

Fees and Expenses of the Funds
These tables describe the fees and expenses you may pay if you buy and hold
shares of Class T of each Fund.

A.   Shareholder Fees
     (fees paid directly from your investment)
                                                      CFGMMF         CTFR MM
     Maximum Sales Load on Purchases                  None           None
     Maximum Deferred Sales Load                      None           None
     Maximum Sales Load on Reinvested Dividends       None           None
     Redemption Fees                                  None           None
     Exchange Fee                                     None           None

B.   Estimated Annual Fund Operating Expenses
     (expenses that are deducted from Fund assets)
                                                      CFGMMF         CTFR MM
     Management Fees                                  0.50%          0.46%
     Rule 12b-1 and/or Service Fees                   0.25%          0.25%
     Other Expenses                                   0.19%          0.14%
     Total Fund Operating Expenses                    0.94%          0.85%

C.   Example:

This example is intended to help you compare the cost of investing in a Fund
with the cost of investing in other mutual funds. The example assumes that:

               You invest $10,000 in Class T of a Fund for the time periods
              indicated;
               You redeem all shares at the end of the periods;
               Your investment has a 5% return each year; and
               The Fund's operating expenses remain the same.

         Although your actual costs may be higher or lower, under these
assumptions your costs would be:

               1 Year      3 Years      5 Years      10 Years

CFGMMF         $87         $271         $471         $1,049

CTFR MM        $96         $300         $520         $1,155

Management and Advisory Fees

Calvert Asset Management Company, Inc. ("CAMCO") is the investment advisor for
each Fund. CAMCO has been managing mutual funds since 1976, and is a
subsidiary of Calvert Group, Ltd. CAMCO currently advises 25 Calvert funds,
including the first and largest family of socially screened funds. CAMCO is
located at 4550 Montgomery Avenue, Suite 1000N, Bethesda, Maryland 20814. As
of December 31, 1998, it had over $6 billion in assets under management.

CAMCO provides the Funds with investment supervision and management;
administrative services and office space; and furnishes executive and other
personnel to the Funds. CAMCO also pays the salaries and fees of all Trustees
who are affiliated persons. CAMCO may pay certain advertising and promotional
expenses of the Funds. Pursuant to the Investment Advisory Agreement, CAMCO is
entitled to an annual advisory fee of 0.25% of the average daily net assets of
CFGMMF. The CTFR MM Investment Advisory Agreement entitles CAMCO to receive an
annual advisory fee of 0.25% of the first $500 million of average daily net
assets, 0.20% of the next $500 million, and 0.15% on assets of $1 billion or
more. CAMCO may voluntarily waive a portion of its advisory fee.

A Word About the Year 2000 (Y2K) and Our Computer Systems

Like other mutual funds, Calvert and its service providers use computer
systems for all aspects of our business -- processing shareholder and fund
transactions, fund accounting, executing trades, and pricing securities, just
to name a few. Many current software programs cannot distinguish between the
year 2000 and the year 1900. This can cause problems with retirement plan
distributions, dividend payment software, transaction software, and numerous
other areas that could impact the Funds. Calvert has been reviewing all of its
computer systems for Y2K compliance. CAMCO, the underwriter, transfer agent,
and custodians have advised the Funds that they have been actively working on
any necessary changes to their computer systems to prepare for Y2K. Each of
the entities named expects that their systems and those of their outside
service providers will be Y2K compliant, and the Funds do not anticipate a
negative impact. For more information, please visit our website at
www.calvertgroup.com.

- --------------------------------------------------------------------------------
                               SHAREHOLDER GUIDE
- --------------------------------------------------------------------------------

HOW TO BUY SHARES

Please contact your local office of The Advisors Group, Ltd. ("TAG") to open
your money market account. All transactions will be processed electronically
through the National Financial Proprietary Money Market Sweep Program on
behalf of TAG.

There is no minimum for initial investments and no minimum for subsequent
investments, provided you have a TAG brokerage account.

Because you are purchasing shares through a program of services offered by
TAG, a registered broker/dealer and investment advisor, you should read the
TAG program materials together with this Prospectus. Certain account features
have been modified for this program, and TAG may impose charges for their
services.

Important - How Shares are Priced
The price of shares is based on each Fund's net asset value ("NAV"). NAV is
computed per class by adding the value of a Fund's holdings plus other assets,
subtracting liabilities, and then dividing the result by the number of shares
outstanding.

Each Fund is valued according to the "amortized cost" method, which is
intended to stabilize the NAV at $1 per share. If market quotations are not
readily available, securities are valued by a method that the Fund's Board of
Trustees/Directors believes accurately reflects fair value.

The NAV is calculated as of the close of each business day, which coincides
with the closing of the regular session of the New York Stock Exchange
("NYSE") (normally 4 p.m. ET). Each Fund is open for business each day the
NYSE is open. Please note that there are some federal holidays, such as
Columbus Day and Veterans Day, when the NYSE is open and each Fund is open,
but no purchases may be made due to the closure of the banking system.

When Your Account Will Be Credited
Your purchase will be processed at the NAV calculated after your order is
received and accepted. Electronic sweeps into an account begin earning
dividends the next business day.

Each Fund reserves the right to suspend the offering of shares for a period of
time or to reject any specific purchase order.

DIVIDENDS, CAPITAL GAINS AND TAXES

Each Fund accrues dividends daily from its net investment income, and pays the
dividends monthly. Net investment income consists of interest income, net
short-term capital gains, if any, and dividends declared and paid on
investments, less expenses. Distributions of net short-term capital gains
(treated as dividends for tax purposes) and net long-term capital gains, if
any, are normally paid once a year; however, the Funds do not anticipate
making any such distributions unless available capital loss carryovers have
been used or have expired.

Dividend payment options
Dividends and any distributions are automatically reinvested in the same Fund
at NAV (without sales charge), unless you elect to have amounts of $10 or more
paid in cash (by check).

Federal Taxes
In January, TAG will mail Form 1099-DIV, indicating taxable dividends and any
capital gain distributions paid to you during the past year. Generally,
dividends and distributions are taxable in the year they are paid. However,
any dividends and distributions paid in January but declared during the prior
three months are taxable in the year declared. Dividends and distributions are
taxable to you regardless of whether they are taken in cash or reinvested.
Dividends, including short-term capital gains, are taxable as ordinary income.
Distributions from long-term capital gains are taxable as long-term capital
gains, regardless of how long you have owned shares.

Other Tax Information
In addition to federal taxes for Calvert First Government Money Market Fund,
you may be subject to state or local taxes on your investment, depending on
the laws in your area. You will be notified to the extent, if any, that
dividends reflect interest received from US government securities. Such
dividends may be exempt from certain state income taxes.

Taxpayer Identification Number
If we do not have your correct Social Security or Taxpayer Identification
Number ("TIN") and a signed certified application or Form W-9, Federal law
requires us to withhold 31% of your reportable dividends, and possibly 31% of
certain redemptions. In addition, you may be subject to a fine by the Internal
Revenue Service.

HOW TO SELL SHARES

You may redeem all or a portion of your shares on any day the Funds are open
for business, provided the amount requested is not on hold. Your shares will
be redeemed at the next NAV calculated after your redemption request is
received and accepted. You will receive dividends through the date the request
is received and processed. The proceeds will normally be sent to you on the
next business day, but if making immediate payment could adversely affect your
Fund, it may take up to seven (7) days to make payment. The Funds have the
right to redeem shares in assets other than cash for redemption amounts
exceeding, in any 90-day period, $250,000 or 1% of the net asset value of the
Fund, whichever is less. When the NYSE is closed (or when trading is
restricted) for any reason other than its customary weekend or holiday
closings, or under any emergency circumstances as determined by the Securities
and Exchange Commission, redemptions may be suspended or payment dates
postponed. Please note that there are some federal holidays such as Columbus
Day and Veterans Day, when the NYSE is open and each Fund is open, but
redemptions cannot be made due to the closure of the banking system.

BY TELEPHONE
You may redeem shares from your account by telephone and have your money sent
by check, electronically transferred, or wired to a bank you have previously
authorized by contacting your local office of TAG.

CHECKWRITING
Checkwriting will be offered through TAG. The checkwriting features vary,
depending on what you choose when you open the money market sweep account with
TAG.  Please see the TAG program materials for information.

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

                              To Open an Account:
                                  800-777-1500

                            Performance and Prices:
                                  800-777-1500

                         Service for Existing Accounts:
                                  800-777-1500

                            Registered, Certified or
                                Overnight Mail:
                            The Advisors Group, Ltd.
                             7315 Wisconsin Avenue
                            Bethesda, Maryland 20814

                             PRINCIPAL UNDERWRITER
                           Calvert Distributors, Inc.
                             4550 Montgomery Avenue
                                  Suite 1000N
                            Bethesda, Maryland 20814

<PAGE>


Outside Back Cover Page

Statements of Additional Information ("SAIs") (dated February 28, 1999) for
the Funds have been filed with the Securities and Exchange Commission and is
incorporated by reference. Additional information about each Fund's
investments is available in each Fund's annual and semi-annual reports to
shareholders. The SAIs and each Fund's annual and semi-annual reports are
available, without charge and upon request, from the Funds at 800-368-2750.


Information about the Funds (including the SAIs) can be reviewed at the
Commission's Public Reference Room in Washington, D.C. Information on the
operation of the public reference room may be obtained by calling the
Commission at 1-800-SEC-0330. Reports and other information about the Funds
are available on the Commission's internet site at http://www.sec.gov. Copies
of this information may be obtained, by payment of a duplicating fee, by
writing the Public Reference Section of the Commission, Washington, D.C.
20549-6009.


