CALVERT SOCIAL INVESTMENT FUND
497, 1996-02-26
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PROSPECTUS --
    
January 31, 1996 
     
                 CALVERT SOCIAL INVESTMENT FUND 
                  Money Market Portfolio                               
                  Bond Portfolio 
                  Managed Growth Portfolio                             
                  Equity Portfolio 
========================================================================== 
INTRODUCTION   TO  THE FUND

Calvert  Social  Investment  Fund seeks to provide  growth of capital or current
income through investment in enterprises that make a significant contribution to
society  through  their  products  and  services  and  through  the way  they do
business.  Investments  are selected on the basis of their ability to contribute
to the dual objectives of the Fund. Potential investments are first screened for
financial  soundness and then evaluated according to the Fund's social criteria.
An  investment  in the  Fund is  neither  insured  nor  guaranteed  by the  U.S.
Government.  There can be no assurance  that the Money Market  Portfolio will be
successful in maintaining a constant net asset value of $1.00 per share.

The  Fund  has four  different  Portfolios,  each  with a  different  investment
objective.

        
The Money  Market  Portfolio  invests  in money  market  instruments,  including
repurchase  agreements  with  banks and  brokers  secured  by such  instruments,
selected in accordance with the Fund's investment and social criteria. The Money
Market  Portfolio  seeks to  maintain  a constant  net asset  value of $1.00 per
share.

The Managed Growth Portfolio  maintains an actively managed portfolio of stocks,
bonds and money market  instruments  selected with a concern for the  investment
and social impact of each investment.

The Bond Portfolio  invests primarily in corporate bonds and other straight debt
securities,  selected  in  accordance  with the  Fund's  investment  and  social
criteria.
                       
The Equity Portfolio  maintains an actively managed portfolio of stocks selected
with a concern for the investment and social impact of each investment.

PURCHASE INFORMATION   

The Managed  Growth,  Bond, and Equity  Portfolios  offer two classes of shares,
each with different expense levels and sales charges. You may choose to purchase
(i) Class A shares,  with a sales  charge  imposed at the time you  purchase the
shares ("front-end sales charge"); or (ii) Class C shares which impose neither a
front-end  sales charge nor a contingent  deferred sales charge.  Class C shares
are not  available  through all  dealers.  Class C shares have a higher level of
expenses  than  Class  A  shares,   including  higher  Rule  12b-1  fees.  These
alternatives  permit you to choose the method of purchasing  shares that is most
beneficial to you,  depending on the amount of the purchase,  the length of time
you expect to hold the shares, and other  circumstances.  See "Alternative Sales
Options" for further details.

TO OPEN AN ACCOUNT     

Call your  broker,  or complete  and return the  enclosed  Account  Application.
Minimum investment is $1,000.

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


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 ON 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.  WHEN INVESTORS SELL SHARES 
OF THE FUND,  THE VALUE MAY BE HIGHER OR LOWER THAN THE AMOUNT  ORIGINALLY 
PAID. 


<PAGE>

HIGHLIGHTS 

INVESTMENT OBJECTIVES AND POLICIES

Calvert  Social  Investment  Fund  is  designed  to  provide  opportunities  for
investors  seeking  growth of capital or current  income  through  investment in
enterprises  that make a  significant  contribution  to  society  through  their
products and services and through the way they do business. 

The Money Market Portfolio seeks to provide the highest level of current income,
consistent with  liquidity,  safety and stability,  through  investment in money
market instruments, including securities issued or guaranteed by agencies of the
U.S. Government and repurchase agreements with banks and brokers secured by such
instruments,  selected  in  accordance  with the  Fund's  investment  and social
criteria.  The Money Market Portfolio is designed for short-term cash management
and for investors  needing  stability of principal.  The Money Market  Portfolio
seeks to maintain a constant net asset value of $1.00 per share.

The Managed Growth  Portfolio  seeks to achieve a total return above the rate of
inflation  through an  actively  managed,  diversified  portfolio  of common and
preferred  stocks,  bonds and money  market  instruments  which offer income and
capital growth  opportunity  and which satisfy the investment and social concern
criteria established by the Fund.

The Bond  Portfolio  seeks to provide  as high a level of  current  income as is
consistent  with prudent  investment  risk and  preservation  of capital through
investment in bonds and other straight debt securities, selected pursuant to the
Fund's investment and social criteria.

The Equity  Portfolio seeks growth of capital  through  investment in the equity
securities of issuers within  industries  perceived to offer  opportunities  for
potential  capital  appreciation  and which  satisfy the Fund's  investment  and
social criteria.

There  can be no  assurance  that the Fund will be  successful  in  meeting  its
investment  objectives  or that the  Money  Market  Portfolio  will  maintain  a
constant net asset value of $1.00 per share.  For a further  description  of the
Fund's four Portfolios and discussion of the Fund's investment  techniques,  see
"Investment   Objectives  and  Policies,"  "Investment  Selection  Process"  and
"Additional Investment Policies."

EXPERTISE IN THE MANAGEMENT OF THE FUND 

   
The Fund's  Investment  Advisor is Calvert  Asset  Management  Company,  Inc., a
subsidiary  of Acacia Mutual Life  Insurance  Company of  Washington,  D.C. U.S.
Trust Company of Boston is the  Investment  Sub-Advisor  to the Bond  Portfolio.
Sub-Advisors  for the Managed Growth  Portfolio  include U.S. Trust, NCM Capital
Management  Group,  Inc.,  Brown  Capital  Management,   Inc.,  Fortaleza  Asset
Management,  Inc., and Frontier Capital Management  Company,  Inc. CAM Selection
Process," and "Additional Investment Policies.")(See "Management of the Fund,"
"Investment Selection Process," and "Additional Investment Policies.")

DIVERSIFICATION OF INVESTMENTS AND RISKS 
    

By pooling the funds of many investors with similar investment  objectives,  the
Fund gives each an opportunity to benefit from a broadly diversified  portfolio,
a benefit  available  ordinarily  only to investors  with  substantial  capital.
Although  the  Fund's  social  criteria  and  consideration  tend to  limit  the
availability  of  investment  opportunities  more than is  customary  with other
investment companies, the Advisors of the Fund believe that there are sufficient
investment  opportunities  to permit full investment among issuers which satisfy
the Fund's  investment  and social  investment  objectives.  (See  Statement  of
Additional Information, "Investment Selection Process.") For a discussion of the
risks  which may be  associated  with  investments  in  repurchase  and  reverse
repurchase  agreements,  privately placed securities,  non-investment grade debt
securities,   the  securities  of  foreign  issuers,  and  options  and  futures
contracts,  see  "Additional  Investment  Policies"  and  in  the  Statement  of
Additional  Information,  "Investment  Objectives  and Policies" and  "Portfolio
Transactions."

PURCHASE OF FUND SHARES 

There is no sales charge on shares of the Money Market Portfolio. Class A shares
of the  Managed  Growth,  Bond,  and  Equity  Portfolios  are sold  subject to a
front-end  sales charge which  varies  according to the dollar  amount of shares
purchased (see "How to Buy Shares"). Purchases of shares of the Fund may be made
by mail, bank wire, electronic funds transfer,  through the Fund's branch office
or through brokers. (See "How to Buy Shares.")

REDEMPTION OF FUND SHARES 

Shares of each  Portfolio  may be  redeemed  at any time at no charge at the net
asset value next determined after a proper redemption request is received by the
Fund's  transfer  agent.  Investors  may redeem  shares by mail or by telephone,
through  brokers,  or, for investors in the Money Market  Portfolio,  by writing
drafts in the amount of $250 or more against their account  balances.  (See "How
to Sell Your Shares.")

GENERAL INFORMATION 

The Fund is an open-end,  diversified management investment company organized as
a  Massachusetts  business trust under a Declaration of Trust dated December 14,
1981, and is a series  company.  The Money Market and Managed Growth  Portfolios
commenced  operations  in  October  1982,  and the  Bond and  Equity  Portfolios
commenced  operations in August 1987. The Fund's  authorized  capital and shares
being  offered by this  Prospectus  consist of an unlimited  number of shares of
beneficial  interest of no par value which may be issued in series.  Shares have
equal  rights  with all other  shares of the same class and series as to voting,
dividends and liquidation.


FUND EXPENSES 

   
                              Money Market Portfolio   Managed GRowth Portfolio 
                                                                               
A.  Shareholder 
      Transaction Costs       Class A                  Class A        Class C 
    Maximum Sales Charge
      on Purchases (as a      None                     4.75%         None 
      percentage of 
      offering price) 
 
    Contingent Deferred 
      Sales Charge            None                     None          None 


B.  Annual Fund Operating 
      Expenses-Fiscal  
      Year 1995 
      (as a percentage of
       average net assets,  
      after expense 
      reimbursement/waiver) 
 
    Management Fees          0.50%                     0.70%         0.70% 


    Rule 12b-1 Service and 
      Distribution Fees      0.00%                     0.24%         1.00% 

    Other Expenses           0.39%                     0.34%         0.81% 

    Total Fund Operating 
      Expenses<F1>           0.89%                     1.28%         2.51%

<F1>Net Fund Operating Expenses after reduction for fees paid indirectly
were:  Money Market .87%, Managed Growth Class A 1.26%, Managed Growth
Class C 2.50%, Bond Class A 1.22%, Bond Class C 2.50% and Equity Class A
1.36%.





                             Bond Portfolio                Equity Portfolio 

A.  Shareholder 
      Transaction Costs      Class A       Class C     Class A       Class C 


    Maximum Sales Charge 
      on Purchases (as a  
      3.75% percentage 
      of offering price)     3.75%         None        4.75%         None 
     
    Contingent Deferred 
      Sales Charge           None          None        None          None 
 
B.  Annual Fund Operating 
      Expenses-Fiscal  
      Year 1995 
     (as a percentage of 
     net assets, net of  
    any applicable fee 
    reimbursement/waiver) 
    
    Management Fees          0.65%         0.65%       0.63%         0.63% 


    Rule 12b-1 Service 
      and Distribution Fees  0.20%         1.00%       0.23%         1.00% 

    Other Expenses           0.39%         0.87%       0.52%         1.88% 

    Total Fund Operating 
      Expenses               1.24%         2.52%       1.38%         3.51% 



C. Example:   You would pay the following expenses on a $1,000 investment, 
assuming (1) 5% annual return;(2) redemption at the end of each period; and 
(3) for all Portfolios except Money Market Portfolio, for Class A Shares,
 payment of maximum initial  



at time of purchase: 


                           1 Year       3 Years   5 Years     10 Years 
Money Market Portfolio 
                           $9           $28       $49         $110 

Managed Growth Portfolio 
Class A                    $60          $86      $114         $195 
Class C                    $25          $78      $134         $285 

Bond Portfolio 
Class A                    $50          $75      $103         $182 
Class C                    $26          $78      $134         $286 

Equity Portfolio 
Class A                    $61          $89      $119         $205 
Class C                    $35          $108     $182         $378 
    

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

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  Costs are charges you pay when you buy 
or sell shares of the Fund.  See "Reduced  Sales  Charges" at Exhibit A to 
see if you qualify for possible  reductions  in the sales  charge.  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 historical  expenses. 
Management  Fees  are  paid  by  the  Fund  to  Calvert  Asset  Management 
Company, Inc.  ("Investment  Advisor") for managing the Fund's investments 
and business  affairs.  Management fees include the  Sub-Advisory fee paid 
by the  Investment  Advisor to the  Sub-Advisors  of the  Portfolios.  The 
Management  fees for the Equity  Portfolio  are  subject to a  performance 
adjustment,  which  could  cause  the fee to be as high as 0.90% or as low 
as  0.50%,  depending  on  the  Portfolio's  performance  relative  to the 
Standard & Poor 500 Composite  Index.  The Management fees for the Managed 
Growth  Portfolio are subject to a performance  adjustment,  after January 
1,  1997,  which  could  cause the fee to be as high as 0.85% or as low as 
0.55%,   depending  on  the  Portfolio's   performance   relative  to  the 
Sub-Advisor's   Relevant  Index.   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 or share  price and are not 
charged directly to individual shareholder accounts. 


If Management had not reimbursed or waived fees, the current Other Expenses
and Total Fund Operating Expenses for the Money Market Portfolio would have been
0.57%  and  1.07%,  respectively.  For  Class A  shares  of the  Managed  Growth
Portfolio,  without  waiver or  reimbursement,  Other  Expenses  and Total  Fund
Operating  Expenses would have been 0.36% and 1.30%,  respectively.  For Managed
Growth  Class C shares,  the current  Other  Expenses  and total Fund  Operating
Expenses  would have been 1.23% and 2.93%,  respectively.  For Class C shares of
the Bond Portfolio, without waiver or reimbursement,  the current Other expenses
and total Fund Operating Expenses would have been 3.01% and 4.66%, respectively.
For  Class C shares  of the  Equity  Portfolio,  1.07% of  Other  Expenses  were
reimbursed  or waived  during the 1995 fiscal  year.  However,  expenses for the
Equity  Portfolio,  Class C  Shares,  have been  restated  to  reflect  expenses
anticipated in the current fiscal year.
    

          The Fund's Rule 12b-1 fees include an asset-based  sales charge. 
Thus,  long-term  shareholders  in the Fund  may pay  more in total  sales 
charges  than the  economic  equivalent  of the  maximum  front-end  sales 
charge  permitted  by  rules of the  National  Association  of  Securities 
Dealers, Inc. 



FINANCIAL HIGHLIGHTS 

The following tables provide  information  about the financial  history of 
each  Portfolio's  shares.  They  express  the  information  in terms of a 
single share  outstanding  for the respective  Portfolio  throughout  each 
period.  Information  for Class C shares is  presented  only  since  their 
inception  on  March  1,  1994.  The  tables  have  been  audited  by  the 
independent  accountants,  whose  report is included in the Annual  Report 
to  Shareholders  of the Fund.  The tables  should be read in  conjunction 
with the  financial  statements  and  their  related  notes.  The  current 
Annual  Report to  Shareholders  is  incorporated  by  reference  into the 
Statement of Additional Information. 

   
Money Market Portfolio                         Class A Shares  
                                               Year Ended  
                                               September 30, 1995 


Net asset value, beginning of year             $1.00  

Income from investment operations  
Net investment income                          .050  

Distributions from  
Net investment income                         (.050)  

Net asset value, end of year                   $1.00  

Total return<F4>                               5.13%  

Ratio to average net assets: 
Net investment income                          5.03%  
Total expenses<F5>                             .89%  
Net expenses                                   .87%  
Expenses reimbursed and/or waived              .18%  

Net assets, end of year (in thousands)         $153,996  

Number of shares outstanding  
at end of year (in thousands)                  154,044  

<F4>Total return prior to 1989 is not audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 



Money Market Portfolio                         Class A Shares  
                                               Year Ended  
                                               September 30, 1994 

Net asset value, beginning of year             $1.00  

Income from investment operations  
Net investment income                          .031  

Distributions from  
Net investment income                         (.031)  

Net asset value, end of year                   $1.00  

Total return<F4>                               3.13%  

Ratio to average net assets: 
Net investment income                          3.07%  
Total expenses<F5>                             --  
Net expenses                                   .87%  
Expenses reimbursed and/or waived              .18%  

Net assets, end of year (in thousands)         $143,779  

Number of shares outstanding  
at end of year (in thousands)                  143,826  

<F4>Total return prior to 1989 is not audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 



Money Market Portfolio                         Class A Shares  
                                               Year Ended  
                                               September 30, 1993 

Net asset value, beginning of year             $1.00  

Income from investment operations  
Net investment income                          .025  

Distributions from  
Net investment income                         (.025)  

Net asset value, end of year                   $1.00  

Total return<F4>                               2.56%  

Ratio to average net assets: 
Net investment income                          2.54%  
Total expenses<F5>                             --  
Net expenses                                   .87%  
Expenses reimbursed and/or waived              .20%  


Net assets, end of year (in thousands)         $144,985  

Number of shares outstanding  
at end of year (in thousands)                  145,031  

<F4>Total return prior to 1989 is not audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 



Money Market Portfolio                         Class A Shares  
                                               Year Ended  
                                               September 30, 1992 

Net asset value, beginning of year             $1.00  

Income from investment operations  
Net investment income                          .037  

Distributions from  
Net investment income                         (.037)  

Net asset value, end of year                   $1.00  

Total return<F4>                               3.79%  

Ratio to average net assets: 
Net investment income                          3.74%  
Total expenses<F5>                             --  
Net expenses                                   .87%  
Expenses reimbursed and/or waived              .16%  

Net assets, end of year (in thousands)         $171,340  

Number of shares outstanding  
at end of year (in thousands)                  171,407  

<F4>Total return prior to 1989 is not audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 



Money Market Portfolio                         Class A Shares  
                                               Year Ended  
                                               September 30, 1991 

Net asset value, beginning of year             $1.00  

Income from investment operations  
Net investment income                          .061  

Distributions from  
Net investment income                         (.061)  

Net asset value, end of year                   $1.00  

Total return<F4>                               6.32%  

Ratio to average net assets: 
Net investment income                          6.12%  
Total expenses<F5>                             --  
Net expenses                                   .87%  
Expenses reimbursed and/or waived              .13%  

Net assets, end of year (in thousands)         $193,947  

Number of shares outstanding  
at end of year (in thousands)                  194,015  

<F4>Total return prior to 1989 is not audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 



Money Market Portfolio                         Class A Shares  
                                               Year Ended  
                                               September 30, 1990 

Net asset value, beginning of year             $1.00  

Income from investment operations  
Net investment income                          .076  

Distributions from  
Net investment income                         (.076)  

Net asset value, end of year                   $1.00  

Total return<F4>                               7.85%  

Ratio to average net assets: 
Net investment income                          7.53%  
Total expenses<F5>                             --  
Net expenses                                   .85%  
Expenses reimbursed and/or waived              .14%  

Net assets, end of year (in thousands)         $182,148  

Number of shares outstanding  
at end of year (in thousands)                  182,193  

<F4>Total return prior to 1989 is not audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 



Money Market Portfolio                         Class A Shares  
                                               Year Ended  
                                               September 30, 1989 

Net asset value, beginning of year             $1.00  

Income from investment operations  
Net investment income                          .084  

Distributions from  
Net investment income                         (.084)  

Net asset value, end of year                   $1.00  

Total return<F4>                               6.47%  

Ratio to average net assets: 
Net investment income                          8.40%  
Total expenses<F5>                             --  
Net expenses                                   .85%  
Expenses reimbursed and/or waived              .17%  

Net assets, end of year (in thousands)         $139,662  

Number of shares outstanding  
at end of year (in thousands)                  139,707  

<F4>Total return prior to 1989 is not audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 



Money Market Portfolio                         Class A Shares  
                                               Year Ended  
                                               September 30, 1988 

Net asset value, beginning of year             $1.00  

Income from investment operations  
Net investment income                          .067  

Distributions from  
Net investment income                         (.067)  

Net asset value, end of year                   $1.00  

Total return<F4>                               5.31%  

Ratio to average net assets: 
Net investment income                          6.47%  
Total expenses<F5>                             --  
Net expenses                                   .84%  
Expenses reimbursed and/or waived              .27%  

Net assets, end of year (in thousands)         $81,253  

Number of shares outstanding  
at end of year (in thousands)                  81,278  

<F4>Total return prior to 1989 is not audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 
    

   

Money Market Portfolio                         Class A Shares  
                                               Year Ended  
                                               September 30, 1987 

Net asset value, beginning of year             $1.00  


Income from investment operations  

Net investment income                          .057  

Distributions from  
Net investment income                         (.057)  

Net asset value, end of year                   $1.00  

Total return<F4>                               4.62%  

Ratio to average net assets: 
Net investment income                          5.52%  
Total expenses<F5>                             --  
Net expenses                                   .86%  
Expenses reimbursed and/or waived              .24%  

Net assets, end of year (in thousands)         $66,285  

Number of shares outstanding  
at end of year (in thousands)                  66,288  

<F4>Total return prior to 1989 is not audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 


Money Market Portfolio                         Class A Shares  
                                               Year Ended  
                                               September 30, 1986 

Net asset value, beginning of year             $1.00  

Income from investment operations  
Net investment income                          .067  

Distributions from  
Net investment income                         (.067)  

Net asset value, end of year                   $1.00  

Total return<F4>                               4.77%  

Ratio to average net assets: 
Net investment income                          6.51%  
Total expenses<F5>                             --  
Net expenses                                   .84%  
Expenses reimbursed and/or waived              .34%  

Net assets, end of year (in thousands)         $58,249  

Number of shares outstanding  
at end of year (in thousands)                  58,248  

<F4>Total return prior to 1989 is not audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 



Managed Growth Portfolio                       Class A Shares  
                                               Year Ended  
                                               September 30, 1995 

Net asset value, beginning of year             $28.77  

Income from investment operations  
Net investment income                          .87  
Net realized and unrealized gain  
(loss) on investments                          4.25  
Total from investment operations               5.12  

Distributions from  
Net investment income                          (.87)  
Net realized gains                             (.21) 
Total Distributions                            (1.08)  

Total increase (decrease) in  
net asset value                                4.04  

Net asset value, end of year                   $32.81  

Total return<F4>                               18.21%  

Ratio to average net assets: 
Net investment income                          2.89%  
Total expenses<F5>                             1.28%  
Net expenses                                   1.26%  
Expenses reimbursed and/or waived              .02%   

Portfolio turnover                             114%  

Net assets, end of year (in thousands)         $560,981  

Number of shares outstanding  
at end of year (in thousands)                  17,099  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 
    

   
Managed Growth Portfolio                       Class A Shares  
                                               Year Ended  
                                               September 30, 1994 

Net asset value, beginning of year             $30.85  

Income from investment operations  
Net investment income                          .93  
Net realized and unrealized gain  
(loss) on investments                          (1.83)  
Total from investment operations               (.90)  

Distributions from  
Net investment income                          (.95)  
Net realized gains                             (.23) 
Total Distributions                            (1.18)  

Total increase (decrease) in  
net asset value                                (2.08)  

Net asset value, end of year                   $28.77  
                                                                        

Total return<F4>                               (2.95%)  

Ratio to average net assets: 
Net investment income                          3.14%  
Total expenses<F5>                             --  
Net expenses                                   1.24%  
Expenses reimbursed and/or waived              --   

Portfolio turnover                             34%  

Net assets, end of year (in thousands)         $512,027  

Number of shares outstanding  
at end of year (in thousands)                  17,800  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 



Managed Growth Portfolio                       Class A Shares  
                                               Year Ended  
                                               September 30, 1993 

Net asset value, beginning of year             $29.35  

Income from investment operations  
Net investment income                          .95  
Net realized and unrealized gain  
(loss) on investments                          1.91  
Total from investment operations               2.86  

Distributions from  
Net investment income                          (.95)  
Net realized gains                             (.41) 
Total Distributions                            (1.36)  

Total increase (decrease) in  
net asset value                                1.50  

Net asset value, end of year                   $30.85  

Total return<F4>                               9.98%  

Ratio to average net assets: 
Net investment income                          3.25%  
Total expenses<F5>                             --  
Net expenses                                   1.25%  
Expenses reimbursed and/or waived              --  

Portfolio turnover                             33%  

Net assets, end of year (in thousands)         $536,170  

Number of shares outstanding  
at end of year (in thousands)                  17,378  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 
    

   
Managed Growth Portfolio                       Class A Shares  
                                               Year Ended  
                                               September 30, 1992 
 
Income from investment operations  

Net investment income                          1.07  
Net realized and unrealized gain  
(loss) on investments                          1.82  
Total from investment operations               2.89  

Distributions from  
Net investment income                          (1.95)  
Net realized gains                             (.01) 
Total Distributions                            (1.96)  

Total increase (decrease) in  
net asset value                                .93  

Net asset value, end of year                   $29.35  

Total return<F4>                               10.71%  

Ratio to average net assets: 
Net investment income                          3.90%  
Total expenses<F5>                             --  
Net expenses                                   1.28%  
Expenses reimbursed and/or waived              --  

Portfolio turnover                             14%  

Net assets, end of year (in thousands)         $419,514  

Number of shares outstanding  
at end of year (in thousands)                  14,292  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 



Managed Growth Portfolio                       Class A Shares  
                                               Year Ended  
                                               September 30, 1991 

Net asset value, beginning of year             $25.87  

Income from investment operations  
Net investment income                          1.20  
Net realized and unrealized gain  
(loss) on investments                          3.10  
Total from investment operations               4.30  

Distributions from  
Net investment income                          (1.00)  
Net realized gains                             (.75) 
Total Distributions                            (1.75)  

Total increase (decrease) in  
net asset value                                2.55  

Net asset value, end of year                   $28.42  

Total return<F4>                               17.51%  

Ratio to average net assets: 
Net investment income                          4.73%  
Total expenses<F5>                             --  
Net expenses                                   1.31%  
Expenses reimbursed and/or waived              --  

Portfolio turnover                             25%  

Net assets, end of year (in thousands)         $329,922  

Number of shares outstanding  
at end of year (in thousands)                  11,609  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 
    

   
Managed Growth Portfolio                       Class A Shares  
                                               Year Ended  
                                               September 30, 1990 

Net asset value, beginning of year             $27.72  

Income from investment operations  
Net investment income                          1.09  
Net realized and unrealized gain  
(loss) on investments                          (1.85)  
Total from investment operations               (.76)  

Distributions from  
Net investment income                          (.63)  
Net realized gains                             (.46) 
Total Distributions                            (1.09)  

Total increase (decrease) in  
net asset value                                (1.85)  

Net asset value, end of year                   $25.87  

Total return<F4>                               (2.87%)  

