CALVERT TAX FREE RESERVES
497, 1995-10-04
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PROSPECTUS -- January 31, 1995 As revised September 30, 1995 

MONEY MANAGEMENT PLUS 
TAX-FREE PORTFOLIO 
Calvert Tax-Free Reserves Money Market Portfolio Class MMP Shares 
4550 Montgomery Avenue, Bethesda, Maryland 20814 

INVESTMENT OBJECTIVE AND POLICIES 

MONEY  MANAGEMENT  PLUS TAX-FREE  PORTFOLIO  (the "Fund") is a money market fund
which  seeks to obtain the  highest  level of current  income,  consistent  with
preservation of capital and liquidity,  that is available through investments in
specified money market  instruments.  It is a class of Calvert Tax-Free Reserves
Money Market Portfolio  ("CTFR Money Market").  The Fund invests in high quality
short-term  municipal  obligations,  and its dividends are substantially  exempt
from federal  income tax. The Fund's assets are invested in securities  maturing
in one year or less, with an average  weighted  maturity of 90 days or less. The
Fund  seeks to  maintain  a  constant  net asset  value of $1.00 per  share.  An
investment in the Fund is neither insured nor guaranteed by the U.S. Government.
There can be no assurance  that the Fund will be  successful  in  maintaining  a
constant net asset value of $1.00 per share.

TO OPEN AN ACCOUNT 

Call your  broker,  or complete  and return the  enclosed  Account  Application.
Minimum investment is $2,000.

ABOUT THIS PROSPECTUS 

Please read this Prospectus before investing. It is designed to provide you with
information  you ought to know  before  investing  and to help you decide if the
Fund's goals match your own. Keep this document for future reference.

A Statement  of  Additional  Information  (dated  January 31,  1995,  as revised
September 30, 1995) for the Fund has been filed with the Securities and Exchange
Commission and is  incorporated  by reference.  This free Statement is available
upon request from the Fund: 800-368-2748.

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.

SHARES OF THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED OR ENDORSED
BY, ANY BANK,  AND ARE NOT FEDERALLY  INSURED BY THE FDIC,  THE FEDERAL  RESERVE
BOARD, OR ANY OTHER AGENCY.

<TABLE>
<CAPTION>

FUND EXPENSES 

<S>                                             <C>  

A.  Shareholder Transaction Expenses 
    Sales Load on Purchases                     None 
    Sales Load on Reinvested Dividends          None 
    Deferred Sales Load                         None 
    Redemption Fees                             None  
    Exchange Fee                                None 

B.  Annual Fund Operating Expenses - Fiscal  
    Year 19941<F1> 
    (as a percentage of net assets) 
    Management Fees                             0.46% 
    Rule 12b-1 Fees                             0.35% 
    Other Expenses                              0.16% 
    Total Fund Operating Expenses               0.97%
 
<FN>
<F1>The expense ratio has been estimated for expenses anticipated in the
current fiscal year.
</FN>
</TABLE>



C. Example: You would pay the following expenses on a $1,000 investment,
assuming (1) 5% annual return and (2) redemption at the end of each period:

                                    1 Year           3 Years 
Tax-Free Portfolio                  $10              $31 

The information in the above fee table and example relates only to the Class MMP
Shares.  CTFR Money Market also offers another class of shares,  Class O shares.
Class O shares and Class MMP shares of each fund are the same  except that Class
O shares are not subject to any Rule 12b-1 Fees.

Explanation of Table: The purpose of the table is to assist you in understanding
the various  costs and expenses  that an investor in the Fund may bear  directly
(shareholder transaction costs) or indirectly (annual fund operating expenses).

A.  Shareholder  Transaction  Expenses  are charges you pay when you buy or sell
shares.  If you  request  a wire  redemption  of less than  $1,000,  you will be
charged a $5 wire fee.

B.  Annual Fund  Operating  Expenses  have been  estimated  to reflect  expenses
anticipated in fiscal 1995 for the Fund. Management Fees are paid by the Fund to
Calvert Asset Management Company,  Inc. ("Advisor") for managing its investments
and business affairs.  Management Fees also includes an  administrative  service
fee paid to Calvert  Administrative  Services  Company.  The Fund  incurs  Other
Expenses for maintaining shareholder records,  furnishing shareholder statements
and reports, and other services. Management Fees and Other Expenses have already
been  reflected in the Fund's yield and are not charged  directly to  individual
shareholder  accounts.  Please refer to the section "Management of the Fund" for
further information.

The Fund's Rule 12b-1 fees include an asset-based  sales charge.  It is possible
in  theory  that  long-term  shareholders  in the Fund  could  pay more than the
economic  equivalent of the maximum front-end sales charge permitted by rules of
the National Association of Securities Dealers,  Inc.; however, this is unlikely
because these are money market funds, and have no front-end sales charge.

C.  Example of  Expenses.  The  example,  which is  hypothetical,  should not be
considered a representation  of past or future expenses.  Actual expenses may be
higher or lower than those shown.

INVESTMENT OBJECTIVE AND POLICIES 

Investment  Objective:  The  Fund  seeks to earn the  highest  level of  current
income, consistent with preservation of capital and liquidity.

The Fund is a  diversified  money  market  fund whose  objective  is to earn the
highest level of current  income,  consistent  with  preservation of capital and
liquidity,  that is  available  through  investment  in  specified  money market
instruments. Assets are invested in securities maturing in one year or less, and
the Fund maintains an average weighted maturity of 90 days or less.

The Fund invests  primarily in municipal  obligations  whose  interest is exempt
from federal income tax.

The Fund invests in fixed and variable rate municipal obligations whose interest
is exempt from federal income tax and which are of high quality.  See "Dividends
and Taxes" below for information  concerning the federal alternative minimum tax
for particular  classes of investors.  Its investments  must be rated within the
two highest  credit  ratings  categories  or, if unrated,  are determined by the
Advisor  to be of  comparable  quality.  The  quality  may  be  determined  by a
commercial credit rating service,  such as Moody's Investors  Service,  Inc., or
Standard  & Poor's  Corporation  or, in the case of any  instrument  that is not
rated,  of  comparable  quality  as  determined  by  the  Advisor.  There  is no
limitation  on the  percentage  of the Fund's  assets  which may be  invested in
unrated  obligations;  such obligations,  because they lack ratings, may be less
liquid than rated  obligations of comparable  quality.  For more  information on
ratings, see the Statement of Additional Information.

When-Issued Purchases 

Purchasing  obligations  for future  delivery  or on a  "when-issued"  basis may
increase the 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.

Variable Rate Obligations 

The Fund may invest in variable and floating  rate  obligations.  Variable  rate
obligations  have a yield which is adjusted  periodically  based upon changes in
the level of  prevailing  interest  rates.  Floating  rate  obligations  have an
interest  rate fixed to a known lending  rate,  such as the prime rate,  and are
automatically  adjusted  when that rate  changes.  Variable  and  floating  rate
obligations  lessen the capital  fluctuations  usually  inherent in fixed income
investments,  to diminish the risk of capital  depreciation of Fund  investments
and Fund shares;  but this also means that should  interest rates  decline,  the
yield of the Fund will decline and the Fund would not have as many opportunities
for capital appreciation of its investments.

Demand Notes and Other Investments 

The Fund may invest in floating  rate and  variable  rate demand  notes.  Demand
notes  provide  that the holder may demand  payment of the note at its par value
plus accrued  interest by giving notice to the issuer.  To ensure the ability of
the issuer to make  payment  upon such  demand,  the note may be supported by an
unconditional bank letter of credit.

The Fund may invest in structured  money market  instruments.  In all cases,  it
invests only in high-quality instruments (rated in one of the two highest rating
categories,  or  if  unrated,  of  comparable  credit  quality)  that  meet  the
requirements  of SEC Rule 2a-7 regarding  credit  quality and maturity.  See the
Statement of Additional Information.

Temporary Taxable Investments 

From time to time for  liquidity  purposes  or  pending  the  investment  of the
proceeds of the sale of its shares,  the Fund 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 to you as ordinary income
unless you are otherwise exempt from taxation.

Other Policies 

The Fund has  adopted  certain  fundamental  investment  restrictions  which are
discussed  in  detail  in  the  Statement  of  Additional  Information.   Unless
specifically   noted   otherwise,   the  investment   objective,   policies  and
restrictions  of the  Fund  are  fundamental  and  may  not be  changed  without
shareholder approval. There can be no assurance that the Fund will be successful
in meeting its investment objective.

YIELD 

Yield refers to income generated by an investment over a period of time. 

From time to time, the Fund may advertise  "yield" and "effective  yield." Yield
figures are based on historical earnings and are not intended to indicate future
performance.  The "yield" of a Fund refers to the actual income  generated by an
investment  in  the  Fund  over  a  particular   base  period,   stated  in  the
advertisement.  If the base  period  is less than one  year,  the yield  will be
"annualized."  That is, the amount of income generated by the investment  during
the base period is assumed to be generated  over a one-year  period and is shown
as  a  percentage  of  the  investment.  The  "effective  yield"  is  calculated
similarly, but, when annualized,  the income earned by an investment in the Fund
is assumed to be reinvested.  The "effective yield" will be slightly higher than
the "yield" because of the compounding effect of this assumed reinvestment.

"Tax Equivalent Yield" 

The Fund may also advertise its "tax equivalent yield." The tax equivalent yield
is the yield an investor would be required to obtain from taxable investments to
equal the Fund's  yield,  all or a portion of which may be exempt  from  federal
income taxes.  The tax equivalent yield is computed by taking the portion of the
Fund's  effective  yield by a factor based upon a stated  income tax rate,  then
adding the portion of the yield that is not exempt from regular  federal  income
tax.  The factor  which is used to  calculate  the tax  equivalent  yield is the
reciprocal of the difference between 1 and the applicable income tax rate, which
will be stated in the advertisement.

MANAGEMENT OF THE FUND 

The Board of Trustees  supervises  the activities and reviews its contracts with
companies that provide the Fund with services.

The Fund is a class of Calvert  Tax-Free  Reserves  Money  Market  Portfolio,  a
series of Calvert Tax-Free Reserves, a Massachusetts business trust organized on
October  20,  1980.  The  original  class  (Class O) and the  Class  MMP  shares
represent  interests in the same portfolio of  investments  and are identical in
all respects, except: (a) the Distribution Plan expenses are payable only by the
MMP shares; (b) the classes may have different transfer agency fees; (c) postage
and delivery, printing and stationery expenses will be separately allocated; (d)
the classes will have different  dividend rates due solely to the effects of (a)
through (c) above; and (e) only the MMP shares may vote on matters which pertain
to the Distribution Plan.

The Fund is an open-end  diversified  management  investment  company. It is not
required to hold annual shareholder meetings, but special meetings may be called
for certain purposes such as electing Trustees,  changing fundamental  policies,
or approving a management contract.  As a shareholder,  you receive one vote for
each share of the Fund you own.  For  matters  affecting  only one  class,  only
shares of that class are entitled to vote.