811-2633 First Variable Rate Fund

811-3101 Calvert Tax-Free Reserves

<PAGE>


                           First Variable Rate Fund:
                   Calvert First Government Money Market Fund

                      Statement of Additional Information
                               February 28, 1999


INVESTMENT ADVISOR
Calvert Asset Management Company, Inc.
4550 Montgomery Avenue
Suite 1000N
Bethesda, Maryland 20814

SHAREHOLDER SERVICE
Calvert Shareholder Services, Inc.
4550 Montgomery Avenue
Suite 1000N
Bethesda, Maryland 20814

PRINCIPAL UNDERWRITER
Calvert Distributors, Inc.
4550 Montgomery Avenue
Suite 1000N
Bethesda, Maryland 20814

TRANSFER AGENT
National Financial Data Services, Inc.
1004 Baltimore
6th Floor
Kansas City, Missouri 64105

INDEPENDENT ACCOUNTANTS
PricewaterhouseCoopers
250 West Pratt Street
Baltimore, Maryland 21201



     TABLE OF CONTENTS

     Investment Objective and Strategy                       1
     Investment Restrictions                                 2
     Dividends and Distributions                             2
     Tax Matters                                             2
     Net Asset Value                                         3
     Calculation of Yield                                    4
     Advertising                                             4
     Purchases and Redemption of Shares                      4
     Trustees and Officers                                   5
     Investment Advisor                                      7
     Administrative Services                                 8
     Transfer and Shareholder Servicing Agent                8
     Portfolio Transactions                                  8
     Independent Accountants and Custodians                  9
     Method of Distribution                                  9
     General Information                                    10


<PAGE>


STATEMENT OF ADDITIONAL INFORMATION-February 28, 1999

                           FIRST VARIABLE RATE FUND:
                   CALVERT FIRST GOVERNMENT MONEY MARKET FUND
         4550 Montgomery Avenue, Suite 1000N, Bethesda, Maryland 20814

New Account Information
         (800) 368-2748
         (301) 951-4820

Shareholder Services
         (800) 368-2745

Broker Services
         (800) 368-2746
         (301) 951-4850

TDD for the Hearing- Impaired
         (800) 541-1524

         This   Statement  of  Additional   Information  is  not  a  prospectus.
Investors  should read the Statement of Additional  Information  in  conjunction
with the First  Variable  Rate Fund Calvert First  Government  Money Market Fund
(the  "Fund")  Prospectus,  dated  February 28, 1999 for Class T, March 31, 1998
for Classes O, B, and C, and  September  15, 1998 for the  Institutional  Class,
which may be  obtained  free of charge by  writing  or  calling  the Fund at the
telephone numbers listed above.

     The audited  financial  statements  included in the Fund's Annual Report to
Shareholders  dated  December 31, 1998 are expressly  incorporated  by reference
and  made a part of this  Statement  of  Additional  Information.  A copy of the
Annual Report may be obtained free of charge by writing or calling the Fund.

- --------------------------------------------------------------------------------
                       INVESTMENT OBJECTIVE AND STRATEGY
- --------------------------------------------------------------------------------

         In  pursuing  its  objective  of earning  the  highest  possible  yield
consistent  with  safety,  liquidity,  and  preservation  of  capital,  the Fund
invests  solely in debt  obligations  issued or guaranteed by the United States,
its   agencies   or   instrumentalities,   assignments   of   interest  in  such
obligations,    and   commitments   to   purchase   such   obligations    ("U.S.
Government-backed  obligations").  The Fund may invest in U.S. Government-backed
obligations  subject  to  repurchase   agreements  with  recognized   securities
dealers and banks.
         The Fund  engages in  repurchase  Agreements  in order to earn a higher
rate of return than it could earn simply by  investing in the  obligation  which
is the  subject of the  repurchase  agreement.  Repurchase  agreements  are not,
however,  without  risk. If the seller were to become  bankrupt,  the Fund might
realize a loss if the value of the  underlying  security did not equal or exceed
the repurchase  price.  In order to minimize the risk of investing in repurchase
agreements,   the  Fund  engages  in  such  transactions  only  with  recognized
securities  dealers and banks and in all instances holds  underlying  securities
with a value  equal  to the  total  repurchase  price  such  dealer  or bank has
agreed to pay.  Repurchase  agreements  are always for  periods of less than one
year and no more than 10% of the Fund's  assets may be  invested  in  repurchase
agreements not terminable within seven days.
         Although   all   the    securities    purchased   by   the   Fund   are
Government-backed  as to  principal or secured by such  securities,  some of the
types of Government  securities  the Fund buys may be sold at a premium which is
not backed by a Government  guarantee.  The premiums are amortized over the life
of the security;  however, if a security should default or be prepaid,  the Fund
could realize as a loss the unamortized portion of such premium.
         In  the  Government-guaranteed  loan  market,  most  purchases  of  new
issues  are made  under  firm  (forward)  commitment  agreements.  Purchases  of
long-term fixed rate debt  securities  under such agreements can involve risk of
loss due to changes in the market rate of interest  between the commitment  date
and the  settlement  date.  Forward  commitment  agreements  for  variable  rate
securities,  unlike such  agreements  for fixed rate  securities,  are stable in
value;  the Fund's  Advisor  believes the risk of loss under forward  commitment
agreements involving variable rate obligations to be insignificant.
         All the Fund's  investments  maturing in more than one year will have a
variable  rate  feature  under  which the yield is adjusted  periodically  based
upon  changes in money  market  rates such as prime.  Such  adjustments  will be
made  at  least  semi-annually.  Variable  rate  securities  minimize  the  wide
fluctuations  in capital value that represent the  traditional  drawback to such
long-term  investments;  but this also means that should interest rates decline,
the  amount of return  paid by the Fund will  decline  and the Fund will  forego
the opportunity of capital appreciation on its portfolio securities.
         The  foregoing  objective  and policies may not be altered  without the
prior  approval of the holders of a majority  of the  outstanding  shares of the
Fund.  There is, of course,  no assurance  that the Fund will be  successful  in
meeting the above investment objective.
         The Fund  does not  intend to  concentrate  25% or more of the value of
its  total  assets  in any one  industry,  except  that  the Fund  reserves  the
freedom of action to concentrate  its  investments in government  securities and
certain bank instruments as detailed above.

- --------------------------------------------------------------------------------
                            INVESTMENT RESTRICTIONS
- --------------------------------------------------------------------------------

Fundamental Investment Restrictions
         The   Fund   has   adopted   the   following   fundamental   investment
restrictions.  These restrictions  cannot be changed without the approval of the
holders of a majority of the outstanding shares of the Fund.

         (1) The Fund may not make  any  investment  inconsistent  with
         its  classification as a diversified  investment company under
         the 1940 Act.
         (2)  The  Fund  may not  concentrate  its  investments  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  and
         repurchase  agreements  secured  thereby),  or  domestic  bank
         money market instruments.
         (3) The  Fund  may  not  issue  senior  securities  or  borrow
         money,  except from banks for temporary or emergency  purposes
         and then  only in an  amount up to 33 1/3% of the value of its
         total  assets or as  permitted  by law and except by  engaging
         in reverse repurchase  agreements,  where allowed. In order to
         secure  any  permitted   borrowings  and  reverse   repurchase
         agreements under this section,  the Fund may pledge,  mortgage
         or hypothecate its assets.
         (4) The  Fund  may not  underwrite  the  securities  of  other
         issuers,  except as allowed  by law or to the extent  that the
         purchase  of  obligations   in  accordance   with  the  Fund's
         investment  objective and policies,  either  directly from the
         issuer,  or from an underwriter  for an issuer,  may be deemed
         an underwriting.
         (5) The Fund may not invest  directly in  commodities  or real
         estate,  although  it  may  invest  in  securities  which  are
         secured  by  real   estate  or  real  estate   mortgages   and
         securities  of issuers  which  invest or deal in  commodities,
         commodity futures, real estate or real estate mortgages.
         (6) The  Fund may not  make  loans,  other  than  through  the
         purchase   of  money   market   instruments   and   repurchase
         agreements  or by the purchase of bonds,  debentures  or other
         debt  securities,  or as permitted by law. The purchase of all
         or  a  portion   of  an  issue  of   publicly   or   privately
         distributed  debt  obligations  in accordance  with the Fund's
         investment  objective,  policies and  restrictions,  shall not
         constitute the making of a loan.

Nonfundamental Investment Restrictions
         The  Board  of  Trustees  has  adopted  the  following   nonfundamental
investment  restrictions.   A  nonfundamental   investment  restriction  can  be
changed by the Board at any time without a shareholder vote.

         (1) The Fund may not purchase common stocks, preferred stocks,
warrants, or other equity securities.
         (2) The Fund does not intend to make any purchases of securities if
borrowing exceeds 5% of total assets.
         (3) The Fund may not sell securities short.
         (4) The Fund may not write or purchase put or call options.

- --------------------------------------------------------------------------------
                          DIVIDENDS AND DISTRIBUTIONS
- --------------------------------------------------------------------------------

         Dividends  from the Fund's net  investment  income are  declared  daily
and paid monthly.  Net investment  income consists of the interest income earned
on investments  (adjusted for  amortization of original issue or market discount
or premium),  less expenses.  Realized and  unrealized  gains and losses are not
included  in net  investment  income.  Net  short-term  capital  gains  will  be
distributed  once  each  year,  although  the  Fund  may  distribute  them  more
frequently  if  necessary  in order to  maintain  the Fund's net asset  value at
$1.00 per share.  Distributions  of net  capital  gains,  if any,  are  normally
declared  and paid by the Fund once a year;  however,  the Fund does not  intend
to make any such  distributions  from securities  profits unless  available loss
carryovers,   if  any,   have  been  used  or  have   expired.   Dividends   and
distributions may differ among the classes.
         Purchasers  of Fund  shares  begin  receiving  dividends  from the date
federal  funds are received by the Fund.  Purchases by bank wire received by the
Fund's  custodian  prior to 12:30  p.m.,  Eastern  time,  represent  immediately
available   federal   funds.   Shareholders   redeeming   shares  by  telephone,
electronic  funds  transfer or written  request will receive  dividends  through
the  date  that the  redemption  request  is  received;  shareholders  redeeming
shares by draft will  receive  dividends  up to the date such draft is presented
to the Fund for payment.