Ratio to average net assets: 
Net investment income                          4.85%  
Total expenses<F5>                             --%  
Net expenses                                   1.30%  
Expenses reimbursed and/or waived              --  

Portfolio turnover                             24%  

Net assets, end of year (in thousands)         $242,617  

Number of shares outstanding  
at end of year (in thousands)                  9,377  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 



Managed Growth Portfolio                       Class A Shares  
                                               Year Ended  
                                               September 30, 1989 

Net asset value, beginning of year             $25.04  

Income from investment operations  
Net investment income                          1.15  
Net realized and unrealized gain  
(loss) on investments                          2.97  
Total from investment operations               4.12  

Distributions from  
Net investment income                          (.98)  
Net realized gains                             (.46) 
Total Distributions                            (1.44)  

Total increase (decrease) in  
net asset value                                2.68  

Net asset value, end of year                   $27.72  

Total return<F4>                               17.31%  

Ratio to average net assets: 
Net investment income                          4.49%  
Total expenses<F5>                             --  
Net expenses                                   1.29%  
Expenses reimbursed and/or waived              --  

Portfolio turnover                             34%  

Net assets, end of year (in thousands)         $212,178  

Number of shares outstanding  
at end of year (in thousands)                  7,654  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 



Managed Growth Portfolio                       Class A Shares  
                                               Year Ended  
                                               September 30, 1988 

Net asset value, beginning of year             $27.44  

Income from investment operations  
Net investment income                          1.09  
Net realized and unrealized gain  
(loss) on investments                          (1.91)  
Total from investment operations               (.82)  

Distributions from  
Net investment income                          (1.08)  
Net realized gains                             (.50) 
Total Distributions                            (1.58)  

Total increase (decrease) in  
net asset value                                (2.40)  

Net asset value, end of year                   $25.04  

Total return<F4>                               (2.48%)  

Ratio to average net assets: 
Net investment income                          4.30%  
Total expenses<F5>                             --  
Net expenses                                   1.34%  
Expenses reimbursed and/or waived              --  

Portfolio turnover                             46%  

Net assets, end of year (in thousands)         $171,931  

Number of shares outstanding  
at end of year (in thousands)                  6,866  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 
    

   
Managed Growth Portfolio                       Class A Shares  
                                               Year Ended  
                                               September 30, 1987 

Net asset value, beginning of year             $23.25  

Income from investment operations  
Net investment income                          .65  
Net realized and unrealized gain  
(loss) on investments                          4.35  
Total from investment operations               5.00 

Distributions from  
Net investment income                          (.70)  
Net realized gains                             (.11) 
Total Distributions                            (.81)  

Total increase (decrease) in  
net asset value                                4.19  

Net asset value, end of year                   $27.44  

Total return<F4>                               22.04%  

Ratio to average net assets: 
Net investment income                          2.82%  
Total expenses<F5>                             --%  
Net expenses                                   1.29%  
Expenses reimbursed and/or waived              --  

Portfolio turnover                             14%  

Net assets, end of year (in thousands)         $174,218  

Number of shares outstanding  
at end of year (in thousands)                  6,348  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 



Managed Growth Portfolio                       Class A Shares  
                                               Year Ended  
                                               September 30, 1986 

Net asset value, beginning of year             $18.92  

Income from investment operations  
Net investment income                          .62  
Net realized and unrealized gain  
(loss) on investments                          4.64  
Total from investment operations               5.26  

Distributions from  
Net investment income                          (.77)  
Net realized gains                             (.16) 
Total Distributions                            (.93)  

Total increase (decrease) in  
net asset value                                4.33  

Net asset value, end of year                   $23.25  

Total return<F4>                               28.61%  

Ratio to average net assets: 
Net investment income                          3.42%  
Total expenses<F5>                             --  
Net expenses                                   1.30%  
Expenses reimbursed and/or waived              .02%   

Portfolio turnover                             24%  

Net assets, end of year (in thousands)         $86,405  

Number of shares outstanding  
at end of year (in thousands)                  3,761  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 
    

   
Managed Growth Portfolio                       Class C Shares  
                                               Period Ended  
                                               September 30, 1995 

Net asset value, beginning of period           $28.65  

Income from investment operations  
Net investment income                          .54  
Net realized and unrealized gain  
(loss) on investments                          4.20  
Total from investment operations               4.74  

Distributions from  
Net investment income                          (.58)  
Net realized gains                             (.21) 
Total Distributions                            (.79)  

Total increase (decrease) in  
net asset value                                3.95  

Net asset value, end of period                 $32.60  

Total return<F4>                               16.85%  

Ratio to average net assets: 
Net investment income                          1.61%  
Total expenses<F5>                             2.51% 
Net expenses                                   2.50% 
Expenses reimbursed and/or waived              .42% 

Portfolio turnover                             114%  

Net assets, end of period (in thousands)       $4,065  

Number of shares outstanding  
at end of period (in thousands)                125  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 




Managed Growth Portfolio                       Class C Shares  
                                               From Inception  
                                               (March 1, 1994) to 
                                               September 30, 1994 

Net asset value, beginning of period           $30.43  

Income from investment operations  
Net investment income                          .51  
Net realized and unrealized gain  
(loss) on investments                          (1.66)  
Total from investment operations               (1.15)  

Distributions from  
Net investment income                          (.63)  
Net realized gains                             --  
Total Distributions                            (.63)  

Total increase (decrease) in  
net asset value                                (1.78)  

Net asset value, end of period                 $28.65  

Total return<F4>                               (3.30%)  

Ratio to average net assets: 
Net investment income                          1.83%(a)  
Total expenses<F5>                             --  
Net expenses                                   2.47%(a)  
Expenses reimbursed and/or waived              1.46%(a) 

Portfolio turnover                             34%  

Net assets, end of period (in thousands)       $1,893  

Number of shares outstanding  
at end of period (in thousands)                66  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 
(a) Annualized 
    


   
Bond Portfolio                                 Class A Shares  
                                               Period Ended  
                                               September 30, 1995 

Net asset value, beginning of period           $15.49  

Income from investment operations  
Net investment income                          .96  
Net realized and unrealized gain  
(loss) on investments                          .91  
Total from investment operations               1.87  

Distributions from  
Net investment income                          (.93)  
Net realized gains                             (.06) 
Tax return of capital                          (.03) 
Total Distributions                            (1.02)  

Total increase (decrease) in  
net asset value                                .85  

Net asset value, end of period                 $16.34  

Total return<F4>                               12.57%  

Ratio to average net assets: 
Net investment income                          6.04%  
Total expenses<F5>                             1.24%  
Net expenses                                   1.22%  
Expenses reimbursed and/or waived              --  

Portfolio turnover                             29%  

Net assets, end of period (in thousands)       $62,929  

Number of shares outstanding  
at end of period (in thousands)                3,850  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 




Bond Portfolio                                 Class A Shares  
                                               Period Ended  
                                               September 30, 1994 

Net asset value, beginning of period           $17.77  

Income from investment operations  
Net investment income                          .94  
Net realized and unrealized gain  
(loss) on investments                          (1.81)  
Total from investment operations               (.87)  

Distributions from  
Net investment income                          (.94)  
Net realized gains                             (.47) 
Tax return of capital                          -- 
Total Distributions                            (1.41)  

Total increase (decrease) in  
net asset value                                (2.28)  

Net asset value, end of period                 $15.49  

Total return<F4>                               (5.18%)  

Ratio to average net assets: 
Net investment income                          5.64%  
Total expenses<F5>                             --  
Net expenses                                   1.10%  
Expenses reimbursed and/or waived              --  

Portfolio turnover                             19%  

Net assets, end of period (in thousands)       $61,573  

Number of shares outstanding  
at end of period (in thousands)                3,976  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 
    


   
Bond Portfolio                                 Class A Shares  
                                               Period Ended  
                                               September 30, 1993 

Net asset value, beginning of period           $17.05  

Income from investment operations  
Net investment income                          1.08  
Net realized and unrealized gain  
(loss) on investments                          .85  
Total from investment operations               1.93  

Distributions from  
Net investment income                          (1.08)  
Net realized gains                             (.13) 
Tax return of capital                          -- 
Total Distributions                            (1.21)  

Total increase (decrease) in  
net asset value                                .72  

Net asset value, end of period                 $17.77  

Total return<F4>                               11.89%  

Ratio to average net assets: 
Net investment income                          6.33%  
Total expenses<F5>                             --  
Net expenses                                   .79%  
Expenses reimbursed and/or waived              .20% 

Portfolio turnover                             28%  

Net assets, end of period (in thousands)       $67,134  

Number of shares outstanding  
at end of period (in thousands)                3,778  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 




Bond Portfolio                                 Class A Shares  
                                               Period Ended  
                                               September 30, 1992 

Net asset value, beginning of period           $16.48  

Income from investment operations  
Net investment income                          1.15  
Net realized and unrealized gain  
(loss) on investments                          .78  
Total from investment operations               1.93  

Distributions from  
Net investment income                          (1.15)  
Net realized gains                             (.21) 
Tax return of capital                          -- 
Total Distributions                            (1.36)  

Total increase (decrease) in  
net asset value                                .57  

Net asset value, end of period                 $17.05  

Total return<F4>                               12.29%  

Ratio to average net assets: 
Net investment income                          6.90%  
Total expenses<F5>                             --  
Net expenses                                   .75%  
Expenses reimbursed and/or waived              .24% 

Portfolio turnover                             29%  

Net assets, end of period (in thousands)       $50,572  

Number of shares outstanding  
at end of period (in thousands)                2,965  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 
    


   
Bond Portfolio                                 Class A Shares  
                                               Period Ended  
                                               September 30, 1991 

Net asset value, beginning of period           $15.34  

Income from investment operations  
Net investment income                          1.21  
Net realized and unrealized gain  
(loss) on investments                          1.15  
Total from investment operations               2.36  

Distributions from  
Net investment income                          (1.21)  
Net realized gains                             (.01) 
Tax return of capital                          -- 
Total Distributions                            (1.22)  

Total increase (decrease) in  
net asset value                                1.14  

Net asset value, end of period                 $16.48  

Total return<F4>                               15.95%  

Ratio to average net assets: 
Net investment income                          7.63%  
Total expenses<F5>                             --  
Net expenses                                   .77%  
Expenses reimbursed and/or waived              .27% 

Portfolio turnover                             24%  

Net assets, end of period (in thousands)       $33,259  

Number of shares outstanding  
at end of period (in thousands)                2,018  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 




Bond Portfolio                                 Class A Shares  
                                               Period Ended  
                                               September 30, 1990 

Net asset value, beginning of period           $15.71  

Income from investment operations  
Net investment income                          1.24  
Net realized and unrealized gain  
(loss) on investments                          (.32)  
Total from investment operations               .92  

Distributions from  
Net investment income                          (1.24)  
Net realized gains                             (.05) 
Tax return of capital                          -- 
Total Distributions                            (1.29)  

Total increase (decrease) in  
net asset value                                (.37)  

Net asset value, end of period                 $15.34  

Total return<F4>                               6.09%  

Ratio to average net assets: 
Net investment income                          8.02%  
Total expenses<F5>                             --  
Net expenses                                   .65%  
Expenses reimbursed and/or waived              .45% 

Portfolio turnover                             22%  

Net assets, end of period (in thousands)       $23,298  

Number of shares outstanding  
at end of period (in thousands)                1,519  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 
    

   
Bond Portfolio                                 Class A Shares  
                                               Period Ended  
                                               September 30, 1989 

Net asset value, beginning of period           $15.43  

Income from investment operations  
Net investment income                          1.31  
Net realized and unrealized gain  
(loss) on investments                          .30  
Total from investment operations               1.61  

Distributions from  
Net investment income                          (1.29)  
Net realized gains                             (.04) 
Tax return of capital                          -- 
Total Distributions                            (1.33)  

Total increase (decrease) in  
net asset value                                .28  

Net asset value, end of period                 $15.71  

Total return<F4>                               10.93%  

Ratio to average net assets: 
Net investment income                          8.53%  
Total expenses<F5>                             --  
Net expenses                                   .17%  
Expenses reimbursed and/or waived              .92% 

Portfolio turnover                             50%  

Net assets, end of period (in thousands)       $12,792  

Number of shares outstanding  
at end of period (in thousands)                814  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 


Bond Portfolio                                 Class A Shares  
                                               Period Ended  
                                               September 30, 1988 

Net asset value, beginning of period           $14.81  

Income from investment operations  
Net investment income                          1.16  
Net realized and unrealized gain  
(loss) on investments                          .62  
Total from investment operations               1.78  

Distributions from  
Net investment income                          (1.16)  
Net realized gains                             -- 
Tax return of capital                          -- 
Total Distributions                            (1.16)  

Total increase (decrease) in  
net asset value                                .62  

Net asset value, end of period                 $15.43  

Total return<F4>                               12.32%  

Ratio to average net assets: 
Net investment income                          8.14%  
Total expenses<F5>                             --  
Net expenses                                   --  
Expenses reimbursed and/or waived              1.56% 

Portfolio turnover                             27%  

Net assets, end of period (in thousands)       $5,235  

Number of shares outstanding  
at end of period (in thousands)                339  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 
    

   
Bond Portfolio                                 Class A Shares  
                                               From Inception  
                                               (August 24, 1987) to 
                                               September 30, 1987 

Net asset value, beginning of period           $15.00  

Income from investment operations  
Net investment income                          .04  
Net realized and unrealized gain  
(loss) on investments                          (.20)  
Total from investment operations               (.16)  

Distributions from  
Net investment income                          (.03)  
Net realized gains                             -- 
Tax return of capital                          -- 
Total Distributions                            (.03)  

Total increase (decrease) in  
net asset value                                (.19)  

Net asset value, end of period                 $14.81  

Total return<F4>                               (13.56%)(a)  

Ratio to average net assets: 
Net investment income                          .34%(a)  
Total expenses<F5>                             --  
Net expenses                                   .50%(a)  
Expenses reimbursed and/or waived              1.16%(a) 

Portfolio turnover                             --  

Net assets, end of period (in thousands)       $344  

Number of shares outstanding  
at end of period (in thousands)                23  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 
(a) Annualized 



Bond Portfolio                                 Class C Shares  
                                               Period Ended  
                                               September 30, 1995 

Net asset value, beginning of period           $15.43  

Income from investment operations  
Net investment income                          .80  
Net realized and unrealized gain  
(loss) on investments                          .87  
Total from investment operations               1.67  

Distributions from  
Net investment income                          (.81)  
Net realized gains                             (.06) 
Tax return of capital                          (.03) 
Total Distributions                            (.90)  

Total increase (decrease) in  
net asset value                                .77  

Net asset value, end of period                 $16.20  

Total return<F4>                               11.21%  

Ratio to average net assets: 
Net investment income                          4.60%  
Total expenses<F5>                             2.52% 
Net expenses                                   2.50% 
Expenses reimbursed and/or waived              2.14% 

Portfolio turnover                             29%  

Net assets, end of period (in thousands)       $910  

Number of shares outstanding  
at end of period (in thousands)                56  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 



Managed Growth Portfolio                       Class C Shares  
                                               From Inception  
                                               (March 1, 1994) to 
                                               September 30, 1994 

Net asset value, beginning of period           $16.71  

Income from investment operations  
Net investment income                          .45  
Net realized and unrealized gain  
(loss) on investments                          (1.23)  
Total from investment operations               (.78)  

Distributions from  
Net investment income                          (.50)  
Net realized gains                             --  
Tax return of capital                          --  
Total Distributions                            (.50)  

Total increase (decrease) in  
net asset value                                (1.28)  

Net asset value, end of period                 $15.43  

Total return<F4>                               (4.13%)  

Ratio to average net assets: 
Net investment income                          4.63%(a)  
Total expenses<F5>                             --  
Net expenses                                   2.41%(a)  
Expenses reimbursed and/or waived              9.60%(a) 

Portfolio turnover                             19%  

Net assets, end of period (in thousands)       $315  

Number of shares outstanding  
at end of period (in thousands)                20  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 
(a) Annualized 
    

   
Equity Portfolio                               Class A Shares  
                                               Year Ended  
                                               September 30, 1995 

Net asset value, beginning of year             $20.13  

Income from investment operations  
Net investment income                          .06  
Net realized and unrealized gain  
(loss) on investments                          2.22  
Total from investment operations               2.28  

Distributions from  
Net investment income                          (.04)  
Net realized gains                             (1.25) 
Total Distributions                            (1.29)  

Total increase (decrease) in  
net asset value                                .99  

Net asset value, end of year                   $21.12  

Total return<F4>                               12.43%  

Ratio to average net assets: 
Net investment income                          .32%  
Total expenses<F5>                             1.38%  
Net expenses                                   1.36%  
Expenses reimbursed and/or waived              -- 

Portfolio turnover                             35%  

Net assets, end of period (in thousands)       $90,951  

Number of shares outstanding  
at end of year (in thousands)                  4,307  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 



Equity Portfolio                               Class A Shares  
                                               Year Ended  
                                               September 30, 1994 

Net asset value, beginning of year             $21.43  

Income from investment operations  
Net investment income                          .13  
Net realized and unrealized gain  
(loss) on investments                          (1.04)  
Total from investment operations               (.91)  

Distributions from  
Net investment income                          (.28)  
Net realized gains                             (.11) 
Total Distributions                            (.39)  

Total increase (decrease) in  
net asset value                                (1.30)  

Net asset value, end of year                   $20.13  

Total return<F4>                               (4.33%)  

Ratio to average net assets: 
Net investment income                          .65%  
Total expenses<F5>                             --  
Net expenses                                   1.27%  
Expenses reimbursed and/or waived              -- 

Portfolio turnover                             94%  

Net assets, end of period (in thousands)       $92,970  

Number of shares outstanding  
at end of year (in thousands)                  4,620  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 


Equity Portfolio                               Class A Shares  
                                               Year Ended  
                                               September 30, 1994 

Net asset value, beginning of year             $21.43  

Income from investment operations  
Net investment income                          .13  
Net realized and unrealized gain  
(loss) on investments                          (1.04)  
Total from investment operations               (.91)  

Distributions from  
Net investment income                          (.28)  
Net realized gains                             (.11) 
Total Distributions                            (.39)  

Total increase (decrease) in  
net asset value                                (1.30)  

Net asset value, end of year                   $20.13  

Total return<F4>                               (4.33%)  

Ratio to average net assets: 
Net investment income                          .65%  
Total expenses<F5>                             --  
Net expenses                                   1.27%  
Expenses reimbursed and/or waived              -- 

Portfolio turnover                             94%  

Net assets, end of period (in thousands)       $92,970  

Number of shares outstanding  
at end of year (in thousands)                  4,620  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 
    

   
Equity Portfolio                               Class A Shares  
                                               Year Ended  
                                               September 30, 1993 

Net asset value, beginning of year             $20.03  

Income from investment operations  
Net investment income                          .21  
Net realized and unrealized gain  
(loss) on investments                          1.36  
Total from investment operations               1.57  

Distributions from  
Net investment income                          (.17)  
Net realized gains                             -- 
Total Distributions                            (.17)  

Total increase (decrease) in  
net asset value                                1.40  

Net asset value, end of year                   $21.43  

Total return<F4>                               7.82%  

Ratio to average net assets: 
Net investment income                          1.06%  
Total expenses<F5>                             --  
Net expenses                                   1.13%  
Expenses reimbursed and/or waived              -- 

Portfolio turnover                             43%  

Net assets, end of period (in thousands)       $85,042  

Number of shares outstanding  
at end of year (in thousands)                  3,968  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 


Equity Portfolio                               Class A Shares  
                                               Year Ended  
                                               September 30, 1992 

Net asset value, beginning of year             $18.89  

Income from investment operations  
Net investment income                          .17  
Net realized and unrealized gain  
(loss) on investments                          1.20  
Total from investment operations               1.37  

Distributions from  
Net investment income                          (.23)  
Net realized gains                             -- 
Total Distributions                            (.23)  

Total increase (decrease) in  
net asset value                                1.14  

Net asset value, end of year                   $20.03  

Total return<F4>                               7.36%  

Ratio to average net assets: 
Net investment income                          1.02%  
Total expenses<F5>                             --  
Net expenses                                   1.17%  
Expenses reimbursed and/or waived              -- 

Portfolio turnover                             24%  

Net assets, end of period (in thousands)       $64,629  

Number of shares outstanding  
at end of year (in thousands)                  3,226  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 


Equity Portfolio                               Class A Shares  
                                               Year Ended  
                                               September 30, 1991 

Net asset value, beginning of year             $15.86  

Income from investment operations  
Net investment income                          .44  
Net realized and unrealized gain  
(loss) on investments                          2.96  
Total from investment operations               3.40  

Distributions from  
Net investment income                          (.37)  
Net realized gains                             -- 
Total Distributions                            (.37)  

Total increase (decrease) in  
net asset value                                3.03  

Net asset value, end of year                   $18.89  

Total return<F4>                               21.88%  

Ratio to average net assets: 
Net investment income                          1.94%  
Total expenses<F5>                             --  
Net expenses                                   1.04%  
Expenses reimbursed and/or waived              .18% 

Portfolio turnover                             27%  

Net assets, end of period (in thousands)       $42,642  

Number of shares outstanding  
at end of year (in thousands)                  2,258  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 



Equity Portfolio                               Class A Shares  
                                               Year Ended  
                                               September 30, 1990 

Net asset value, beginning of year             $18.07 

Income from investment operations  
Net investment income                          .32  
Net realized and unrealized gain  
(loss) on investments                          (2.24)  
Total from investment operations               (1.92)  

Distributions from  
Net investment income                          (.24)  
Net realized gains                             (.05)  
Total Distributions                            (.29)  
Total increase (decrease) in  
net asset value                                (2.21)  

Net asset value, end of year                   $15.86  

Total return<F4>                               (10.80%)  

Ratio to average net assets: 
Net investment income                          2.64%  
Total expenses<F5>                             --  
Net expenses                                   .78%  
Expenses reimbursed and/or waived              .50% 

Portfolio turnover                             31%  

Net assets, end of period (in thousands)       $22,212  

Number of shares outstanding  
at end of year (in thousands)                  1,401  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 
    

   

Equity Portfolio                               Class A Shares  
                                               Year Ended  
                                               September 30, 1989 

Net asset value, beginning of year             $14.58  

Income from investment operations  
Net investment income                          .40  
Net realized and unrealized gain  
(loss) on investments                          3.40  
Total from investment operations               3.80  

Distributions from  
Net investment income                          (.31)  
Net realized gains                             -- 
Total Distributions                            (.31)  

Total increase (decrease) in  
net asset value                                3.49  

Net asset value, end of year                   $18.07  

Total return<F4>                               26.69%  

Ratio to average net assets: 
Net investment income                          2.48%  
Total expenses<F5>                             --  
Net expenses                                   .21%  
Expenses reimbursed and/or waived              1.17% 

Portfolio turnover                             8%  

Net assets, end of period (in thousands)       $7,927  

Number of shares outstanding  
at end of year (in thousands)                  439  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 



Equity Portfolio                               Class A Shares  
                                               Year Ended  
                                               September 30, 1988 

Net asset value, beginning of year             $15.33  

Income from investment operations  
Net investment income                          .87  
Net realized and unrealized gain  
(loss) on investments                          (1.53)  
Total from investment operations               (.66)  

Distributions from  
Net investment income                          (.08)  
Net realized gains                             (.01) 
Total Distributions                            (.09)  

Total increase (decrease) in  
net asset value                                (.75)  

Net asset value, end of year                   $14.58  

Total return<F4>                               (4.26%)  

Ratio to average net assets: 
Net investment income                          2.85%  
Total expenses<F5>                             --  
Net expenses                                   --  
Expenses reimbursed and/or waived              2.49% 

Portfolio turnover                             23%  

Net assets, end of period (in thousands)       $1,711  

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

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 
    

   
Equity Portfolio                               Class A Shares  
                                               From Inception  
                                               (August 24, 1987) to 
                                               September 30, 1987 

Net asset value, beginning of year             $15.00  

Income from investment operations  
Net investment income                          .02  
Net realized and unrealized gain  
(loss) on investments                          .31  
Total from investment operations               .33  

Distributions from  
Net investment income                          --  
Net realized gains                             -- 
Total Distributions                            --  

Total increase (decrease) in  
net asset value                                .33  

Net asset value, end of year                   $15.33  

Total return<F4>                               25.56%(a)  

Ratio to average net assets: 
Net investment income                          .31%(a)  
Total expenses<F5>                             --  
Net expenses                                   .50%(a)  
Expenses reimbursed and/or waived              1.50%(a) 

Portfolio turnover                             --  

Net assets, end of period (in thousands)       $265  

Number of shares outstanding  
at end of year (in thousands)                  17  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 

(a) Annualized 


Equity Portfolio                               Class C Shares  
                                               Year Ended  
                                               September 30, 1995 

Net asset value, beginning of year             $19.98  

Income from investment operations  
Net investment income                          (.03)  
Net realized and unrealized gain  
(loss) on investments                          2.05  
Total from investment operations               2.02  

Distributions from  
Net investment income                          (.09)  
Net realized gains                             (1.25) 
Total Distributions                            (1.34)  

Total increase (decrease) in  
net asset value                                .68  

Net asset value, end of year                   $20.66  

Total return<F4>                               11.16%  

Ratio to average net assets: 
Net investment income (loss)                   (.84%)  
Total expenses<F5>                             2.51% 
Net expenses                                   2.50% 
Expenses reimbursed and/or waived              1.07% 

Portfolio turnover                             35%  

Net assets, end of period (in thousands)       $1,802  

Number of shares outstanding  
at end of year (in thousands)                  87  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio. 