Calvert  Group  is  one  of  the  largest  investment  management  firms  in the
Washington, D.C. area.

Calvert Group,  Ltd., parent of the Fund's investment  advisor,  transfer agent,
and  distributor,  is a subsidiary  of Acacia Mutual Life  Insurance  Company of
Washington, D.C. Calvert Group is one of the largest investment management firms
in the  Washington,  D.C. area.  Calvert Group,  Ltd. and its  subsidiaries  are
located at 4550 Montgomery Avenue, Suite 1000N, Bethesda,  Maryland 20814. As of
December 31, 1994,  Calvert Group managed and  administered  assets in excess of
$4.2 billion and more than 200,000 shareholder and depositor accounts.

Calvert Asset Management serves as Advisor to the Fund. 

Calvert Asset Management Company,  Inc. (the "Advisor") is the Fund's investment
advisor.  The  Advisor  provides  the  Fund  with  investment   supervision  and
management;  administrative  services and office space;  furnishes executive and
other  personnel;  and  pays  the  salaries  and  fees of all  Trustees  who are
affiliated  persons of the Advisor.  The Advisor may also assume and pay certain
advertising  and  promotional  expenses  of the Fund and  reserves  the right to
compensate  broker-dealers  in return for their  promotional  or  administrative
services.  The  Advisor  has  agreed to limit the  Fund's  expenses  to the most
restrictive state limitation in effect.

The Advisor receives a fee based on a percentage of the Fund's assets. 

The Advisor is  entitled,  pursuant to the  Investment  Advisory  Agreement,  to
receive an annual advisory fee of 0.50% of the Fund's average daily net assets.

Calvert Administrative  Services Company provides administrative services to the
Fund.

Calvert  Administrative  Services Company ("CASC"), an affiliate of the Advisor,
provides  certain  administrative  services  necessary  to  the  conduct  of its
affairs,  including  the  preparation  of  regulatory  filings  and  shareholder
reports, the daily determination of its net asset value per share and dividends,
and the  maintenance  of its  portfolio  and general  accounting  records.  CASC
receives a total fee from  Calvert  Tax-Free  Reserves of $200,000  per year for
providing such services, allocated among its several portfolios.

Calvert Distributors, Inc. serves as underwriter to market the Fund's shares. 

Calvert  Distributors,  Inc.  ("CDI") is the Fund's  principal  underwriter  and
distributor.  Under the terms of its  underwriting  agreement with the Fund, CDI
markets and  distributes  the Fund's  shares and is  responsible  for payment of
compensation and service fees to  broker-dealers,  banks, and financial services
firms, preparation of advertising and sales literature, and printing and mailing
of prospectuses to prospective investors.

The Fund may pay distribution and servicing  expenses  pursuant to its Class MMP
Distribution Plan.

Pursuant to Rule 12b-1 under the  Investment  Company Act of 1940,  the Fund has
adopted a  Distribution  Plan for its Class MMP Shares only which  permits it to
pay certain  expenses  associated with the  distribution of its shares.  Amounts
paid by the Fund to the Distributor  under the Distribution Plan are used to pay
dealers and other selling firms dealer-paid quarterly  compensation at an annual
rate of up to 0.40% of the average  daily net assets of accounts the  respective
firms  maintain  in the Fund.  They are also  used to pay  dealers  and  others,
including the Distributor's  salespersons who service accounts,  service fees at
an annual rate of up to 0.25% of such assets,  and to pay CDI for its  marketing
and  distribution  expenses,  preparation of advertising  and sales  literature,
printing and mailing of prospectuses to prospective investors.  The Distribution
Plan  expenses may not annually  exceed 0.35% of the Class MMP average daily net
assets.

CDI  may  also  pay  additional  concessions,   including  non-cash  promotional
incentives,  such as  merchandise  or trips,  to  dealers  employing  registered
representatives  who sell a minimum  dollar  amount of shares of the Fund and/or
shares of other Funds  underwritten by CDI. CDI may make expense  reimbursements
for special training of a dealer's  registered  representatives,  advertising or
equipment,  or to  defray  the  expenses  of  sales  contests.  CDI may  receive
reimbursement of eligible  marketing and  distribution  expenses from the Fund's
Rule 12b-1  Distribution  Plan.  Salespersons  or any other  person  entitled to
receive compensation for selling shares may receive different  compensation with
respect to one particular class of shares over another.

The  Distribution  Plan may be terminated at any time by vote of the Independent
Trustees or by vote of a majority of the outstanding voting shares of the Fund.

The transfer agent keeps your account records. 

Calvert Shareholder Services,  Inc. is the Fund's transfer,  dividend disbursing
and shareholder servicing agent.

SHAREHOLDER GUIDE 

Opening An Account 

You can buy shares of the Fund in several ways which are  described  here and in
the chart on page.

An account  application  accompanies  this  prospectus.  A completed  and signed
application is required for each new account you open,  regardless of the method
you choose for making your initial investment.  Additional forms may be required
from  corporations,  associations,  and  certain  fiduciaries.  If you  have any
questions  or need extra  applications,  call your broker,  or Calvert  Group at
800-368-2748.

Share Price 

The Fund's shares are sold without a sales charge. The price of one share is its
"net asset  value," or NAV.  NAV is  computed  by adding the value of the Fund's
investments plus cash and other assets,  deducting liabilities and then dividing
the result by the number of shares  outstanding.  The NAV is  calculated  at the
close of each  business  day,  which  coincides  with the closing of the regular
session of the New York Stock Exchange  (normally 4:00 p.m.  Eastern time).  The
Fund is open for  business  each day the New York Stock  Exchange  is open.  The
Fund's securities are valued according to the "amortized cost" method,  which is
intended to stabilize the NAV at $1.00 per share.

All  purchases of Fund shares will be confirmed  and credited to your account in
full and fractional  shares (rounded to the nearest 1/100 of a share).  The Fund
may send monthly statements in lieu of immediate  confirmations of purchases and
redemptions.

HOW TO BUY SHARES 

Method        New Accounts                         Additional  
Investments 

By Mail       $2,000 minimum                       $250 minimum 

              Please make your check               Please make your check   
              payable to the Fund and              payable to the Fund and   
              mail it with your                    mail it with your 
              application to:                      investment slip to:

              Calvert Group                        Calvert Group 
              P.O. Box 419544                      P.O. Box 419739 
              Kansas City, MO 64141-6544           Kansas City, MO 64141-6739 

By Registered, Certified, or Overnight Mail:         Calvert Group 
                                                     c/o NFDS, 6th Floor 
                                                     1004 Baltimore 
                                                     Kansas City, MO 64105-1807 

Through Your Broker   $2,000 minimum               $250 minimum 

FOR ALL OPTIONS BELOW, PLEASE CALL YOUR BROKER OR CALVERT GROUP AT 800-368-2745 

By Exchange           $2,000 minimum              $250 minimum 
(From your account in another Calvert Group Fund) 

When opening an account by exchange,  your new account must be established  with
the same name(s),  address and taxpayer  identification  number as your existing
Calvert account.

By Bank Wire          $2,000 minimum              $250 minimum 

By Calvert Money       Not Available for          $50 minimum 
Controller*            Initial Investment 

*Please allow  sufficient time for Calvert Group to process your initial request
for this service,  normally 10 business days. The maximum  transaction amount is
$300,000, and your purchase request must be received by 4:00 p.m. Eastern time.

WHEN YOUR ACCOUNT WILL BE CREDITED 

Before you buy shares,  please read the following  information to make sure your
investment is accepted and credited properly.

Your  purchase  will be processed at the net asset value  calculated  after your
order is received  and  accepted.  The Fund  attempts to maintain a constant net
asset value of $1.00 per share. If your purchase is made by wire and is received
by 12:30 p.m.  (Eastern  time),  your account will be credited and begin earning
dividends on the day of receipt.  Exchanges  are credited the day the request is
received by mail or  telephone,  and begin  earning  dividends the next business
day. If your wire purchase is received after 12:30 p.m. Eastern time, it will be
credited the same business  day, and begin  earning  dividends the next business
day.  If the  purchase is by check,  and is  received  by 4:00 p.m.,  it will be
credited that business day, and begin earning dividends the next business day.

All of your purchases  must be made in U.S.  dollars and checks must be drawn on
U.S. banks. No cash will be accepted. The Fund reserves the right to suspend the
offering  of  shares  for a period of time or to reject  any  specific  purchase
order. If your check does not clear, your purchase will be canceled and you will
be charged a $10 fee plus costs  incurred.  When you  purchase  by check or with
Calvert Money Controller, those funds will be on hold for up to 10 business days
from the date of receipt.  During that period,  redemptions  against those funds
(including drafts) will not be honored. To avoid this collection period, you can
wire federal funds from your bank, which may charge you a fee.

EXCHANGES 

You may exchange shares of the Fund for shares of other Calvert Group Funds. 

If your investment goals change, the Calvert Group Family of Funds has a variety
of investment  alternatives  that includes  common stock funds,  tax-exempt  and
corporate  bond funds,  and money  market  funds.  The  exchange  privilege is a
convenient way to buy shares in other Calvert Group Funds in order to respond to
changes in your goals or in market conditions.  Before you make an exchange from
a Fund or Portfolio, please note the following:

Call your broker or a Calvert representative for information and a
prospectus for any of Calvert's other Funds registered in your state. Read
the prospectus of the Fund or Portfolio into which you want to exchange for
relevant information, including class offerings.

Each exchange represents the sale of shares of one Fund and the purchase of
shares of another.

Complete and sign an application for an account in that Fund or Portfolio,
taking care to register your new account in the same name and taxpayer
identification number as your existing Calvert account(s). Exchange
instructions may then be given by telephone if telephone redemptions have
been authorized and the shares are not in certificate form.

Shares on which you have already paid a sales charge or shares acquired by
reinvestment of dividends or distributions at Calvert Group may be
exchanged into another Fund at no additional charge.

The Fund reserves the right to terminate or modify the exchange privilege
with 60 days' written notice.

OTHER CALVERT GROUP SERVICES

Calvert Information Network 

24 hour performance and prices  

Calvert Group has a round-the-clock telephone service that lets existing
customers use a push button phone to obtain prices, performance
information, account balances, and authorize certain transactions.

Calvert Money Controller

Calvert Money Controller  eliminates the delay of mailing a check or the expense
of wiring funds. You can request this free service on your application.

This service allows you to authorize  electronic  transfers of money to purchase
or sell shares.  You use Calvert Money Controller like an "electronic  check" to
move money ($50 to $300,000)  between  your bank account and your Calvert  Group
account with one phone call.  Allow one or two business  days after the call for
the  transfer to take place;  for money  recently  invested,  allow normal check
clearing time (up to 10 business  days) before  redemption  proceeds are sent to
your bank.

You may also arrange systematic monthly or quarterly  investments  (minimum $50)
into your Calvert Group account.  After you give us proper  authorization,  your
bank account will be debited to purchase Fund shares.  A debit entry will appear
on your bank statement.  If you would like to make  arrangements  for systematic
monthly or quarterly  redemptions  from your Calvert  Group  account,  call your
broker or Calvert for a Money Controller Application.