- --------------------------------------------------------------------------------
                                  TAX MATTERS
- --------------------------------------------------------------------------------

         In 1997,  the Fund  did  qualify  and in  1998,  the  Fund  intends  to
qualify as a "regulated  investment  company" under Subchapter M of the Internal
Revenue  Code,  as amended.  By so  qualifying,  the Fund will not be subject to
federal  income taxes,  nor to the federal  excise tax imposed by the Tax Reform
Act of 1986, to the extent that it  distributes  its net  investment  income and
net capital gains.
         Dividends  of  net   investment   income  and   distributions   of  net
short-term  capital  gains,  whether  taken in cash or  reinvested in additional
shares,  are taxable to  shareholders  as ordinary income and do not qualify for
the dividends  received  deduction for corporations.  Net long-term capital gain
distributions,  if any, will  generally be includable as long-term  capital gain
in the  gross  income of  shareholders  who are  citizens  or  residents  of the
United  States.  Whether such realized  securities  gains and losses are long-or
short-term  depends on the period the  securities  are held by the Fund, not the
period for which the shareholder holds shares of the Fund.
         The  Fund is  required  to  withhold  31% of any  dividends  (including
long-term  capital  gain  dividends,  if any) if: (a) the  shareholder's  social
security  number  or  other  taxpayer   identification  number  ("TIN")  is  not
provided or an obviously  incorrect TIN is provided;  (b) the  shareholder  does
not  certify   under   penalties  of  perjury  that  the  TIN  provided  is  the
shareholder's  correct  TIN and that the  shareholder  is not  subject to backup
withholding  under section  3406(a)(1)(C)  of the Internal  Revenue Code because
of  underreporting;  or (c) the Fund is notified by the Internal Revenue Service
that the TIN  provided by the  shareholder  is  incorrect or that there has been
underreporting   of  interest  or   dividends  by  the   shareholder.   Affected
shareholders  will receive  statements at least  annually  specifying the amount
of dividends withheld.
         Shareholders  exempt from  backup  withholding  include:  corporations;
financial institutions,  tax-exempt organizations;  individual retirement plans;
the U.S.,  a state,  the  District of  Columbia,  a U.S.  possession,  a foreign
government,  an  international  organization,   or  any  political  subdivision,
agency or instrumentality of any of the foregoing;  U.S. registered  commodities
or securities  dealers;  real estate investment  trusts;  registered  investment
companies;  bank common  trust funds;  certain  charitable  trusts;  and foreign
central  banks of issue.  Non-resident  aliens also are generally not subject to
backup  withholding  but, along with certain  foreign  partnerships  and foreign
corporations,  may instead be subject to  withholding  under section 1441 of the
Internal Revenue Code.  Shareholders  claiming exemption from backup withholding
should call or write the Fund for further information.
         Many  states do not tax the  portion of the Fund's  dividends  which is
derived  from  interest on U.S.  Government  obligations.  The law of the states
varies  concerning  the tax status of  dividends  derived  from U.S.  Government
obligations.  Accordingly,  shareholders should consult their tax advisors about
the  tax  status  of  dividends  and  distributions   from  the  Fund  in  their
respective jurisdictions.

- --------------------------------------------------------------------------------
                                NET ASSET VALUE
- --------------------------------------------------------------------------------

         The net asset  value per share of the Fund,  the price at which  shares
are redeemed  (and, for Class B or C, less any  applicable  contingent  deferred
sales  charge,  "CDSC"),  is computed by dividing  the value of the Fund's total
assets,  less its liabilities,  by the total number of shares  outstanding.  Net
asset value is calculated  separately  for each class.  It is  determined  every
business day at the close of the New York Stock Exchange  (generally,  4:00 p.m.
Eastern time),  and at such other times as may be appropriate or necessary.  The
Fund does not  determine net asset value on certain  national  holidays or other
days on which the New York Stock  Exchange  is closed:  New Year's  Day,  Martin
Luther King Day, Presidents' Day, Good Friday,  Memorial Day,  Independence Day,
Labor Day, Thanksgiving Day, and Christmas Day.
         The  Fund's  assets,   including   securities   subject  to  repurchase
agreements,  are  normally  valued at their  amortized  cost which does not take
into  account  unrealized  capital  gains or losses.  This  involves  valuing an
instrument  at its cost and  thereafter  assuming  a  constant  amortization  to
maturity of any  discount or premium,  regardless  of the impact of  fluctuating
interest  rates  on the  market  value  of the  instrument.  While  this  method
provides  certainty in valuation,  it may result in periods  during which value,
as  determined  by amortized  cost, is higher or lower than the price that would
be received upon sale of the  instrument.  During periods of declining  interest
rates,  the daily  yield on shares of the Fund may tend to be higher than a like
computation  made by a fund with  identical  investments  utilizing  a method of
valuation  based upon market  prices and  estimates of market  prices for all of
its  portfolio  instruments.  Thus,  if the use of  amortized  cost by the  Fund
resulted  in  a  lower  aggregate   portfolio  value  on  a  particular  day,  a
prospective  investor  in the Fund  would be able to  obtain a  somewhat  higher
yield than would  result  from  investment  in a fund  utilizing  solely  market
values,  and  existing  investors  in the Fund  would  receive  less  investment
income. The converse would apply in a period of rising interest rates.
         Rule 2a-7 under the  Investment  Company  Act of 1940  permits the Fund
to value its assets at amortized  cost if the Fund  maintains a  dollar-weighted
average  maturity  of 90 days or less  and  only  purchases  obligations  having
remaining  maturities  of 13 months or less.  Rule 2a-7 further  requires,  as a
condition of its use,  that the Fund invest only in  obligations  determined  by
the Trustees to be of high  quality  with minimal  credit risks and requires the
Trustees  to  establish   procedures  designed  to  stabilize,   to  the  extent
reasonably  possible,  the Fund's price per share as computed for the purpose of
sales and  redemptions at $1.00.  Such  procedures  include review of the Fund's
investment  holdings  by the  Trustees,  at  such  intervals  as they  may  deem
appropriate,  to  determine  whether  the Fund's net asset value  calculated  by
using  available  market  quotations  or  equivalents  deviates  from  $1.00 per
share.  If  such  deviation  exceeds  l/2  of 1%,  the  Trustees  will  promptly
consider  what  action,  if any,  will be  initiated.  In the event the Trustees
determine  that a  deviation  exists  which may result in  material  dilution or
other unfair  results to investors or existing  shareholders,  the Trustees will
take  such  corrective  action  as they  regard as  necessary  and  appropriate,
including:  the sale of  portfolio  instruments  prior to  maturity  to  realize
capital  gains  or  losses  or  to  shorten  average  portfolio  maturity;   the
withholding  of  dividends or payment of  distributions  from capital or capital
gains;  redemptions  of  shares  in kind;  or the  establishment  of a net asset
value per share based upon available market quotations.

Net Asset Value and Offering Price Per Share, December 31, 1997
          ($232,024,778/232,513,728 shares) $1.00

- --------------------------------------------------------------------------------
                              CALCULATION OF YIELD
- --------------------------------------------------------------------------------

         Yield is  calculated  separately  by class by  dividing  the net change
exclusive of capital  changes in the value of a share  during a particular  base
period by the net asset  value per share at the  beginning  of such  period  and
annualizing the result.  Capital changes  excluded from the calculation of yield
are:  (1)  realized  gains  and  losses  from  the sale of  securities,  and (2)
unrealized  appreciation  and  depreciation.  The Fund's  effective  yield for a
seven-day period is its annualized  compounded  average yield during the period,
calculated according to the following formula:

             Effective yield = [(Base period return + 1)365/7] - 1

For the  seven  day  period  ended  December  31,  1998,  the  Fund's  yield and
effective yield were as follows:

                      Yield                 Effective Yield
Class O               _.__%                 _.__%
Class B               _.__%                 _.__%
Class C               _.__%                 _.__%
Class I               _.__%                 _.__%
Class T               N/A                   N/A

         The Fund's yield  fluctuates  in response to changes in interest  rates
and general economic  conditions,  portfolio quality,  portfolio  maturity,  and
operating  expenses.  Yield  is  not  fixed  or  insured  and  therefore  is not
comparable  to a  savings  or other  similar  type  account.  Yield  during  any
particular  time period  should not be considered an indication of future yield.
It is,  however,  useful in  evaluating  the Fund's  performance  in meeting its
investment  objective.  No yield is  presented  for Class T  because  it was not
offered as of the fiscal year ending December 31, 1998.

- --------------------------------------------------------------------------------
                                  ADVERTISING
- --------------------------------------------------------------------------------

         The Fund or its  affiliates  may provide  information  such as, but not
limited   to,  the   economy,   investment   climate,   investment   principles,
sociological   conditions  and  political   ambiance.   Discussion  may  include
hypothetical  scenarios  or  lists  of  relevant  factors  designed  to aid  the
investor in  determining  whether  the Fund is  compatible  with the  investor's
goals.  The Fund may list  portfolio  holdings or give  examples  or  securities
that may have been considered for inclusion in the Fund, whether held or not.
         The Fund or its  affiliates  may supply  comparative  performance  data
and rankings  from  independent  sources such as  Donoghue's  Money Fund Report,
Bank  Rate  Monitor,  Money,  Forbes,  Lipper  Analytical  Services,  Inc.,  CDA
Investment  Technologies,   Inc.,  Wiesenberger  Investment  Companies  Service,
Russell 2000/Small Stock Index, Mutual Fund Values Morningstar  Ratings,  Mutual
Fund Forecaster,  Barron's,  The Wall Street Journal, and Schabacker  Investment
Management,  Inc. Such averages  generally do not reflect any front- or back-end
sales charges that may be charged by Funds in that  grouping.  The Fund may also
cite to any source,  whether in print or on-line,  such as  Bloomberg,  in order
to  acknowledge  origin  of  information.  The Fund may  compare  itself  or its
portfolio holdings to other  investments,  whether or not issued or regulated by
the  securities  industry,  including,  but  not  limited  to,  certificates  of
deposit and Treasury notes.  The Fund, its Advisor,  and its affiliates  reserve
the right to update performance rankings as new rankings become available.
         Calvert Group is the nation's  leading  family of socially  responsible
mutual  funds,  both in terms of socially  responsible  mutual fund assets under
management,  and number of socially  responsible  mutual fund portfolios offered
(source:  Social  Investment Forum,  December 31, 1998).  Calvert Group was also
the first to offer a family of socially responsible mutual fund portfolios.