Equity Portfolio                               Class C Shares  
                                               From Inception  
                                               (March 1, 1994) to 
                                               September 30, 1994 

Net asset value, beginning of year             $22.12  

Income from investment operations  
Net investment income                          (.06)  
Net realized and unrealized gain  
(loss) on investments                          (2.08)  
Total from investment operations               (2.14)  

Distributions from  
Net investment income                          --  
Net realized gains                             -- 
Total Distributions                            --  

Total increase (decrease) in  
net asset value                                (2.14)  

Net asset value, end of year                   $19.98  

Total return<F4>                               (9.14%) 

Ratio to average net assets: 
Net investment income                          (1.06%)(a)  
Total expenses<F5>                             --  
Net expenses                                   2.75%(a)  
Expenses reimbursed and/or waived              4.60%(a) 

Portfolio turnover                             94%  

Net assets, end of period (in thousands)       $670  

Number of shares outstanding  
at end of year (in thousands)                  34  

<F4>Total return is not annualized and does not reflect  deduction of  
Class A front-end sales charges. Total return prior to 1989 is not  
audited.  
<F5>Effective September 30, 1995, this ratio reflects total expenses  
before reduction for fees paid indirectly; previously such reductions  
were included in the ratio.
 
    

INVESTMENT OBJECTIVES AND POLICIES 

The Fund is designed for individual and institutional investors, including ERISA
fiduciaries,  seeking growth of capital or current income through  investment in
enterprises  that make a  significant  contribution  to  society  through  their
products and services and through the way they do business.  The Managed  Growth
Portfolio  is designed  for  long-term  term cash  management  and  stability of
principal. The Bond Portfolio is designed for current income and preservation of
capital. The Equity Portfolio is designed for capital growth.

Money Market  Portfolio The Money Market  Portfolio seeks to provide the highest
level of current  income,  consistent  with  liquidity,  safety and  security of
capital,  through investment in money market instruments,  including  repurchase
agreements  with  recognized  securities  dealers  and  banks  secured  by  such
instruments,  and reverse repurchase agreements, all selected in accordance with
the Fund's investment and social criteria.  


   
The Money  Market  Portfolio  attempts to maintain a constant net asset value of
$1.00 per share. term money market  instruments  which may include:  obligations
issued or  guaranteed  as to  principal  by the United  States  Government,  its
agencies and instrumentalities; U.S. dollar-denominated certificates of deposit,
time  deposits and bankers'  acceptances  of U.S.  banks,  generally  banks with
assets in excess of $1 billion; taxable municipal securities, including variable
rate demand notes ; and commercial paper (including  participation  interests in
loans  extended by banks to issuers of commercial  paper) that at the date of -1
by  Standard & Poor's  Ratings  Group  ("S&P")  or Prime-1 by Moody's  Investors
Service, Inc. "Moody's"), or, if not rated, is of comparable quality.
    


Managed Growth Portfolio         

The Managed Growth  Portfolio  seeks to achieve a total return above the rate of
inflation  through an  actively  managed  portfolio  of stocks,  bonds and money
market instruments (including repurchase agreements secured by such instruments)
selected with a concern for the investment and social impact of each investment.
It is not the policy of the  Managed  Growth  Portfolio  to take risks to obtain
speculatively or aggressively high returns. There is no predetermined percentage
of assets  allocated  to either  stocks  or bonds or money  market  instruments.
Investments are generally  selected by the two active  Sub-Advisors,  U.S. Trust
Company  of Boston and NCM  Capital,  subject to  direction  and  control by the
Fund's 's fixed-income assets. The Investment Advisors determine the mix for the
Managed Growth Portfolio  depending upon their view of market conditions and the
economic outlook.

   
The Managed Growth  Portfolio may purchase both common and preferred  stock. The
Portfolio  normally  invests in bonds  which are  considered  investment  grade,
including bonds which are direct or indirect obligations of the U.S. Government,
or which at the date of  investment  are rated AAA, AA, A, or BBB by S&P or Aaa,
Aa, A, or Baa by Moody's.  Bonds rated Baa or BBB are  considered  medium  grade
obligations,  possess  speculative  characteristics,  and are rated  obligations
(those rated below BBB, which are considered  non-investment  grade  securities)
but no more than 20% of its assets may be  invested in  obligations  rated lower
than B. The Portfolio may purchase  without  limitation  bonds which are unrated
but of  comparable  quality  to bonds  rated B or  better as  determined  by the
Advisors  under the  supervision  of the Board of Trustees.  The Managed  Growth
Portfolio  does not  currently  hold or intend to invest more than 5% of its net
assets  in  non-investment  grade  securities  (commonly  referred  to as  "junk
bonds"). See the Statement of Additional  Information for additional information
concerning bond ratings.
    

Bond Portfolio

   
The Bond  Portfolio  seeks to provide  as high a level of  current  income as is
consistent  with prudent  investment  risk and  preservation  of capital through
investment  in bonds and  other  straight  debt  securities,  including  taxable
municipal  securities,  selected  pursuant to the Fund's  investment  and social
criteria.  The Bond Portfolio is neither  speculative  nor  conservative  in its
investment  policies  and will take  reasonable  risks in seeking to achieve its
investment  objective  of  current  income and  preservation  of  capital.  Debt
intermediate-term,  short-term,  or any  combination  thereof,  depending on the
Advisors'  evaluation of current and anticipated market patterns and trends; the
Advisors expect that the Bond Portfolio's  average weighted  maturity will range
between 5 and 20 years.  The value of the  Portfolio  will vary  inversely  with
changes in interest rates.

In seeking to achieve  these  objectives,  it is  anticipated  that under normal
conditions  the Bond  Portfolio  will  invest  at least  65% of the value of its
assets in  publicly-traded  straight  debt  securities  which have an investment
grade  rating of A or above as  determined  by a  nationally  recognized  rating
service such as S&P or Moody's,  or if unrated,  determined  to be of comparable
quality.  The Portfolio may also invest in  obligations  issued or guaranteed by
the U.S.  Government or its agencies or  instrumentalities,  or in cash and cash
equivalents.  Up to 20% of the Bond Portfolio's  total assets may be invested in
straight  debt  securities  which are not rated within the four  highest  grades
(including bonds rated below Baa or BBB and unrated securities),  in convertible
debt  securities,   convertible   preferred  and  preferred   stocks,  or  other
securities.   Bonds  rated  Baa  or  BBB,  which  are  considered  medium  grade
obligations,  possess speculative  characteristics,  and are more susceptible to
changing market conditions. The Bond Portfolio does not currently hold or intend
to invest  more than 5% of its net  assets in  non-investment  grade  securities
("junk  bonds").  See the Statement of  Additional  Information  for  additional
information concerning bond ratings.
    


Equity Portfolio The Equity Portfolio seeks growth of capital through investment
in the  equity  securities  of  issuers  within  industries  perceived  to offer
opportunities  for potential  capital  appreciation and which satisfy the Fund's
investment and social criteria.  The Equity Portfolio is neither speculative nor
conservative  in its  investment  policies  and will  take  reasonable  risks in
seeking to achieve its investment objective of growth of capital.

   
The  Equity  Portfolio  normally  invests  at least  80% of the value of its net
assets in equity securities.  Such securities include common stocks, convertible
securities  and  preferred  stocks.   For  liquidity  purposes  or  pending  the
investment of the proceeds of the sale of its shares,  the Equity  Portfolio may
invest  up to 20% of the  value  of its  assets  in  money  market  instruments,
including:    obligations   of   the   U.S.   Government,   its   agencies   and
instrumentalities;  certificates  of deposit of banks,  generally,  those having
total  assets of at least one billion  dollars;  and  commercial  paper or other
corporate  notes of investment  grade quality.  Such securities may be purchased
subject to repurchase  agreements with recognized  securities dealers and banks.
If the Equity Portfolio has assumed a temporary  defensive posture,  there is no
limitation on the percentage of its assets which may be invested in money market
instruments.  The Equity  Portfolio  does not currently hold or intend to invest
more than 5% of its net assets in non-investment grade debt securities.
    

ALL  INVESTMENTS  ARE  SELECTED  WITH A CONCERN  FOR THE  SOCIAL  IMPACT OF EAC
INVESTMENT

The Fund invests in accordance  with its philosophy  that  long-term  rewards to
investors  will come from those  organizations  whose  products,  services,  and
methods  enhance the human  condition  and the  traditional  American  values of
individual initiative, equality of opportunity and cooperative effort.
           

The Fund has developed the following criteria for the selection of organizations
in which it invests. The Fund recognizes, however, that these criteria represent
standards of behavior which few, if any, organizations totally satisfy and that,
as a matter of practice,  evaluation of a particular organization in the context
of these  criteria  will  Advisors.ubjective  judgment by the Fund's  Investment
Advisor and Sub-Advisors.

Given  these  considerations,  the Fund seeks to invest in a producer or service
provider which:

1.  Delivers  safe  products  and  services  in ways which  sustain  our natural
environment.  For example, the Fund looks for companies that produce energy from
renewable  resources,  while avoiding consistent  polluters.  2. Is managed with
participation  throughout the organization in defining and achieving objectives.
For example, the Fund looks for companies that offer employee stock ownership or
profit-sharing  plans.  3.  Negotiates  fairly  with its  workers,  provides  an
environment supportive of their wellness,  does not discriminate on the basis of
race, gender,  religion, age, disability,  ethnic origin, or sexual orientation,
does not consistently  violate  regulations of the Equal Employment  Opportunity
Commission,  and provides opportunities for women, disadvantaged minorities, and
others for whom equal  opportunities  have often been denied.  For example,  the
Fund considers both unionized and non-union firms with good labor relations.  4.
Fosters   awareness  of  a  commitment  to  human  goals,  such  as  creativity,
productivity,  self-respect and responsibility,  within the organization and the
world,  and  continually  recreates  a context  within  which these goals can be
realized.  For  example,  the Fund  looks for  companies  with an above  average
commitment to community affairs and charitable giving.

The Fund will not  invest  in an  issuer  which  the  Advisors  determine  to be
significantly engaged in:

1.   The production of nuclear  energy or the  manufacture of equipment to
     produce nuclear energy.

2.   Business activities in support of repressive regimes.  

3.   The manufacture of weapon systems.
 

The Fund will not, as a matter of operating  policy which may be changed without
the  approval  of a  majority  of the  outstanding  shares,  invest in an issuer
primarily engaged in the manufacture of alcoholic beverages or tobacco products,
or the operation of gambling casinos.

The Fund  believes  that  social  and  technological  change  will  continue  to
transform  America  and  the  world  for the  balance  of  this  century.  Those
enterprises  which  exhibit a social  awareness  measured  in terms of the above
attributes and considerations  should be better prepared to meet future societal
needs  for  goods  and  services.  By  responding  to  social  concerns,   these
enterprises  should  maintain  flexibility and further social goals. In so doing
they should not only avoid the liability  that may be incurred when a product or
service is  determined  to have a negative  social  impact or has  outlived  its
usefulness,  but also be better  positioned to develop  opportunities  to make a
profitable contribution to society. These enterprises should be ready to respond
to external  demands and ensure that over the longer term they will be viable to
provide a positive return to both investors and society as a whole.

                       INVESTMENT SELECTION PROCESS

Investments are selected on the basis of their ability to contribute to the 
dual objectives of the Fund.            
 

Potential  investments  are first  screened  for  financial  soundness  and then
evaluated  according  to the Fund's  social  criteria.  To the  greatest  extent
possible  investments  are  made  in  companies  exhibiting  unusual,   positive
accomplishments with respect to one or more of the criteria. Companies must meet
the Fund's  minimum  standards for all the criteria.  With respect to government
securities,  the Fund invests primarily in debt obligations issued or guaranteed
by agencies or  instrumentalities  of the U.S. Government whose purposes further
or are compatible  with the Fund's social  criteria,  such as obligations of the
Student Loan Marketing Association,  rather than general obligations of the U.S.
Government,  such as  Treasury  securities.  It should be noted  that the Fund's
social criteria tend to limit the availability of investment  opportunities more
than is customary with other investment companies.

The  selection  of an  organization  for  investment  by a  Portfolio  does  not
constitute  endorsement  or validation by the Fund, nor does the exclusion of an
organization  necessarily reflect failure to satisfy the Fund's social criteria.
Investors in the Fund are invited to send a brief  description of companies they
believe might be suitable for investment by the Fund.


                       ADDITIONAL INVESTMENT POLICIES 

As a matter of  fundamental  investment  policy which cannot be changed  without
shareholder  approval, no more than 25% of the value of a Portfolio's assets may
be invested in any one industry,  no more than 5% of a Portfolio's assets may be
invested in any one company, nor may a Portfolio,  or the Fund in the aggregate,
purchase more than 10% of the voting securities of any issuer.

The Managed Growth,  Bond and Equity Portfolios each can use various  techniques
to increase or decrease  its  exposure  to changing  security  prices,  interest
rates,  or other  factors that affect  security  values.  These  techniques  may
involve  derivative  transactions such as buying and selling options and futures
contracts and leveraged  notes,  entering into swap  agreements,  and purchasing
indexed   securities.   The  Portfolios  can  use  these  practices   either  as
substitution  or as  protection  against an adverse  move in the  Portfolios  to
adjust the risk and return  characteristics  of the  Portfolios.  If the Advisor
and/or  Sub-Advisor  judges market conditions  incorrectly or employs a strategy
that does not  correlate  well 's  investments,  or if the  counterparty  to the
transaction  does not perform as promised,  these  techniques  could result in a
loss.  These  techniques  may increase  the  volatility  of a Portfolio  and may
involve  a small  investment  of cash  relative  to the  magnitude  of the  risk
assumed. Any instruments determined to be illiquid are subject to the Fund's 10%
restriction  on illiquid  securities.  See the SAI for more  detail  about these
strategies.

The Fund may engage in repurchase agreements and reverse repurchase  agreements.
In a  repurchase  agreement,  the Fund buys a security  subject to the right and
obligation  to sell it back at a higher  price.  In order to  minimize  any risk
involved,  the Fund engages in such transactions only with recognized securities
dealers  determined by the Advisor to present a minimal credit risk.  Repurchase
agreements are fully  collateralized and always have a maturity of less than one
year. 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. For reverse repurchase agreements, the Fund maintains in a
segregated account liquid assets equal in value to the repurchase price.

Each Portfolio may borrow money from banks (and pledge its assets to secure such
borrowing)  for  temporary or emergency  purposes,  but not for  leverage.  Such
borrowing may not exceed 10% of the value of that Portfolio's total assets.

The Fund has adopted the following operating (i.e., Non-fundamental) investment
policies  which may be  changed by the Board of Trustees  without 
shareholder approval: 

   
No Portfolio  may purchase or hold  illiquid  securities if more than 10% of the
value of that Portfolio's net assets would be invested in such securities.

Each  Portfolio may invest up to 25% of its assets in the  securities of foreign
issuers. The or other receipts evidencing ownership of foreign securities,  such
as International  Depository Receipts and Global Depository  Receipts.  ADRs are
U.S.  dollar-denominated  and Foreign  securities may involve  additional risks,
including  currency  fluctuations,  risks  relating  to  political  or  economic
conditions,   and  the  potentially  less  stringent  investor   protection  and
disclosure  standards  of foreign  markets.  These  factors  could make  foreign
investments,  especially  those in  developing  countries,  less liquid and more
volatile.  In addition,  the costs of foreign investing,  including  withholding
taxes,  brokerage  commisions and custodial costs are generally  higher than for
U.S.  investments.  By  investing  in ADRs  may  avoid  some  currency  and some
liquidity  risks.  The  information  available  for ADRs is  subject to the more
uniform and more exacting accounting, auditing and financial reporting standards
of the  domestic  market or exchange on which they are traded.  The Money Market
Portfolio may purchase only high quality U.S. dollar-denominated instruments.
    

For further information on the Fund's investment policies and restrictions,  see
the Statement of Additional Information.

Special Equities and Private Placements

Due to the particular  social objective of the Fund,  opportunities may exist to
promote especially promising approaches to social goals through privately placed
investments. The Special Equities Committee of the Board of Trustees identifies,
evaluates, and selects certain of these investments,  subject to ratification by
the Board. The private placement investments undertaken by the Fund, if any, may
be subject to a high degree of risk.  Such  investments  may involve  relatively
small and untried  enterprises  that have been  selected  in the first  instance
because of some attractive social objectives or policies.

Many private  placement  investments  have no readily  available  market and may
therefore be considered  illiquid.  Fund  investments in private  placements and
other  securities  for which market  quotations  are not readily  available  are
valued at fair market value under the direction and control of the Board.

High Social Impact Investments

    
Each  Portfolio  may  invest  a  small  portion  of  its  respective  assets  in
investments in securities  that offer a rate of return below the then prevailing
market rate and that present attractive  opportunities for furthering the Fund's
social  criteria  ("High  Social Impact  Investments");  such High Social Impact
investments must be less than 1% of the 's assets. Such securities are typically
illiquid  and  unrated  and  generally  considered   non-investment  grade  debt
securities  which  involve a  greater  risk of  default  or price  decline  than
investment-grade  securities.  Through  diversification  and credit analysis and
limited  maturity,  investment  risk can be  reduced,  although  there can be no
assurance  that  losses  will not  occur.  The High  Social  Impact  Investments
Committee of the Board  identifies,  evaluates,  and selects these  investments,
subject to ratification by the Board.

YIELD AND TOTAL RETURN 

The  Portfolios  may  advertise  different  types  of  yield  and  total  return
performance,  which is calculated  separately  for each class.  All  performance
figures are based on historical earnings and are not intended to indicate future
performance.  Further  information  about the 's performance is contained in its
Annual Report to Shareholders, which may be obtained without charge.

Money Market Portfolio 

The Money Market  Portfolio may  advertise  "yield" and  "effective  yield." The
"yield" of the Fund 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  like  yield,  but  assumes
reinvestment of earned income.  The effective yield will be slightly higher than
the yield because of the compounding effect of this assumed reinvestment.

Bond Portfolio         

Yield measures the Bond  Portfolio's  current  investment  performance  for each
class, that is, the rate of income on its portfolio  investments  divided by the
share  price of the  class.  Yield is  computed  by  annualizing  the  result of
dividing the net investment income per share over a 30-day period by the maximum
offering  price per share for that class on the last day of that period.  Yields
are calculated  according to accounting  methods that are  standardized  for all
stock and bond funds.

Managed Growth, Bond, and Equity Portfolios  

Total return  differs from yield in that yield  figures  measure only the income
component of a Portfolio's investments, while total return includes not only the
effect of income  dividends but also any change in net asset value, or principal
amount,  during the stated period. The total return of a class shows its overall
change in value,  including  changes  in share  price  and  assuming  all of its
dividends and capital gain  distributions  are  reinvested.  A cumulative  total
return  reflects the  performance  of the class over a stated period of time. An
average annual total return reflects the hypothetical  annual  compounded return
that would have produced the same cumulative total return if the performance had
been constant over the entire  period.  Because  average  annual returns tend to
smooth out variations in the returns, you should recognize that they are not the
same as actual  year-by-year  results.  Both  types of total  return for Class A
shares usually will include end sales charge.  Of course,  total returns will be
higher if sales  charges  are not taken into  account.  Quotations  of  "overall
return" do not  reflect  deduction  of the sales  charge.  You  should  consider
overall  return  figures only if you qualify for a reduced sales charge,  or for
purposes of comparison with  comparable  figures which also do not reflect sales
charges,  such as mutual fund averages compiled by Lipper  Analytical  Services,
Inc.

                       MANAGEMENT OF THE FUND 

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

The Fund is an open-end diversified management investment company,  organized as
a Massachusetts business trust on March 15, 1982.

The Fund 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 you own, except that matters  affecting  classes
differently,  such as  Distribution  Plans,  will be voted on  separately by the
affected class(es).

Board of Trustees

REBECCA ADAMSON 
President, First Nations Development Institute 
RICHARD L. BAIRD, JR. 
Director of Finance, Family Health Council, Inc. 
JOHN G. GUFFEY, JR. 
Chair, Calvert Social Investment Foundation 
Treasurer and Director, Silby, Guffey & Co., Inc. 
JOY V. JONES, Esq. 
Attorney and Entertainment Manager 
TERRENCE J. MOLLNER, Ed.D. 
Founder and Chair, Trusteeship Institute, Inc. 
SYDNEY AMARA MORRIS 
 Senior Minister, Unitarian Church of Vancouver, Canada 
CHARLES T. NASON 
Chairman, President, and Chief Executive Officer, The Acacia Group 
D. WAYNE SILBY 
President, Secretary, and Director, Silby, Guffey & Co., Inc. 
CLIFTON S. SORRELL, JR. 
President, Calvert Group, Ltd. and its subsidiaries 

   
Advisory Council


The Advisory Council is a resource to the Board of Trustees regarding         
communication networks for the Fund and the application and refinement of the
Fund's social criteria.                   

TIMOTHY SMITH 
(Chair) Executive Director, Interfaith Center on Corporate Responsibility
 
JULIAN BOND 
Visiting Professor, Harvard University; Distinguished Professor, American 
  University 
ROBERT BROWNE 
President, Twenty-First Century Foundation 
WILLIAM J. BYNUM 
President and CEO, Enterprise Corporation for the Delta 
MARIAN WRIGHT EDELMAN 
President & Founder, Children's Defense Fund 
MICHAEL FISCHER 
Executive Director, California State Coastal Conservancy 
RANDALL FORSBERG 
Executive Director, Institute for Defense and Disarmament Studies 
ELIZABETH HARRIS 
Vice President, UNC Partners, Inc. 
SOPHIA BRACEY HARRIS 
Founder and Executive Director, The Federation of Childcare Centers of 
  Alabama, Inc. 
JAMES E. HEARD 
President, Institutional Shareholder Services, Inc. 
HAZEL HENDERSON 
Independent Futurist and Author 
ERICA HUNT 
Senior Program Officer, New World Foundation 
GRACE LECLAIR 
Writer,  Consultant and Theorist Concerning the Impacts of Economics on Family 
  and Community Life 
JESSICA LIPNACK 
President, The Networking Institute, Inc. 
AMORY LOVINS 
Director of Research, Rocky Mountain Institute 
L. HUNTER LOVINS 
President & Executive Director, Rocky Mountain Institute 
ROBERT CARTER RANDOLPH 
Of Counsel, Hendricks & Lewis 
RUSTUM ROY 
Professor of Geochemistry, Pennsylvania State University 
BYRON RUSHING 
State Representative, Massachusetts 
MARC DAVID SARKADY 
Leadership Consultant on Values & Visions to Renew Corporations & Governments 
GAIL SNOWDEN 
Division Executive, First Community Bank, Bank of Boston 
JEFFREY STAMPS 
Chairman, The Networking Institute, Inc. 
THOMAS STONEBACK, Vice President and Chief Administrative Officer, Rodale 
  Press, Inc. 
ERIC UTNE 
Publisher and Editor, The Utne Reader 
DIANE WHITE 
Owner, Blackberry 
    

D. Wayne  Silby,  Chair of the Fund's  Board of  Trustees,  and Robert B. Zevin,
Senior Vice  President,  U.S. Trust Company,  serve as ex officio members of the
Advisory Council. Mr. Smith is the chair of the Advisory Council.

Portfolio Managers

Managed Growth Portfolio
     
   
The Managed  Growth  Portfolio is managed by multiple  investment  sub-advisors,
effective  the   Portfolio's   shareholders   on  August  30,  1995.   With  the
multi-manager approach,  there will be several investment strategies in place at
any given time in order to help the Portfolio pursue its investment  objectives.
The  Managed  Growth  Portfolio  may employ  "growth  managers,"  who  generally
concentrate  on stocks  that have  demonstrated,  or are  expected  to  produce,
earnings growth rates significantly  greater than the market as a whole, as well
as "value managers," who tend to make stock selections on the basis of perceived
relative value as determined by a defined model in a bottom-up approach.

Specifically, CAM has retained a pool of five investment sub-advisors  
("Sub-Advisors"),  including U.S. Trust, to manage the Managed Growth  
Portfolio's assets, though they will not necessarily be manging the Portfolio's 
money at the same time, CAM has retained two of the five companies,  U.S. 
Trust and NCM Capital Management Group, Inc., to manage assets at this time,  
and CAM  manages a portion of the  fixed-income  assets  itself.  Brown  Capital
Management, Inc., Fortaleza Asset Management, Inc. and Frontier Capital
Management, Inc. are not currently managing Portfolio assets.
    

Bond Portfolio         

Cheryl Smith, Vice President of U.S. Trust is the portfolio manager for the Bond
Portfolio. Ms. Smith joined U.S. Trust in 1992. In addition to the management of
the Bond Portfolio, her duties at U.S. Trust include management of institutional
and individual  client  investment  portfolios and  integration of client social
criteria into the portfolio  management process. She served as Vice President of
Franklin  Research &  Development  from 1987 to 1992.  Ms. Smith has managed the
Bond Portfolio since August 1994. She is a Chartered Financial Analyst and holds
a Ph.D. in Economics from Yale University.

Equity Portfolio       

Philip J.  Schettewi,  Managing  Partner,  Vice  President,  and Chief Portfolio
Strategist of Loomis,  Sayles & Company,  L.P., is the portfolio manager for the
Equity Portfolio.  Mr. Schettewi is a Chartered  Financial  Analyst,  and has 12
years experience in the investment business.

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 Calvert Group managed and administered
assets in excess of $4.8 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 to the Fund; 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.
    

Asset  management of the Managed  Growth  Portfolio  will be by a team headed by
Reno J. Martini,  Sr. Vice President and Chief Investment  Officer.  Mr. Martini
oversees the management of all Calvert portfolios.  He has extensive  experience
evaluating and purchasing municipal securities.