Telephone Transactions 

Calvert may record all telephone calls. 

You may purchase,  redeem, or exchange shares,  wire funds and use Calvert Money
Controller by telephone if you have  pre-authorized  service  instructions.  You
automatically  have telephone  privileges unless you elect otherwise.  The Fund,
the transfer agent and their  affiliates are not liable for acting in good faith
on  telephone  instructions  relating  to your  account,  so long as they follow
reasonable procedures to determine that the telephone  instructions are genuine.
Such  procedures  may include  recording the telephone  calls and requiring some
form of personal  identification.  You should  verify the  accuracy of telephone
transactions immediately upon receipt of your confirmation statement.

Complete  the  "Option"  sections  of the  application  for the  easiest  way to
establish services.

The easiest way to establish  optional services on your Calvert Group account is
to select the options you desire when you complete your account application.  If
you wish to add other options later,  you may have to provide us with additional
information  and a  signature  guarantee.  Please  call your  broker or  Calvert
Investor  Relations  at  800-368-2745  for  further  assistance.  For our mutual
protection,  we may require a signature guarantee on certain written transaction
requests. A signature guarantee verifies the authenticity of your signature, and
may be obtained from any bank, savings and loan association, credit union, trust
company,  broker-dealer firm or member of a domestic stock exchange. A signature
guarantee cannot be provided by a notary public.

Householding of General Mailings 

Householding   reduces  Fund   expenses  and  saves  paper  and  trees  for  the
environment.

If you have multiple accounts with Calvert, you may receive combined mailings of
some  shareholder  information,  such as semi-annual and annual reports.  Please
contact Calvert Investor  Relations at 800-368-2745 to receive additional copies
of information.

Special Services and Charges 

The Fund pays for  shareholder  services but not for special  services  that are
required by a few shareholders, such as a request for a historical transcript of
an account. You may be required to pay a fee for these special services.

If you are purchasing  shares of the Fund through a program of services  offered
by a  securities  dealer or financial  institution,  you should read the program
materials in conjunction with this Prospectus.  Certain features of the Fund may
be modified in these programs,  and administrative charges may be imposed by the
broker-dealer for the services rendered.

Consolidated Asset Account ("CAA") 

Certain brokerage firms may offer their customers CAA, a special cash management
service linked to the Fund. CAA customers may have  free-credit cash balances at
their  brokerage firm account  automatically  invested in Fund shares on a daily
basis.  Participating  brokerage  firms may charge their customers a fee for the
CAA  program  and may  establish  a  higher  minimum  balance.  Details  of CAA,
including the fee charged,  are available from  participating  brokerage  firms.
This  prospectus  should be read together with such firm's  materials  regarding
these fees and services.

SELLING YOUR SHARES 

You may redeem all or a portion of your shares on any business  day. Your shares
will be redeemed at the next net asset value  calculated  after your  redemption
request is received and accepted.  See the chart below for specific requirements
necessary to make sure your redemption request is acceptable.  Remember that the
Fund may hold payment on the  redemption  of your shares until it is  reasonably
satisfied that  investments  made by check or by Calvert Money  Controller  have
been collected (normally up to 10 business days).

Redemption Requirements To Remember 

To ensure  acceptance of your redemption  request,  please follow the procedures
described here and below.

Once your shares are redeemed,  the proceeds will normally be sent to you on the
next business day, but if making  immediate  payment could adversely  affect the
Fund,  it may take up to seven (7) days.  Calvert Money  Controller  redemptions
generally will be credited to your bank account on the first or second  business
day after your phone call.  When the New York Stock  Exchange 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.

If you sell shares by telephone or written request,  you will receive  dividends
through the date the request is received and processed.  If you write a draft to
sell shares,  the shares will earn dividends until the draft is presented to the
Fund to be paid.

Minimum account balance is $1,000. 

Please  maintain  a balance  in your  account  of at least  $1,000.  If,  due to
redemptions,  the  account  falls below  $1,000,  or you fail to invest at least
$1,000,  it may be  closed  and the  proceeds  mailed to you at the  address  of
record.  You will be given notice that your account will be closed after 30 days
unless you make an additional investment to increase your account balance to the
$1,000 minimum.

HOW TO SELL YOUR SHARES 

Draftwriting 

You may redeem  shares in your account by writing a draft for at least $250.  If
you complete and return a signature  card for  Draftwriting,  the Fund will mail
bank drafts to you, printed with your name and address.  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
insufficient  funds. 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.

By Mail To: 

Calvert Group 
P.O. Box 419544 
Kansas City, MO  
64141-6544 

You may  redeem  available  shares  from your  account  at any time by sending a
letter of instruction,  including your name, account and Fund number, the number
of shares or dollar amount, and where you want the money to be sent.  Additional
requirements,  below, may apply to your account.  The letter of instruction must
be signed by all required  authorized signers. If you want the money to be wired
to a bank not previously  authorized,  then a voided bank check must be enclosed
with your  letter.  If you do not have a voided check or if you would like funds
sent to a different  address or another  person,  your letter must be  signature
guaranteed.

Type of Registration                  Requirements
     
Corporations, Associations            Letter of instruction and a corporate
                                      resolution, signed by person(s) authorized
                                      to act on the account, accompanied by
                                      signature guarantee(s).

Trusts                                Letter of instruction signed by the
                                      Trustee(s) (as Trustee), with a signature 
                                      guarantee. (If the Trustee's name is not
                                      registered on your account, provide a copy
                                      of the trust document, certified within
                                      the last 60 days.)
                                      
By Telephone 

Please call  800-368-2745.  You may redeem shares from your account by telephone
and have your money  mailed to your  address of record or wired to an address or
bank you have previously authorized. A charge of $5 is imposed on wire transfers
of less than $1,000. See "Telephone Transactions" on page __.

Calvert Money Controller 

Please allow  sufficient  time for Calvert Group to process your initial request
for this service  (normally 10 business days). You may also authorize  automatic
fixed amount  redemptions  by Calvert  Money  Controller.  All requests  must be
received by 4:00 p.m. Eastern time. Accounts cannot be closed by this service.

Exchange to Another Calvert Group Fund 

You must meet the minimum investment requirement of the other Calvert Group Fund
or Portfolio.  You can only exchange  between  accounts  with  identical  names,
addresses and taxpayer  identification number, unless previously authorized with
a signature-guaranteed letter.

Systematic Check Redemptions 

If you maintain an account with a balance of $10,000 or more, you may have up to
two (2)  redemption  checks for a fixed  amount  sent to you on the 15th of each
month,  simply by sending a letter with all information,  including your account
number and the dollar amount ($100  minimum).  If you would like a regular check
mailed to another person or place, your letter must be signature guaranteed.

Through your Broker 

If your  account  is held in your  broker's  name  ("street  name"),  you should
contact your broker directly to transfer, exchange or redeem shares.

DIVIDENDS AND TAXES 

Each year, the Fund distributes  substantially  all of its net investment income
to shareholders.

Dividends  from the Fund's net  investment  income are  declared  daily and paid
monthly.  Net  investment  income  consists of interest  income,  net short-term
capital  gains,  if any, and dividends  declared and paid on  investments,  less
expenses.

Dividend payment options 

Dividends  and any  distributions  are  automatically  reinvested  in additional
shares of the same Fund,  unless you elect to have the  dividends of $10 or more
paid  in  cash  (by  check  or  by  Calvert  Money  Controller).  Dividends  and
distributions  from the Fund may also be invested in shares of any other Calvert
Group Fund or Portfolio, at no additional sales charge. You must notify the Fund
in writing to change your payment options. If you elect to have dividends and/or
distributions  paid in cash,  and the U.S.  Postal  Service  cannot  deliver the
check, or if it remains uncashed for six months, it, as well as future dividends
and distributions, will be reinvested in additional shares.

Federal Taxes 

Dividends  derived  from  interest  on  municipal  obligations  held in the Fund
constitute  exempt-interest  dividends  which are not subject to federal  income
tax. However, dividends which are from taxable interest and any distributions of
short-term capital gain are taxable to you as ordinary income. If the Fund makes
any  distributions of long-term  capital gains, then these are taxable to you as
long-term  capital  gains,  regardless  of how long you have owned Fund  shares.
Dividends  attributable  to interest on certain  private  activity bonds must be
included  in  federal   alternative   minimum  tax  for   individuals   and  for
corporations.

If any taxable income or gains are paid, in January, the Fund will mail you Form
1099-DIV,  indicating the federal tax status of dividends paid to you during the
past year.

Other Tax Information 

You may be subject to state or local taxes on your investment,  depending on the
laws in your area.  A letter  will be mailed to you in  January,  detailing  the
percentage  invested in your state the previous tax year.  Such dividends may be
exempt from certain state 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 the
Fund to withhold  31% of your  reportable  dividends.  In  addition,  you may be
subject to a fine. You will also be prohibited  from opening  another account by
exchange.  If this TIN  information  is not  received  within 60 days after your
account is  established,  your account may be redeemed at the current NAV on the
date of redemption. The Fund reserves the right to reject any new account or any
purchase order for failure to supply a certified TIN.

================================================================================
     To Open an Account:                    Prospectus
     800-368-2748                           January 31, 1995
                                            As Revised September 30, 1995 
Performance and Prices:
Calvert Information                         Network MONEY MANAGEMENT PLUS
24 hours, 7 days a week                     TAX-FREE PORTFOLIO
800-368-2745                                (Calvert Tax-Free Reserves
                                            Money Market Class MMP)
Service for Existing Account:                                              
     Shareholders              800-368-2745                                
     Brokers                   800-368-2746      
                                                 
                                               
TDD for Hearing Impaired: 
     800-541-1524 


Registered, Certified or Overnight Mail: 
Calvert Group 
c/o NFDS, 6th Floor 
1004 Baltimore 
Kansas City, MO 64105 


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

Table of Contents 

Fund Expenses 
Financial Highlights 
Investment Objectives and Policies 
Yield 
Management of the Fund 
SHAREHOLDER GUIDE: 
How to Buy Shares 
When Your Account Will Be Credited 
Exchanges 
Other Calvert Group Services 
Selling Your Shares 
How to Sell Your Shares 
Dividends and Taxes 


- --------




PROSPECTUS --
January 31, 1995

MONEY MANAGEMENT PLUS
Prime Portfolio
Government Portfolio
Calvert Tax-Free Reserves Money Management Plus Tax-Free Portfolio
4550 Montgomery Avenue, Bethesda, Maryland 20814

INVESTMENT OBJECTIVE AND POLICIES

MONEY  MANAGEMENT PLUS (the "Fund") is a money market fund which seeks to obtain
the highest level of current income, consistent with preservation of capital and
liquidity,  that is available  through  investments  in  specified  money market
instruments.  Each Portfolio's assets are invested in securities maturing in one
year or less (13  months  for the Prime  Portfolio),  with an  average  weighted
maturity  of 90 days or less.  The Fund seeks to  maintain a constant  net asset
value of $1.00  per  share  for each  Portfolio.  An  investment  in the Fund is
neither insured nor guaranteed by the U.S. Government. There can be no assurance
that the Fund will be  successful  in  maintaining a constant net asset value of
$1.00 per share for each Portfolio.