- --------------------------------------------------------------------------------
                       PURCHASES AND REDEMPTION OF SHARES
- --------------------------------------------------------------------------------

         Share  certificates  will not be issued unless  requested in writing by
the  investor.  No  charge  will be made  for  share  certificate  requests.  No
certificates  will be issued for  fractional  shares  (see  Prospectus,  "How to
Sell  Your  Shares").  Certain  Class  B  and  C  Shares  may  be  subject  to a
contingent  deferred  sales  charge  which is  subtracted  from  the  redemption
proceeds (See Prospectus, "Calculation of Contingent Deferred Sales Charge").
         Class O  shareholders  wishing to use the draft writing  service should
complete the  signature  card  enclosed  with the  Investment  Application.  The
draft  writing  service  is not  available  for Class B, C, I, or T Shares.  The
draft  writing  service will be subject to the customary  rules and  regulations
governing  checking  accounts,  and the Fund  reserves  the  right to  change or
suspend the service.  Generally,  there is no charge to you for the  maintenance
of this service or the  clearance of drafts,  but the Fund reserves the right to
charge a  service  fee for  drafts  returned  for  uncollected  or  insufficient
funds,  and will  charge $25 for stop  payments.  As a service to  shareholders,
the Fund  may  automatically  transfer  the  dollar  amount  necessary  to cover
drafts  you have  written  on the Fund to your  Fund  account  from any other of
your  identically  registered  accounts in Calvert money market funds or Calvert
Insured Plus. The Fund may charge a fee for this service.
         When  a  payable  through  draft  is  presented  to the  Custodian  for
payment,   a  sufficient   number  of  full  and  fractional   shares  from  the
shareholder's  account to cover the amount of the draft will be  redeemed at the
net  asset  value  next  determined.  If there  are  insufficient  shares in the
shareholder's  account, the draft may be returned.  Drafts presented for payment
which would require the  redemption  of shares  purchased by check or electronic
funds transfer within the previous 10 business days may not be honored.
         Existing  shareholders,  other than Class T, who at any time  desire to
arrange  for the  telephone  redemption  procedure,  or to  change  instructions
already given,  must send a written  notice to Calvert  Group,  P.O. Box 419544,
Kansas City,  MO  64141-6544,  with a voided copy of a check for the bank wiring
instructions  to be added.  If a voided  check does not  accompany  the request,
then the request must be signature  guaranteed  by a  commercial  bank,  savings
and loan  association,  trust  company,  member firm of any national  securities
exchange,   or  credit  union.  Further   documentation  may  be  required  from
corporations,  fiduciaries,  and institutional  investors.  Class T shareholders
should contact their broker, The Advisors Group, Ltd.
         The  right  of  redemption  may be  suspended  or the  date of  payment
postponed  for any period  during  which the New York Stock  Exchange  is closed
(other than  customary  weekend and holiday  closings),  when trading on the New
York Stock  Exchange is  restricted,  or an emergency  exists,  as determined by
the SEC, or if the  Commission  has ordered such a suspension for the protection
of  shareholders.  Redemption  proceeds  are  normally  mailed or wired the next
business  day  after a  proper  redemption  request  has been  received,  unless
redemptions have been suspended or postponed as described above.

- --------------------------------------------------------------------------------
                             TRUSTEES AND OFFICERS
- --------------------------------------------------------------------------------

         RICHARD L. BAIRD, JR.,  Trustee.  Mr. Baird is Executive Vice President
for the Family Health Council,  Inc. in Pittsburgh,  Pennsylvania,  a non-profit
corporation which provides family planning services,  nutrition,  maternal/child
health  care,  and  various   health   screening   services.   Mr.  Baird  is  a
trustee/director  of each of the  investment  companies in the Calvert  Group of
Funds,  except for Calvert Variable Series,  Inc.,  Calvert New World Fund, Inc.
and Calvert  World  Values  Fund,  Inc.  DOB:  05/09/48.  Address:  211 Overlook
Drive, Pittsburgh, Pennsylvania 15216.
         FRANK H. BLATZ, JR., Esq.,  Trustee.  Mr. Blatz is a partner in the law
firm of Snevily,  Ely,  Williams & Blatz. He was formerly a partner with Abrams,
Blatz,  Gran,  Hendricks & Reina, P.A. He is also a director of Calvert Variable
Series,  Inc. DOB:  10/29/35.  Address:  308 East Broad Street,  Westfield,  New
Jersey 07091.
         FREDERICK T. BORTS, M.D., Trustee. Dr. Borts is a radiologist with
Kaiser Permanente. Prior to that, he was a radiologist at Bethlehem Medical
Imaging in Allentown, Pennsylvania. DOB: 07/23/49. Address: 16 Iliahi Street,
Honolulu, Hawaii, 96817.
         CHARLES E. DIEHL,  Trustee.  Mr.  Diehl is a  self-employed  consultant
and  is  Vice  President  and  Treasurer   Emeritus  of  the  George  Washington
University.  He has retired from University  Support Services,  Inc. of Herndon,
Virginia.  Formerly,  he was a Director of Acacia Mutual Life Insurance Company,
and is  currently a Director of Servus  Financial  Corporation.  DOB:  10/13/22.
Address: 1658 Quail Hollow Court, McLean, Virginia 22101.
         DOUGLAS E. FELDMAN,  M.D., Trustee.  Dr. Feldman is managing partner of
Feldman  Otolaryngology,  Head and Neck Surgery in  Washington,  D.C. A graduate
of Harvard Medical School,  he is Associate  Professor of  Otolaryngology,  Head
and Neck  Surgery at  Georgetown  University  and George  Washington  University
Medical  School,  and past Chairman of the  Department of  Otolaryngology,  Head
and Neck Surgery at the Washington  Hospital Center.  He is included in The Best
Doctors in America.  DOB:  05/23/48.  Address:  7536 Pepperell Drive,  Bethesda,
Maryland 20817.
         PETER W. GAVIAN,  CFA,  Trustee.  Mr.  Gavian is President of Corporate
Finance of  Washington,  Inc.  Formerly,  he was a  principal  of Gavian De Vaux
Associates,  an  investment  banking  firm.  He is  also a  Chartered  Financial
Analyst and an accredited senior business  appraiser.  DOB:  12/08/32.  Address:
3005 Franklin Road North, Arlington, Virginia 22201.
         JOHN G. GUFFEY,  JR.,  Trustee.  Mr.  Guffey is chairman of the Calvert
Social  Investment  Foundation,  organizing  director of the  Community  Capital
Bank  in   Brooklyn,   New  York,   and  a  financial   consultant   to  various
organizations.  In addition,  he is a director of the Community  Bankers  Mutual
Fund of Denver,  Colorado,  a director of Ariel  Funds,  and the  Treasurer  and
Director of Silby,  Guffey,  and Co.,  Inc., a venture  capital firm. Mr. Guffey
is a trustee/director  of each of the other investment  companies in the Calvert
Group of Funds,  except for Calvert Variable Series,  Inc. and Calvert New World
Fund, Inc.
        Mr.   Guffey  has  been  advised  that  the   Securities   and  Exchange
Commission  ("SEC")  has  entered an order  against  him  relating to his former
service as a director of Community  Bankers  Mutual Fund,  Inc. This fund is not
connected  with any Calvert Fund or the Calvert  Group and ceased  operations in
September,  1994.  Mr.  Guffey  consented  to the  entry  of the  order  without
admitting  or denying the  findings in the order.  The order  contains  findings
(1) that the  Community  Bankers  Mutual  Fund's  prospectus  and  statement  of
additional  information  were  materially  false  and  misleading  because  they
misstated  or failed to state  material  facts  concerning  the  pricing of fund
shares and the  percentage of illiquid  securities  in the fund's  portfolio and
that Mr.  Guffey,  as a member of the fund's  board,  should have known of these
misstatements  and therefore  violated the  Securities Act of 1933; (2) that the
price of the fund's  shares  sold to the public was not based on the current net
asset value of the shares,  in violation of the  Investment  Company Act of 1940
(the "Investment  Company Act");  and (3) that the board of the fund,  including
Mr.  Guffey,  violated the  Investment  Company Act by directing the filing of a
materially  false  registration  statement.  The order  directed  Mr.  Guffey to
cease and desist  from  committing  or causing  future  violations  and to pay a
civil  penalty  of  $5,000.  The SEC  placed  no  restrictions  on Mr.  Guffey's
continuing  to serve as a Trustee or Director of mutual  funds.  DOB:  05/15/48.
Address: 7205 Pomander Lane, Chevy Chase, Maryland 20815.
         *BARBARA J. KRUMSIEK,  President and Trustee.  Ms.  Krumsiek  serves as
President,  Chief  Executive  Officer and Vice Chairman of Calvert  Group,  Ltd.
and as an officer and  director of each of its  affiliated  companies.  She is a
director of Calvert-Sloan  Advisers,  L.L.C., and a trustee/director  of each of
the  investment  companies in the Calvert  Group of Funds.  Ms.  Krumsiek is the
President  of  each of the  investment  companies,  except  for  Calvert  Social
Investment  Fund,  of which she is the Senior Vice  President.  Prior to joining
Calvert  Group,  Ms.  Krumsiek  served as a Managing  Director of Alliance  Fund
Distributors, Inc. DOB: 08/09/52.
         M.  CHARITO  KRUVANT,  Trustee.  Ms.  Kruvant is  President  and CEO of
Creative  Associates  International,  Inc.,  a firm  that  specializes  in human
resources  development,  information  management,  public  affairs  and  private
enterprise  development.  She is also a director of Acacia Federal Savings Bank.
DOB: 12/08/45. Address: 5301 Wisconsin Avenue, N.W., Washington, D.C. 20015.
         ARTHUR J. PUGH,  Trustee.  Mr. Pugh is a Director  of Calvert  Variable
Series,  Inc.,  and serves as a director of Acacia  Federal  Savings Bank.  DOB:
09/24/37. Address: 4823 Prestwick Drive, Fairfax, Virginia 22030.
         *DAVID R. ROCHAT,  Senior Vice  President  and Trustee.  Mr.  Rochat is
Executive Vice President of Calvert Asset  Management  Company,  Inc.,  Director
and  Secretary of Grady,  Berwald and Co.,  Inc.,  and Director and President of
Chelsea  Securities,  Inc. He is the Senior  Vice  President  of First  Variable
Rate Fund,  Calvert Tax-Free  Reserves,  Calvert  Municipal Fund, Inc.,  Calvert
Cash Reserves,  and The Calvert Fund. DOB: 10/07/37.  Address:  Box 93, Chelsea,
Vermont 05038.
         *D. WAYNE SILBY,  Esq.,  Trustee.  Mr. Silby is a  trustee/director  of
each of the  investment  companies  in the  Calvert  Group of Funds,  except for
Calvert  Variable  Series,  Inc.  and  Calvert  New  World  Fund.  Mr.  Silby is
Executive  Chairman  of Group  Serve,  Inc.,  an  internet  company  focused  on
community   building   collaborative   tools,  and  an  officer,   director  and
shareholder of Silby,  Guffey & Company,  Inc.,  which serves as general partner
of Calvert  Social Venture  Partners  ("CSVP").  CSVP is a venture  capital firm
investing  in socially  responsible  small  companies.  He is also a Director of
Acacia  Mutual  Life  Insurance  Company.  DOB:  07/20/48.  Address:  1715  18th
Street, N.W., Washington, D.C. 20009.
         RENO J. MARTINI,  Senior Vice President.  Mr. Martini is a director and
Senior Vice  President of Calvert  Group,  Ltd.,  and Senior Vice  President and
Chief Investment Officer of Calvert Asset Management  Company,  Inc. Mr. Martini
is also a director  and  President  of  Calvert-Sloan  Advisers,  L.L.C.,  and a
director and officer of Calvert New World Fund. DOB: 1/13/50.
         RONALD M. WOLFSHEIMER,  CPA, Treasurer.  Mr. Wolfsheimer is Senior Vice
President  and  Chief  Financial   Officer  of  Calvert  Group,   Ltd.  and  its
subsidiaries  and an officer of each of the other  investment  companies  in the
Calvert  Group of Funds.  Mr.  Wolfsheimer  is Vice  President  and Treasurer of
Calvert-Sloan  Advisers,  L.L.C., and a director of Calvert  Distributors,  Inc.
DOB: 07/24/47.
         WILLIAM  M.  TARTIKOFF,   Esq.,  Vice  President  and  Secretary.   Mr.
Tartikoff  is an  officer of each of the  investment  companies  in the  Calvert
Group of Funds,  and is Senior Vice  President,  Secretary,  and General Counsel
of Calvert Group,  Ltd.,  and each of its  subsidiaries.  Mr.  Tartikoff is also
Vice President and Secretary of  Calvert-Sloan  Advisers,  L.L.C., a director of
Calvert  Distributors,   Inc.,  and  is  an  officer  of  Acacia  National  Life
Insurance Company. DOB: 08/12/47.
         DANIEL  K.  HAYES,  Vice  President.  Mr.  Hayes is Vice  President  of
Calvert Asset Management  Company,  Inc., and is an officer of each of the other
investment  companies  in the  Calvert  Group of Funds,  except for  Calvert New
World Fund, Inc. DOB: 09/09/50.
         SUSAN  WALKER  BENDER,  Esq.,   Assistant  Secretary.   Ms.  Bender  is
Associate  General Counsel of Calvert Group,  Ltd. and an officer of each of its
subsidiaries and Calvert-Sloan  Advisers,  L.L.C. She is also an officer of each
of the other investment companies in the Calvert Group of Funds. DOB: 01/29/59.
         KATHERINE STONER, Esq., Assistant Secretary. Ms. Stoner is Associate
General Counsel of Calvert Group and an officer of each of its subsidiaries
and Calvert-Sloan Advisers, L.L.C. She is also an officer of each of the other
investment companies in the Calvert Group of Funds. DOB: 10/21/56.
         IVY WAFFORD  DUKE,  Esq.,  Assistant  Secretary.  Ms. Duke is Assistant
Counsel  of  Calvert  Group  and an  officer  of  each of its  subsidiaries  and
Calvert-Sloan  Advisers,  L.L.C.  She is also an  officer  of each of the  other
investment  companies  in the  Calvert  Group  of  Funds.  Prior to  working  at
Calvert Group,  Ms. Duke was an Associate in the Investment  Management Group of
the Business and Finance Department at Drinker Biddle & Reath. DOB: 09/07/68.