U.S. Trust             

"U.S.  Trust") is a Sub-Advisor to the Managed Growth and Bond Portfolios.  U.S.
Trust also 's Money Market  Portfolio.  U.S. Trust is a  Massachusetts-chartered
commercial  bank with full trust powers.  It is  wholly-owned  and the principal
subsidiary of UST Corp., a Massachusetts bank holding company.  It is located at
30 Court Street, Boston, Massachusetts 02108. The Trust Department of U.S. Trust
has  managed  funds  as a  fiduciary  since  1895.  Robert  Zevin,  Senior  Vice
President, Portfolio Strategist and Economist for U.S. Trust's Portfolio  
assets. 
 
He has  been  with  U.S.  Trust  since  1975.  Dr.  Zevin  is a  founder  of the
founder-member  of the  Advisory  Council  of the  Fund.  He has  taught  at six
colleges and  universities,  including  Harvard,  University  of  California  at
Berkeley, and Columbia University, and has authored several articles and books.

NCM Capital Management Group, Inc.

NCM  Capital  Management  Group,  Inc.  manages  the equity  portion of the
Managed  Growth  Portfolio as of July 1, 1995. NCM was founded by Maceo K. Sloan
in 1986 as a subsidiary of North Carolina Mutual Life Insurance  Company,  which
was  established by Mr.  Sloan's  ancestors in 1898 and is one of the oldest and
largest  minority-owned  financial  institutions in the country. NCM has been an
employee-owned  subsidiary of Sloan Financial Group since 1991. Sixty percent of
Sloan  Financial  Group is co-owned by Mr. Sloan and Justin E.  Beckett,  who is
Executive  Vice  President  and a  Director  of NCM.  NCM is one of the  largest
minority-owned investment management firms in the country, and provides products
in equity, fixed income and balanced portfolio management. It is also one of the
industry leaders in the employment and training of minority and women investment
professionals.

NCM's portfolio management team consists of seven members.  Maceo K. Sloan, CFA,
FLMI, is Chairman,  President,  Chief Executive  Officer,  and Chief  Investment
Officer of the company.  He received a BA from Morehouse  College,  and MBA from
Georgia State University, and a JD from North Carolina Central University. He is
a Chartered Financial Analyst,  and is Fellow of the Life Management  Institute.
Mr.  Sloan is a regular  panelist on the PBS program  Wall Street Week in Review
and has been a panelist and chaired several  conferences  concerning  investment
opportunities  in South Africa,  such as the RCB  International  Seminar and the
Pensions 2000 on South Africa.

Clifford  D.  Mpare,  CFA,  CMA,  is  Senior  Vice  President  and  Director  of
Investments.  He received his BComm from St. Mary's  University  and an MBA from
Dalhousie  University.  He is a  Chartered  Financial  Analyst  and a  Certified
Management Accountant. Prior to joining NCM, Mr. Mpare was a Senior Analyst with
First Union Corporation's private equity department, where he specialized in the
valuation of unlisted  securities.  He serves on the board of the Association of
Investment  Management  and  Research,  and is a member  of the  North  Carolina
Society of Financial  Analysts,  the Institute of Chartered  Financial Analysts,
the  Institute  of  Management  Accountants,   and  the  Society  of  Management
Accountants of Canada.

Lawrence  J.  Verny  is a Vice  President.  He  received  his BS from  Fairleigh
Dickinson  University  and  is a CFA  candidate.  Wendell  E.  Mackey  is a Vice
President.  He received his BBA from Howard University,  and an MM from the J.L.
Kellogg Graduate School of Management at Northwestern University.  Mr. Mackey is
a CFA  candidate.  Stephon A. Jackson,  CFA, is a Vice President and Director of
Research.  He received his BS from the  University of North Carolina and his MBA
from The Wharton  School of the  University of  Pennsylvania.  He is a Chartered
Financial Analyst. David C. Carter is a Vice President,  and received his BS and
MBA from New York  University.  Mr. Carter is a CFA candidate.  Lorenzo Newsome,
Jr. is a Vice  President.  He received his BS from the University of Pittsburgh,
an MA from Bowie State University, and is a CFA candidate.

Brown Capital Management, Inc.

Managed Growth Portfolio

Brown Capital  Management,  Inc. of 809 Cathedral Street,  Baltimore,  Maryland,
believes that capital can be enhanced in times of  opportunity  and preserved in
times of adversity without timing the market. The firm uses a bottom-up approach
that incorporates growth-adjusted price earnings. Stocks purchased are generally
undervalued and have momentum, have earnings-per-share growth rates greater than
the  market,  are more  profitable  than  the cap  growth  stocks.ios.  The firm
concentrates on mid-/large-cap growth stocks.


Eddie C. Brown,  Portfolio  Manager,  is founder and  President of Brown Capital
Management. He has over 22 years of investment experience, having served as Vice
President  and  Portfolio  Manager  for 10 years  at T.  Rowe  Price  Associates
immediately  prior to starting his own firm.  Mr. Brown holds a BS in Electrical
Engineering from Howard University,  an MS in Business  Administration  from the
Indiana University School of Business.  Additionally,  he is Chartered Financial
Analyst and  Chartered  Investment  Counselor.  Mr. Brown is active in community
affairs.  He is currently a Commissioner  for Maryland  Public  Broadcasting  (a
Gubernatorial  appointment),  member of the Board of Directors of the  Baltimore
Community   Foundation  (where  he  chairs  the  Investment  Committee  for  the
foundation's  $30 million  endowment),  member of the Dean's Advisory Council of
Indiana  University  School  of  Business,  and  a  member  of  The  President's
Roundtable.

Joel Oppenheim, Portfolio Manager and Executive Vice President, has had 24 years
investment experience for institutions  including the State of Maryland, T. Rowe
Price  Associates,  Inc., the National Rural Electric  Pension and Brown Capital
Management. He holds a B.S. in Economics and Juris Doctor from the University of
Wisconsin, and is a Chartered Financial Analyst.

Robert E. Hall,  Portfolio  Manager  and Sr. Vice  President,  has over 30 years
investment  experience  including 18 years with T. Rowe Price Associates,  Inc.,
seven  years  with  Emerging  Growth  Partners,  Inc.,  and four  years with The
Investment  Center  prior to joining  Brown  Capital  Management.  Mr. Hall is a
former Trustee of the Peabody Institute of Johns Hopkins University.

Fortaleza Asset Management, Inc.

Managed Growth Portfolio 

Fortaleza  Asset  Management,  Inc.  of 200 West  Adams,  Suite  1901,  Chicago,
Illinois,  60606,  is a  small-cap  growth  manager  that  bases its  investment
principles on three key elements:  (1) a proprietary stock valuation system that
incorporates  technical and market sentiment indicators to determine optimal buy
points;   (2)  an  emphasis  on  the   preservation   of  capital   through  the
implementation  of a strict  selling  discipline  to lock in  capital  gains and
reduce  losses;  and (3) a discipline  that does not force equity  commitment in
overvalued  markets.  The investment  approach is based on a bottom-up selection
process, and concentrates on small-cap growth stocks.

Margarita  Perez is the founder,  President and Portfolio  Manager of Fortaleza,
and has over 13 years of investment experience.  Prior to forming Fortaleza, Ms.
Perez was Vice President and Portfolio Manager for Monetta  Financial  Services,
Inc.,  where she was  directly  involved in the  management  of equity  accounts
totaling in excess of $100 million. Ms. Perez is a native of Puerto Rico and has
lived in the Chicago  area since the late  1960s.  She earned an MBA from DePaul
University  School of Commerce.  Ms.  Perez is a member of various  professional
organizations  including  the American  Institute of CPAs,  National  Society of
Hispanic  MBAs,  Association  for Investment  Management  and Research,  and the
National Association of Securities  Professionals.  She is also a Trustee of the
Chicago Historical Society.

James  Boves,  also a  Portfolio  Manager,  brings  over 25 years of  investment
management and research experience to Fortaleza.  He has an MA in Economics from
Northern Illinois  University and is a member of the Investment Analysts Society
in Chicago.

Frontier Capital Management Inc.

Managed Growth Portfolio 

Frontier Capital Management is a Boston-based, independent investment management
firm.  Founded in 1980,  Frontier is a research driven firm  specializing in the
management of  growth-oriented  portfolios with particular focus on the small to
medium  capitalization  sectors of the market.  As of December 31, 1994 the firm
managed approximately $1.6 billion in client assets, including over $200 million
in portfolios subject to socially responsible guidelines.  Frontier concentrates
on  small-/mid-cap  growth  stocks.  Frontier has a large team of investment and
trading  professionals.  Those responsible for investing assets of the Portfolio
would be determined  at the time the Advisor  determines to allocate to Frontier
the management of a portion of Portfolio assets.

Loomis, Sayles         

("Loomis,  Sayles")  is the  Sub-Advisor  to  the  Equity  Portfolio,  effective
February 1, 1994. A private  investment  counsel  firm founded in 1926,  Loomis,
Sayles is organized as a limited  partnership,  controlled by New England Mutual
Life Insurance Company. The principal business address of Loomis,  Sayles is One
Financial Center, Boston, Massachusetts 02111.

For its services  during  fiscal year 1995,  the Advisor was entitled to and did
receive,  pursuant  to the  Investment  Advisory  Agreement,  0.50% of the Money
Market  Portfolio's,  0.65%  of the  Bond  Portfolio's,  and  0.70%  and  Equity
Portfolios' average daily net assets as investment advisory fees.

The Advisor receives a fee based on a percentage of the Fund's assets, and   
for the Managed Growth and Equity Portfolios only, the performance. From    
this, the Advisor pays the Sub-Advisor.

The Investment Advisory Agreement between the Fund and the Advisor, with respect
to the Managed Growth Portfolio, provides that the Advisor is entitled to a base
annual fee,  payable  monthly,  of 0.70% of the  Portfolio's  average  daily net
assets.  Beginning  January,  1997,  the  Advisor may earn (or have its base fee
reduced by) a performance adjustment based on the extent to which performance of
the Fund  exceeds or trails the  Relevant  Index.  The  Relevant  Indexes are as
follows:

CAM: Lehman Aggregate Bond Index 
U.S. Trust - equity assets: Russell 3000 
U.S. Trust - fixed income assets: Lehman Aggregate Bond Index 
NCM: Standard & Poors 500 Stock Index 
Brown: Standard & Poors 500 Stock Index 
Fortaleza: Russell 2000 
Frontier: 70% Russell 1000, 30% Russell 2000 (Blend) 

      Performance versus
      Performance Fee 
      the Relevant                       Adjustment 
      Index 

      6% to Less than 12%                0.05% 
      12% to Less than 18%               0.10% 
      18% or more                        0.15% 

   
The Investment Advisory Agreement between the Fund and the Advisor, with respect
to the Equity Portfolio,  provides that the Advisor is entitled to a base annual
fee, payable monthly  performance fee of plus or minus .20%, based on the extent
to which performance of the Fund exceeds oS&P's 500 Composite Index:
    

     Performance versus                  Performance Fee 
     the S&P's 500                       Adjustment 
     Composite Index 

     6% to Less than 12%                 0.07% 
     12% to Less than 18%                0.14% 
     18% or more                         0.20% 

   
Pursuant to an Investment Sub-Advisory  Agreement with the Advisor,  U.S. Trust
makes  investment  selections  for the Bond  Portfolio.  For these services U.S.
Trust receives a sub-advisory  fee from the Advisor based on a percentage of the
respective  Portfolio's  average daily net assets (other than High Social Impact
Investments),  subject to a monthly minimum fee of $1,000.  For fiscal 1995, the
Advisor paid U.S. Trust a fee of 0.28% of the assets of the Bond Portfolio.  The
Advisor also pays a fee to U.S. Trust for providing  social  screening  research
for the Money Market Portfolio.
     

Investment  selections  for a  portion  of the  fixed-income  assets of the
Managed  Growth  Portfolio  are made by the  Investment  Advisor,  CAM. The
Sub-Advisors  make the  investment  selections  for the  remaining  assets.
Currently,  the  active  Sub-Advisors  are  U.S.  Trust  and  NCM  Capital.
Sub-advisory  fees  are  paid by the  Advisor  and are  equal to a base fee
("Base Fee") of 0.25% of the Managed Growth  Portfolio's  average daily net
assets, plus or minus a performance fee ("Performance Fee") as set forth in
the  table  above.  Payment  (or  subtraction)  of  a  Performance  Fee  is
conditioned  on (1) the  performance  of the  Portfolio  as a whole  having
exceeded (or trailed) The Lipper  Balanced Fund Index ("Fund Index") during
the Performance  Period; and (2) payment of the Performance Fee not causing
the Portfolio's performance to fall below the Fund Index.

Loomis,  Sayles makes investment  selections for the Equity  Portfolio.  It
receives a  sub-advisory  fee from the  Advisor  equal to a base fee ("Base
Fee") of 25% of the Equity  Portfolio's  average daily net assets,  plus or
minus a  performance  fee  ("Performance  Fee") as set  forth in the  table
above.  Loomis,  Sayles also receives a 0.05% fee, paid by the Advisor (not
the Fund) for its assistance with the distribution of the Fund.

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  preparing  advertising  and  sales  literature,  and
printing and mailing prospectuses to prospective investors.

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 below.      

   
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. Be sure to specify which class you wish to purchase.
    

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.

Alternative Sales Options 

The Managed Growth, Bond, and Equity Portfolios each offer two classes 
of shares: 

Class A Shares - Front End Load Option

Class A shares are sold with a front-end sales charge at the time of
purchase. Class A shares are not subject to a sales charge when they
are redeemed.

Class C shares - Level Load Option

Class C shares are sold without a sales charge at the time of purchase 
or redemption. 
 

Class C shares have higher expenses

Each Portfolio bears some of the costs of selling its shares under
Distribution Plans adopted with respect to its Class A and Class C
shares pursuant to Rule 12b-1 under the 1940 Act. Payments under the
Class A Distribution Plan are limited to 0.35% annually of the average
daily net asset value of Class A shares. The Class C Distribution Plan
provides for the payment of an annual distribution fee to CDI of up to
0.75%, plus a service fee of up to 0.25%, for a total of 1.00% of the
average daily net assets attributable to their respective classes.

Considerations for deciding which class of shares to buy    

Income distributions for Class A shares will probably be higher than
those for Class C shares, as a result of the distribution expenses
described above. (See also "Yield and Total Return.") You should
consider Class A shares if you qualify for a reduced sales charge
under Class A or if you plan to hold the shares for several years.
Class C shares are not available for investments of $1 million or more.

Class A Shares - Managed Growth and Equity Portfolios 

Class A shares are offered at net asset value plus a front-end sales charge 
as follows: 
                                                                  Concession to
                                                    As a % of t   Dealers as   
                                   As a % of        Net Amount    a % of Amount
 Amount of  Investment             Offering         Invested      Invested 
                                   Price
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------

Less than $50,000                  4.75%            4.99%             4.00% 
$50,000 but less than $100,000     3.75%            3.90%             3.00% 
$100,000 but less than $250,000    2.75%            2.83%             2.25% 
$250,000 but less than $500,000    1.75%            1.78%             1.25% 
$500,000 but less than $1,000,000  1.00%            1.01%             0.80% 
$1,000,000 and over                0.00%            0.00%             0.25%** 

Class A Shares - Bond Portfolio 

Class A shares are offered at net asset value plus a front-end sales charge 
as follows: 
                                                                  Concession to
                                                    As a % of     Dealers as  
                                   As a % of        Net Amount    a %of Amount 
Amount of Investment               Offering Price   Invested      Invested 
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------

Less than $50,000                  3.75%            3.90%             3.00% 
$50,000 but less than $100,000     3.00%            3.09%             2.25% 
$100,000 but less than $250,000    2.25%            2.30%             1.75% 
$250,000 but less than $500,000    1.75%            1.78%             1.25% 
$500,000 but less than $1,000,000  1.00%            1.01%             0.80% 
$1,000,000 and over                0.00%            0.00%             0.25%** 

**For new investments (new purchases but not exchanges) of $1 million
or more a broker-dealer will have the choice of being paid a finder's
fee by CDI in one of the following methods: (1) CDI may pay
broker-dealers, on a monthly basis for 12 months, an annual rate of
0.30%. Payments will be made monthly at the rate of 0.025% of the
amount of the investment, less redemptions; or (2) CDI may pay
broker-dealers 0.25% of the amount of the purchase; however, CDI
reserves the right to recoup any portion of the amount paid to the
dealer if the investor redeems some or all of the shares from the Fund
within thirteen months of the time of purchase.

Managed Growth, Bond and Equity Portfolios:

Sales charges on Class A shares may be reduced or eliminated in certain cases.
See Exhibit A to this prospectus. 

The sales charge is paid to CDI, which in turn normally reallows a
portion to your broker-dealer. Upon written notice to dealers with
whom it has dealer agreements, CDI may reallow up to the full
applicable sales charge. Dealers to whom 90% or more of the entire
sales charge is reallowed may be deemed to be underwriters under the
Securities Act of 1933.


In addition to any sales charge reallowance, your broker- dealer, or
other financial service firm through which your account is held,
currently will be paid periodic service fees at an annual rate of up
to 0.25% of the average daily net asset value of Class A shares held
in accounts maintained by that firm.

Class A Distribution Plan 

All Portfolios        

   
The Fund has adopted a Distribution Plan with respect to its Class A
shares (the "Class A Distribution Plan "), which provides for payments
at a maximum annual rate of 0.35% (0.25% for the Money Market
Portfolio) of the average daily net asset value of Class A shares, to
pay expenses associated with the distribution and servicing of Class A
shares. Amounts paid by the Fund to CDI under the Class A Distribution
Plan are used to pay to dealers and others, including CDI salespersons
who service accounts, service fees at an annual rate of up to 0.25% of
the average daily net asset value of Class A shares, and to pay CDI
for its marketing and distribution expenses, including, but not
limited to, preparation of advertising and sales literature and the
printing and mailing of prospectuses to prospective investors. For the
fiscal year ended September 30, 1995, the Managed Growth, Bond, and
Equity Portfolios paid Class A Distribution Plan expenses of 22%,
0.19%, and 0.22% of average net assets, respectively. The Money Market
Portfolio did not pay any Distribution Plan expenses in fiscal 1995.
    

Each of the Distribution Plans 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 class.

Class C Shares 

Managed Growth, Bond and Equity Portfolios

Class C shares are not available through all dealers. Class C shares
are offered at net asset value, without a front-end sales charge or a
contingent deferred sales charge. Class C expenses are higher than
those of Class A.

Class C Distribution Plan 

   
The Fund has adopted a Distribution Plan with respect to its Class C
shares (the "Class C Distribution Plan"), which provides for payments
at an annual rate of up to 1.00% of the average daily net asset value
of Class C shares, to pay expenses of the distribution and servicing
of Class C shares. Amounts paid by the Fund under the Class C
Distribution Plan are currently used by CDI to pay dealers and other
selling firms dealer-paid quarterly compensation at an annual rate of
up to 0.75%, plus a service fee as described above under "Class A
Distribution Plan, " of up to 0.25%, of the average daily net asset
value of each share sold by such others. For the 1995 fiscal year, the
Class C Distribution Plan expenses for Managed Growth, Bond, and
Equity Portfolios were 1.00%,  1.00%, and 1.00% of average net assets,
respectively.
    

Arrangements with Broker-Dealers and Others 

All Portfolios and all classes

CDI may also pay additional concessions, including non-cash
promotional incentives, such as merchandise or trips, to dealers
employing registered representatives who have sold or are expected to
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.
Eligible marketing and distribution expenses may be paid pursuant to
the Fund's Rule 12b-1 Distribution Plan.

Dealers or others may receive different levels of compensation
depending on which class of shares they sell. Payments pursuant to a
Distribution Plan are included in the operating expenses of the class.

                            HOW TO BUY SHARES 
             (BE SURE TO SPECIFY WHICH CLASS YOU ARE BUYING) 

Method                     New Accounts              Additional Investments 

By Mail                    $1,000 minimum            $250 minimum 

                           Please make your          Please make your   
                           check payable to          check payable to the  
                           the Calvert Social        Calvert Social Investment  
                           Investment Fund           Fund Portfolio of your  
                           Portfolio of your         choice and mail it with 
                           choice your               your investment slip to:
                           and mail it with  
                           application to:

   
                           Calvert Group             Calvert Group 
                           P.O. Box 419544           P.O. Box 419739 
                           Kansas City, MO           Kansas City, MO 
                           64179-6542                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      $1,000 minimum            $250 minimum 

At the Calvert           Visit the Calvert Branch Office to make investments by 
Branch Office            check. See back cover page for the  
address. 

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

By Exchange                         $1,000 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                        $1,000 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. 

NET ASSET VALUE

The Money Market Portfolio shares are sold without a sales charge.         

Money Market Portfolio: 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
securities are valued according to the "amortized cost" method, which
is intended to stabilize the NAV at $1.00 per share.

Managed Growth, Bond, and Equity Portfolios: Net asset value, or "NAV"
refers to the worth of one share. NAV is computed by adding the value
of all portfolio holdings, plus other assets, deducting liabilities
and then dividing the result by the number of shares outstanding. The
NAVs of each class will vary daily based on the market values of the
Portfolio's investments.

Portfolio securities and other assets are valued based on market
quotations, except that securities maturing within 60 days are valued
at amortized cost. If quotations are not available, securities are
valued by a method that the Board of Trustees believes accurately
reflects fair value.

The NAV is calculated at the close of the Fund'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 Fund is open for
business each day the New York Stock Exchange is open. All purchases
of Fund shares will be confirmed and credited to your account in full
and fractional shares (rounded to the nearest 1/1000 of a share). The
Money Market Portfolio may send monthly statements in lieu of
immediate confirmations of purchases and redemptions.

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.  
 
Money Market Portfolio

   
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 by the Fund. 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, the proceeds will be
held until the transfer agent is reasonably  satisfied that the purchase payment
has been collected.  Drafts written on the Money Market  Portfolio  against such
funds will be for uncollected  funds. To avoid this collection  period,  you can
wire federal funds from your bank, which may charge you a fee.
    

Your  purchase  will be processed at the net asset value  calculated  after
your order is received and  accepted.  Except in the case of  telephone  orders,
investors  whose  payments are received in or converted  into federal  funds by
12:30 p.m. Eastern time by the custiodian  will receive the dividend  declared
that day. If your wire purchase is received after 12:30 p.m. Eastern time, your
account will begin earning dividends on the next business day. A telephone order
placed to Calvert Institutional Marketing Services by 12:30 p.m. Eastern time
will become  effective at the price determined  at 5 p.m. Eastern time and the
shares  purchased will receive the dividend on Fund shares declared that day if
federal  funds are received by the custodian by 5 p.m. Eastern time.  Exchanges
begin  earning  dividends  the next  business day after the exchange request is
received by mail or  telephone.  If the  purchase is by check and is received by
4:00 p.m. Eastern time, it will begin earning dividends the next business day.

Managed Growth, Bond, and Equity Portfolios

Your  purchase  will be processed at the next  offering  price based on the
next net asset value  calculated for each class after your order is received and
accepted.  If your  purchase is made by wire or exchange and is received by 4:00
p.m.  (Eastern  time),  your account will be credited on the day of receipt.  If
your purchase is received after 4:00 p.m.  Eastern time, it will be credited the
next business day.

Certain financial  institutions or broker-dealers which have entered into a
sales  agreement with the  Distributor  may enter  confirmed  purchase orders on
behalf of customers by phone,  with payment to follow within a certain number of
days of the order as specified by the program. If payment is not received in the
time  specified,  the financial  institution  could be held liable for resulting
fees or losses.

EXCHANGES 

You may exchange shares of the Fund for shares of the same class 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:

Each exchange represents the sale of shares of one Portfolio and the    
purchase of shares of another. Therefore, you could realize a taxable 
gain or loss on the transaction.  


     o 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.

     o  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.

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

     o  Shareholders  (and  those  managing  multiple  accounts)  who  make  two
purchases and two exchange  redemptions of shares of the same  Portfolio  during
any 6-month period will be given written notice that they may be prohibited from
making additional investments.  This policy does not prohibit a shareholder from
redeeming  shares of the Fund,  and does not apply to trades  solely among money
market funds.

   
     o For purposes of the exchange privilege, effective July 31, 1996, the Fund
is related to Summit Cash Reserves Fund by investment and investor services. The
Fund  reserves the right to  terminate  or modify the exchange  privilege in the
future upon 60 days' written notice.
    

OTHER CALVERT GROUP SERVICES 

Calvert Information Network 

24 hour yield and prices 

Calvert Group has a  round-the-clock  telephone  service that lets existing
customers use a push button phone to obtain prices,  yields,  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. 

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 account 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 research  fee for these
special services.

If you are  purchasing  shares of the Fund  through a program  of  services
offered by a broker-dealer or financial institution, you should read the program
materials in conjunction with this Prospectus.  Certain features may be modified
in  these  programs,   and   administrative   charges  may  be  imposed  by  the
broker-dealer or financial institution 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 "How to
Buy Shares"  chart.  Also,  reduced  sales  charges may apply.  See "Exhibit A -
Reduced Sales Charges."

     o 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.

     o 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.

     o 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.

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

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 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 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.
    