CHOICE OF PORTFOLIOS

Prime  Portfolio:  Invests in  certificates  of deposit  of major  banks,  prime
commercial paper and high-grade short-term corporate obligations, and short-term
U.S. Government and agency securities.

Government Portfolio:  Invests in short-term securities issued or insured by the
U.S. Treasury,  or by agencies or instrumentalities of the U.S. Government which
are backed by the full faith and credit of the U.S.  Government,  including such
securities subject to repurchase agreements with recognized securities dealers.

Tax-Free Portfolio:  Invests in high quality short-term  municipal  obligations.
Its dividends are substantially exempt from federal income tax.

TO OPEN AN ACCOUNT

Call your  broker,  or complete  and return the  enclosed  Account  Application.
Minimum investment is $2,000 per Portfolio.

ABOUT THIS PROSPECTUS

Please read this Prospectus before investing. It is designed to provide you with
information  you ought to know  before  investing  and to help you decide if the
Fund's goals match your own. Keep this document for future reference.

A Statement of Additional  Information (dated January 31, 1995) for the Fund has
been filed with the Securities and Exchange  Commission and is  incorporated  by
reference.  This  free  Statement  is  available  upon  request  from the  Fund:
800-368-2748.

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.

SHARES OF THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED OR ENDORSED
BY, ANY BANK,  AND ARE NOT FEDERALLY  INSURED BY THE FDIC,  THE FEDERAL  RESERVE
BOARD, OR ANY OTHER AGENCY.

================================================================================
<TABLE>
<CAPTION>

FUND EXPENSES
                                            Government         Prime
                                            Portfolio          Portfolio
<S>                                         <C>                 <C>

A.  Shareholder Transaction Expenses
    Sales Load on Purchases                  None                None
    Sales Load on Reinvested Dividends       None                None
    Deferred Sales Load                      None                None
    Redemption Fees                          None                None
    Exchange Fee                             None                None

B.  Annual Fund Operating Expenses<F1>
    (as a percentage of net assets)
    Management Fees                          0.50%               0.50%
    Rule 12b-1 Fees                          0.35%               0.35%
    Other Expenses                           0.37%               0.43%
    Total Fund Operating Expenses            1.22%               1.28%

                                            Tax-Free
A.  Shareholder Transaction Expenses        Portfolio
    Sales Load on Purchases                  None
    Sales Load on Reinvested Dividends       None
    Deferred Sales Load                      None
    Redemption Fees                          None
    Exchange Fee                             None

B.  Annual Fund Operating Expenses<F1>
    (as a percentage of net assets)
    Management Fees                          0.50%
    Rule 12b-1 Fees                          0.35%
    Other Expenses                           0.34%
    Total Fund Operating Expenses            1.19%

<FN>
<F1>Expense  ratios are based on expenses for fiscal year 1994, except that they
have been restated to reflect expenses anticipated in the current fiscal year.
</FN>
</TABLE>


C.  Example:  You  would  pay the  following  expenses  on a $1,000  investment,
assuming (1) 5% annual return and (2) redemption at the end of each period:

<TABLE>
<CAPTION>

Portfolios         1 Year      3 Years        5 Years               10 Years
<S>                <C>         <C>            <C>                   <C>

Government         $12         $39            $67                   $148

Prime Portfolio    $13         $41            $70                   $155

Tax-Free Portfolio $12         $38            $65                   $144

Explanation of Table: The purpose of the table is to assist you in understanding
the various  costs and expenses  that an investor in the Fund may bear  directly
(shareholder transaction costs) or indirectly (annual fund operating expenses).

</TABLE>


A.  Shareholder  Transaction  Expenses  are charges you pay when you buy or sell
shares of the Portfolios.  If you request a wire redemption of less than $1,000,
you will be charged a $5 wire fee.

B.  Annual  Fund  Operating  Expenses  are based on the  Portfolios'  historical
expenses, and have been restated to reflect expenses anticipated in fiscal 1995.
Management Fees are paid by the Portfolios to Calvert Asset Management  Company,
Inc. ("Advisor") for managing their investments and business affairs. Management
Fees for the Tax-Free Portfolio also includes an administrative service fee paid
to Calvert Administrative  Services Company. The Portfolios incur Other Expenses
for  maintaining  shareholder  records,  furnishing  shareholder  statements and
reports,  and other  services.  Management  Fees and Other Expenses have already
been  reflected  in the  Portfolios'  yields  and are not  charged  directly  to
individual shareholder accounts.  Please refer to the section "Management of the
Fund" for further information.

The Fund's Rule 12b-1 fees include an asset-based  sales charge.  It is possible
in  theory  that  long-term  shareholders  in the Fund  could  pay more than the
economic  equivalent of the maximum front-end sales charge permitted by rules of
the National Association of Securities Dealers,  Inc.; however, this is unlikely
because these are money market funds, and have no front-end sales charge.

C.  Example of  Expenses.  The  example,  which is  hypothetical,  should not be
considered a representation  of past or future expenses.  Actual expenses may be
higher or lower than those shown.

================================================================================
FINANCIAL HIGHLIGHTS

The  following  tables  provide  information  about each  Portfolio's  financial
history. They express the information in terms of a single share outstanding for
the respective Portfolio throughout each period. The tables have been audited by
those  independent  accountants  whose  reports are  included in the  respective
Annual Reports to  Shareholders.  The tables should be read in conjunction  with
the financial  statements and their related notes. The current Annual Reports to
Shareholders  are  incorporated  by reference  into the  Statement of Additional
Information.

<TABLE>
<CAPTION>

Government Portfolio                                  Year Ended September 30,
                                                      1994                 1993
<S>                                                   <C>                  <C>

Net asset value, beginning of year                    $1.00               $1.00

Income from investment operations
Net investment income                                 .025                 .023
Net realized and unrealized loss on investments
                                                      --                    --
Total from investment operations                      .025                 .023
Distributions to shareholders
Dividends from net investment income                  (.025)             (.023)
Net asset value, end of year                          $1.00               $1.00

Total return<F2>                                         2.56%            2.30%

Ratio of expenses to average net assets               1.12%                .77%

Ratio of net income to average net assets             2.45%               2.26%

Net assets, end of year                             $19,112,301     $24,848,036

Number of shares outstanding at end of year (in
thousands)                                            19,142             24,881

<FN>
<F2>Total return is not audited for years prior to 1994.
</FN>
</TABLE>


================================================================================
<TABLE>
<CAPTION>

Government Portfolio
                                                      1992
<S>                                                   <C>

Net asset value, beginning of year                    $1.00

Income from investment operations
Net investment income                                 .033
Net realized and unrealized loss on investments
                                                        --
Total from investment operations                      .033
Distributions to shareholders
Dividends from net investment income                 (.033)
Net asset value, end of year                          $1.00

Total return<F2>                                      3.34%

Ratio of expenses to average net assets                .82%

Ratio of net income to average net assets             3.23%

Net assets, end of year                           $30,389,225

Number of shares outstanding at end of year (in
thousands)                                           30,424

<FN>
<F2>Total return is not audited for years prior to 1994.
</FN>
</TABLE>

================================================================================

<TABLE>
<CAPTION>

Government Portfolio                                  Year Ended September 30,
                                                      1991                1990
<S>                                                   <C>                 <C>

Net asset value, beginning of year                    $1.00               $1.00

Income from investment operations
Net investment income                                 .056                .071
Net realized and unrealized loss on investments
                                                      --                    --
Total from investment operations                      .056                .071
Distributions to shareholders
Dividends from net investment income                  (.056)             (.071)
Net asset value, end of year                          $1.00               $1.00

Total return<F3>                                      5.69%               7.35%

Ratio of expenses to average net assets               .84%                 .95%

Ratio of net income to average net assets             5.56%               7.08%

Net assets, end of year                            $21,627,804      $25,426,464

Number of shares outstanding at end of year (in
thousands)                                            21,667             25,460

<FN>
<F3>Total return is not audited for years prior to 1994.
</FN>
</TABLE>

================================================================================
<TABLE>
<CAPTION>

Government Portfolio                                  Year Ended September 30,
                                                      1989                1988
<S>                                                   <C>                 <C>

Net asset value, beginning of year                    $1.00               $1.00

Income from investment operations
Net investment income                                 .079                 .064
Net realized and unrealized loss on investments
                                                      --                 (.002)
Total from investment operations                      .079                 .062
Distributions to shareholders
Dividends from net investment income                  (.079)             (.062)
Net asset value, end of year                          $1.00               $1.00

Total return<F4>                                      8.30%               6.54%

Ratio of expenses to average net assets               .85%                 .70%

Ratio of net income to average net assets             7.84%               5.76%

Increase reflected in net income ratio due to
expense reimbursement                                 .03%                 .35%

Net assets, end of year                               $25,997,886   $16,155,746

Number of shares outstanding at end of year (in
thousands)                                            26,029             16,191

<FN>
<F4>Total return is not audited for years prior to 1994.
</FN>
</TABLE>

================================================================================
<TABLE>
<CAPTION>

Government Portfolio
                                                      1987
<S>                                                   <C>

Net asset value, beginning of year                    $1.00

Income from investment operations
Net investment income                                  .057
Net realized and unrealized loss on investments
                                                         --
Total from investment operations                       .057
Distributions to shareholders
Dividends from net investment income                  (.057)
Net asset value, end of year                           $1.00

Total return<F4>                                       5.86%

Ratio of expenses to average net assets                 .60%

Ratio of net income to average net assets              5.53%

Increase reflected in net income ratio due to
expense reimbursement                                   .45%

Net assets, end of year                            $10,696,378

Number of shares outstanding at end of year (in
thousands)                                            10,696

<FN>
<F4>Total return is not audited for years prior to 1994.
</FN>
</TABLE>

================================================================================

<TABLE>
<CAPTION>

Government Portfolio                                  Year Ended September 30,
                                                      1986                1985
<S>                                                   <C>                 <C>

Net asset value, beginning of year                    $1.00               $1.00

Income from investment operations
Net investment income                                 .064                 .078
Net realized and unrealized loss on investments
                                                      --                    --
Total from investment operations                      .064                 .078
Distributions to shareholders
Dividends from net investment income                  (.064)             (.078)
Net asset value, end of year                          $1.00               $1.00

Total return<F5>                                      5.98%               7.19%

Ratio of expenses to average net assets               .82%                 .82%

Ratio of net income to average net assets             6.17%               7.52%

Increase reflected in net income ratio due to
expense reimbursement                                 .46%                 .58%

Net assets, end of year                             $7,748,563       $5,951,083

Number of shares outstanding at end of year (in
thousands)                                            7,749               5,951