         The address of Trustees and Officers,  unless  otherwise noted, is 4550
Montgomery  Avenue,  Suite  1000N,   Bethesda,   Maryland  20814.  Trustees  and
Officers  as a group own less  than 1% of the  Portfolio's  outstanding  shares.
Trustees marked with an *, above,  are "interested  persons" of the Fund,  under
the Investment Company Act of 1940.
         Each of the above named  trustees  and officers is a trustee or officer
of each of the  investment  companies  in the  Calvert  Group of Funds  with the
exception  of Calvert  Social  Investment  Fund,  of which only  Messrs.  Baird,
Guffey  and Silby and Ms.  Krumsiek  are among the  Trustees,  Calvert  Variable
Series,  Inc., of which only Messrs.  Blatz, Diehl and Pugh and Ms. Krumsiek are
among the  Directors,  Calvert  World Values Fund,  Inc.,  of which only Messrs.
Guffey and Silby and Ms.  Krumsiek  are among the  Directors,  and  Calvert  New
World Fund,  Inc., of which only and Ms.  Krumsiek and Mr. Martini are among the
Directors.
         The  Board's  Audit  Committee  is composed  of Messrs.  Baird,  Blatz,
Feldman,  Guffey and Pugh.  The  Investment  Policy  Committee  is  composed  of
Messrs. Borts, Diehl, Gavian, Rochat and Silby.
         During  fiscal  1998,  trustees  of the  Fund not  affiliated  with the
Fund's  Advisor were paid  $_______.  Trustees of the Fund not  affiliated  with
the Advisor  presently  receive an annual fee of $20,500 for service as a member
of the Board of  Trustees of the  Calvert  Group of Funds,  and a fee of $750 to
$1,500 for each  regular  Board or  Committee  meeting  attended;  such fees are
allocated among the respective Funds on the basis of net assets.
         Trustees of the Fund not  affiliated  with the Fund's Advisor may elect
to defer  receipt of all or a  percentage  of their fees and invest  them in any
fund in the Calvert Family of Funds through the Trustees  Deferred  Compensation
Plan  (shown  as  "Pension  or  Retirement  Benefits  Accrued  as  part  of Fund
Expenses,"  below).  Deferral of the fees is designed to maintain the parties in
the same position as if the fees were paid on a current basis.

                           Trustee Compensation Table

Fiscal Year 1998      Aggregate         Pension or        Total Compensation
                      Compensation      Retirement        from Benefits
(unaudited numbers)   from Registrant   Accrued as        Registrant and Fund
                      for Service       part of           Complex paid to
                      as Trustee        of Registrant     Trustee**
                                        Expenses*

Name of Trustee

Richard L. Baird, Jr. $_,___            $0                $__,___
Frank H. Blatz, Jr.   $_,___            $0                $__,___
Frederick T. Borts    $_,___            $0                $__,___
Charles E. Diehl      $_,___            $_,___            $__,___
Douglas E. Feldman    $_,___            $0                $__,___
Peter W. Gavian       $_,___            $_,___            $__,___
John G. Guffey, Jr.   $_,___            $0                $__,___
M. Charito Kruvant    $_,___            $_,___            $__,___
Arthur J. Pugh        $_,___            $_,___            $__,___
D. Wayne Silby        $_,___            $0                $__,___

*Messrs. Blatz, Diehl, Gavian and Pugh and Ms. Kruvant have chosen to defer a
portion of their compensation. As of December 31, 1998, total deferred
compensation, including dividends and capital appreciation, was $___,___.__,
$___,___.__, $___,___.__, $___,___.__, and $___,___.__, for each trustee,
respectively.
**As of December 31, 1998. The Fund Complex consists of nine (9) registered
investment companies.

- --------------------------------------------------------------------------------
                               INVESTMENT ADVISOR
- --------------------------------------------------------------------------------

         The Fund's  Investment  Advisor is Calvert  Asset  Management  Company,
Inc.,  4550  Montgomery  Avenue,  Suite  1000N,  Bethesda,   Maryland  20814,  a
subsidiary of Calvert Group,  Ltd.,  which is a subsidiary of Acacia Mutual Life
Insurance Company of Washington, D.C.
         The  Advisory  Contract  (the  "Contract")  between  the  Fund  and the
Advisor will remain in effect  indefinitely,  provided  continuance  is approved
at least  annually by the vote of the  holders of a majority of the  outstanding
shares  of the  Fund or by the  Board  of  Trustees  of the  Fund;  and  further
provided  that  such  continuance  is also  approved  annually  by the vote of a
majority  of the  Trustees  of the Fund  who are not  parties  to the  Contract,
interested  persons of parties to the Contract,  or  interested  persons of such
parties,  cast in person at a meeting  called for the  purpose of voting on such
approval.  The Contract may be terminated  without  penalty by either party upon
60 days' prior written notice;  it automatically  terminates in the event of its
assignment.
         Under the  Contract,  the  Advisor  provides  investment  advice to the
fund and oversees its  day-to-day  operations,  subject to direction and control
by  the  Fund's  Board  of  Trustees.  For  its  services,  effective  with  the
commencement of the  Institutional  Class (September 1998), the Advisor receives
a fee of 0.25% of the first  $500  million  of the  average  daily net assets of
the Fund,  0.225% of the next $400  million  of such  assets,  0.20% of the next
$400  million of such  assets,  0.175% of the next $700  million of such assets,
and 0.15% on all assets in excess of $2 billion. Such fee is payable monthly.
         The Advisor  provides  the Fund with  investment  advice and  research,
pays the salaries and fees of all  Trustees and  executive  officers of the Fund
who are  principals  of the  Advisor,  and pays  certain  Fund  advertising  and
promotional  expenses.  The Fund pays all  other  administrative  and  operating
expenses,   including:   custodial   fees;   shareholder   servicing,   dividend
disbursing and transfer agency fees;  administrative  service fees;  federal and
state  securities  registration  fees;  insurance  premiums;  trade  association
dues;  interest,  taxes and other  business  fees;  legal  and audit  fees;  and
brokerage  commissions and other costs  associated with the purchase and sale of
portfolio  securities.  However,  the Advisor has agreed to  reimburse  the Fund
for all  expenses  (excluding  brokerage,  taxes,  interest,  and  extraordinary
items)  exceeding,  on a pro rata  basis,  1% of the  Fund's  average  daily net
assets.
         The advisory fees paid to the Advisor  under the Advisory  Contract for
the  1996,  1997,  and  1998  fiscal  years  were  $1,238,849,  $1,206,618,  and
$__________,  respectively.  No expense  reimbursements have been required under
the Contract.