Money Market Portfolio 

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,
per class. If, due to redemptions,  the account falls below $1,000,  or you fail
to invest at least $1,000, your account 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 (Money Market Portfolio only)       

   
You may redeem shares in your Money Market  Portfolio  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 Fund reserves the right to charge a
service fee for drafts returned for uncollected or insufficient funds. The Fund
will charge $25 for any stop payments on drafts.  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  
              P.O. Box 419544
              Kansas City, MO
              64179-6544     
           
You may redeem  available shares from your account at any time by sending a
letter of instruction,  including your name,  account and Portfolio 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                        Requirements 
Registration 

Corporations,     Letter of instruction and a corporate resolution,  signed by 
Associations      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."

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 $10,000 or more, you may have up to two (2)
redemption checks for $100 or more sent to you on the 15th of each month, simply
by sending a letter with all the 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 Money  Market  Portfolio's  net  investment  income are
accrued daily and paid monthly.  The Managed  Growth  Portfolio  pays  dividends
quarterly,  the Bond Portfolio pays dividends monthly,  and the Equity Portfolio
pays dividends annually.  Net investment income consists of interest income, net
short-term   capital  gains,  if  any,  and  dividends   declared  and  paid  on
investments,  less expenses.  Distributions of the Fund's net short-term capital
gains  (treated as dividends for tax  purposes)  and its net  long-term  capital
gains,  if any,  are  normally  paid  once a year;  however,  the Fund  does not
anticipate  making  any  such   distributions   unless  available  capital  loss
carryovers have been used or have expired.  Dividend and  distribution  payments
will vary between  classes;  dividend  payments are  anticipated to be generally
higher for Class A shares.

Dividend payment options (available monthly or quarterly)           

Dividends and any distributions  are  automatically  reinvested in the same
Portfolio  at net asset  value (no sales  charge),  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 any Calvert  Group Fund or Portfolio  may be
automatically  invested  in an  identically  registered  account  with  the same
account number in any other Calvert Group Fund at net asset value. If reinvested
in the same Fund account, new shares will be purchased at net asset value on the
reinvestment date, which is generally 1 to 3 days prior to the payment date. 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.


"Buying a Dividend"   

     At the time of  purchase,  the  share  price of each  class of the  Managed
Growth, Bond, and Equity Portfolios may reflect  undistributed  income,  capital
gains or unrealized appreciation of securities. Any income or capital gains from
these  amounts  which are later  distributed  to you are fully  taxable.  On the
record date for a distribution,  the Fund's share value is reduced by the amount
of the  distribution.  If you buy shares just before the record date  ("buying a
dividend") you will pay the full price for the shares and then receive a portion
of the price back as a taxable distribution.

Federal Taxes          

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

Managed Growth, Bond, and Equity Portfolios

You may realize a capital  gain or loss when you sell or  exchange  shares.
This capital gain or loss will be short- or long-term, depending on how long you
have owned the shares which were sold. In January,  the Portfolios will mail you
Form 1099-B indicating the total amount of all sales,  including exchanges.  You
should  keep your annual  year-end  account  statements  to  determine  the cost
(basis) of the shares to report on your tax returns.

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 Fund to  withhold  31% of your  dividends,  and,  for the  Managed
Growth, Bond, and Equity Portfolios,  31% of certain  redemptions.  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 (closed) 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.

                                EXHIBIT A 
========================================================================== 
                       REDUCED SALES CHARGES (CLASS A ONLY) 

You may qualify for a reduced sales charge through several purchase plans 
available. You must notify the Fund at the time of purchase to take advantage 
of the reduced sales charge.

Right of  Accumulation.  The sales  charge  is  calculated  by taking  into
account not only the dollar  amount of a new  purchase  of shares,  but also the
higher of cost or current value of shares previously  purchased in Calvert Group
Funds that impose sales charges.  This automatically applies to your account for
each new purchase.

Letter of Intent.  If you plan to  purchase  $50,000 or more of Fund shares
over the next 13 months,  your sales charge may be reduced  through a "Letter of
Intent." You pay the lower sales charge  applicable to the total amount you plan
to invest over the 13-month  period,  excluding any money market fund purchases.
Part of your  shares  will be held in  escrow,  so that if you do not invest the
amount  indicated,  you will  have to pay the  sales  charge  applicable  to the
smaller  investment  actually made. For more  information,  see the Statement of
Additional Information.

Group Purchases. If you are a member of a qualified group, you may purchase
shares of the Fund at the reduced sales charge  applicable to the group taken as
a whole.  The sales  charge is  calculated  by taking into  account not only the
dollar amount of the shares you purchase, but also the higher of cost or current
value of shares previously purchased and currently held by other members of your
group.

A "qualified  group" is one which (i) has been in  existence  for more than
six months,  (ii) has a purpose other than  acquiring Fund shares at a discount,
and (iii) satisfies  uniform criteria which enable CDI and dealers offering Fund
shares to realize  economies of scale in distributing  such shares.  A qualified
group must have more than 10  members,  must be  available  to arrange for group
meetings  between  representatives  of CDI or  dealers  distributing  the Fund's
shares,  must agree to include sales and other materials  related to the Fund in
its  publications  and  mailings  to  members  at  reduced  or no cost to CDI or
dealers,  and  must  seek  to  arrange  for  payroll  deduction  or  other  bulk
transmission of investments to the Fund.

Pension plans may not qualify  participants for group  purchases;  however,
such plans may qualify for reduced sales charges under a separate provision (see
below). Members of a group are not eligible for a Letter of Intent.

Retirement Plans Under Section 457, Section  403(b)(7),  or Section 401(k).
There is no sales  charge on shares  purchased  for the benefit of a  retirement
plan  under  Section  457 of the  Internal  Revenue  Code of  1986,  as  amended
("Code"),  or for a plan qualifying  under Section  403(b)(7) of the Code if, at
the time of  purchase,  Calvert  Group has been  notified  in  writing  that the
403(b)(7)  plan has at least 200 eligible  employees.  Furthermore,  there is no
sales charge on shares purchased for the benefit of a retirement plan qualifying
under Section  401(k) of the Code if, at the time of such  purchase,  the 401(k)
plan administrator has notified Calvert Group in writing that a) its 401(k) plan
has at least 200 eligible  employees;  or b) the cost or current value of shares
the plan has in Calvert  Group of Funds  (except money market funds) is at least
$1 million.

Neither the Fund, nor CDI, nor any affiliate  thereof will reimburse a plan
or  participant  for any sales  charges  paid prior to  receipt of such  written
communication and confirmation by Calvert Group. Plan administrators should send
requests  for the  waiver of sales  charges  based on the above  conditions  to:
Calvert Group Retirement Plans, 4550 Montgomery Avenue,  Suite 1000N,  Bethesda,
Maryland 20814.

Other  Circumstances.  There  is no  sales  charge  on  shares  of any fund
(portfolio or series) of the Calvert Group of Funds sold to:
(1) current and retired members of the Board of  Trustees/Directors  of the
Calvert  Group of  Funds,  (and  the  Advisory  Council  of the  Calvert  Social
Investment Fund);
(2)  directors,  officers and  employees of the Advisor,  Distributor,  and
their affiliated companies;
(3)  directors,   officers  and  registered   representatives   of  brokers
distributing  the Fund's shares;  and immediate family members of persons listed
in (1), (2), or (3) above;
(4) dealers,  brokers, or registered  investment advisors that have entered
into an agreement with CDI providing  specifically  for the use of shares of the
Fund (Portfolio or Series) in particular  investment programs or products (where
such program or product already has a fee charged therein) made available to the
clients of such dealer, broker, or registered investment advisor;
(5) trust departments of banks or savings institutions for trust clients of
such bank or savings institution; and
(6) purchases  placed through a broker  maintaining an omnibus account with
the Fund  (Portfolio  or Series) and the  purchases  are made by (a)  investment
advisors or  financial  planners  placing  trades for their own accounts (or the
accounts of their clients) and who charge a management, consulting, or other fee
for their  services;  or (b) clients of such  investment  advisors or  financial
planners who place trades for their own accounts if such  accounts are linked to
the master account of such investment  advisor or financial planner on the books
and records of the broker or agent; or (c) retirement and deferred  compensation
plans and trusts, including, but not limited to, those defined in Section 401(a)
or Section 403(b) of the I.R.C., and "rabbi trusts."

Established Accounts. Shares of the Managed Growth Portfolio may be sold at
net asset value to accounts opened on or before July 17, 1986.

Dividends  and Capital Gain  Distributions  from other Calvert Group Funds.
You may  prearrange to have your dividends and capital gain  distributions  from
another  Calvert Group Fund  automatically  invested in another  account with no
additional sales charge.

   
Purchases made at net asset value ("NAV").  Except for money market funds,
if you make a purchase at NAV, you may exchange that amount to another fund at 
no additional sales charge.
    

Reinstatement  Privilege. If you redeem Fund shares and then within 30 days
decide to reinvest  in the same Fund,  you may do so at the net asset value next
computed after the reinvestment  order is received,  without a sales charge. You
may use the  reinstatement  privilege  only once. The Fund reserves the right to
modify or eliminate this privilege.


   
To Open an Account:                             Prospectus 
     800-368-2748                               January 31, 1996 
    

Performance and Prices: 
Calvert Information Network                     CALVERT SOCIAL INVESTMENT FUND 
24 hours, 7 days a week                             Money Market Portfolio 
800-368-2745                                        Managed Growth Portfolio 
                                                    Bond Portfolio 
                                                    Equity Portfolio 

Service for Existing Account: 
     Shareholders        800-368-2745 
     Brokers             800-368-2746 

TDD for Hearing Impaired: 
                         800-541-1524 

Branch Office: 
4550 Montgomery Avenue 
Suite 1000N 
Bethesda, Maryland 20814 

Registered, Certified or 
Overnight Mail: 
Calvert Group 
4550 Montgomery Avenue 
Suite 1000N 
Bethesda, Maryland 20814 

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 


Inside Front Cover: 


TABLE OF CONTENTS 

Highlights 
Fund Expenses 
Financial Highlights 
Investment Objectives and Policies 
Investment Selection Process 
Additional Investment Policies 
Yield and Total Return 
Management of the Fund 
SHAREHOLDER GUIDE: 
Alternative Sales Options 
How to Buy Shares 
Net Asset Value 
When Your Account Will Be Credited 
Exchanges 
Other Calvert Group Services 
Selling Your Shares 
How to Sell Your Shares 
Dividends and Taxes 
Exhibit A - Reduced Sales Charges 



<PAGE>


                                                                

                      Calvert Social Investment Fund 


                   Statement of Additional Information 
                             January 31, 1996 


INVESTMENT ADVISOR                                               TRANSFER AGENT 
Calvert Asset Management Company, Inc.        alvert Shareholder Services, Inc. 
4550 Montgomery Avenue                                   4550 Montgomery Avenue 
Suite 1000N                                                         Suite 1000N 
Bethesda, Maryland 20814                               Bethesda, Maryland 20814 

INDEPENDENT ACCOUNTANTS                                   PRINCIPAL UNDERWRITER 
Coopers & Lybrand, L.L.P.                            Calvert Distributors, Inc. 
217 Redwood Street                                       4550 Montgomery Avenue 
Baltimore, Maryland 21202-3316                                      Suite 1000N 
                                                       Bethesda, Maryland 20814 



                             TABLE OF CONTENTS 

                      Investment Objectives and Policies            1 
                      Investment Restrictions                       8 
                      Investment Selection Process                 10 
                      Dividends and Taxes                          11 
                      Net Asset Value                              12 
                      Calculation   of  Yield  and  Total 
                      Return                                       13 
                      Purchase and Redemption of Shares            15 
                      Reduced Sales Charges (Class A)              16 
                      Advertising                                  17 
                      Trustees,   Officers  and  Advisory 
                      Council                                      17 
                      Investment Advisor                           20 
                      Method of Distribution                       21 
                      Transfer      and       Shareholder 
                      Servicing Agent                              22 
                      Portfolio Transactions                       23 
                      Independent     Accountants     and 
                      Custodians                                   23 
                      General Information                          23 
                      Financial Statements                         24 
                      Appendix                                     24 
<PAGE>


STATEMENT OF ADDITIONAL INFORMATION-January 31, 1996 

                      CALVERT SOCIAL INVESTMENT FUND 
             4550 Montgomery Avenue, Bethesda, Maryland 20814 

- -------------------------------------------------------------------------- 
              New Account      (800) 368-2748     Shareholder   (800) 368-2745 
- -------------------------------------------------------------------------- 
              Information:(301) 951-4820          Services:     (301) 951-4810 
              Broker           (800) 368-2746     TDD for the Hearing- 
========================================================================== 
              Services:        (301) 951-4850     Impaired:(800) 541-1524 
========================================================================== 

         This  Statement of  Additional  Information  is not a prospectus. 
Investors   should  read  the  Statement  of  Additional   Information  in 
conjunction  with the Fund's  Prospectus,  dated  January 31, 1996,  which 
may be obtained  free of charge by writing  the Fund at the above  address 
or calling the Fund. 

========================================================================== 
                    INVESTMENT OBJECTIVES AND POLICIES 
========================================================================== 

         Calvert  Social  Investment  Fund (the  "Fund")  is  designed  to 
provide   opportunities  for  individual  and   institutional   investors, 
including ERISA  fiduciaries,  seeking growth of capital or current income 
through  investment in  enterprises  that make a significant  contribution 
to society  through  their  products and services and through the way they 
do  business.  The  Fund  offers  investors  a  choice  of  four  separate 
portfolios  selected  with  a  concern  for  the  social  impact  of  each 
investment:  the Money Market  Portfolio,  the Managed  Growth  Portfolio, 
the Equity Portfolio and the Bond Portfolio. 
         The Money  Market  Portfolio  seeks to provide the highest  level 
of current  income,  consistent  with  liquidity,  safety  and  stability, 
through  investment  in money  market  instruments,  including  securities 
issued or guaranteed  by agencies of the U.S.  Government  and  repurchase 
agreements  with banks and brokers secured by such  instruments,  selected 
in accordance with the Fund's  investment and social  criteria.  The Money 
Market  Portfolio  is designed  for  short-term  cash  management  and for 
investors  needing  stability of  principal.  The Money  Market  Portfolio 
seeks to maintain a constant  net asset  value of $1.00 per share.  Shares 
of the  Money  Market  Portfolio  are sold at their  net  asset  value per 
share which is not subject to a sales charge. 
         The  Managed  Growth  Portfolio  seeks to achieve a total  return 
above the rate of  inflation  through  an  actively  managed,  diversified 
portfolio  of  common  and  preferred  stocks,   bonds  and  money  market 
instruments  which offer  income and capital  growth  opportunity  without 
extreme  risk-taking  and which best  satisfy  the  investment  and social 
concern  criteria  established  by  the  Fund.  It is the  Managed  Growth 
Portfolio's  investment  philosophy  that long-term  favorable  investment 
performance  is  provided  by  companies   which  combine  sound  business 
policies and circumstances with social and ethical values. 
         The Equity  Portfolio seeks growth of capital through  investment 
in the equity securities of issuers within  industries  perceived to offer 
opportunities  for potential  capital  appreciation  and which satisfy the 
Fund's  investment  and  social  criteria.  It is  the  philosophy  of the 
Equity  Portfolio  that  favorable  investment  performance is provided by 
companies  which combine sound business  policies and  circumstances  with 
social and ethical values. 
         The Bond  Portfolio  seeks to  provide as high a level of current 
income as is believed  to be  consistent  with  prudent  investment  risk, 
through  investment in bonds and other straight debt securities,  selected 
pursuant  to the Fund's  investment  and social  criteria.  An  additional 
objective is to seek  preservation  of  shareholders'  capital.  It is the 
philosophy of the Bond  Portfolio that  favorable  investment  performance 
is provided  by  companies  which  combine  sound  business  policies  and 
circumstances with social and ethical values. 
         There  can be,  of  course,  no  assurance  that the Fund will be 
successful  in meeting its  investment  objective or that the Money Market 
Portfolio will maintain a constant net asset value of $1.00 per share. 

Foreign Securities 
         Each  Portfolio  may  invest  up to  25%  of  its  assets  in the 
securities  of foreign  issuers.  The Money Market  Portfolio may purchase 
only high quality,  U.S.  dollar-denominated  instruments.  Investments in 
foreign  securities  may present risks not typically  involved in domestic 
investments. 
         Additional   costs   may   be   incurred   in   connection   with 
international  investment,  since foreign  brokerage  commissions  and the 
custodial costs associated with maintaining  foreign portfolio  securities 
are generally  higher than in the United  States.  Fee expense may also be 
incurred on currency  exchanges  when the Fund  changes  investments  from 
one country to another or converts foreign  securities  holdings into U.S. 
dollars. 
         United States  Government  policies  have at times,  in the past, 
through   imposition   of   interest    equalization   taxes   and   other 
restrictions,  discouraged  certain  investments  abroad by United  States 
investors.  While such taxes or restrictions  are not presently in effect, 
they  may be  reinstituted  from  time to time as a means of  fostering  a 
favorable  United  States  balance  of  payments.  In  addition,   foreign 
countries may impose withholding and taxes on dividends and interest. 
         Since  investments in securities of issuers  domiciled in foreign 
countries usually involve currencies of the foreign  countries,  and since 
the Fund may  temporarily  hold  funds in  foreign  currencies  during the 
completion  of  investment  programs,  the value of the assets of the Fund 
as  measured  in  United  States  dollars  may be  affected  favorably  or 
unfavorably  by changes in foreign  currency  exchange  rates and exchange 
control  regulations.  For example,  if the value of the foreign  currency 
in which a security is  denominated  increases  or declines in relation to 
the value of the U.S.  dollar,  the value of the security in U.S.  dollars 
will  increase  or  decline  correspondingly.  The Fund will  conduct  its 
foreign  currency  exchange  transactions  either on a spot  (i.e.,  cash) 
basis at the spot rate  prevailing  in the  foreign  exchange  market,  or 
through  entering  into  forward  contracts  to purchase  or sell  foreign 
currencies.  A forward foreign  currency  contract  involves an obligation 
to  purchase  or sell a specific  currency  at a future  date which may be 
any  fixed  number of days from the date of the  contract  agreed  upon by 
the parties,  at a price set at the time of the contract.  These contracts 
are traded in the interbank  market  conducted  directly  between currency 
traders (usually large,  commercial banks) and their customers.  A forward 
foreign currency  contract  generally has no deposit  requirement,  and no 
commissions are charged at any stage for trades. 
         The Fund may enter into forward  foreign  currency  contracts for 
two  reasons.  First,  the Fund may desire to preserve  the United  States 
dollar  price  of a  security  when  it  enters  into a  contract  for the 
purchase  or sale of a security  denominated  in a foreign  currency.  The 
Fund may be able to  protect  itself  against  possible  losses  resulting 
from  changes in the  relationship  between the United  States  dollar and 
foreign  currencies  during the period  between  the date the  security is 
purchased  or sold and the date on which  payment is made or  received  by 
entering  into a forward  contract for the  purchase or sale,  for a fixed 
amount of dollars,  of the amount of the foreign currency  involved in the 
underlying security transactions. 
         Second,  when  the  Advisor  believes  that  the  currency  of  a 
particular  foreign  country may suffer a substantial  decline against the 
United  States  dollar,  the Fund enters into a forward  foreign  currency 
contract to sell,  for a fixed  amount of  dollars,  the amount of foreign 
currency  approximating  the value of some or all of the Fund's  portfolio 
securities  denominated in such foreign currency.  The precise matching of 
the  forward  foreign  currency  contract  amounts  and the  value  of the 
portfolio  securities  involved will not  generally be possible  since the 
future  value of the  securities  will change as a  consequence  of market 
movements  between the date the forward  contract is entered  into and the 
date it matures.  The projection of short-term  currency  market  movement 
is difficult,  and the  successful  execution of this  short-term  hedging 
strategy is uncertain.  Although forward foreign  currency  contracts tend 
to  minimize  the risk of loss due to a decline in the value of the hedged 
currency,  at the same time they tend to limit any  potential  gain  which 
might result  should the value of such  currency  increase.  The Fund does 
not intend to enter into such forward  contracts  under this  circumstance 
on a regular or continuous basis. 

Foreign Money Market Instruments 
         The Money  Market  Portfolio  may invest  without  limitation  in 
money  market   instruments  of  banks,   whether   foreign  or  domestic, 
including   obligations  of  U.S.  branches  of  foreign  banks  ("Yankee" 
instruments)   and   obligations   of  foreign   branches  of  U.S.  banks 
("Eurodollar"  instruments).  All such  instruments  must be high-quality, 
U.S.   dollar-denominated   obligations.   It  is  an   operating   (i.e., 
non-fundamental)  policy of the Fund that the Money Market  Portfolio  may 
invest  only  in  foreign  money  market   instruments   if  they  are  of 
comparable  quality to the obligations of domestic  banks.  Although these 
instruments  are not subject to foreign  currency risk since they are U.S. 
dollar-denominated,  investments in foreign money market  instruments  may 
involve risks that are different  than  investments  in securities of U.S. 
issuers. See "Foreign Securities" above. 

Private Placements and Illiquid Securities 
         Due  to   the   particular   social   objective   of  the   Fund, 
opportunities  may exist to promote  especially  promising  approaches  to 
social goals through privately placed  investments.  The private placement 
investments  undertaken  by the Fund,  if any,  may be  subject  to a high 
degree  of  risk.  Such  investments  may  involve  relatively  small  and 
untried  enterprises  that  have  been  selected  in  the  first  instance 
because of some attractive social  objectives or policies.  The Investment 
Advisors  seek  to  structure  the  Fund's   investments  to  provide  the 
greatest  assurance of attaining the intended  investment return. It is an 
operating  policy  of  the  Fund  that  no  private  placements  shall  be 
acquired for a Portfolio until the value of that  Portfolio's  investments 
exceeds $20 million. 
         Many  private  placement  investments  have no readily  available 
market and may therefore be considered  illiquid.  Securities eligible for 
resale  pursuant  to Rule  144A  under the  Securities  Act of 1933 may be 
determined  by the Board of Trustees to be liquid.  The Board may delegate 
such  determinations  of liquidity to the Advisor,  pursuant to guidelines 
and oversight by the Board.  Fund  investments  in private  placements and 
other  securities for which market  quotations  are not readily  available 
are valued at fair market  value as  determined  by the Advisor  under the 
direction and control of the Board. 

Repurchase Agreements 
         The Fund may  purchase  debt  securities  subject  to  repurchase 
agreements  which are  arrangements  under  which the Fund buys a security 
and the seller  simultaneously  agrees to  repurchase  the  security  at a 
specified  time and price  reflecting a market rate of interest.  The Fund 
engages  in  repurchase  agreements  in  order  to earn a  higher  rate of 
return than it could earn simply by investing in the  obligation  which is 
the subject of the repurchase  agreement.  Repurchase  agreements are not, 
however,  without risk. In the event of the  bankruptcy of a seller during 
the  term  of a  repurchase  agreement,  a  legal  question  exists  as to 
whether the Fund would be deemed the owner of the  underlying  security or 
would be deemed  only to have a  security  interest  in and lien upon such 
security.  The  Fund  will  only  engage  in  repurchase  agreements  with 
recognized  securities  dealers and banks  determined  to present  minimal 
credit risk by the Advisor  under the  direction  and  supervision  of the 
Fund's  Board of  Trustees.  In  addition,  the Fund will  only  engage in 
repurchase  agreements  reasonably  designed  to secure  fully  during the 
term  of  the  agreement  the  seller's   obligation  to  repurchase   the 
underlying  security and will  monitor the market value of the  underlying 
security  during  the  term  of  the  agreement.   If  the  value  of  the 
underlying  security  declines and is not at least equal to the repurchase 
price due the Fund  pursuant to the  agreement,  the Fund will require the 
seller to pledge  additional  securities  or cash to secure  the  seller's 
obligations  pursuant  to the  agreement.  If the seller  defaults  on its 
obligation  to  repurchase  and  the  value  of  the  underlying  security 
declines,  the Fund may incur a loss and may  incur  expenses  in  selling 
the underlying security.  Repurchase  agreements are always for periods of 
less than one year.  Repurchase  agreements  not  terminable  within seven 
days are considered illiquid. 

Reverse Repurchase Agreements 
         The  Fund may  also  engage  in  reverse  repurchase  agreements. 
Under  a  reverse   repurchase   agreement,   the  Fund  sells   portfolio 
securities to a bank or securities  dealer and agrees to repurchase  those 
securities  from such party at an agreed upon date and price  reflecting a 
market rate of interest.  The Fund invests the proceeds  from each reverse 
repurchase  agreement in  obligations in which it is authorized to invest. 
The Fund intends to enter into a reverse  repurchase  agreement  only when 
the  interest  income  provided  for in the  obligation  in which the Fund 
invests  the  proceeds  is expected to exceed the amount the Fund will pay 
in  interest  to  the  other  party  to  the  agreement   plus  all  costs 
associated with the  transactions.  The Fund does not intend to borrow for 
leverage  purposes.  The  Portfolios  will  only be  permitted  to  pledge 
assets  to  the  extent   necessary  to  secure   borrowings  and  reverse 
repurchase agreements. 
         During the time a reverse  repurchase  agreement is  outstanding, 
the Fund will  maintain  in a  segregated  custodial  account an amount of 
cash,  U.S.  Government  securities  or other  liquid,  high-quality  debt 
securities  equal in value to the repurchase  price. The Fund will mark to 
market  the  value of  assets  held in the  segregated  account,  and will 
place  additional  assets in the account  whenever  the total value of the 
account falls below the amount required under applicable regulations. 
         The Fund's  use of reverse  repurchase  agreements  involves  the 
risk  that the other  party to the  agreements  could  become  subject  to 
bankruptcy or  liquidation  proceedings  during the period the  agreements 
are  outstanding.  In such event,  the Fund may not be able to  repurchase 
the   securities   it  has  sold  to  that  other   party.   Under   those 
circumstances,  if at the expiration of the agreement such  securities are 
of  greater  value  than  the  proceeds  obtained  by the Fund  under  the 
agreements,  the Fund may have been  better  off had it not  entered  into 
the  agreement.  However,  the Fund will  enter  into  reverse  repurchase 
agreements  only  with  banks  and  dealers  which  the  Advisor  believes 
present  minimal  credit  risks  under  guidelines  adopted  by the Fund's 
Board of Trustees.  In  addition,  the  Portfolio  bears the risk that the 
market value of the  securities  sold by the  Portfolio  may decline below 
the  agreed-upon  repurchase  price,  in which case the dealer may request 
the Portfolio to post additional collateral. 