<FN>
<F5>Total return is not audited for years prior to 1994.
</FN>
</TABLE>

================================================================================

<TABLE>
<CAPTION>

Prime Portfolio                                       Year Ended September 30,
                                                      1994                1993
<S>                                                   <C>                 <C>

Net asset value, beginning of period                  $1.00               $1.00

Income from investment operations
Net investment income                                 .028                 .025
Distributions to shareholders
Dividends from net investment income                  (.028)             (.025)
Net asset value, end of period                        $1.00               $1.00

Total return<F6>                                      2.78%               2.59%

Ratio of expenses to average net assets               1.23%                .92%

Ratio of net income to average net assets             2.75%               2.48%

Increase reflected in net income ratio due to
expense reimbursement                                 --                    --

Net assets, end of period                          $99,973,073     $102,325,417

Number of shares outstanding at end of period (in
thousands)                                            100,024           102,370

<FN>
<F6>Total return is not audited for years prior to 1994.
</FN>
</TABLE>

================================================================================
<TABLE>
<CAPTION>


Prime Portfolio                                       Year Ended September 30,
                                                      1992                1991
<S>                                                   <C>                 <C>

Net asset value, beginning of year                    $1.00               $1.00

Income from investment operations
Net investment income                                 .037                 .061
Distributions to shareholders
Dividends from net investment income                  (.037)             (.061)
Net asset value, end of year                          $1.00               $1.00

Total return<F7>                                      3.72%               6.27%

Ratio of expenses to average net assets               .87%                 .93%

Ratio of net income to average net assets             3.69%               6.09%

Increase reflected in net income ratio due to
expense reimbursement                                 --                    --

Net assets, end of year                           $106,851,164     $119,316,200

Number of shares outstanding at end of year (in
thousands)                                          106,897            119,362

<FN>
<F7>Total return is not audited for years prior to 1994.
</FN>
</TABLE>

================================================================================
<TABLE>
<CAPTION>

Prime Portfolio
                                                      1990
<S>                                                   <C>

Net asset value, beginning of year                    $1.00

Income from investment operations
Net investment income                                  .074
Distributions to shareholders
Dividends from net investment income                  (.074)
Net asset value, end of year                           $1.00

Total return<F7>                                       7.71%

Ratio of expenses to average net assets                 .96%

Ratio of net income to average net assets              7.45%

Increase reflected in net income ratio due to
expense reimbursement                                   .13%

Net assets, end of year                            $117,684,028

Number of shares outstanding at end of year (in
thousands)                                             117,699

<FN>
<F7>Total return is not audited for years prior to 1994.
</FN>
</TABLE>


================================================================================

<TABLE>
<CAPTION>

Prime Portfolio                                       Year Ended September 30,
                                                      1989                1988
<S>                                                   <C>                 <C>

Net asset value, beginning of year                    $1.00               $1.00

Income from investment operations
Net investment income                                 .083                 .067
Distributions to shareholders
Dividends from net investment income                  (.083)             (.067)
Net asset value, end of year                          $1.00               $1.00

Total return<F8>                                      8.69%               6.99%

Ratio of expenses to average net assets               .91%                 .86%

Ratio of net income to average net assets             8.27%               6.44%

Increase reflected in net income ratio due to
expense reimbursement                                 .12%                 .25%

Net assets, end of year                             $156,776,949    $91,639,997

Number of shares outstanding at end of year (in
thousands)                                            156,797            91,660

<FN>
<F8>Total return is not audited for years prior to 1994.
</FN>
</TABLE>



================================================================================

<TABLE>
<CAPTION>

Prime Portfolio
                                                      1987
<S>                                                   <C>

Net asset value, beginning of year                    $1.00

Income from investment operations
Net investment income                                  .057
Distributions to shareholders
Dividends from net investment income                  (.057)
Net asset value, end of year                           $1.00

Total return<F8>                                       6.07%

Ratio of expenses to average net assets                 .85%

Ratio of net income to average net assets              5.56%

Increase reflected in net income ratio due to
expense reimbursement                                   .26%

Net assets, end of year                            $63,133,848

Number of shares outstanding at end of year (in
thousands)                                             63,138

<FN>
<F8>Total return is not audited for years prior to 1994.
</FN>
</TABLE>


================================================================================

<TABLE>
<CAPTION>


Prime Portfolio                                       Year Ended September 30,
                                                      1986                1985
<S>                                                   <C>                 <C>

Net asset value, beginning of year                    $1.00               $1.00

Income from investment operations
Net investment income                                 .067                 .083
Distributions to shareholders
Dividends from net investment income                  (.067)             (.083)
Net asset value, end of year                          $1.00               $1.00

Total return<F9>                                      6.16%               7.72%

Ratio of expenses to average net assets               .85%                 .82%

Ratio of net income to average net assets             6.47%               8.02%

Increase reflected in net income ratio due to
expense reimbursement                                 .51%                 .59%

Net assets, end of year                            $52,806,544      $21,681,061

Number of shares outstanding at end of year (in
thousands)                                            52,807             21,681

<FN>
<F9>Total return is not audited for years prior to 1994.
</FN>
</TABLE>


================================================================================

<TABLE>
<CAPTION>

Tax-Free Portfolio                                    Year Ended December 31,
                                                      1994                1993
<S>                                                   <C>                 <C>

Net asset value, beginning of year                    $1.00               $1.00

Income from investment operations
Net investment income                                 .024                 .021
Net realized and unrealized loss on investments
                                                      --                    --
Total from investment operations                      .024                 .021
Distributions to shareholders
Dividends from net investment income                  (.024)             (.021)
Net asset value, end of year                          $1.00               $1.00

Total return<F10>                                     2.47%               2.10%

Ratio of expenses to average net assets               1.18%               1.03%

Ratio of net income to average net assets             2.34%               2.07%

Net assets, end of year                           $65,519,756       $80,189,771

Number of shares outstanding at end of year (in
thousands)                                            65,644            80,278

<FN>
<F10>Total return is not audited for years prior to 1994.
</FN>
</TABLE>


================================================================================

<TABLE>
<CAPTION>

Tax-Free Portfolio
                                                      1992
<S>                                                   <C>

Net asset value, beginning of year                    $1.00

Income from investment operations
Net investment income                                  .028
Net realized and unrealized loss on investments
                                                         --
Total from investment operations                       .028
Distributions to shareholders
Dividends from net investment income                  (.028)
Net asset value, end of year                           $1.00

Total return<F10>                                      2.87%

Ratio of expenses to average net assets                1.02%

Ratio of net income to average net assets              2.84%

Net assets, end of year                            $80,949,285

Number of shares outstanding at end of year (in
thousands)                                            81,036

<FN>
<F10>Total return is not audited for years prior to 1994.
</FN>
</TABLE>

================================================================================
<TABLE>
<CAPTION>


Tax-Free Portfolio                                    Year Ended December 31,
                                                      1991                1990
<S>                                                   <C>                 <C>

Net asset value, beginning of year                    $1.00               $1.00

Income from investment operations
Net investment income                                 .044                 .054
Net realized and unrealized loss on investments
                                                      --                    --
Total from investment operations                      .044                 .054
Distributions to shareholders
Dividends from net investment income                  (.044)             (.054)
Net asset value, end of year                          $1.00               $1.00

Total return<F11>                                     4.55%               5.62%

Ratio of expenses to average net assets               .98%                 .99%

Ratio of net income to average net assets             4.41%               5.43%

Net assets, end of year                            $78,683,315      $71,983,342

Number of shares outstanding at end of year (in
thousands)                                            78,771             72,072

<FN>
<F11>Total return is not audited for years prior to 1994.
</FN>
</TABLE>



================================================================================

<TABLE>
<CAPTION>

Tax-Free Portfolio                                    Year Ended December 31,
                                                      1989                1988
<S>                                                   <C>                 <C>

Net asset value, beginning of year                    $1.00               $1.00

Income from investment operations
Net investment income                                 .057                 .047
Net realized and unrealized loss on investments
                                                      --                    --
Total from investment operations                      .057                 .047
Distributions to shareholders
Dividends from net investment income                  (.057)             (.047)
Net asset value, end of year                          $1.00               $1.00

Total return<F12>                                     5.89%               4.80%

Ratio of expenses to average net assets               .98%                1.01%

Ratio of net income to average net assets             5.85%               4.69%

Increase reflected in net income ratio due to
expense reimbursement                                 --                    --

Net assets, end of year                            $73,825,821      $76,451,040

Number of shares outstanding at end of year (in
thousands)                                            73,904             76,637

<FN>
<F12>Total return is not audited for years prior to 1994.
</FN>
</TABLE>


================================================================================


<TABLE>
<CAPTION>

Tax-Free Portfolio
                                                      1987
<S>                                                   <C>

Net asset value, beginning of year                    $1.00

Income from investment operations
Net investment income                                  .044
Net realized and unrealized loss on investments
                                                         --
Total from investment operations                       .044
Distributions to shareholders
Dividends from net investment income                  (.044)
Net asset value, end of year                           $1.00

Total return<F12>                                      4.39%

Ratio of expenses to average net assets                 .88%

Ratio of net income to average net assets              4.16%

Increase reflected in net income ratio due to
expense reimbursement                                     --

Net assets, end of year                             $114,526,599

Number of shares outstanding at end of year (in
thousands)                                             114,766

<FN>
<F12>Total return is not audited for years prior to 1994.
</FN>
</TABLE>

================================================================================
<TABLE>
<CAPTION>

Tax-Free Portfolio                                    Year Ended December 31,
                                                      1986                1985
<S>                                                   <C>                 <C>

Net asset value, beginning of year                    $1.00               $1.00

Income from investment operations
Net investment income                                 .045                 .054
Net realized and unrealized loss on investments
                                                      --                 (.001)
Total from investment operations                      .045                 .053
Distributions to shareholders
Dividends from net investment income                  (.045)             (.053)
Net asset value, end of year                          $1.00               $1.00

Total return<F13>                                     4.56%               5.34%

Ratio of expenses to average net assets               .96%                 .72%

Ratio of net income to average net assets             4.45%               5.19%

Increase reflected in net income ratio due to
expense reimbursement                                 --                   .09%

Net assets, end of year                            $128,829,078     $47,680,915

Number of shares outstanding at end of year (in
thousands)                                            128,900            47,701

<FN>
<F13>Total return is not audited for years prior to 1994.
</FN>
</TABLE>



================================================================================

INVESTMENT OBJECTIVE AND POLICIES

Investment  Objective:  The  Fund  seeks to earn the  highest  level of  current
income, consistent with preservation of capital and liquidity.

Money  Management  Plus is a  diversified  money  market  fund that offers you a
choice of three different  investment  Portfolios.  Its objective is to earn the
highest level of current  income,  consistent  with  preservation of capital and
liquidity,  that is  available  through  investment  in  specified  money market
instruments.  Each Portfolio's assets are invested in securities maturing in one
year or less (13 months for the Prime Portfolio),  and each Portfolio  maintains
an average weighted maturity of 90 days or less.