- --------------------------------------------------------------------------------
                            ADMINISTRATIVE SERVICES
- --------------------------------------------------------------------------------

         Calvert  Administrative   Services  Company  ("CASC"),  a  wholly-owned
subsidiary  of Calvert  Group,  Ltd.,  has been  retained by the Fund to provide
certain  administrative   services  necessary  to  the  conduct  of  the  Fund's
affairs.  Such services  include the  preparation  of corporate  and  regulatory
reports and filings,  portfolio  accounting,  and the daily determination of net
investment   income  and  net  asset  value  per  share.   Effective   with  the
commencement of the Institutional  Class (September  1998),  Classes O, B, and C
pay an annual rate of 0.25%,  while the Institutional  Class pays an annual rate
of 0.05%,  based on average  daily net  assets.  Class T pays an annual  rate of
_.__%.  There  were no  administrative  services  fees  paid by the  Fund in the
1997  fiscal  year.  During  fiscal  year  1998,  the  Fund  paid  $________  in
administrative fees.

- --------------------------------------------------------------------------------
                    TRANSFER AND SHAREHOLDER SERVICING AGENT
- --------------------------------------------------------------------------------

         National  Financial  Data  Services,  Inc.  ("NFDS"),  a subsidiary  of
State  Street  Bank & Trust,  has been  retained  by the Fund to act as transfer
agent  and  dividend   disbursing   agent.   These   responsibilities   include:
responding  to certain  shareholder  inquiries and  instructions,  crediting and
debiting  shareholder  accounts for purchases and redemptions of Fund shares and
confirming  such  transactions,  and daily updating of  shareholder  accounts to
reflect declaration and payment of dividends.
         Calvert Shareholder  Services,  Inc. ("CSSI"),  a subsidiary of Calvert
Group,  Ltd.,  and  Acacia  Mutual,  has  been  retained  by the  Fund to act as
shareholder  servicing agent.  Shareholder  servicing  responsibilities  include
responding  to  shareholder   inquiries  and   instructions   concerning   their
accounts,  entering  any  telephoned  purchases  or  redemptions  into  the NFDS
system,  maintenance  of  broker-dealer  data,  and preparing  and  distributing
statements  to  shareholders  regarding  their  accounts.   Calvert  Shareholder
Services, Inc. was the sole transfer agent prior to January 1, 1998.
         For its fiscal years ended  December 31, 1996,  1997 and 1998, the Fund
paid fees of $561,279, $447,044, and $_______, respectively.

- --------------------------------------------------------------------------------
                             PORTFOLIO TRANSACTIONS
- --------------------------------------------------------------------------------

         Portfolio   transactions   are   undertaken   on  the  basis  of  their
desirability from an investment  standpoint.  Investment decisions and choice of
brokers and  dealers  are made by the Fund's  Advisor  under the  direction  and
supervision of the Fund's Board of Trustees.
         It is  intended  that all  securities  maturing  in more  than one year
will be held to maturity.  Sales of securities to facilitate  the  redemption of
Fund  shares  is  contemplated,  but  such  sales  will be  primarily  from  the
short-term  instruments in the Fund's portfolio on which brokerage  charges,  if
any, are minimal.  The Fund  anticipates  that its portfolio  turnover rate with
respect  to  securities  with  maturities  in excess of one year will be no more
than 5%.
         Broker-dealers  who  execute  portfolio  transactions  on behalf of the
Fund are selected on the basis of their  professional  capability  and the value
and quality of their  services.  The Advisor  reserves the right to place orders
for the  purchase of sale of  portfolio  securities  with dealers who provide it
with  statistical,  research,  or other  information and services.  Although any
statistical,  research,  or other  information and services  provided by dealers
may  be  useful  to the  Advisor,  the  dollar  value  of  such  information  is
generally  indeterminable,  and its  availability  or receipt  does not serve to
materially  reduce the Advisor's  normal  research  activities  or expenses.  No
brokerage  commissions  have been paid to any  broker-dealer  that  provided the
Fund's Advisor with research or other services.
         The Advisor may also  execute  portfolio  transactions  with or through
broker-dealers  who have sold shares of the Fund.  However,  such sales will not
be a qualifying  or  disqualifying  factor in a  broker-dealer's  selection  nor
will the  selection of any  broker-dealer  be based on the volume of Fund shares
sold.  The  Advisor may  compensate,  at its  expense,  such  broker-dealers  in
consideration of their promotional and administrative services.

- --------------------------------------------------------------------------------
                     INDEPENDENT ACCOUNTANTS AND CUSTODIANS
- --------------------------------------------------------------------------------

         PricewaterhouseCoopers,  L.L.P.  has  been  selected  by the  Board  of
Trustees  to serve as  independent  accountants  for  fiscal  year  1999.  State
Street Bank & Trust Company,  N.A., 225 Franklin Street,  Boston,  Massachusetts
02110,  currently  serves as custodian  of the  Portfolio's  investments.  First
National Bank of Maryland,  25 South Charles Street,  Baltimore,  Maryland 21203
also serves as custodian  of certain of the  Portfolio's  cash  assets.  Neither
custodian has any part in deciding the  Portfolio's  investment  policies or the
choice of securities that are to be purchased or sold for the Portfolio.

- --------------------------------------------------------------------------------
                             METHOD OF DISTRIBUTION
- --------------------------------------------------------------------------------

         The Fund has  entered  into an  agreement  with  Calvert  Distributors,
Inc.  ("CDI") whereby CDI, acting as principal  underwriter for the Fund,  makes
a  continuous  offering  of the Fund's  securities  on a "best  efforts"  basis.
Under the terms of the  agreement,  CDI is  entitled  to receive a  distribution
fee from the Fund  paid  through  the  Distribution  Plans of Class B, C, and T.
Class O and the  Institutional  Class have no  Distribution  Plans.  For Class B
and Class C shares, CDI receives any CDSC paid.
         Pursuant  to Rule  12b-1  under  the 1940  Act,  Class B, C, and T have
adopted  Distribution  Plans (the  "Plans")  which  permit  them to pay  certain
expenses  associated  with the  distribution  and servicing of its shares.  Such
expenses  may not exceed,  on an annual  basis,  1.00% of the average  daily net
assets of Class B and C, respectively, and 0.25% of Class T.
         The  Distribution  Plans  were  approved  by  the  Board  of  Trustees,
including  the  Trustees who are not  "interested  persons" of the Fund (as that
term is  defined in the 1940 Act) and who have no direct or  indirect  financial
interest  in the  operation  of the Plans or in any  agreements  related  to the
Plans.  The  selection  and  nomination  of the Trustees who are not  interested
persons  of the  Fund is  committed  to the  discretion  of  such  disinterested
Trustees.  In establishing  the Plans, the Trustees  considered  various factors
including  the amount of the  distribution  expenses.  The  Trustees  determined
that there is a reasonable  likelihood  that the Plans will benefit the affected
Class and its shareholders.
         The  Plans  may  be   terminated   by  vote  of  a   majority   of  the
non-interested  Trustees  who have no direct or indirect  financial  interest in
the Plans,  or by vote of a majority of the  outstanding  shares of the affected
class or Portfolio.  Any change in the Plans that would materially  increase the
cost to the affected Class of Portfolio  requires  approval of the  shareholders
of that class;  otherwise,  the Plans may be amended by the Trustees,  including
a majority of the  non-interested  Trustees as described  above.  The Plans will
continue  in  effect  for   successive   one-year   terms   provided  that  such
continuance  is  specifically  approved  by (i) the  vote of a  majority  of the
Trustees  who are not  parties  to the Plans or  interested  persons of any such
party and who have no direct or indirect  financial  interest in the Plans,  and
(ii) the vote of a majority of the entire Board of Trustees.
         Apart from the Plans,  the Advisor and CDI, at their own  expense,  may
incur costs and pay expenses  associated with the  distribution of shares of the
Portfolio.
         Certain  broker-dealers,  and/or other persons may receive compensation
from the investment advisor,  underwriter,  or their affiliates for the sale and
distribution  of  the  securities  or  for  services  to  the  Portfolio.   Such
compensation may include  additional  compensation  based on assets held through
that firm beyond the regularly  scheduled  rates,  and finder's fees payments to
firms whose  representatives  are responsible for soliciting a new account where
the accountholder does not choose to purchase through that firm.