Non-Investment Grade Debt Securities 
         The  Managed  Growth,  Bond and Equity  Portfolios  may invest in 
lower quality debt  securities  (generally  those rated BB or lower by S&P 
or Ba or lower by Moody's,  commonly  known as "junk  bonds"),  subject to 
the  Fund's  investment  policy  which  provides  that they may not invest 
more than 20% of their  respective  assets in securities  rated below B by 
either  rating  service,  or  in  unrated  securities  determined  by  the 
Advisor to be  comparable  to  securities  rated below B by either  rating 
service.  These  securities  have moderate to poor protection of principal 
and  interest   payments  and  have  speculative   characteristics.   (See 
Appendix for a  description  of the  ratings.)  These  securities  involve 
greater  risk of default or price  declines due to changes in the issuer's 
creditworthiness  than  investment-grade  debt  securities.   Because  the 
market for  lower-rated  securities  may be thinner  and less  active than 
for  higher-rated  securities,  there may be market price  volatility  for 
these  securities  and  limited  liquidity  in the resale  market.  Market 
prices  for these  securities  may  decline  significantly  in  periods of 
general  economic  difficulty  or  rising  interest  rates.  Unrated  debt 
securities may fall into the lower quality  category.  Unrated  securities 
usually  are not  attractive  to as many buyers as rated  securities  are, 
which may make them less marketable. 
         The  quality  limitation  set  forth  in  the  Fund's  investment 
policy is determined  immediately after the Fund's  acquisition of a given 
security.   Accordingly,   any  later   change  in  ratings  will  not  be 
considered  when  determining  whether  an  investment  complies  with the 
Fund's investment policy. 
         When purchasing high-yielding  securities,  rated or unrated, the 
Advisors   prepare  their  own  careful  credit  analysis  to  attempt  to 
identify  those  issuers  whose  financial  condition  is adequate to meet 
future  obligations  or is expected to be adequate in the future.  Through 
portfolio  diversification  and credit  analysis,  investment  risk can be 
reduced, although there can be no assurance that losses will not occur. 

Options and Futures Contracts 
         The Managed  Growth,  Bond and Equity  Portfolios may, in pursuit 
of their respective investment  objectives,  purchase put and call options 
and  engage in the  writing  of  covered  call  options  and  secured  put 
options on securities  which meet the Fund's social  criteria,  and employ 
a variety of other investment techniques.  Specifically,  these Portfolios 
may  also  engage  in  the   purchase  and  sale  of  stock  index  future 
contracts,  foreign  currency  futures  contracts,  interest  rate futures 
contracts, and options on such futures, as described more fully below. 
         These  Portfolios may engage in such  transactions  only to hedge 
the  existing  positions  in the  respective  Portfolios.  They  will  not 
engage in such  transactions  for the purposes of speculation or leverage. 
Such  investment  policies and  techniques may involve a greater degree of 
risk than those inherent in more conservative investment approaches. 
         Each of these  Portfolios  may  purchase a put or call  option on 
securities  (including  a straddle  or  spread)  only if the value of that 
option  premium,  when  aggregated  with the premiums on all other options 
on  securities  held  by  the  Portfolio,   does  not  exceed  5%  of  the 
Portfolio's total assets.  Further,  as an operating policy,  which may be 
changed without  shareholder  approval,  none of the Portfolios intends to 
enter into  futures  contracts  or options  on  futures  contracts  if the 
aggregate   initial  margin  and  premiums  required  to  establish  these 
positions  would  exceed  5%  of  the   Portfolio's   net  assets.   These 
Portfolios  may  write   "covered   options"  on  securities  in  standard 
contracts traded on national  securities  exchanges.  These Portfolios may 
write such  options in order to receive the  premiums  from  options  that 
expire  and to seek net gains  from  closing  purchase  transactions  with 
respect to such options. 

Put  and  Call  Options.  These  Portfolios  may  purchase  put  and  call 
options,  in standard contracts traded on national  securities  exchanges, 
on  securities of issuers  which meet the Fund's  social  criteria.  These 
Portfolios  will purchase  such options only to hedge  against  changes in 
the value of securities  the  Portfolios  hold and not for the purposes of 
speculation  or  leverage.  By buying a put, a Portfolio  has the right to 
sell the security at the exercise  price,  thus  limiting its risk of loss 
through  a  decline  in the  market  value of the  security  until the put 
expires.  The amount of any  appreciation  in the value of the  underlying 
security  will be  partially  offset by the amount of the premium paid for 
the  put  option  and  any  related   transaction   costs.  Prior  to  its 
expiration,  a put option may be sold in a closing  sale  transaction  and 
any  profit or loss  from the sale  will  depend  on  whether  the  amount 
received  is more or less than the  premium  paid for the put option  plus 
the related transaction costs. 
         These  Portfolios  may purchase call options on securities  which 
they may intend to  purchase  and which meet the Fund's  social  criteria. 
Such  transactions  may be  entered  into in order to limit  the risk of a 
substantial  increase  in the  market  price  of the  security  which  the 
Portfolio  intends to  purchase.  Prior to its  expiration,  a call option 
may be sold in a closing  sale  transaction.  Any profit or loss from such 
a sale will  depend on whether  the amount  received  is more or less than 
the premium paid for the call option plus the related transaction costs. 

Covered  Options.  These  Portfolios  may write  only  covered  options on 
equity  and debt  securities  in  standard  contracts  traded on  national 
securities  exchanges.  This means that, in the case of call  options,  so 
long as a Portfolio  is  obligated  as the writer of a call  option,  that 
Portfolio will own the underlying  security  subject to the option and, in 
the case of put  options,  that  Portfolio  will,  through its  custodian, 
deposit and maintain  either cash or securities  with a market value equal 
to or greater than the exercise price of the option. 
         When a Portfolio  writes a covered  call  option,  the  Portfolio 
gives  the  purchaser  the  right to  purchase  the  security  at the call 
option  price at any time during the life of the option.  As the writer of 
the option,  the Portfolio receives a premium,  less a commission,  and in 
exchange  foregoes  the  opportunity  to profit  from any  increase in the 
market  value  of the  security  exceeding  the  call  option  price.  The 
premium  serves to mitigate the effect of any  depreciation  in the market 
value of the  security.  Writing  covered  call  options can  increase the 
income of the  Portfolio  and thus reduce  declines in the net asset value 
per share of the Portfolio if securities  covered by such options  decline 
in value.  Exercise of a call option by the  purchaser  however will cause 
the Portfolio to forego future  appreciation of the securities  covered by 
the option. 
         When a  Portfolio  writes a covered  put  option,  it will gain a 
profit in the amount of the  premium,  less a  commission,  so long as the 
price  of the  underlying  security  remains  above  the  exercise  price. 
However,  the  Portfolio  remains  obligated  to purchase  the  underlying 
security  from the  buyer of the put  option  (usually  in the  event  the 
price of the security  falls below the exercise  price) at any time during 
the option  period.  If the price of the  underlying  security falls below 
the  exercise  price,  the  Portfolio  may realize a loss in the amount of 
the  difference  between  the  exercise  price  and the sale  price of the 
security, less the premium received. 
         These  Portfolios  may purchase  securities  which may be covered 
with call options solely on the basis of  considerations  consistent  with 
the  investment  objectives  and  policies  of the Fund  and the  affected 
Portfolio.  The Portfolio's  turnover may increase through the exercise of 
a call  option;  this  will  generally  occur  if the  market  value  of a 
"covered"  security  increases  and the  portfolio  has not entered into a 
closing purchase transaction. 
         To preserve the Fund's status as a regulated  investment  company 
under  Subchapter M of the Internal  Revenue Code, it is the Fund's policy 
to limit any gains on put or call options and other  securities  held less 
than three months to less than 30% of a Portfolio's annual gross income. 
         Risks Related to Options  Transactions.  The Portfolios can close 
out their  respective  positions  in  exchange-traded  options  only on an 
exchange  which  provides a  secondary  market in such  options.  Although 
these  Portfolios  intend to acquire  and write only such  exchange-traded 
options for which an active secondary  market appears to exist,  there can 
be no assurance  that such a market will exist for any  particular  option 
contract at any particular  time.  This might prevent the Portfolios  from 
closing an options  position,  which could impair the Portfolios'  ability 
to hedge  effectively.  The  inability  to close out a call  position  may 
have  an  adverse  effect  on  liquidity  because  the  Portfolio  may  be 
required to hold the  securities  underlying  the option  until the option 
expires or is exercised. 

Futures  Transactions.  These  Portfolios  may  purchase  and sell futures 
contracts,  but  only  when,  in  the  judgment  of  the  Advisor,  such a 
position acts as a hedge  against  market  changes  which would  adversely 
affect the  securities  held by the  Portfolios.  These futures  contracts 
may include,  but are not limited to, market index  futures  contracts and 
futures contracts based on U.S. Government obligations. 
         A futures  contract  is an  agreement  between two parties to buy 
and  sell  a  security   on  a  future   date  which  has  the  effect  of 
establishing  the  current  price  for  the  security.   Although  futures 
contracts  by their  terms  require  actual  delivery  and  acceptance  of 
securities,  in most  cases  the  contracts  are  closed  out  before  the 
settlement  date  without the making or taking of delivery of  securities. 
Upon  buying  or  selling  a  futures  contract,  the  Portfolio  deposits 
initial  margin  with its  custodian,  and  thereafter  daily  payments of 
maintenance  margin are made to and from the  executing  broker.  Payments 
of  maintenance  margin  reflect  changes  in the  value  of  the  futures 
contract,  with the  Portfolio  being  obligated to make such  payments if 
its futures  position  becomes less  valuable and entitled to receive such 
payments if its positions become more valuable. 
         These  Portfolios  may only invest in futures  contracts to hedge 
their  respective  existing  investment   positions  and  not  for  income 
enhancement,  speculation  or  leverage  purposes.  Although  some  of the 
securities  underlying  a futures  contract may not  necessarily  meet the 
Fund's  social   criteria,   any  such  hedge   position  taken  by  these 
Portfolios  will  not  constitute  a  direct  ownership  interest  in  the 
underlying securities. 
         Futures  contracts  are  designed  by boards  of trade  which are 
designated   "contracts   markets"  by  the  Commodity   Futures   Trading 
Commission  ("CFTC").  As series of a registered  investment company,  the 
Portfolios  are  eligible  for  exclusion  from the CFTC's  definition  of 
"commodity  pool  operator,"  meaning  that the  Portfolios  may invest in 
futures  contracts under specified  conditions  without  registering  with 
the CFTC.  Among  these  conditions  are  requirements  that to the extent 
that a  Portfolio  enters  into  future  contracts  and options on futures 
positions  that are not for bonafide  hedging  purposes (as defined by the 
CFTC),  the  aggregate  initial  margin and  premiums  on these  positions 
(excluding  the  amount  by  which  options  are  "in-the-money")  may not 
exceed  5% of the  Portfolio's  net  assets.  Futures  contracts  trade on 
contracts  markets in a manner  that is similar to the way a stock  trades 
on a stock  exchange  and the  boards of  trade,  through  their  clearing 
corporations, guarantee performance of the contracts. 

Options on Futures  Contracts.  These  Portfolios  may  purchase and write 
put or call  options and sell call  options on futures  contracts in which 
a  Portfolio  could  otherwise  invest  and  which  are  traded  on a U.S. 
exchange or board of trade.  The  Portfolios  may also enter into  closing 
transactions  with  respect  to such  options  to  terminate  an  existing 
position;  that is, to sell a put option  already  owned and to buy a call 
option  to  close a  position  where  the  Portfolio  has  already  sold a 
corresponding call option. 
         The  Portfolios  may only invest in options on futures  contracts 
to  hedge  their  respective  existing  investment  positions  and not for 
income  enhancement,  speculation or leverage  purposes.  Although some of 
the securities  underlying the futures contract  underlying the option may 
not necessarily meet the Fund's social  criteria,  any such hedge position 
taken  by  these   Portfolios  will  not  constitute  a  direct  ownership 
interest in the underlying securities. 
         An option on a futures  contract  gives the  purchaser the right, 
in  return  for the  premium  paid,  to  assume a  position  in a  futures 
contract-a  long position if the option is a call and a short  position if 
the option is a put-at a specified  exercise  price at any time during the 
period of the option.  The Portfolios  will pay a premium for such options 
purchased or sold. In  connection  with such options  bought or sold,  the 
Portfolios   will  make  initial  margin  deposits  and  make  or  receive 
maintenance  margin  payments which reflect changes in the market value of 
such  options.  This  arrangement  is similar  to the margin  arrangements 
applicable to futures contracts described above. 

Put Options on Futures  Contracts.  The purchase of put options on futures 
contracts  is analogous  to the sale of futures  contracts  and is used to 
protect  the  portfolio  against  the  risk  of  declining  prices.  These 
Portfolios  may  purchase  put  options  and sell put  options  on futures 
contracts that are already owned by that  Portfolio.  The Portfolios  will 
only  engage in the  purchase  of put  options and the sale of covered put 
options on market index futures for hedging purposes. 

Call  Options on Futures  Contracts.  The sale of call  options on futures 
contracts  is analogous  to the sale of futures  contracts  and is used to 
protect the portfolio against the risk of declining  prices.  The purchase 
of call  options on futures  contracts  is  analogous to the purchase of a 
futures  contract.  These Portfolios may only buy call options to close an 
existing  position  where the Portfolio  has already sold a  corresponding 
call option,  or for a cash hedge.  The Portfolios will only engage in the 
sale of call  options  and the  purchase  of call  options  to  cover  for 
hedging purposes. 

Writing  Call  Options on Futures  Contracts.  The writing of call options 
on  futures  contracts  constitutes  a  partial  hedge  against  declining 
prices  of  the  securities  deliverable  upon  exercise  of  the  futures 
contract.  If the  futures  contract  price at  expiration  is  below  the 
exercise  price,  the Portfolio  will retain the full amount of the option 
premium  which  provides a partial hedge against any decline that may have 
occurred in the Portfolio's securities holdings. 

Risks of Options and Futures  Contracts.  If one of these  Portfolios  has 
sold futures or takes  options  positions to hedge its  portfolio  against 
decline in the market and the market later  advances,  the  Portfolio  may 
suffer a loss on the  futures  contracts  or  options  which it would  not 
have  experienced  if it had not  hedged.  Correlation  is also  imperfect 
between  movements  in the prices of futures  contracts  and  movements in 
prices of the  securities  which are the  subject of the  hedge.  Thus the 
price of the  futures  contract  or option may move more than or less than 
the price of the  securities  being  hedged.  Where a  Portfolio  has sold 
futures  or taken  options  positions  to  hedge  against  decline  in the 
market,  the market may  advance and the value of the  securities  held in 
the Portfolio  may decline.  If this were to occur,  the  Portfolio  might 
lose money on the  futures  contracts  or options  and also  experience  a 
decline in the value of its portfolio securities.  However,  although this 
might  occur  for a brief  period  or to a slight  degree,  the value of a 
diversified  portfolio  will tend to move in the  direction  of the market 
generally. 
         The  Portfolios  can  close  out  futures  positions  only  on an 
exchange  or board of trade  which  provides  a  secondary  market in such 
futures.  Although  the  Portfolios  intend to  purchase or sell only such 
futures for which an active secondary  market appears to exist,  there can 
be no assurance that such a market will exist for any  particular  futures 
contract at any particular  time.  This might prevent the Portfolios  from 
closing a futures  position,  which  could  require  a  Portfolio  to make 
daily cash  payments  with respect to its position in the event of adverse 
price movements. 
         Options on futures  transactions  bear  several  risks apart from 
those  inherent  in  options  transactions   generally.   The  Portfolios' 
ability to close out their  options  positions in futures  contracts  will 
depend upon whether an active  secondary  market for such options develops 
and is in  existence  at the  time  the  Portfolios  seek to  close  their 
positions.  There can be no  assurance  that such a market will develop or 
exist.  Therefore,  the  Portfolios  might be  required  to  exercise  the 
options to realize any profit. 

========================================================================== 
                         INVESTMENT RESTRICTIONS 
========================================================================== 

Fundamental Investment Restrictions 
         The  Fund  has  adopted  the  following  investment  restrictions 
which,  together with the foregoing investment  objectives and fundamental 
policies of a  Portfolio,  cannot be changed  without the  approval of the 
holders  of  a  majority  of  the  outstanding   shares  of  the  affected 
Portfolio.  As defined in the Investment  Company Act of 1940,  this means 
the  lesser  of the vote of (a) 67% of the  shares of the  Portfolio  at a 
meeting  where  more than 50% of the  outstanding  shares  are  present in 
person or by proxy or (b) more than 50% of the  outstanding  shares of the 
Portfolio.  Shares  have  equal  rights  as to  voting,  except  that only 
shares of a  Portfolio  are  entitled  to vote on matters  affecting  only 
that  Portfolio  (such as changes in  investment  objective,  policies  or 
restrictions). None of the Portfolios may: 

         1.       Purchase  securities  of any issuer (other than 
         obligations  of, or  guaranteed  by, the  United  States 
         Government,  its agencies or instrumentalities) if, as a 
         result,  more than 5% of the  value of that  Portfolio's 
         total  assets  would be invested in  securities  of that 
         issuer. 
         2.       Concentrate  more  than 25% of the value of its 
         assets  in any one  industry;  provided,  however,  that 
         there is no limitation  with respect to  investments  in 
         obligations  issued or  guaranteed  by the United States 
         Government  or its agencies and  instrumentalities,  and 
         repurchase  agreements secured thereby,  and in the case 
         of the Money Market  Portfolio,  there is no  limitation 
         with respect to investments in money market  instruments 
         of banks. 
         3.       Purchase  more  than  10%  of  the  outstanding 
         voting securities of any issuer.  In addition,  the Fund 
         may not in the  aggregate  purchase more than 10% of the 
         outstanding voting securities of any issuer. 
         4.       Purchase  the  securities  of any  issuer  with 
         less than three  years'  continuous  operation  if, as a 
         result,  more than 5% of the  value of that  Portfolio's 
         total  assets  would be invested in  securities  of such 
         issuers. 
         5.       Make loans other than  through the  purchase of 
         money market  instruments  and repurchase  agreements or 
         by the  purchase  of  bonds,  debentures  or other  debt 
         securities.  The  purchase  by a  Portfolio  of all or a 
         portion   of  an  issue   of   publicly   or   privately 
         distributed  debt  obligations  in  accordance  with its 
         investment objective,  policies and restrictions,  shall 
         not constitute the making of a loan. 
         6.       Underwrite the securities of other issuers. 
         7.       Purchase  from  or  sell  to any of the  Fund's 
         officers or Trustees,  or firms of which any of them are 
         members,  any  securities  (other than capital  stock of 
         the Fund),  but such persons or firms may act as brokers 
         for the Fund for customary commissions. 
         8.       Borrow  money,  except from banks for temporary 
         or  emergency  purposes and then only in an amount up to 
         10% of the value of that  Portfolio's  total  assets and 
         except by  engaging  in reverse  repurchase  agreements; 
         provided,  however,  that a Portfolio may only engage in 
         reverse repurchase  agreements so long as, at the time a 
         Portfolio  enters into a reverse  repurchase  agreement, 
         the   aggregate   proceeds  from   outstanding   reverse 
         repurchase  agreements,  when added to other outstanding 
         borrowings  permitted by this section,  do not exceed 33 
         1/3%  of the  Portfolio's  total  assets.  In  order  to 
         secure any permitted  borrowings and reverse  repurchase 
         agreements  under  this  section,   each  Portfolio  may 
         pledge, mortgage or hypothecate its assets. 
         9.       Make short sales of  securities or purchase any 
         securities  on margin except as provided for the Managed 
         Growth,  Equity  and Bond  Portfolios  with  respect  to 
         options,   futures  contracts  and  options  on  futures 
         contracts. 
         10.      Write,   purchase   or  sell  puts,   calls  or 
         combinations  thereof except as provided for the Managed 
         Growth,  Equity  and Bond  Portfolios  with  respect  to 
         options,   futures  contracts  and  options  on  futures 
         contracts. 
         11.      Invest for the  purpose of  exercising  control 
         or management of another issuer. 
         12.      Invest  in  commodities,   commodities  futures 
         contracts,  or real  estate,  although  it may invest in 
         securities  which  are  secured  by real  estate or real 
         estate  mortgages and securities of issuers which invest 
         or deal in commodities,  commodity futures,  real estate 
         or real estate  mortgages  and provided that the Managed 
         Growth,  Equity and Bond Portfolios may purchase or sell 
         stock index futures, foreign currency futures,  interest 
         rate futures and options thereon. 
         13.      Invest  in  interests  in oil,  gas,  or  other 
         mineral  exploration or development  programs,  although 
         it may invest in  securities  of issuers which invest in 
         or sponsor such programs. 
         14.      Purchase   or  retain   securities   issued  by 
         investment  companies  except to the extent permitted by 
         the Investment  Company Act of 1940, as amended,  and in 
         connection   with   a   trustee's/director's    deferred 
         compensation  plan,  as long as there is no  duplication 
         of advisory fees. 

Non-Fundamental Investment Restrictions 
         The   Fund   has   adopted   the   following   operating   (i.e., 
non-fundamental)   investment  policies  and  restrictions  which  may  be 
changed by the Board of Trustees  without  shareholder  approval.  None of 
the Portfolios may: 
         15.      Purchase  the  obligations  of foreign  issuers 
         if, as a result,  such  securities  would  exceed 25% of 
         the value of that Portfolio's assets. 
         16.      Purchase  illiquid  securities if more than 15% 
         of the value of that  Portfolio's  net  assets  would be 
         invested in such securities. 
         17.      Purchase or retain  securities of any issuer if 
         the  officers,  directors or Trustees of the Fund or its 
         Advisors,  owning  beneficially  more  than 1/2 of 1% of 
         the   securities   of   such   issuer,    together   own 
         beneficially more than 5% of such issuer's securities. 
         18.      Invest  in  warrants  if  more  than  5% of the 
         value of that  Portfolio's  net assets would be invested 
         in such  securities.  No more than 2% of the Portfolio's 
         net  assets  will be  invested  in  warrants  and  stock 
         rights not listed on the New York Stock  Exchange or the 
         American Stock Exchange. 
         19.      Invest in oil, gas, or other mineral leases. 

         Any investment  restriction  which involves a maximum  percentage 
of securities  or assets shall not be considered to be violated  unless an 
excess  over  the  applicable   percentage  occurs  immediately  after  an 
acquisition of securities or utilization of assets and results therefrom. 

========================================================================== 
                       INVESTMENT SELECTION PROCESS 
========================================================================== 

         Investments  in the  Fund  are  selected  on the  basis  of their 
ability to  contribute  to the dual  objective  of the Fund,  i.e.,  those 
that  satisfy  the Fund's  investment  and social  criteria.  The Fund has 
developed  a number  of  techniques  for  evaluating  the  performance  of 
issuers in each of these areas.  The primary  sources of  information  are 
reports  published  by the  issuers  themselves,  the  reports  of  public 
agencies,   and  the  reports  of  groups  which  monitor  performance  in 
particular  areas.  These sources of information  are sometimes  augmented 
with  direct  interviews  or  written  questionnaires   addressed  to  the 
issuers.  It should be recognized,  however,  that there are few generally 
accepted  measures  by which  achievement  in these  areas can be  readily 
distinguished;   therefore,   the  development  of  suitable   measurement 
techniques is largely  within the  discretion and judgment of the Advisors 
of the Fund. 
         In making  selections  for the  Managed  Growth,  Equity and Bond 
Portfolios,   the  Advisors   determine   and  evaluate  the   appropriate 
portfolio  composition  on the  basis of asset  prices  and the  perceived 
consequences and  probabilities of various economic  outcomes.  Individual 
securities  are then  evaluated as candidates  to fulfill the  Portfolio's 
investment  objective  and  policies.  Securities  remain  candidates  for 
inclusion   in  the   Portfolios   only  if   their   prices   and   other 
characteristics  indicate  that they have the  potential  to  perform in a 
way  that is  representative  of  their  class  of  securities  under  the 
different economic outcomes considered more probable by the Advisors. 
         Candidates  for inclusion in any  particular  class of assets are 
then examined  according to the social  criteria.  Issuers are  classified 
into three  categories of suitability  under the social  criteria.  In the 
first   category  are  those  issuers  which  exhibit   unusual   positive 
accomplishment  with  respect to some of the  criteria  and do not fail to 
meet minimum  standards  with respect to the  remaining  criteria.  To the 
greatest  extent  possible,  investment  selections  are  made  from  this 
group.  In the  second  category  are those  issuers  which  meet  minimum 
standards   with   respect  to  all  the   criteria  but  do  not  exhibit 
outstanding  accomplishment  with respect to any criterion.  This category 
includes  issuers which may lack an affirmative  record of  accomplishment 
in these  areas but which are not known by  Advisors to violate any of the 
social  criteria.  The third category under the social  criteria  consists 
of issuers which  flagrantly  violate,  or have  violated,  one or more of 
those values,  for example,  a company which repeatedly  engages in unfair 
labor  practices.  The Fund will not knowingly  purchase the securities of 
issuers in this third category. 
         It  should  be noted  that the  Fund's  social  criteria  tend to 
limit  the   availability  of  investment   opportunities   more  than  is 
customary  with other  investment  companies.  The  Advisors  of the Fund, 
however,  believe  that within the first and second  categories  there are 
sufficient  investment  opportunities  to  permit  full  investment  among 
issuers which satisfy the Fund's social investment objective. 
         To the greatest  extent  possible,  the  Advisors  apply the same 
social  criteria to the purchase of  non-equity  securities  as it applies 
to equity investments.  With respect to government  securities,  the Money 
Market  Portfolio  invests   primarily  in  debt  obligations   issued  or 
guaranteed  by agencies  or  instrumentalities  of the Federal  Government 
whose  purposes   further  or  are  compatible   with  the  Fund's  social 
criteria,  such  as  obligations  of the  Bank  for  Cooperatives  and the 
Student Loan  Marketing  Association,  rather than general  obligations of 
the Federal  Government,  such as Treasury  securities.  Bank certificates 
of deposit,  commercial paper, repurchase agreements,  and corporate bonds 
are  judged in the same way as a  prospective  purchase  of the  bank's or 
issuing  company's  common  stock.  The  Fund  may  invest,   however,  in 
certificates  of deposit of banks and  savings  and loan  associations  in 
which the Fund would not otherwise invest because such  institutions  have 
assets of $1 billion or less,  but  generally  only to the extent all such 
investments  are fully  insured as to  principal  by the  Federal  Deposit 
Insurance Corporation. 
         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 Fund 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.  Such  obligations  include  securities  issued  by the Bank for 
Cooperatives,   Federal  Intermediate  Credit  Bank,  Federal  Land  Bank, 
Federal  Home Loan  Bank,  Federal  Home Loan  Mortgage  Corporation,  and 
Federal National Mortgage Association. 