Prime  Portfolio  invests  primarily in CDs, prime  commercial  paper,  and U.S.
Government Obligations.

Prime  Portfolio  invests in  certificates  of deposit and other  obligations of
banks  having total assets of at least $1 billion,  prime  commercial  paper and
high  grade  (Aaa  or Aa  rated  or  equivalent  quality)  short-term  corporate
obligations,  including  participation interests in loans extended to issuers of
such  obligations,  and  obligations  of the U.S.  Government,  its agencies and
instrumentalities.  Such  securities  may be  purchased  subject  to  repurchase
agreements with recognized securities dealers and banks. The Prime Portfolio may
invest more than 25% of its assets in obligations of banks. See the Statement of
Additional Information, "Appendix, Commercial Paper and Bond Ratings." Also, the
Portfolio  may invest in  high-quality,  U.S.  dollar-denominated  international
money  market  instruments,  and up to 5% of its  assets in  reverse  repurchase
agreements.

Government  Portfolio  invests only in  securities  which are backed by the full
faith and credit of the U.S. Government.

Government Portfolio invests solely in securities issued or guaranteed by the U.
S. Treasury,  or by agencies or  instrumentalities  of the U.S. Government which
are backed by the full faith and credit of the U.S. Government.  Such securities
may be purchased  subject to repurchase  agreements with  recognized  securities
dealers and banks.

Tax-Free Portfolio invests primarily in municipal  obligations whose interest is
exempt from federal income tax.

Tax-Free  Portfolio  invests in fixed and variable  rate  municipal  obligations
whose  interest is exempt from federal income tax and which are of high quality.
See  "Dividends  and  Taxes"  below  for  information   concerning  the  federal
alternative  minimum tax for particular  classes of investors.  Its  investments
must be rated within the two highest credit  ratings  categories or, if unrated,
are  determined by the Advisor to be of comparable  quality.  The quality may be
determined by a commercial  credit  rating  service,  such as Moody's  Investors
Service,  Inc.,  or  Standard  &  Poor's  Corporation  or,  in the  case  of any
instrument  that is not  rated,  of  comparable  quality  as  determined  by the
Advisor.  There is no limitation on the  percentage of the Tax-Free  Portfolio's
assets which may be invested in unrated obligations;  such obligations,  because
they lack  ratings,  may be less liquid  than rated  obligations  of  comparable
quality.  For more  information  on ratings,  see the  Statement  of  Additional
Information.

U.S. Government Obligations

Obligations issued by the U.S. Treasury,  such as U.S. Treasury bills, notes and
bonds, are supported by the full faith and credit of the U.S. Government.

Certain  obligations  issued  or  guaranteed  by a  U.S.  Government  agency  or
instrumentality  are  supported  by the  full  faith  and  credit  of  the  U.S.
Government.  These include obligations issued by the Export-Import Bank, Farmers
Home Administration,  Government National Mortgage Association,  Postal Service,
Merchant Marine, and Washington Metropolitan Area Transit Authority.

The  Prime  Portfolio  may  also  invest  in other  U.S.  Government  agency  or
instrumentality obligations which are supported only by the credit of the agency
or  instrumentality  and may be further  supported by the right of the issuer to
borrow from the U.S. Treasury.

Repurchase Agreements

Each Portfolio may enter into repurchase agreements.  In a repurchase agreement,
the  Portfolio  buys a security  subject to the right and  obligation to sell it
back at a higher price.  These  transactions must be fully secured at all times,
but they involve some credit risk to the Fund if the other party defaults on its
obligation  and the  Portfolio  is delayed or  prevented  from  liquidating  the
collateral.

Reverse Repurchase Agreements (Prime Portfolio only)

The Prime Portfolio may engage in reverse  repurchase  agreements.  In a reverse
repurchase  agreement,  the Fund  sells a  security  subject  to the  right  and
obligation to buy it back at a higher price.  The Fund then invests the proceeds
from the transaction in another  obligation in which it is authorized to invest.
In order to minimize  any risk  involved,  the Fund  maintains  in a  segregated
account  liquid  assets equal in value to the  repurchase  price,  and currently
intends to limit its borrowing due to reverse  repurchase  agreements to only 5%
of total assets.

Bank CDs

The Prime and Government  Portfolios may also invest in  certificates of deposit
and other debt obligations of commercial  banks,  savings banks, and savings and
loan  associations  having  assets of less than $1  billion,  provided  that the
principal  amount of such  certificate is insured in full by the Federal Deposit
Insurance  Corporation  ("FDIC").  The FDIC  presently  insures  accounts  up to
$100,000; interest earned above $100,000 is not insured by the FDIC.

When-Issued Purchases

Purchasing  obligations  for future  delivery  or on a  "when-issued"  basis may
increase a Portfolio'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.

Variable Rate Obligations

Each  Portfolio may invest in variable and floating rate  obligations.  Variable
rate obligations have a yield which is adjusted  periodically based upon changes
in the level of prevailing  interest rates.  Floating rate  obligations  have an
interest  rate fixed to a known lending  rate,  such as the prime rate,  and are
automatically  adjusted  when that rate  changes.  Variable  and  floating  rate
obligations  lessen the capital  fluctuations  usually  inherent in fixed income
investments,   to  diminish  the  risk  of  capital  depreciation  of  Portfolio
investments and Portfolio shares; but this also means that should interest rates
decline,  the yield of the Portfolio  will decline and the  Portfolio  would not
have as many opportunities for capital appreciation of Portfolio investments.

Demand Notes and Temporary Investments

The  Portfolios  may invest in floating  rate and  variable  rate demand  notes.
Demand notes  provide that the holder may demand  payment of the note at its par
value  plus  accrued  interest  by giving  notice to the  issuer.  To ensure the
ability  of the  issuer  to make  payment  upon  such  demand,  the  note may be
supported by an unconditional bank letter of credit.

The Fund may invest in structured  money market  instruments.  In all cases, the
Portfolios may invest in structured money market  instruments.  In all cases, it
invests only in high-quality instruments (rated in one of the two highest rating
categories,  or  if  unrated,  of  comparable  credit  quality)  that  meet  the
requirements  of SEC Rule 2a-7 regarding  credit  quality and maturity.  See the
Statement of Additional Information.

Temporary Taxable Investments for Tax-Free Portfolio

From time to time for  liquidity  purposes  or  pending  the  investment  of the
proceeds of the sale of its shares,  the  Tax-Free  Portfolio  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 to
you as ordinary income unless you are otherwise exempt from taxation.

Other Policies

The Portfolios have adopted certain  fundamental  investment  restrictions which
are  discussed in detail in the  Statement  of  Additional  Information.  Unless
specifically   noted   otherwise,   the  investment   objective,   policies  and
restrictions  of the Portfolios are  fundamental  and may not be changed without
shareholder approval. There can be no assurance that the Fund will be successful
in meeting its investment objective.

YIELD

Yield refers to income generated by an investment over a period of time.

From time to time,  the  Prime,  Government  and  Tax-Free  Portfolios  may each
advertise  "yield" and "effective  yield." Yield figures are based on historical
earnings and are not intended to indicate future  performance.  The "yield" of a
Portfolio  refers  to  the  actual  income  generated  by an  investment  in the
Portfolio over a particular  base period,  stated in the  advertisement.  If the
base period is less than one year, the yield will be "annualized."  That is, the
amount of income  generated by the investment  during the base period is assumed
to be  generated  over a  one-year  period and is shown as a  percentage  of the
investment. The "effective yield" is calculated similarly, but, when annualized,
the income earned by an investment in the Portfolio is assumed to be reinvested.
The "effective  yield" will be slightly  higher than the "yield"  because of the
compounding effect of this assumed reinvestment.

"Tax Equivalent Yield" of the Tax-Free Portfolio.

The Tax-Free  Portfolio may also advertise its "tax  equivalent  yield." The tax
equivalent  yield is the yield an  investor  would be  required  to obtain  from
taxable  investments to equal the Portfolio's  yield,  all or a portion of which
may be exempt from federal income taxes. The tax equivalent yield is computed by
taking the portion of the  Portfolio's  effective yield by a factor based upon a
stated income tax rate,  then adding the portion of the yield that is not exempt
from regular  federal  income tax. The factor which is used to calculate the tax
equivalent  yield  is  the  reciprocal  of  the  difference  between  1 and  the
applicable income tax rate, which will be stated in the advertisement.

MANAGEMENT OF THE FUND

The Board of Trustees  supervises  the activities and reviews its contracts with
companies that provide the Fund with services.

The Prime and  Government  Portfolios  are series of Calvert  Cash  Reserves,  a
Massachusetts  business trust organized on March 16, 1982, now doing business as
Money Management Plus. In October, 1992, Prime Portfolio began offering a second
class of shares, the CCR Prime Shares, which was discontinued during 1994.

The Tax-Free Portfolio is a series of Calvert Tax-Free Reserves, a Massachusetts
business trust organized on October 20, 1980.

Each Portfolio is an open-end  diversified  management  investment company.  The
Portfolios  are not required to hold annual  shareholder  meetings,  but special
meetings may be called for certain purposes such as electing Trustees,  changing
fundamental policies, or approving a management contract. As a shareholder,  you
receive one vote for each share of a Portfolio  you own.  For matters  affecting
only one  Portfolio,  only shares of that  Portfolio  are entitled to vote.  For
matters  affecting  only one class,  only  shares of that class are  entitled to
vote.

Calvert  Group  is  one  of  the  largest  investment  management  firms  in the
Washington, D.C. area.

Calvert Group,  Ltd.,  parent of the Portfolios'  investment  advisor,  transfer
agent, and distributor,  is a subsidiary of Acacia Mutual Life Insurance Company
of Washington,  D.C. Calvert Group is one of the largest  investment  management
firms in the Washington, D.C. area. Calvert Group, Ltd. and its subsidiaries are
located at 4550 Montgomery Avenue, Suite 1000N, Bethesda,  Maryland 20814. As of
December 31, 1994,  Calvert Group managed and  administered  assets in excess of
$4.2 billion and more than 200,000 shareholder and depositor accounts.

Calvert Asset Management serves as Advisor to the Portfolios.

Calvert  Asset  Management  Company,  Inc. (the  "Advisor")  is the  Portfolios'
investment  advisor.   The  Advisor  provides  the  Portfolios  with  investment
supervision and management;  administrative services and office space; furnishes
executive and other personnel to the Portfolios;  and pays the salaries and fees
of all Trustees who are affiliated persons of the Advisor.  The Advisor may also
assume and pay certain  advertising and  promotional  expenses of the Portfolios
and  reserves  the  right to  compensate  broker-dealers  in  return  for  their
promotional  or  administrative  services.  The  Advisor has agreed to limit the
Portfolios' expenses to the most restrictive state limitation in effect.

The Advisor receives a fee based on a percentage of each Portfolio's assets.

The Advisor is  entitled,  pursuant to the  Investment  Advisory  Agreement,  to
receive an annual advisory fee of 0.50% of each Portfolio's  respective  average
daily net assets. For its services during fiscal year 1994, the Advisor received
a fee of 0.50% of such assets from the Portfolios.