- --------------------------------------------------------------------------------
                              GENERAL INFORMATION
- --------------------------------------------------------------------------------

         The Fund is organized as a Massachusetts  business  trust,  and has one
series,  the  Calvert  First  Government  Money  Market  Fund which was known as
First Variable Rate Fund prior to September 1, 1991.  The Fund's  Declaration of
Trust  contains  an express  disclaimer  of  shareholder  liability  for acts or
obligations  of the Fund.  The  shareholders  of  Massachusetts  business  trust
might,  however,  under  certain  circumstances,  be held  personally  liable as
partners  for  its   obligations.   The   Declaration   of  Trust  provides  for
indemnification  and  reimbursement  of  expenses  out of  Fund  assets  for any
shareholder   held   personally   liable  for   obligations  of  the  Fund.  The
Declaration  of Trust  provides that the Fund shall,  upon  request,  assume the
defense of any claim made against any  shareholder  for any act or obligation of
the Fund and satisfy any judgment  thereon.  The  Declaration  of Trust  further
provides  that  the  Fund  may  maintain  appropriate  insurance  (for  example,
fidelity  bonding and errors and omissions  insurance) for the protection of the
Fund,  its  shareholders,  trustees,  officers,  employees  and  agents to cover
possible tort and other liabilities.  Thus, the risk of a shareholder  incurring
financial loss on account of shareholder  liability is limited to  circumstances
in which  both  inadequate  insurance  exists  and the Fund  itself is unable to
meet its obligations.
         The Fund  offers  five  separate  classes of shares:  Class O, Class B,
Class C,  offered  in one  prospectus;  the  Institutional  Class,  offered in a
separate  prospectus,  and Class T, also offered by a separate  prospectus.  The
classes  represent  interests  in the same  portfolio  of  investments  but,  as
further  described in the  prospectuses,  each class may be subject to differing
sales  charges  and  expenses,  which will  result in  different  dividends  and
distributions.  Upon any  liquidation  of the Fund,  shareholders  of each class
are entitled to share pro rata in the net assets available for distribution.
         The Fund will send its  shareholders  periodic  transaction  statements
and  unaudited  semi-annual  and  audited  annual  financial  statements  of the
Fund's investment securities,  assets and liabilities,  income and expenses, and
changes in net assets.
         The  Prospectuses  and this Statement of Additional  Information do not
contain  all  the  information  in  the  Fund's  registration   statement.   The
registration  statement is on file with the Securities  and Exchange  Commission
and is available to the public.

<PAGE>

PART C. OTHER INFORMATION


Item 23. Exhibits

         1. Declaration of Trust (incorporated by reference to Registrant's
         Post-Effective Amendment No. 11, May 1, 1984).

         2. By-Laws (incorporated by reference to Registrant's
         Post-Effective Amendment No. 11, May 1, 1984).

         4. Specimen Stock Certificate, (incorporated by reference to
         Registrant's Post-Effective Amendment No. 19, April 30, 1992).

         5. Advisory Contract (incorporated by reference to Registrant's
         Post-Effective Amendment No. 11, May 1, 1984).

         6. Underwriting and Dealer Agreement, (incorporated by reference to
         Registrant's Post-Effective Amendment No. 35, March 31, 1998).

         7. Trustees' Deferred Compensation Agreement, (incorporated by
         reference to Registrant's Post-Effective Amendment No. 19, April
         30, 1992).

         8. Custodial Contract, (incorporated by reference to Registrant's
         Post-Effective Amendment No. 35, March 31, 1998).

         9. Transfer Agency Contract, (incorporated by reference to
         Registrant's Post-Effective Amendment No. 35, March 31, 1998).

         10. Opinion and Consent of Counsel as to Legality of
         Shares Being Registered.

         15. Plan of Distribution, (incorporated by reference to Registrant's
         Post-Effective Amendment No. 35, March 31, 1998).

         18. Multiple-class Plan under the Investment Company Act of 1940
         Rule 18f-3, filed herewith.


Item 24. Persons Controlled By or Under Common Control With Registrant

         Not Applicable.

Item 26. Business and Other Connections of Investment Adviser

                           Name of Company, Principal
Name                       Business and Address                   Capacity


Barbara J. Krumsiek        Calvert Variable Series, Inc.          Officer
                           Calvert Municipal Fund, Inc.            and
                           Calvert World Values Fund, Inc.        Director

                           Investment Companies
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ----------------
                           First Variable Rate Fund for           Officer
                            Government Income                      and
                           Calvert Tax-Free Reserves              Trustee
                           Calvert Social Investment Fund
                           Calvert Cash Reserves
                           The Calvert Fund

                           Investment Companies
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ----------------
                           Calvert Asset Management Co., Inc.     Officer
                           Investment Advisor                      and
                           4550 Montgomery Avenue                 Director
                           Bethesda, Maryland 20814
                           ----------------
                           Calvert Group, Ltd.                    Officer
                           Holding Company                         and
                           4550 Montgomery Avenue                 Director
                           Bethesda, Maryland 20814
                           ----------------
                           Calvert Shareholder Services, Inc.     Officer
                           Transfer Agent                          and
                           4550 Montgomery Avenue                 Director
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Administrative Services Co.    Officer
                           Service Company                        and
                           4550 Montgomery Avenue                 Director
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Distributors, Inc.             Officer
                           Broker-Dealer                           and
                           4550 Montgomery Avenue                 Director
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert-Sloan Advisers, LLC            Director
                           Investment Advisor
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert New World Fund, Inc.           Director
                           Investment Company
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           --------------
                           Alliance Capital Mgmt. L.P.      Sr. Vice President
                           Mutual Fund Division                   Director
                           1345 Avenue of the Americas
                           New York, NY 10105
                           --------------

Ronald M. Wolfsheimer      First Variable Rate Fund               Officer
                            for Government Income
                           Calvert Tax-Free Reserves
                           Calvert Cash Reserves
                           Calvert Social Investment Fund
                           The Calvert Fund
                           Calvert Variable Series, Inc.
                           Calvert Municipal Fund, Inc.
                           Calvert World Values Fund, Inc.
                           Calvert New World Fund, Inc.

                           Investment Companies
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           --------------
                           Calvert Asset Management Co., Inc.     Officer
                           Investment Advisor
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Group, Ltd.                    Officer
                           Holding Company
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Shareholder Services, Inc.     Officer
                           Transfer Agent
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Administrative Services Co.    Officer
                           Service Company                         and
                           4550 Montgomery Avenue                 Director
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Distributors, Inc.             Officer
                           Broker-Dealer                           and
                           4550 Montgomery Avenue                 Director
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert-Sloan Advisers, LLC            Officer
                           Investment Advisor
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------

David R. Rochat            First Variable Rate Fund               Officer
                            for Government Income                  and
                           Calvert Tax-Free Reserves              Trustee
                           Calvert Cash Reserves
                           The Calvert Fund

                           Investment Companies
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Municipal Fund, Inc.           Officer
                           Investment Company                      and
                           4550 Montgomery Avenue                 Director
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Asset Management Co., Inc.     Officer
                           Investment Advisor                      and
                           4550 Montgomery Avenue                 Director
                           Bethesda, Maryland 20814
                           ---------------
                           Chelsea Securities, Inc.               Officer
                           Securities Firm                         and
                           Post Office Box 93                     Director
                           Chelsea, Vermont 05038
                           ---------------
                           Grady, Berwald & Co.                   Officer
                           Holding Company                         and
                           43A South Finley Avenue                Director
                           Basking Ridge, NJ 07920
                           ---------------

Reno J. Martini            Calvert Asset Management Co., Inc.     Officer
                           Investment Advisor
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Group, Ltd.                    Officer
                           Holding Company
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           First Variable Rate Fund               Officer
                            for Government Income
                           Calvert Tax-Free Reserves
                           Calvert Cash Reserves
                           Calvert Social Investment Fund
                           The Calvert Fund
                           Calvert Variable Series, Inc.
                           Calvert Municipal Fund, Inc.
                           Calvert World Values Fund, Inc.

                           Investment Companies
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert New World Fund, Inc.           Director
                           Investment Company                      and
                           4550 Montgomery Avenue                 Officer
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert-Sloan Advisers, LLC            Director
                           Investment Advisor                      and
                           4550 Montgomery Avenue                 Officer
                           Bethesda, Maryland 20814
                           ---------------

Charles T. Nason           Acacia Life Insurance                  Officer
                           Acacia National Life Insurance         and Director

                           Insurance Companies
                           7315 Wisconsin Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Acacia Financial Corporation           Officer
                           Holding Company                         and
                           7315 Wisconsin Avenue                  Director
                           Bethesda, Maryland 20814
                           ---------------
                           Acacia Federal Savings Bank            Director
                           Savings Bank
                           7600-B Leesburg Pike
                           Falls Church, Virginia 22043
                           ---------------
                           Enterprise Resources, Inc.             Director
                           Business Support Services
                           7315 Wisconsin Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Acacia Realty Square, L.L.C.           Director
                           Realty Investments
                           7315 Wisconsin Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Gardner Montgomery Company             Director
                           Tax Return Preparation Services
                           7315 Wisconsin Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Group, Ltd.                    Director
                           Holding Company
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Administrative Services Co.    Director
                           Service Company
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Asset Management Co., Inc.     Director
                           Investment Advisor
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Shareholder Services, Inc.     Director
                           Transfer Agent
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Social Investment Fund         Trustee
                           Investment Company
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           -----------------
                           The Advisors Group, Ltd.               Director
                           Broker-Dealer and
                           Investment Advisor
                           7315 Wisconsin Avenue
                           Bethesda, Maryland 20814
                           ---------------

Robert-John H.             Acacia National Life Insurance         Officer
 Sands                     Insurance Company                       and
                           7315 Wisconsin Avenue                  Director
                           Bethesda, Maryland 20814
                           ----------------
                           Acacia Mutual Life Insurance           Officer
                           Insurance Company
                           7315 Wisconsin Avenue
                           Bethesda, Maryland 20814
                           ----------------
                           Acacia Financial Corporation           Officer
                           Holding Company                         and
                           7315 Wisconsin Avenue                  Director
                           Bethesda, Maryland 20814
                           ----------------
                           Acacia Federal Savings Bank            Officer
                           Savings Bank
                           7600-B Leesburg Pike
                           Falls Church, Virginia 22043
                           ---------------
                           Enterprise Resources, Inc.             Director
                           Business Support Services
                           7315 Wisconsin Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Acacia Realty Square, L.L.C.           Director
                           Realty Investments
                           7315 Wisconsin Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           The Advisors Group, Ltd.               Director
                           Broker-Dealer and
                           Investment Advisor
                           7315 Wisconsin Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Gardner Montgomery Company             Director
                           Tax Return Preparation Services
                           7315 Wisconsin Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Group, Ltd.                    Director
                           Holding Company
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Administrative Services Co.    Director
                           Service Company
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Asset Management, Co., Inc.    Director
                           Investment Advisor
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Shareholder Services, Inc.     Director
                           Transfer Agent
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------

William M. Tartikoff       Acacia National Life Insurance         Officer
                           Insurance Company
                           7315 Wisconsin Avenue
                           Bethesda, Maryland 20814
                           ----------------
                           First Variable Rate Fund for           Officer
                            Government Income
                           Calvert Tax-Free Reserves
                           Calvert Cash Reserves
                           Calvert Social Investment Fund
                           The Calvert Fund
                           Calvert Variable Series, Inc.
                           Calvert Municipal Fund, Inc.
                           Calvert World Values Fund, Inc.
                           Calvert New World Fund, Inc.