========================================================================== 
                           DIVIDENDS AND TAXES 
========================================================================== 

         It is the  policy of the  Equity  Portfolio  to  declare  and pay 
dividends  from net investment  income on an annual basis.  It is the Bond 
Portfolio's  policy  to  declare  and pay  dividends  from net  investment 
income on a monthly  basis;  the Managed  Growth  Portfolio  declares  and 
pays  dividends on a quarterly  basis.  Dividends  and  distributions  may 
differ among the classes.  The Money Market  Portfolio  accrues  daily and 
pays monthly  dividends of its net investment  income to its  shareholders 
of  record  as of  the  close  of  business  that  day.  Distributions  of 
realized  net  capital  gains,  if any,  are  normally  paid  once a year; 
however,  the Fund does not intend to make any such  distributions  unless 
available  capital  loss  carryovers,  if  any,  have  been  used  or have 
expired. 
         Generally,  dividends  (including  short-term  capital gains) and 
distributions  are taxable to the  shareholder  in the year they are paid. 
However,  any  dividends  and  distributions  paid in January but declared 
during the prior three months are taxable in the year declared. 
         The  Fund  is  required  to  withhold  31% of any  dividends  and 
long-term  capital  gain  distributions  paid  and 31% of each  redemption 
transaction  occurring in the Managed  Growth,  Equity and Bond Portfolios 
if:  (a) the  shareholder's  social  security  number  or  other  taxpayer 
identification  number  ("TIN") is not provided or an obviously  incorrect 
TIN is provided;  (b) the shareholder  does not certify under penalties of 
perjury  that the TIN provided is the  shareholder's  correct TIN and that 
the  shareholder  is not  subject  to  backup  withholding  under  section 
3406(a)(1)(C)  of the  Internal  Revenue  Code  because of  underreporting 
(however,  failure  to  provide  certification  as to the  application  of 
section   3406(a)(1)(C)   will  result  only  in  backup   withholding  on 
dividends,  not on  redemptions);  or (c)  the  Fund  is  notified  by the 
Internal  Revenue  Service  that the TIN  provided by the  shareholder  is 
incorrect or that there has been  underreporting  of interest or dividends 
by the  shareholder.  Affected  shareholders  will receive  statements  at 
least annually specifying the amount withheld. 
         In  addition,  the Fund is  required  to report  to the  Internal 
Revenue   Service  the   following   information   with  respect  to  each 
redemption  transaction  occurring in the Managed Growth,  Equity and Bond 
Portfolios:  (a) the  shareholder's  name,  address,  account  number  and 
taxpayer  identification  number;  (b)  the  total  dollar  value  of  the 
redemptions; and (c) the Fund's identifying CUSIP number. 
         Certain  shareholders  are,  however,   exempt  from  the  backup 
withholding  and  broker  reporting   requirements.   Exempt  shareholders 
include: corporations;  financial institutions;  tax-exempt organizations; 
individual   retirement   plans;  the  U.S.,  a  State,  the  District  of 
Columbia,  a U.S.  possession,  a  foreign  government,  an  international 
organization,  or any political subdivision,  agency or instrumentality of 
any of the foregoing;  U.S. registered  commodities or securities dealers; 
real estate  investment  trusts;  registered  investment  companies;  bank 
common trust funds;  certain charitable  trusts;  foreign central banks of 
issue.  Non-resident  aliens,  certain  foreign  partnerships  and foreign 
corporations  are  generally  not  subject to either  requirement  but may 
instead be  subject  to  withholding  under  sections  1441 or 1442 of the 
Internal  Revenue  Code.   Shareholders  claiming  exemption  from  backup 
withholding  and  broker  reporting  should  call or  write  the  Fund for 
further information. 
         Many  states  do not  tax the  portion  of the  Fund's  dividends 
which is derived from interest on U.S. Government  obligations.  State law 
varies  considerably  concerning the tax status of dividends  derived from 
U.S.  Government  obligations.  Accordingly,  shareholders  should consult 
their tax  advisors  about the tax status of dividends  and  distributions 
from the Fund in their respective jurisdictions. 
         Dividends  paid by the Fund  may be  eligible  for the  dividends 
received   deduction   available  to  corporate   taxpayers.   Information 
concerning  the tax status of dividends and  distributions  and the amount 
of dividends withheld, if any, is mailed annually to Fund shareholders. 
         Investors  should  note that they may be  required to exclude the 
initial  sales  charge,  if any,  paid on the purchase of Fund shares from 
the tax basis of those  shares if the shares are  exchanged  for shares of 
another  Calvert Group Fund within 90 days of purchase.  This  requirement 
applies only to the extent that the payment of the  original  sales charge 
on the  shares  of the  Fund  causes  a  reduction  in  the  sales  charge 
otherwise  payable on the shares of the  Calvert  Group Fund  acquired  in 
the exchange,  and  investors  may treat sales  charges  excluded from the 
basis of the original shares as incurred to acquire the new shares. 

========================================================================== 
                             NET ASSET VALUE 
========================================================================== 

         Shares of the Money Market  Portfolio  are issued and redeemed at 
the net asset  value  per  share of the  Portfolio.  The  public  offering 
price of the shares of the Managed  Growth,  Equity and Bond Portfolios is 
the  respective net asset value per share (plus,  for Class A shares,  the 
applicable  sales charge).  Shares of the Managed Growth,  Equity and Bond 
Portfolios  are redeemed at their  respective  net asset values per share. 
The Money  Market  Portfolio  attempts  to  maintain a constant  net asset 
value of $1.00 per  share;  the net asset  values of the  Managed  Growth, 
Equity  and  Bond  Portfolios  fluctuate  based on the  respective  market 
value of the  Portfolios'  investments.  The net asset  value per share of 
each of the  Portfolios is determined  every  business day at the close of 
the New York  Stock  Exchange  (normally  4:00 p.m.  Eastern  time) and at 
such other times as may be  necessary  or  appropriate.  The Fund does not 
determine  net asset value on certain  national  holidays or other days on 
which the New York Stock Exchange is closed:  New Year's Day,  Presidents' 
Day,   Good  Friday,   Memorial   Day,   Independence   Day,   Labor  Day, 
Thanksgiving  Day, and  Christmas  Day. Each  Portfolio's  net asset value 
per share is  determined  per class by dividing  its total net assets (the 
value of its assets net of  liabilities,  including  accrued  expenses and 
fees) by the number of shares outstanding for that class. 
         The assets of the  Managed  Growth,  Equity  and Bond  Portfolios 
are valued as follows:  (a)  securities  for which market  quotations  are 
readily  available  are  valued at the most  recent  closing  price,  mean 
between bid and asked price,  or yield  equivalent as obtained from one or 
more market makers for such  securities;  (b) securities  maturing  within 
60 days may be valued at cost,  plus or minus any  amortized  discount  or 
premium,  unless the Board of  Trustees  determines  such method not to be 
appropriate  under the  circumstances;  and (c) all other  securities  and 
assets for which  market  quotations  are not  readily  available  will be 
fairly  valued by the Advisor in good faith under the  supervision  of the 
Board of Trustees. 
         The  Money  Market  Portfolio's  assets,   including   securities 
subject to repurchase  agreements,  are normally valued at their amortized 
cost  which  does  not  take  into  account  unrealized  capital  gains or 
losses.  This involves  valuing an  instrument at its cost and  thereafter 
assuming a constant  amortization  to maturity of any discount or premium, 
regardless  of the  impact of  fluctuating  interest  rates on the  market 
value  of  the  instrument.   While  this  method  provides  certainty  in 
valuation,  it may result in periods during which value,  as determined by 
amortized  cost,  is higher or lower than the price that would be received 
upon sale of the instrument. 
         Rule 2a-7 under the  Investment  Company Act of 1940  permits the 
Fund to value the Money Market  Portfolio's  assets at  amortized  cost if 
the Portfolio  maintains a dollar-weighted  average maturity of 90 days or 
less and only  purchases  obligations  having  remaining  maturities of 13 
months or less.  Rule 2a-7  requires,  as a condition of its use, that the 
Money  Market  Portfolio  invest  only in  obligations  determined  by the 
Trustees to be of good  quality  with  minimal  credit  risks and requires 
the  Trustees  to  establish  procedures  designed  to  stabilize,  to the 
extent  reasonably  possible,  the Portfolio's price per share as computed 
for the  purpose  of sales  and  redemptions  at  $1.00.  Such  procedures 
include  review of the  Portfolio's  investment  holdings by the Trustees, 
at such intervals as they may deem  appropriate,  to determine whether the 
Portfolio's  net  asset  value   calculated  by  using  available   market 
quotations  or  equivalents   deviates  from  $1.00  per  share  based  on 
amortized  cost.  If such  deviation  exceeds  0.50%,  the  Trustees  will 
promptly  consider what action,  if any,  will be initiated.  In the event 
the  Trustees  determine  that a  deviation  exists  which  may  result in 
material  dilution  or other  unfair  results  to  investors  or  existing 
shareholders,  the  Trustees  will  take  such  corrective  action as they 
regard as  necessary  and  appropriate,  including:  the sale of portfolio 
instruments  prior to  maturity to realize  capital  gains or losses or to 
shorten  average  portfolio  maturity;  the  withholding  of  dividends or 
payment of  distributions  from capital or capital  gains;  redemptions of 
shares  in kind;  or the  establishment  of a net  asset  value  per share 
based upon available market quotations. 

========================================================================== 
                  CALCULATION OF YIELD AND TOTAL RETURN 
========================================================================== 

Money Market Portfolio: Yield 
         From  time to time the  Money  Market  Portfolio  advertises  its 
"yield"  and   "effective   yield."  Both  yield   figures  are  based  on 
historical  earnings and are not intended to indicate future  performance. 
The  "yield" of the Money  Market  Portfolio  refers to the actual  income 
generated  by an  investment  in  the  Portfolio  over a  particular  base 
period of time.  If the base  period  is less than one year,  the yield is 
then  "annualized."  That  is,  the  net  change,   exclusive  of  capital 
changes,  in the value of a share  during  the base  period is  divided by 
the net asset  value per share at the  beginning  of the  period,  and the 
result  is  multiplied  by 365 and  divided  by the  number of days in the 
base period.  Capital changes  excluded from the calculation of yield are: 
(1)  realized  gains  and  losses  from  the sale of  securities,  and (2) 
unrealized  appreciation and  depreciation.  The Money Market  Portfolio's 
"effective  yield" for a  seven-day  period is its  annualized  compounded 
yield during the period, calculated according to the following formula: 

            Effective yield = (base period return + 1)365/7 -1 

         For the  seven-day  period ended  September  30, 1995,  the Money 
Market Portfolio's yield was 5.13% and its effective yield was 5.26%. 

Bond Portfolio: Yield 
         The Bond  Portfolio  may also  advertise  its yield  from time to 
time.  Yield  quotations  are  historical and are not intended to indicate 
future   performance.   Yield   quotations  for  the  Bond  Portfolio  are 
calculated  separately  by  class  and  refer  to  the  aggregate  imputed 
yield-to-maturity  of each of the  Portfolio's  investments  based  on the 
market  value  as of the  last  day of a  given  thirty-day  or  one-month 
period,  less  accrued  expenses  (net of  reimbursement),  divided by the 
average  daily  number of  outstanding  shares for that class  entitled to 
receive  dividends  times the  maximum  offering  price on the last day of 
the  period  (so that the effect of the sales  charge is  included  in the 
calculation),  compounded on a "bond  equivalent,"  or semiannual,  basis. 
The  Bond  Portfolio's  yield  is  computed  according  to  the  following 
formula: 

                           Yield = 2 (+1)6 - 1 

where a =  dividends  and  interest  earned  during the  period  using the 
aggregate   imputed   yield-to   maturity  for  each  of  the  Portfolio's 
investments  as noted above;  b = expenses  accrued for the period (net of 
reimbursement);  c =  the  average  daily  number  of  shares  outstanding 
during the period  that were  entitled to receive  dividends;  and d = the 
maximum  offering  price  per share on the last day of the  period.  Using 
this  calculation,   the  Bond  Portfolio's  yield  for  the  month  ended 
September  30,  1995 was 5.28%  for Class A shares,  and 4.69% for Class C 
shares. 
         The  yield of both the  Money  Market  and Bond  Portfolios  will 
fluctuate  in response to changes in interest  rates and general  economic 
conditions,   portfolio  quality,   portfolio   maturity,   and  operating 
expenses.  Yield is not fixed or insured and  therefore is not  comparable 
to  a  savings  or  other  similar  type  of  account.  Yield  during  any 
particular  time period  should not be  considered an indication of future 
yield. It is, however,  useful in evaluating a Portfolio's  performance in 
meeting its investment objective. 

Managed  Growth,  Equity  and Bond  Portfolios:  Total  Return  and  Other 
Quotations 
         The  Managed  Growth,   Bond  and  Equity   Portfolios  may  each 
advertise  "total return." Total return is calculated  separately for each 
class.  Total  return is  computed  by taking  the total  number of shares 
purchased  by  a  hypothetical   $1,000  investment  after  deducting  any 
applicable  sales charge,  adding all additional  shares  purchased within 
the period with reinvested  dividends and  distributions,  calculating the 
value of those  shares at the end of the period,  and  dividing the result 
by the initial $1,000  investment.  Note:  "Total Return" as quoted in the 
Financial  Highlights  section of the Fund's  Prospectus and Annual Report 
to  Shareholders,   however,  per  SEC  instructions,   does  not  reflect 
deduction of the sales  charge,  and  corresponds  to "overall"  return as 
referred  to herein.  For  periods of more than one year,  the  cumulative 
total  return  is  then   adjusted   for  the  number  of  years,   taking 
compounding  into  account,  to  calculate  average  annual  total  return 
during that period. 
         Total return is computed according to the following formula: 

                             P(1 + T)n = ERV 

where P = a hypothetical  initial payment of $1,000;  T = total return;  n 
=  number  of  years;  and  ERV  =  the  ending   redeemable  value  of  a 
hypothetical $1,000 payment made at the beginning of the period. 
         Total  return is  historical  in nature  and is not  intended  to 
indicate  future  performance.  All total  return  quotations  reflect the 
deduction of the Portfolio's  maximum sales charge,  except  quotations of 
"overall  return," which do not deduct sales charge,  and "actual return," 
which  reflect  deduction of the sales charge only for those  periods when 
a sales  charge  was  actually  imposed.  Overall  return,  which  will be 
higher than total  return,  should be considered  only by investors,  such 
as  participants  in certain  pension plans, to whom the sales charge does 
not apply,  or for purposes of  comparison  only with  comparable  figures 
which also do not reflect sales charges, such as Lipper averages. 
         Return  for the  Managed  Growth,  Bond  and  Equity  Portfolios' 
shares for the periods indicated are as follows: 

Periods Ended               Class A             Class A           Class C 
September 30, 1995          Overall Return      Average           Average  
                                                Annual Return     Annual Return 
============================================================================ 
Managed Growth Portfolio 
One Year                    18.21%              12.61%            16.85% 
Five Years                  10.43%              9.36%             N/A 
Ten Years                   11.10%              10.57%            N/A 
Class C: Since 
inception (March 1,         N/A                 N/A               7.65% 
1994) 

Periods Ended               Class A             Class A           Class C 
September 30, 1995          Overall Return      Average           Average  
                                                Annual Return     Annual Return 
=============================================================================== 
Bond Portfolio 
One Year                    12.57%              8.37%             11.21% 
Five Years                  9.23%               8.40%             N/A 
From Inception<F1>          9.15%               8.64%             3.71% 

Periods Ended               Class A             Class A           Class C 
September 30, 1995          Overall Return      Average           Average  
                                                Annual Return     Annual Return 
=============================================================================== 
Equity Portfolio 
One Year                    12.43%              7.10%             11.16% 
Five Years                  8.70%               7.65%             N/A 
From Inception<F2>          6.60%               5.96%             0.26% 

         The Class A total  return  figures  above and the Bond  Portfolio 
yield  figures  above were  calculated  using the maximum  sales charge in 
effect at that time.  New  sub-advisors  assumed  management of the Equity 
Portfolio   effective  February,   1994,  and  new  sub-advisors   assumed 
management of the Managed Growth  Portfolio  effective July,  1995.  Total 
return,  like yield and net asset value per share,  fluctuates in response 
to changes in market  conditions.  Neither  total return nor yield for any 
particular  time  period  should be  considered  an  indication  of future 
return. 

========================================================================== 
                    PURCHASE AND REDEMPTION OF SHARES 
========================================================================== 

         Share  certificates  will  not  be  issued  unless  requested  in 
writing  by the  investor.  No charge  will be made for share  certificate 
requests.  No  certificates  will be issued for  fractional  shares of any 
Portfolio.  A service  fee of $10,  plus any costs  incurred  by the Fund, 
will  be  charged   investors  whose  purchase  checks  are  returned  for 
insufficient funds. 
         Shareholders  in the  Money  Market  Portfolio  wishing  to  have 
drafts  should  complete the signature  card enclosed with the  Investment 
Application.  Existing  shareholders  may  arrange  for draft  writing  by 
contacting  the Fund for a  signature  card.  Other  documentation  may be 
required  from  corporations,  fiduciaries  and  institutional  investors. 
This draft  writing  service  will be subject to the  customary  rules and 
regulations  governing checking accounts,  and the Fund reserves the right 
to change or suspend  the  service.  Generally,  there is no charge to you 
for the  maintenance  of this service or for the clearance of drafts,  but 
the Fund  reserves  the right to charge a service fee for drafts  returned 
for insufficient or uncollected  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. 
         When  a  payable  through  draft  is  presented  for  payment,  a 
sufficient  number of full and  fractional  shares from the  shareholder's 
account  to cover  the  amount of the draft  will be  redeemed  at the net 
asset  value  next  determined.  If there are  insufficient  shares in the 
shareholder's  account,  the draft may be  returned.  This  draft  writing 
procedure  for  redemption  enables  shareholders  to  receive  the  daily 
dividends  declared  on the shares to be  redeemed  until such time as the 
draft is presented to the  custodian  bank for payment.  Drafts  presented 
to the bank for payment  which  would  require  the  redemption  of shares 
purchased by check or  electronic  funds  transfer  within the previous 10 
business days may not be honored. 
         Telephone  redemption  requests  are  processed  upon the date of 
receipt,  if received prior to 4:00 p.m.  Redemption proceeds are normally 
transmitted  or mailed the next  business day,  although  payment by check 
of  redemption  proceeds  of Managed  Growth,  Equity  and Bond  Portfolio 
shares may take up to five business days.  Telephone  redemption  requests 
which  would  require  the  redemption  of  shares  purchased  by check or 
electronic  funds  transfer  within the previous 10 business  days may not 
be  honored.   The  Fund  reserves  the  right  to  modify  the  telephone 
redemption privilege. 
         Amounts  redeemed  by  telephone  may be  mailed  by check to the 
investor to the  address of record  without  charge.  Amounts of more than 
$50  and  less  than  $300,000  may be  transferred  electronically  at no 
charge to the investor.  Amounts of $l,000 or more will be  transmitted by 
wire without  charge by the Fund to the  investor's  account at a domestic 
bank or savings  association.  A charge of $5 is imposed on wire transfers 
of less than $1,000. 
         Existing   shareholders   who  at  any  time   desire  to  change 
instructions  already  given  must  send a  notice  either  to the  broker 
through  which  shares were  purchased  or to the Fund with a voided check 
from the bank  account  to receive  the  redemption  proceeds.  New wiring 
instructions  may be  accompanied by a voided check in lieu of a signature 
guarantee.  Further  documentation  may  be  required  from  corporations, 
fiduciaries, pension plans, and institutional investors. 
         The  Fund's  redemption  check  normally  will be  mailed  to the 
investor on the next  business  day  following  the date of receipt by the 
Fund of a written  redemption  request.  If the  investor so  instructs in 
such  written  redemption  request,  the  check  will  be  mailed  or  the 
redemption   proceeds   wired   or   transferred   electronically   to   a 
preauthorized  account at the  investor's  bank.  Redemption  proceeds are 
normally paid in cash.  However,  at the sole  discretion of the Fund, the 
Fund has the  right  to  redeem  shares  in  assets  other  than  cash for 
redemption  amounts  exceeding,  in any 90-day  period,  $250,000 or 1% of 
the net asset value of the Fund, whichever is less, or as allowed by law. 
         The right of  redemption  may be suspended or the date of payment 
postponed  for any  period  during  which the New York Stock  Exchange  is 
closed (other than customary weekend and holiday  closings),  when trading 
on the New York Stock Exchange is restricted,  or an emergency  exists, as 
determined  by  the  Securities  and  Exchange   Commission,   or  if  the 
Commission   has  ordered  such  a  suspension   for  the   protection  of 
shareholders.   Redemption   proceeds  are  normally   mailed,   wired  or 
transferred  electronically  the next  business  day but in no event later 
than seven  days  after a proper  redemption  request  has been  received, 
unless redemptions have been suspended or postponed as described above. 

========================================================================== 
                     REDUCED SALES CHARGES (CLASS A) 
========================================================================== 

         The Fund  imposes  reduced  sales  charges  for Class A shares in 
certain  situations  in which the  Principal  Underwriter  and the dealers 
selling Fund shares may expect to realize  significant  economies of scale 
with  respect to such sales.  Generally,  sales  costs do not  increase in 
proportion  to the  dollar  amount  of the  shares  sold;  the  per-dollar 
transaction  cost for a sale to an investor of shares worth,  say,  $5,000 
is  generally  much higher than the  per-dollar  cost for a sale of shares 
worth  $1,000,000.  Thus,  the  applicable  sales  charge  declines  as  a 
percentage  of the  dollar  amount of  shares  sold as the  dollar  amount 
increases. 
         When a  shareholder  agrees to make  purchases  of shares  over a 
period of time totaling a certain  dollar  amount  pursuant to a Letter of 
Intent,  the  Underwriter  and  selling  dealers can expect to realize the 
economies of scale  applicable  to that stated goal amount.  Thus the Fund 
imposes the sales charge  applicable  to the goal amount.  Similarly,  the 
Underwriter   and  selling  dealers  also  experience  cost  savings  when 
dealing  with  existing  Fund  shareholders,  enabling  the Fund to afford 
existing  shareholders  the Right of  Accumulation.  The  Underwriter  and 
selling  dealers  can also  expect  to  realize  economies  of scale  when 
making  sales to the members of certain  qualified  groups  which agree to 
facilitate  distribution  of Fund shares to their members.  See "Exhibit A 
- - Reduced Sales Charges" in the Prospectus. 

========================================================================== 
                                ADVERTISING 
========================================================================== 

         The Fund or its affiliates may provide  information  such as, but 
not limited to, the economy,  investment climate,  investment  principles, 
sociological  conditions  and political  ambiance.  Discussion may include 
hypothetical  scenarios or lists of relevant  factors  designed to aid the 
investor  in  determining   whether  the  Fund  is  compatible   with  the 
investor's  goals.  The Fund may list portfolio  holdings or give examples 
or  securities  that  may  have  been  considered  for  inclusion  in  the 
Portfolio, whether held or not. 
         The Fund or its  affiliates  may supply  comparative  performance 
data and rankings from  independent  sources such as Donoghue's Money Fund 
Report,  Bank Rate Monitor,  Money,  Forbes,  Lipper Analytical  Services, 
Inc.,  CDA  Investment   Technologies,   Inc.,   Wiesenberger   Investment 
Companies  Service,  Russell  2000/Small  Stock Index,  Mutual Fund Values 
Morningstar  Ratings,  Mutual Fund Forecaster,  Barron's,  The Wall Street 
Journal,  and  Schabacker  Investment   Management,   Inc.  Such  averages 
generally  do not reflect any front- or back-end  sales  charges  that may 
be  charged  by Funds  in that  grouping.  The  Fund may also  cite to any 
source,  whether  in  print or  on-line,  such as  Bloomberg,  in order to 
acknowledge  origin of  information.  The Fund may  compare  itself or its 
portfolio  holdings  to  other  investments,  whether  or  not  issued  or 
regulated  by the  securities  industry,  including,  but not  limited to, 
certificates  of deposit and Treasury  notes.  The Fund, its Advisor,  and 
its  affiliates  reserve the right to update  performance  rankings as new 
rankings become available. 
         Calvert  Group is the  leading  family  of  socially  responsible 
mutual  funds,  both in terms of socially  responsible  mutual fund assets 
under  management,   and  number  of  socially   responsible  mutual  fund 
portfolios offered (source:  Social Investment Forum,  December 31, 1994). 
Calvert   Group  was  also  the  first  to  offer  a  family  of  socially 
responsible mutual fund portfolios. 