Calvert  Administrative  Services Company provides  administrative  services for
Money Management Plus Tax-Free Portfolio.

Calvert  Administrative  Services Company ("CASC"), an affiliate of the Advisor,
has been retained by Calvert Tax-Free Reserves to provide certain administrative
services  necessary to the conduct of its affairs,  including the preparation of
regulatory filings and shareholder  reports,  the daily determination of its net
asset value per share and  dividends,  and the  maintenance of its portfolio and
general  accounting  records.  CASC  receives a total fee from Calvert  Tax-Free
Reserves of $200,000 per year for providing  such  services,  of which the Money
Management Plus Tax-Free Portfolio paid $5,719 for fiscal 1994.

Calvert  Distributors,  Inc.  serves as  underwriter  to market the  Portfolios'
shares.

Effective March 1, 1995, Calvert  Distributors,  Inc. ("CDI") is the Portfolios'
principal  underwriter  and  distributor.  Under the  terms of its  underwriting
agreement  with the  Portfolios,  CDI markets and  distributes  the  Portfolios'
shares and is  responsible  for  payment of  compensation  and  service  fees to
broker-dealers,  banks, and financial services firms, preparation of advertising
and sales  literature,  and printing and mailing of  prospectuses to prospective
investors.  Prior to March  1,  1995,  Calvert  Securities  Corporation  was the
principal underwriter.

The Portfolios may pay  distribution  and servicing  expenses  pursuant to their
Distribution Plan.

Pursuant to Rule 12b-1 under the Investment  Company Act of 1940, the Portfolios
have  adopted  Distribution  Plans which  permit the  Portfolios  to pay certain
expenses  associated with the  distribution  of its shares.  Amounts paid by the
Fund to the Distributor  under the Distribution Plan are used to pay dealers and
other selling firms dealer-paid  quarterly  compensation at an annual rate of up
to 0.40% of the  average  daily net  assets of  accounts  the  respective  firms
maintain  in the  Portfolio.  They  are also  used to pay  dealers  and  others,
including the Distributor's  salespersons who service accounts,  service fees at
an annual rate of up to 0.25% of such assets,  and to pay CDI for its  marketing
and  distribution  expenses,  preparation of advertising  and sales  literature,
printing and mailing of prospectuses to prospective investors.  The Distribution
Plan  expenses may not annually  exceed 0.35% of the average daily net assets of
any  Portfolio.  For fiscal  year 1994,  the  Government,  Prime,  and  Tax-Free
Portfolios paid Distribution Plan expenses of 0.25%, 0.33%, and 0.34% of average
daily net assets, respectively.

CDI  may  also  pay  additional  concessions,   including  non-cash  promotional
incentives,  such as  merchandise  or trips,  to  dealers  employing  registered
representatives  who sell a minimum  dollar  amount of shares of the Fund and/or
shares of other Funds  underwritten by CDI. CDI may make expense  reimbursements
for special training of a dealer's  registered  representatives,  advertising or
equipment,  or to  defray  the  expenses  of  sales  contests.  CDI may  receive
reimbursement of eligible  marketing and  distribution  expenses from the Fund's
Rule 12b-1 Distribution Plan.

The  Distribution  Plan may be terminated at any time by vote of the Independent
Trustees  or by vote of a  majority  of the  outstanding  voting  shares  of the
respective Portfolio.

The transfer agent keeps your account records.

Calvert Shareholder Services,  Inc. is the Fund's transfer,  dividend disbursing
and shareholder servicing agent.

SHAREHOLDER GUIDE

Opening An Account

You can buy shares of the  Portfolios in several ways which are  described  here
and in the chart on page ___.

An account  application  accompanies  this  prospectus.  A completed  and signed
application is required for each new account you open,  regardless of the method
you choose for making your initial investment.  Additional forms may be required
from  corporations,  associations,  and  certain  fiduciaries.  If you  have any
questions  or need extra  applications,  call your broker,  or Calvert  Group at
800-368-2748.

To invest in any of Calvert's tax-deferred retirement plans, please call Calvert
Group  at  800-368-2748  to  receive   information  and  the  required  separate
application.

Share Price

The Portfolios' shares are sold without a sales charge.

The price of one share is its "net asset  value,"  or NAV.  NAV is  computed  by
adding  the value of a  Portfolio's  investments  plus  cash and  other  assets,
deducting  liabilities  and then  dividing  the  result by the  number of shares
outstanding. The NAV is calculated at the close of the Portfolio's business day,
which  coincides  with the closing of the regular  session of the New York Stock
Exchange (normally 4:00 p.m. Eastern time). The Portfolios are open for business
each day the New York Stock  Exchange is open.  The  Portfolios'  securities are
valued according to the "amortized cost" method,  which is intended to stabilize
the NAV at $1.00 per share.

All purchases of Portfolio shares will be confirmed and credited to your account
in full and  fractional  shares  (rounded to the nearest 1/100 of a share).  The
Portfolios  may send monthly  statements in lieu of immediate  confirmations  of
purchases and redemptions.

HOW TO BUY SHARES

Method       New Accounts                          Additional Investments

By Mail      $2,000 minimum                        $250 minimum

             Please make your check                Please make your check
             payable to the Portfolio              payable to the Portfolio
             of your choice and mail it,           of your choice and   mail it,
             with your application to:             with your investment slip to:


These addresses   Calvert Group                    Calvert Group
effective         P.O. Box 419544                  P.O. Box 419739
April 1, 1995     Kansas City, MO 64179-6542       Kansas City, MO 64105-6739

By Registered, Certified, or Overnight Mail:Calvert Group
                                                   c/o NFDS, 6th Floor
                                                   1004 Baltimore
                                                   Kansas City, MO 64105-1807

Through Your Broker        $2,000 minimum          $250 minimum


FOR ALL OPTIONS BELOW, PLEASE CALL YOUR BROKER, OR CALVERT GROUP AT 800-368-2745

By Exchange                    $2,000 minimum      $250 minimum
(From your account in another Calvert Group Fund)

When opening an account by exchange,  your new account must be established  with
the same name(s),  address and taxpayer  identification  number as your existing
Calvert account.

By Bank Wire               $2,000 minimum          $250 minimum

By Calvert Money           Not Available for       $50 minimum
Controller*                    Initial Investment

*Please allow  sufficient time for Calvert Group to process your initial request
for this service,  normally 10 business days. The maximum  transaction amount is
$300,000, and your purchase request must be received by 4:00 p.m. Eastern time.

WHEN YOUR ACCOUNT WILL BE CREDITED

Before you buy shares,  please read the following  information to make sure your
investment is accepted and credited properly.

Your  purchase  will be processed at the net asset value  calculated  after your
order is received and accepted.  Each Portfolio  attempts to maintain a constant
net asset  value of $1.00 per  share.  If your  purchase  is made by wire and is
received by 12:30 p.m.  (Eastern time),  your account will be credited and begin
earning  dividends  on the day of receipt.  Exchanges  are  credited the day the
request is received by mail or telephone,  and begin earning  dividends the next
business day. If your wire purchase is received  after 12:30 p.m.  Eastern time,
it will be credited the same business day, and begin earning  dividends the next
business day. If the purchase is by check, and is received by 4:00 p.m., it will
be credited that  business  day, and begin  earning  dividends the next business
day.

All of your purchases  must be made in U.S.  dollars and checks must be drawn on
U.S.  banks.  No cash will be  accepted.  The  Portfolios  reserve  the right to
suspend the  offering  of shares for a period of time or to reject any  specific
purchase  order.  If your check does not clear,  your purchase will be cancelled
and you will be charged a $10 fee plus costs incurred by the Portfolio. When you
purchase by check or with Calvert Money Controller,  those funds will be on hold
for up to 10  business  days  from  the date of  receipt.  During  that  period,
redemptions against those funds (including drafts) will not be honored. To avoid
this  collection  period,  you can wire federal funds from your bank,  which may
charge you a fee.

EXCHANGES

You may  exchange  shares of the  Portfolio  for shares of other  Calvert  Group
Funds.

If your investment goals change, the Calvert Group Family of Funds has a variety
of investment  alternatives  that includes  common stock funds,  tax-exempt  and
corporate  bond funds,  and money  market  funds.  The  exchange  privilege is a
convenient way to buy shares in other Calvert Group Funds in order to respond to
changes in your goals or in market conditions.  Before you make an exchange from
a Fund or Portfolio, please note the following:

Call your broker or a Calvert  representative  for  information and a prospectus
for any of Calvert's other Funds  registered in your state.  Read the prospectus
of the  Fund  or  Portfolio  into  which  you  want  to  exchange  for  relevant
information, including class offerings.

Each  exchange  represents  the sale of shares of one Fund and the  purchase  of
shares of another.

Complete  and sign an  application  for an  account  in that Fund or  Portfolio,
taking  care to  register  your  new  account  in the  same  name  and  taxpayer
identification number as your existing Calvert account(s). Exchange instructions
may then be given by telephone if telephone redemptions have been authorized and
the shares are not in certificate form.

Shares on which you have  already  paid a sales  charge at Calvert  Group may be
exchanged into another Fund at no additional  charge.  Effective  April 1, 1995,
shares acquired by reinvestment of dividends or  distributions  may be exchanged
into another Fund at no additional charge.

The Fund reserves the right to terminate or modify the exchange  privilege  with
60 days' written notice.

OTHER CALVERT GROUP SERVICES

Calvert Information Network

24 hour performance and prices

Calvert  Group  has a  round-the-clock  telephone  service  that  lets  existing
customers use a push button phone to obtain prices, performance information, and
account  balances.  Complete  instructions  for this service may be found on the
back of each statement.

Calvert Money Controller

Calvert Money Controller  eliminates the delay of mailing a check or the expense
of wiring funds. You can request this free service on your application.

This service allows you to authorize  electronic  transfers of money to purchase
or sell shares.  You use Calvert Money Controller like an "electronic  check" to
move money ($50 to $300,000)  between  your bank account and your Calvert  Group
account with one phone call.  Allow one or two business  days after the call for
the  transfer to take place;  for money  recently  invested,  allow normal check
clearing time (up to 10 business  days) before  redemption  proceeds are sent to
your bank.

You may also arrange systematic monthly or quarterly  investments  (minimum $50)
into your Calvert Group account.  After you give us proper  authorization,  your
bank account will be debited to purchase Fund shares.  A debit entry will appear
on your bank statement.  If you would like to make  arrangements  for systematic
monthly or quarterly  redemptions  from your Calvert  Group  account,  call your
broker or Calvert for a Money Controller Application.

Telephone Transactions

Calvert may record all telephone calls.