                           Investment Companies
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Group, Ltd.                    Officer
                           Holding Company
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Administrative                 Officer
                           Services Company
                           Service Company
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Asset Management Co. Inc.      Officer
                           Investment Advisor
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ----------------
                           Calvert Shareholder Services, Inc.     Officer
                           Transfer Agent
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ----------------
                           Calvert Distributors, Inc.             Director
                           Broker-Dealer                           and
                           4550 Montgomery Avenue                 Officer
                           Bethesda, Maryland 20814
                           ----------------
                           Calvert-Sloan Advisers, LLC            Officer
                           Investment Advisor
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ----------------

Susan Walker Bender        Calvert Group, Ltd.                    Officer
                           Holding Company
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Administrative Services Co.    Officer
                           Service Company
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Asset Management Co., Inc.     Officer
                           Investment Advisor
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ----------------
                           Calvert Shareholder Services, Inc.     Officer
                           Transfer Agent
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ----------------
                           Calvert Distributors, Inc.             Officer
                           Broker-Dealer
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ----------------
                           Calvert-Sloan Advisers, LLC            Officer
                           Investment Advisor
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ----------------
                           First Variable Rate Fund for           Officer
                            Government Income
                           Calvert Tax-Free Reserves
                           Calvert Cash Reserves
                           Calvert Social Investment Fund
                           The Calvert Fund
                           Calvert Variable Series, Inc.
                           Calvert Municipal Fund, Inc.
                           Calvert World Values Fund, Inc.
                           Calvert New World Fund, Inc.

                           Investment Companies
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------

Katherine Stoner           Calvert Group, Ltd.                    Officer
                           Holding Company
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Administrative Services Co.    Officer
                           Service Company
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Asset Management Co., Inc.     Officer
                           Investment Advisor
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ----------------
                           Calvert Shareholder Services, Inc.     Officer
                           Transfer Agent
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ----------------
                           Calvert Distributors, Inc.             Officer
                           Broker-Dealer
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ----------------
                           Calvert-Sloan Advisers, LLC            Officer
                           Investment Advisor
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ----------------
                           First Variable Rate Fund for           Officer
                            Government Income
                           Calvert Tax-Free Reserves
                           Calvert Cash Reserves
                           Calvert Social Investment Fund
                           The Calvert Fund
                           Calvert Variable Series, Inc.
                           Calvert Municipal Fund, Inc.
                           Calvert World Values Fund, Inc.
                           Calvert New World Fund, Inc.

                           Investment Companies
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------

Ivy Wafford Duke           Calvert Group, Ltd.                    Officer
                           Holding Company
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Administrative Services Co.    Officer
                           Service Company
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------
                           Calvert Asset Management Co., Inc.     Officer
                           Investment Advisor
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ----------------
                           Calvert Shareholder Services, Inc.     Officer
                           Transfer Agent
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ----------------
                           Calvert Distributors, Inc.             Officer
                           Broker-Dealer
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ----------------
                           Calvert-Sloan Advisers, LLC            Officer
                           Investment Advisor
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ----------------
                           First Variable Rate Fund for           Officer
                            Government Income
                           Calvert Tax-Free Reserves
                           Calvert Cash Reserves
                           Calvert Social Investment Fund
                           The Calvert Fund
                           Calvert Variable Series, Inc.
                           Calvert Municipal Fund, Inc.
                           Calvert World Values Fund, Inc.
                           Calvert New World Fund, Inc.

                           Investment Companies
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ---------------

Daniel K. Hayes            Calvert Asset Management Co., Inc.     Officer
                           Investment Advisor
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ------------------
                           First Variable Rate Fund for           Officer
                            Government Income
                           Calvert Tax-Free Reserves
                           Calvert Cash Reserves
                           Calvert Social Investment Fund
                           The Calvert Fund
                           Calvert Variable Series, Inc.
                           Calvert Municipal Fund, Inc.
                           Calvert World Values Fund, Inc.

                           Investment Companies
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ------------------

Steve Van Order            Calvert Asset Management               Officer
                           Company, Inc.
                           Investment Advisor
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ------------------

John Nichols               Calvert Asset Management               Officer
                           Company, Inc.
                           Investment Advisor
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ------------------

David Leach                Calvert Asset Management               Officer
                           Company, Inc.
                           Investment Advisor
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ------------------

Matthew D. Gelfand         Calvert Asset Management               Officer
                           Company, Inc.
                           Investment Advisor
                           4550 Montgomery Avenue
                           Bethesda, Maryland 20814
                           ------------------
                           Strategic Investment Management        Officer
                           Investment Advisor
                           1001 19th Street North
                           Arlington, Virginia 20009
                           ------------------

Item 27. Principal Underwriters

         (a)      Registrant's principal underwriter also underwrites shares
of Calvert Tax-Free Reserves, Calvert Social Investment Fund, Calvert Cash
Reserves, The Calvert Fund, Calvert Municipal Fund, Inc., Calvert World
Values Fund, Inc., Calvert New World Fund, Inc., and Calvert Variable Series,
Inc. (formerly named Acacia Capital Corporation).

         (b)      Positions of Underwriter's Officers and Directors

Name and Principal         Position(s) with               Position(s) with
Business Address           Underwriter                    Registrant

Barbara J. Krumsiek        Director and President         President and Trustee

Ronald M. Wolfsheimer      Director, Senior Vice          Treasurer
                           President and Chief Financial Officer

William M. Tartikoff       Director, Senior Vice          Vice President and
                           President and Secretary        Secretary

Craig Cloyed               Senior Vice President          None

Karen Becker               Vice President, Operations     None

Steve Cohen                Vice President                 None

Geoffrey Ashton            Regional Vice President        None

Martin Brown               Regional Vice President        None

Janet Haley                Regional Vice President        None

Ben Ogbogu                 Regional Vice President        None

Susan Walker Bender        Assistant Secretary            Assistant Secretary

Katherine Stoner           Assistant Secretary            Assistant Secretary

Ivy Wafford Duke           Assistant Secretary            Assistant Secretary

         (c)      Inapplicable.


Item 28. Location of Accounts and Records

         Ronald M. Wolfsheimer, Treasurer
         and
         William M. Tartikoff, Assistant Secretary
 
         4550 Montgomery Avenue, Suite 1000N
         Bethesda, Maryland 20814


Item 29. Management Services

         Not Applicable

Item 30. Undertakings

         Not Applicable

         SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and
the Investment Company Act of 1940, the Registrant certifies that it
has duly caused this registration statement to be signed on its behalf
by the undersigned, duly authorized, in the City of Bethesda, and
State of Maryland, on the 14th day of January, 1999.

FIRST VARIABLE RATE FUND

         By:
         ________________**________________
         Barbara J. Krumsiek
         President and Trustee

         SIGNATURES

Pursuant to the requirements of the Securities Act of 1933,
this Registration Statement has been signed below by the following
persons in the capacities and on the date indicated.


Signature                           Title                     Date


__________**____________            President and             1/14/99
Barbara J. Krumsiek                 Trustee (Principal Executive Officer)


__________**____________            Principal Accounting      1/14/99
Ronald M. Wolfsheimer               Officer


__________**____________            Trustee                   1/14/99
Richard L. Baird, Jr.


__________**____________            Trustee                   1/14/99
Frank H. Blatz, Jr., Esq.


__________**____________            Trustee                   1/14/99
Frederick T. Borts, M.D.


__________**____________            Trustee                   1/14/99
Charles E. Diehl


__________**____________            Trustee                   1/14/99
Douglas E. Feldman


__________**____________            Trustee                   1/14/99
Peter W. Gavian


__________**____________            Trustee                   1/14/99
John G. Guffey, Jr.


__________**____________            Trustee                   1/14/99
M. Charito Kruvant


__________**____________            Trustee                   1/14/99
Arthur J. Pugh


__________**____________            Trustee                   1/14/99
David R. Rochat


__________**____________            Trustee                   1/14/99
D. Wayne Silby


**By Katherine Stoner as Attorney-in-fact, pursuant to Power of Attorney Forms
on file.







Exhibit 10




January 14, 1999


Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549


         Re:      Exhibit 10, Form N-1A
                  First Variable Rate Fund
                  File numbers 2-56809 and 811-2633


Ladies and Gentlemen:


         As counsel to Calvert Group, Ltd., it is my opinion that the
securities being registered by this Post-Effective Amendment No. 37 will
be legally issued, fully paid and non-assessable when sold. My opinion
is based on an examination of documents related to First Variable Rate
Fund (the "Trust"), including its Declaration of Trust, its By-Laws,
other original or photostatic copies of Trust records, certificates of
public officials, documents, papers, statutes, and authorities as I
deemed necessary to form the basis of this opinion.

         I therefore consent to filing this opinion of counsel with the
Securities and Exchange Commission as an Exhibit to the Trust's
Post-Effective Amendment No. 37 to its Registration Statement.

                                            Sincerely,

                                            /s/

                                            Katherine Stoner
                                            Associate General Counsel






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