If you have  telephone  transaction  privileges,  you may purchase,  redeem,  or
exchange shares,  wire funds and use Calvert Money Controller by telephone.  You
automatically  have telephone  privileges unless you elect otherwise.  The Fund,
the transfer agent and their  affiliates are not liable for acting in good faith
on  telephone  instructions  relating  to your  account,  so long as they follow
reasonable procedures to determine that the telephone  instructions are genuine.
Such  procedures  may include  recording the telephone  calls and requiring some
form of personal  identification.  You should  verify the  accuracy of telephone
transactions immediately upon receipt of your confirmation statement.

Complete  the  "Option"  sections  of the  application  for the  easiest  way to
establish services.

The easiest way to establish  optional services on your Calvert Group account is
to select the options you desire when you complete your account application.  If
you wish to add other options later,  you may have to provide us with additional
information  and a  signature  guarantee.  Please  call your  broker or  Calvert
Investor  Relations  at  800-368-2745  for  further  assistance.  For our mutual
protection,  we may require a signature guarantee on certain written transaction
requests. A signature guarantee verifies the authenticity of your signature, and
may be obtained from any bank, savings and loan association, credit union, trust
company,  broker-dealer firm or member of a domestic stock exchange. A signature
guarantee cannot be provided by a notary public.

Householding of General Mailings

You can help in an effort to reduce Fund  expenses  and save paper and trees for
the environment.

If you have multiple accounts with Calvert, you may receive combined mailings of
some  shareholder  information,  such as semi-annual and annual reports.  Please
contact Calvert Investor  Relations at 800-368-2745 to receive additional copies
of information.

Special Services and Charges

The Fund pays for  shareholder  services but not for special  services  that are
required by a few shareholders, such as a request for a historical transcript of
an  account.  You  may be  required  to pay a  research  fee for  these  special
services.

If you are purchasing  shares of the Fund through a program of services  offered
by a  securities  dealer or financial  institution,  you should read the program
materials in conjunction with this Prospectus.  Certain features of the Fund may
be modified in these programs,  and administrative charges may be imposed by the
broker-dealer for the services rendered.

Tax-Saving Retirement Plans

Contact Calvert Group for complete  information  kits discussing the plans,  and
their benefits, provisions and fees.

Calvert  Group can set up your new  account  under one of  several  tax-deferred
plans.  These plans let you invest for  retirement  and shelter your  investment
income from current taxes. Minimums may differ from those listed in the chart on
page _____.

Individual  retirement  accounts  (IRAs):  available  to anyone  who has  earned
income.  You may also be able to make investments in the name of your spouse, if
your spouse has no earned income.

Qualified  Profit-Sharing  and  Money-Purchase  Plans (including  401(k) Plans):
available to  self-employed  people and their partners,  or to corporations  and
their employees.

Simplified  Employee Pension Plan (SEP-IRA):  available to self-employed  people
and their partners, or to corporations.  Salary reduction pension plans (SAR-SEP
IRAs) are also available to employers with 25 or fewer employees.

403(b)(7)  Custodial  Accounts:   available  to  employees  of  most  non-profit
organizations and public schools and universities.

Consolidated Asset Account ("CAA")

Certain brokerage firms may offer their customers CAA, a special cash management
service  linked  to  one  of the  Fund's  Portfolios.  CAA  customers  may  have
free-credit cash balances at their brokerage firm account automatically invested
in Portfolio shares on a daily basis.  Participating brokerage firms will charge
their  customers a fee for the CAA program  and may  establish a higher  minimum
balance.  Details  of  CAA,  including  the  fee  charged,  are  available  from
participating brokerage firms. This prospectus should be read together with such
firm's materials regarding these fees and services.

SELLING YOUR SHARES

You may redeem all or a portion of your shares on any business  day. Your shares
will be redeemed at the next net asset value  calculated  after your  redemption
request is received and accepted.  See the chart below for specific requirements
necessary to make sure your redemption request is acceptable.  Remember that the
Fund may hold payment on the  redemption  of your shares until it is  reasonably
satisfied that  investments  made by check or by Calvert Money  Controller  have
been collected (normally up to 10 business days).

Redemption Requirements To Remember

To ensure acceptance of your redemption
request, please follow the procedures described here and below.

Once your shares are redeemed,  the proceeds will normally be sent to you on the
next business day, but if making  immediate  payment could adversely  affect the
Fund,  it may take up to seven (7) days.  Calvert Money  Controller  redemptions
generally will be credited to your bank account on the first or second  business
day after your phone call.  When the New York Stock  Exchange 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.

If you sell shares by telephone or written request,  you will receive  dividends
through the date the request is received and processed.  If you write a draft to
sell shares,  the shares will earn dividends until the draft is presented to the
Portfolio to be paid.

Minimum account balance is $1,000 per Portfolio.

Please maintain a balance in your account of at least $1,000 per Portfolio.  If,
due to  redemptions,  the account falls below  $1,000,  or you fail to invest at
least $1,000,  it may be closed and the proceeds mailed to you at the address of
record.  You will be given notice that your account will be closed after 30 days
unless you make an additional investment to increase your account balance to the
$1,000 minimum per Portfolio.

HOW TO SELL YOUR SHARES

Draftwriting

You may redeem  shares in your account by writing a draft for at least $250.  If
you complete and return the signature card for Draftwriting,  the Portfolio will
mail bank drafts to you, printed with your name and address. Generally, there is
no charge to you for the maintenance of this service or the clearance of drafts,
but the Portfolio reserves the right to charge a service fee for drafts returned
for  insufficient  funds.  As a  service  to  shareholders,  the  Portfolio  may
automatically  transfer  the dollar  amount  necessary  to cover drafts you have
written  on the  Portfolio  to your  Portfolio  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.

By Mail To:

Calvert Group
4550 Montgomery Ave.
Bethesda, MD 20814

Effective 4/1/95:
Calvert Group
P.O. Box 419544
Kansas City, MO
64179-6542

You may redeem available shares from your account at any time by sending a
letter of instruction, including your name, account and Fund number, the
number of shares or dollar amount, and where you want the money to be sent.
Additional requirements, below, may apply to your account. The letter of
instruction must be signed by all required authorized signers. If you want
the money to be wired to a bank not previously authorized, then a voided
bank check must be enclosed with your letter. If you do not have a voided
check or if you would like funds sent to a different address or another
person, your letter must be signature guaranteed.

Type of Registration                        Requirements

Corporations,
Associations                  Letter of instruction and a corporate resolution,
                              signed by person(s)authorized to act on the
                              account, accompanied by signature guarantee(s).

Trusts                        Letter of instruction signed by the
                              Trustee(s) (as Trustee), with a signature
                              guarantee. (If the Trustee's name is not
                              registered on your account, provide a copy
                              of the trust document, certified within
                              the last 60 days.)

By Telephone

Please call  800-368-2745.  You may redeem shares from your account by telephone
and have your money  mailed to your  address of record or wired to an address or
bank you have previously authorized. A charge of $5 is imposed on wire transfers
of less than $1,000. See "Telephone Transactions" on page ___.

Calvert Money Controller

Please allow  sufficient  time for Calvert Group to process your initial request
for this service  (normally 10 business days). You may also authorize  automatic
fixed amount  redemptions  by Calvert  Money  Controller.  All requests  must be
received by 4:00 p.m. Eastern time. Accounts cannot be closed by this service

Exchange to Another Calvert Group Fund

You must meet the minimum investment requirement of the other Calvert Group Fund
or Portfolio.  You can only exchange  between  accounts  with  identical  names,
addresses and taxpayer  identification number, unless previously authorized with
a signature-guaranteed letter.

Systematic Check Redemptions

If you  maintain  an account  with a balance  of  $10,000 or more,  you may have
regular  redemption  checks for a fixed  amount  sent to you on the 15th of each
month,  simply by sending a letter with all information,  including your account
number, and the dollar amount ($100 minimum).  If you would like a regular check
mailed to another person or place, your letter must be signature guaranteed.

Through your Broker

If your  account  is held in your  broker's  name  ("street  name"),  you should
contact your broker directly to transfer, exchange or redeem shares.

DIVIDENDS AND TAXES

Each year, the Portfolios  distribute  substantially all of their net investment
income to shareholders.

Dividends from the Portfolio's net investment income are declared daily and paid
monthly.  Net  investment  income  consists of interest  income,  net short-term
capital  gains,  if any, and dividends  declared and paid on  investments,  less
expenses.

Dividend payment options

Dividends  and any  distributions  are  automatically  reinvested  in additional
shares of the same  Portfolio,  unless you elect to have the dividends of $10 or
more paid in cash (by  check or by  Calvert  Money  Controller).  Dividends  and
distributions  from the  Portfolios  may also be invested in shares of any other
Calvert Group Fund or Portfolio, but will not be subject to the applicable sales
charge,  effective  April 1, 1995. You must notify the Fund in writing to change
your payment options.  If you elect to have dividends and/or  distributions paid
in cash, and the U.S.  Postal Service cannot deliver the check, or if it remains
uncashed for six months, it, as well as future dividends and distributions, will
be reinvested in additional shares.

Federal Taxes

In January,  the Portfolios  will mail you Form 1099-DIV  indicating the federal
tax status of dividends  and any capital gain  distributions  paid to you by the
Portfolios during the past year.  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 Fund shares. A portion of the Portfolios'  dividends may
qualify for the dividends received deduction for corporations.

Tax Information for the Tax-Free Portfolio

Dividends  derived from interest on municipal  obligations  held in the Tax-Free
Portfolio constitute  exempt-interest dividends which are not subject to federal
income tax. The  exempt-interest  portion of the dividends  will be based on the
ratio of the Portfolio's net tax-exempt  income to taxable income for the entire
fiscal year.  Dividends  attributable  to interest on certain  private  activity
bonds must be included in federal  alternative  minimum tax for  individuals and
for corporations.

Other Tax Information

In addition to federal taxes, 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 U.S.  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 the
Portfolios to withhold 31% of your dividends. In addition, you may be subject to
a fine. You will also be prohibited from opening another account by exchange. If
this TIN  information  is not  received  within 60 days  after  your  account is
established,  your  account  may be  redeemed  at the current NAV on the date of
redemption.  The  Portfolios  reserve the right to reject any new account or any
purchase order for failure to supply a certified TIN.

================================================================================
To Open an Account:                                      Prospectus
                               800-368-2748              January 31, 1995

Performance and Prices:
Calvert Information Network                              MONEY MANAGEMENT PLUS
24 hours, 7 days a week
     800-368-2745
                                                            Prime Portfolio
Service for Existing Account:
     Shareholders              800-368-2745                 Government Portfolio
     Brokers                   800-368-2746
                                                            Tax-Free Portfolio

TDD for Hearing Impaired:
     800-541-1524



PRINCIPAL UNDERWRITER
Calvert Distributors, Inc. (effective 3/1/95)
4550 Montgomery Avenue
Suite 1000N
Bethesda, Maryland 20814


Table of Contents

Fund Expenses
Financial Highlights
Investment Objectives and Policies
Yield
Management of the Fund
SHAREHOLDER GUIDE:
How to Buy Shares
When Your Account Will Be Credited
Exchanges
Other Calvert Group Services
Selling Your Shares
How to Sell Your Shares
Dividends and Taxes








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