========================================================================== 
                 TRUSTEES, OFFICERS, AND ADVISORY COUNCIL 
========================================================================== 

         REBECCA ADAMSON,  Trustee.  Since 1983, Ms. Adamson has served as 
President of the national  non-profit,  First Nations  Financial  Project. 
Founded  by  her in  1980,  First  Nations  is the  only  American  Indian 
alternative  development  institute  in the  country.  Address:  69 Kelley 
Road, Falmouth, Virginia 22405. 
         RICHARD  L.  BAIRD,  JR.,  Trustee.  Mr.  Baird  is  Director  of 
Finance for the Family Health Council,  Inc. in Pittsburgh,  Pennsylvania. 
The Family  Health  Council is a  non-profit  corporation  which  provides 
family  planning  services,  nutrition,  maternal/child  health care,  and 
various health  screening  services.  Mr. Baird is a  trustee/director  of 
each of the  investment  companies in the Calvert  Group of Funds,  except 
for  Calvert  New  World  Fund,  Inc.,  Acacia  Capital  Corporation,  and 
Calvert World Values Fund, Inc. Address:  211 Overlook Drive,  Pittsburgh, 
Pennsylvania 15216. 
         <F1> JOHN G. GUFFEY,  JR.,  Executive  Vice  President  and Trustee. 
Mr.  Guffey is  chairman  of the  Calvert  Social  Investment  Foundation, 
organizing  director of the Community Capital Bank in Brooklyn,  New York, 
and a financial consultant to various  organizations.  In addition,  he is 
a Director of the Community Bankers Mutual Fund of Denver,  Colorado,  and 
the  Treasurer  and Director of Silby,  Guffey,  and Co.,  Inc., a venture 
capital  firm.  Mr.  Guffey  is a  trustee/director  of each of the  other 
investment  companies  in the Calvert  Group of Funds,  except for Calvert 
New World  Fund,  Inc.  and  Acacia  Capital  Corporation.  Address:  7205 
Pomander Lane, Chevy Chase, Maryland 20815. 
         JOY V.  JONES,  Esq.,  Trustee.  Ms.  Jones  is an  attorney  and 
entertainment  manager in New York City,  and was  formerly a partner with 
the firm  Rogers & Wells in New York  City,  specializing  in real  estate 
law and municipal  finance.  Ms. Jones is also a Trustee of Sarah Lawrence 
College,  a member of the Association of Black Women Attorneys,  Inc., and 
a Trustee  of the  Community  Service  Society of New York.  Address:  175 
West 12th Street, New York, New York 10011. 
         TERRENCE J. MOLLNER,  Ed.D.,  Trustee. Dr. Mollner is Founder and 
Chairperson of Trusteeship  Institute,  Inc., a diverse  foundation  known 
principally   for  its   consultation   to   corporations   converting  to 
cooperative  employee-ownership.  He is also a director  of Calvert  World 
Values Fund,  Inc. He served as a Trustee of the  Cooperative  Fund of New 
England,  Inc.,  and  is  now a  member  of  its  Board  of  Advisors.  In 
addition,  Dr.  Mollner is a founder  and member of the Board of  Trustees 
of the Foundation for Soviet-American  Economic  Cooperation.  Address: 15 
Edwards Square, Northampton, Massachusetts 01060. 
         SYDNEY AMARA MORRIS,  Trustee.  Rev. Morris is Senior Minister of 
the  Unitarian  Church of  Vancouver,  Canada.  She  previously  served as 
Minister of the  Unitarian-Universalist  Fellowship  in Ames,  Iowa.  Rev. 
Morris is a graduate  of the Harvard  Divinity  School.  Address:  1225 W. 
26th Avenue, Vancouver, British Columbia, Canada V6H2A8. 
         <F1>CHARLES  T.  NASON,  Trustee.  Mr.  Nason  serves  as  Chairman, 
President and Chief  Executive  Officer of The Acacia Group, a Washington, 
D.C.-based financial services  organization,  including Acacia Mutual Life 
Insurance Company and Calvert Group,  Ltd.  Address:  51 Louisiana Avenue, 
N.W., Washington, D.C. 20001. 
         <F1> D. WAYNE SILBY,  Esq.,  President  and Trustee.  Mr. Silby is a 
trustee/director  of  each  of the  investment  companies  in the  Calvert 
Group of Funds,  except  for  Calvert  New World  Fund,  Inc.  and  Acacia 
Capital  Corporation.  Mr. Silby is an officer,  director and  shareholder 
of Silby,  Guffey & Company,  Inc.,  which  serves as  general  partner of 
Calvert Social Venture Partners  ("CSVP").  CSVP is a venture capital firm 
investing in socially  responsible  small  companies.  Address:  1715 18th 
Street, N.W., Washington, D.C. 20009. 
         <F1> CLIFTON S. SORRELL,  JR.,  President and Trustee.  Mr.  Sorrell 
serves  as  President,  Chief  Executive  Officer  and  Vice  Chairman  of 
Calvert  Group,  Ltd.  and as an  officer  and  director  of  each  of its 
affiliated  companies.   He  is  a  director  of  Calvert-Sloan  Advisers, 
L.L.C.,  and a  trustee/director  of each of the  investment  companies in 
the Calvert Group of Funds. 
         <F1> RENO J. MARTINI,  Senior Vice President.  Mr. Martini is Senior 
Vice  President of Calvert  Group,  Ltd.,  and Senior Vice  President  and 
Chief  Investment  Officer of Calvert Asset Management  Company,  Inc. Mr. 
Martini  is also a  director  and  President  of  Calvert-Sloan  Advisers, 
L.L.C., and a director and officer of Calvert New World Fund. 
         <F1> RONALD M.  WOLFSHEIMER,  CPA,  Treasurer.  Mr.  Wolfsheimer  is 
Senior Vice  President  and  Controller  of Calvert  Group,  Ltd.  and its 
subsidiaries and an officer of each of the other  investment  companies in 
the  Calvert  Group  of  Funds.  Mr.  Wolfsheimer  is Vice  President  and 
Treasurer of  Calvert-Sloan  Advisers,  L.L.C.,  and a director of Calvert 
Distributors, Inc. 
         <F1> WILLIAM  M.  TARTIKOFF,  Esq.,  Vice  President  and  Assistant 
Secretary.  Mr.  Tartikoff  is  an  officer  of  each  of  the  investment 
companies  in the Calvert  Group of Funds,  and is Senior Vice  President, 
Secretary,  and General  Counsel of Calvert  Group,  Ltd., and each of its 
subsidiaries.  Mr.  Tartikoff  is also Vice  President  and  Secretary  of 
Calvert-Sloan  Advisers,  L.L.C.,  a  director  of  Calvert  Distributors, 
Inc., and is an officer of Acacia National Life Insurance Company. 
         <F1> EVELYNE  S.  STEWARD,  Vice  President.  Ms.  Steward is Senior 
Vice  President of Calvert Group,  Ltd.,  and a director of  Calvert-Sloan 
Advisers,  L.L.C. She is the sister of Philip J. Schewetti,  the portfolio 
manager of the CSIF Equity Portfolio. 
         <F1> STEVEN  J.  SCHUETH,  Vice  President.  Mr.  Schueth  serves as 
President  of  Calvert  Distributors,  Inc.,  and  as  Vice  President  of 
Calvert-Sloan Advisers, L.L.C. 
         <F1>  CATHERINE  S.  BARDSLEY,  Esq.,  Secretary.  Ms.  Bardsley  is 
counsel to  Kirkpatrick  & Lockhart,  the Fund's legal  counsel.  Address: 
1800 M Street, South Lobby, N.W., Washington, D.C. 20036. 
        <F1> DANIEL K. HAYES,  Vice  President.  Mr. Hayes is Vice President 
of Calvert Asset  Management  Company,  Inc., and is an officer of each of 
the other investment  companies in the Calvert Group of Funds,  except for 
Calvert New World Fund, Inc. 
         <F1> SUSAN WALKER BENDER, Esq.,  Assistant Secretary.  Ms. Bender is 
Associate  General  Counsel of Calvert Group,  Ltd. and an officer of each 
of its  subsidiaries  and  Calvert-Sloan  Advisers,  L.L.C. She is also an 
officer of each of the other  investment  companies  in the Calvert  Group 
of Funds. 
         <F1>  BETH-ANN  ROTH,  Esq.,  Assistant   Secretary.   Ms.  Roth  is 
Associate  General  Counsel of Calvert Group,  Ltd. and an officer of each 
of its  subsidiaries  and  Calvert-Sloan  Advisers,  L.L.C. She is also an 
officer of each of the other  investment  companies  in the Calvert  Group 
of Funds.

<F1>"Interested persons" of the Fund under the Investment Company Act of 1940. 

         The address of directors and officers,  unless  otherwise  noted, 
is  4550  Montgomery  Avenue,  Suite  1000N,  Bethesda,   Maryland  20814. 
Trustees  and  officers  of the Fund as a group  own  less  than 1% of the 
Fund's outstanding shares. 
         The Audit  Committee  of the Board is composed of Messrs.  Baird, 
Blatz,  Feldman,  Guffey and Pugh. The Board's Investment Policy Committee 
is composed of Messrs. Borts, Diehl, Gavian, Rochat, Silby and Sorrell. 
         Mr.  Baird and Dr.  Mollner  serve as the Fund's  representatives 
to the respective Audit  Committees of the other  investment  companies in 
the Calvert  Group of Funds;  and Rev.  Morris and Ms.  Jones serve as the 
Fund's  representatives to the respective  Investment Policy Committees of 
the  other  investment  companies  in the  Calvert  Group  of  Funds.  Ms. 
Adamson,  Dr.  Mollner,  and Mr.  Silby  serve on the Fund's  High  Social 
Impact  Investments  Committee  which  assists  the  Fund in  identifying, 
evaluating and selecting  investments  in securities  that offer a rate of 
return below the  then-prevailing  market rate and that present attractive 
opportunities  for furthering the Fund's social criteria.  Ms. Jones, Rev. 
Morris,  and  Messrs.  Guffey,  Silby,  and  Sorrell  serve on the  Fund's 
Special  Equities   Committee  which  assists  the  Fund  in  identifying, 
evaluating,   and  selecting   appropriate  private  placement  investment 
opportunities  for the Fund that are not high social  impact  investments. 
The  Advisory  Council  has no power,  authority  or  responsibility  with 
respect to the  management  of the Fund or the  conduct of the  affairs of 
the  Fund.  Messrs.  Silby,  Guffey,  Sorrell,   Mollner  and  Baird,  Ms. 
Adamson,  Ms. Jones,  Rev. Morris,  and Ms. Sannino and Mr. Sarkady of the 
Advisory   Council,   serve  as  trustees  of  Calvert  Social  Investment 
Foundation,  a non-profit  organization  formed to increase  awareness and 
educate  the general  public  about the  benefits  of  socially  conscious 
investing. The Foundation is not directly affiliated with Calvert Group. 
         During  fiscal  1994,  trustees of the Fund not  affiliated  with 
the  Fund's  Advisor  were paid  $44,218  by the Money  Market  Portfolio, 
$164,497 by the Managed Growth  Portfolio,  $18,850 by the Bond Portfolio, 
and $27,708 by the Equity  Portfolio.  Trustees of the Fund not affiliated 
with the  Advisor  presently  receive an annual fee of $20,250 for service 
as a member of the Board of Trustees of the  Calvert  Group of Funds,  and 
a fee of $750 to  $1200  for  each  regular  Board  or  Committee  meeting 
attended;  such fees are allocated among the respective  Portfolios  based 
upon their  relative  net assets.  Trustees  who do not serve on the Board 
of  other  Funds  sponsored  by  the  Advisor  receive  an  annual  fee of 
$12,400,  plus  $600  for  each  Board  and  Committee  meeting  attended. 
Members of the Advisory  Council  receive $600 for each meeting  attended, 
plus expenses. 
         Trustees of the Fund not  affiliated  with the Fund's Advisor may 
elect to defer  receipt  of all or a  percentage  of their fees and invest 
them in any fund in the  Calvert  Family  of Funds  through  the  Trustees 
Deferred  Compensation  Plan  (shown as "Pension  or  Retirement  Benefits 
Accrued  as  part of  Fund  Expenses,"  below).  Deferral  of the  fees is 
designed  to  maintain  the  parties in the same  position  as if the fees 
were  paid on a  current  basis.  Management  believes  this  will  have a 
negligible effect on the Fund's assets,  liabilities,  net assets, and net 
income  per  share,  and  will  ensure  that  there is no  duplication  of 
advisory fees. 

                        Trustee Compensation Table 

Fiscal Year 1995       Aggregate         Pension or        Total Compensation   
(unaudited             Compensation      Retirement        from Registrant and 
numbers)               from Registrant   Benefits Accrued  Fund Complex paid to
                       for service as    as part of        Trustees<F3>
                       Trustee           Registrant
Name of Trustee                          Expenses<F2>
 .......................................................................... 
Rebecca Adamson        $15,889           $7,600             $23,030 
Richard L. Baird, Jr.  $ 1,197           $0                 $33,450 
John G. Guffey, Jr.    $ 3,597           $0                 $40,450 
Joy V. Jones           $29,403           $0                 $29,430 
Terrence J. Mollner    $37,495           $0                 $40,230 
Sydney Amara Morris    $20,402           $0                 $20,430 
D. Wayne Silby         $12,401           $0                 $47,965 

<F2> Ms Adamson has chosen to defer a portion of her compensation. Her total 
deferred comensation, including dividends and capital appreciation, was  
$21,505 as of September 30, 1995. 
<F3> As of December 31, 1995. The Fund Complex consists of eight (8)  
 registered investment companies.



========================================================================== 
                            INVESTMENT ADVISOR 
========================================================================== 

         The  Fund's  Investment   Advisor  is  Calvert  Asset  Management 
Company,  Inc., 4550 Montgomery Avenue, 1000N,  Bethesda,  Maryland 20814, 
a  subsidiary  of Calvert  Group  Ltd.,  which is a  subsidiary  of Acacia 
Mutual Life Insurance Company of Washington, D.C. ("Acacia Mutual"). 
         The  Advisory  Contract  between  the  Fund and the  Advisor  was 
entered into on January 3, 1984,  (May 24, 1994 for the Equity  Portfolio) 
and will remain in effect  indefinitely,  provided continuance is approved 
at  least  annually  by the  vote  of the  holders  of a  majority  of the 
outstanding  shares of the Fund or by the Board of  Trustees  of the Fund; 
and further  provided that such  continuance is also approved  annually by 
the vote of a majority  of the  trustees  of the Fund who are not  parties 
to the  Contract  or  interested  persons of parties  to the  Contract  or 
interested  persons of such  parties,  cast in person at a meeting  called 
for  the  purpose  of  voting  on  such  approval.  The  Contract  may  be 
terminated  without  penalty by either  party upon 60 days' prior  written 
notice; it automatically terminates in the event of its assignment. 
         Under the Contract,  the Advisor  provides  investment  advice to 
the Fund and  oversees  its  day-to-day  operations,  subject to direction 
and  control  by the  Fund's  Board of  Trustees.  For its  services,  the 
Advisor   receives  an  annual  fee  of  0.70%  of  the   Managed   Growth 
Portfolio's  average  daily  net  assets,  0.65% of the  Bond  Portfolio's 
average  daily  net  assets,  and 0.50% of the  Money  Market  Portfolio's 
average daily net assets,  which fee is payable  monthly.  See "Management 
of the  Fund"  in  the  Prospectus  for  the  Managed  Growth  and  Equity 
Portfolio  advisory and  sub-advisory  fees,  which  include a performance 
adjustment  fee.  The  Advisor  reserves  the  right (i) to waive all or a 
part  of  its  fee  and  (ii)  to   reallocate   a  part  of  its  fee  to 
broker-dealers  in  consideration of their  promotional or  administrative 
services. 
         The Managed  Growth  Portfolio is managed by multiple  investment 
sub-advisors,  effective  July,  1995,  as  approved  by  the  Portfolio's 
shareholders on August 30, 1995. With the  multi-manager  approach,  there 
will be  several  investment  strategies  in  place at any  given  time in 
order  to  help  the   Portfolio   pursue   its   investment   objectives. 
Specifically,  CAM has retained a pool of five investment  sub-advisors to 
manage  the  Managed  Growth  Portfolio's  assets,  though  they  will not 
necessarily  be  managing  the  Portfolio's  money at the same  time.  CAM 
initially has retained two of the five  companies,  U.S.  Trust Company of 
Boston and NCM Capital  Management Group,  Inc., to manage assets, and CAM 
manages  a  portion  of the  fixed-income  assets  itself.  Brown  Capital 
Management,  Inc.,  Fortaleza Asset Management,  Inc. and Frontier Capital 
Management,  Inc.  are not  managing  Portfolio  assets at this time.  See 
"Management  of the Fund" in the  Prospectus  for the  Managed  Growth and 
Equity   Portfolio   sub-advisory   fees,   which  include  a  performance 
adjustment fee. 
         The Fund's  Sub-Advisor  to the Bond  Portfolio is United  States 
Trust  Company  of  Boston  ("U.S.   Trust"),  a   Massachusetts-chartered 
commercial  bank with full trust  powers.  It is  wholly-owned  by and the 
principal  subsidiary of UST Corp., a Massachusetts  bank holding company. 
The Trust  Department  of U.S.  Trust  has  managed  funds as a  fiduciary 
since 1895.  U.S.  Trust  pioneered  the concept and  practice of socially 
responsible  investing and has managed  socially  screened  portfolios for 
over two decades.  Pursuant to an Investment  Sub-Advisory  Agreement with 
the Advisor,  U.S.  Trust  determines  investment  selections for the Bond 
Portolio.  For its services,  U.S.  Trust  receives an annual fee from the 
Advisor 0.20% of the Bond Portfolio's  average daily net assets;  however, 
U.S.  Trust is entitled to receive from the Advisor a minimum  monthly fee 
of  $1,000.  U.S.  Trust  has  agreed  to waive  its fee on  those  assets 
designated as High Social Impact  Investments  for the Managed  Growth and 
Bond Portfolios. See Prospectus ("Additional Investment Policies"). 
         U.S.  Trust  also  provides  social  screening  research  for the 
Fund's  Money  Market  Portfolio.  The  Advisor,  not the Fund,  pays U.S. 
Trust for this  service,  a fee of 0.06% of the Money  Market  Portfolio's 
average  daily net  assets  up to $50  million,  and 0.03% of the  average 
daily net assets in excess of $50 million. 
         Effective  February  1,  1994,  Loomis,  Sayles &  Company,  L.P. 
("Loomis"),  replaced U.S. Trust as  Sub-Advisor to the Equity  Portfolio. 
See  Prospectus,   "Management  of  the  Fund."  The  computation  of  the 
Investment  Performance Fee and the Investment  Record Period will be made 
in accordance  with Rule 205-1 under the  Investment  Advisors Act of 1940 
or any other  applicable  rule as,  from time to time,  may be  adopted or 
amended.  In  addition  to  the  sub-advisory  fee,  the  Advisor  pays  a 
marketing  fee  of  0.05%  to  Loomis,  based  on the  Equity  Portfolio's 
average daily net assets. 
         The Advisor  provides the Fund with  investment  supervision  and 
management,  administrative  services,  office space,  furnishes executive 
and  other  personnel  to the  Fund,  and may  pay  Fund  advertising  and 
promotional  expenses.  The  Advisor  reserves  the  right  to  compensate 
broker-dealers  in  consideration of their  promotional or  administrative 
services.  The Fund pays all other  administrative and operating expenses, 
including:  custodial,  registrar, dividend disbursing and transfer agency 
fees; federal and state securities  registration fees; salaries,  fees and 
expenses of trustees,  executive  officers and employees of the Fund,  and 
Advisory  Council  members,  who  are  not  "affiliated  persons"  of  the 
Advisor  or the  Sub-Advisor  s  within  the  meaning  of  the  Investment 
Company Act of 1940;  insurance  premiums;  trade  association dues; legal 
and audit  fees;  interest,  taxes and other  business  fees;  expenses of 
printing and mailing reports,  notices,  prospectuses,  and proxy material 
to shareholders;  annual  shareholders'  meeting  expenses;  and brokerage 
commissions  and other  costs  associated  with the  purchase  and sale of 
portfolio  securities.  The  Advisor  has  agreed to  reimburse  the Money 
Market,   Managed  Growth,   and  Bond  Portfolios  for  their  respective 
operating expenses (excluding  brokerage,  taxes,  interest,  Distribution 
Plan expenses and  extraordinary  items,  and, with respect to the Managed 
Growth  Portfolio,  performance  fees  earned)  exceeding,  on a pro  rata 
basis,  1.5%  of the  first  $30  million  of the  respective  Portfolio's 
average  daily  net  assets,  and  1% of  such  assets  in  excess  of $30 
million.  The Advisor has agreed to  reimburse  the Equity  Portfolio  for 
its   operating   expenses   (excluding   brokerage,    taxes,   interest, 
Distribution  Plan expenses and  extraordinary  items)  exceeding the most 
restrictive  expense  limitation  imposed by applicable law then in effect 
(currently,  2.5% of the  first $30  million  of the  Portfolio's  average 
daily  net  assets,  2% of the next $70  million,  and 1.5% of  assets  in 
excess of $100 million). 
         The  advisory  fees  paid  to the  Advisor  by the  Money  Market 
Portfolio for the fiscal years ended  September 30, 1993,  1994,  and 1995 
were $794,513,  $705,750,  and $727,343,  respectively.  The advisory fees 
paid to the Advisor by the  Managed  Growth  Portfolio  for the same years 
were $3,353,732,  $3,700,925, and $3,645,338,  respectively.  The advisory 
fees  paid to the  Advisor  for  these  years by the Bond  Portfolio  were 
$379,437,  $419,490,and  $400,253;  the Equity  Portfolio  paid  $545,315, 
$601,189, and $569,589, respectively. 

========================================================================== 
                          METHOD OF DISTRIBUTION 
========================================================================== 

         The  Fund   has   entered   into  an   agreement   with   Calvert 
Distributors,  Inc.  ("CDI") whereby CDI, acting as principal  underwriter 
for the Fund,  makes a continuous  offering of the Fund's  securities on a 
"best efforts"  basis.  Under the terms of the agreement,  CDI is entitled 
to receive,  pursuant to the  Distribution  Plans, a distribution fee from 
the Fund based on the average daily net assets of each  Portfolio's  Class 
A  shares,  and  1.00%  of each of the  Managed  Growth,  Equity  and Bond 
Portfolios'  Class C  average  daily  net  assets.  The  Equity  and  Bond 
Portfolios  did not pay  distribution  expenses  prior to fiscal 1994, and 
the Money Market  Portfolio  has never paid  Distribution  Plan  expenses. 
For the fiscal  years  ended  September  30,  1993,  1994,  and 1995,  the 
Managed  Growth  Portfolio  paid Class A  distribution  plan  expenses  of 
$1,122,761,  $1,245,946,  and  $1,219,694,  respectively.  Of the  Class A 
distribution   expenses  paid  in  fiscal  1995,   $763,327  was  used  to 
compensate  dealers for their  share  distribution  promotional  services, 
$105,147  was for the  printing  and  mailing  of  prospectuses  and sales 
materials  to  investors  (other  than  current   shareholders),   $42,717 
financed  advertising,  $74,175 financed  compensation to the underwriter, 
and $44,462 was for other direct  distribution  expenses.  For fiscal year 
1994,  the Bond and  Equity  Portfolios  paid  Class A  distribution  plan 
expenses  of $52,256  and  $83,170,  respectively,  and,  for fiscal  year 
1995, $121,992 and $203,878,  respectively.  Of the distribution  expenses 
paid by Class A Shares  of the Bond  Portfolio  in fiscal  1995,  the full 
amount  was  used to  compensate  dealers  for  their  share  distribution 
promotional  services.  Of the  distribution  expenses  paid  by  Class  A 
Shares of the  Equity  Portfolio  in  fiscal  1995,  $193,762  was used to 
compensate  dealers for their  share  distribution  promotional  services, 
while  the  remainder,   $10,116,  partially  financed  the  printing  and 
mailing of  prospectuses  and sales  materials  to  investors  (other than 
current  shareholders).  For  Class A  Managed  Growth,  Equity  and  Bond 
Portfolio  shares,  CDI also  receives  the portion of the sales charge in 
excess  of  the  dealer   reallowance.   During  the  fiscal  years  ended 
September  30,  1993  and  1994,  Calvert  Securities   Corporation,   the 
predecessor  of  CDI,   received  net  sales  charges  of  $833,705,   and 
$529,807,  respectively.  During fiscal year 1995,  CDI received net sales 
charges of $203,099,  $27,038,  and $63,459, for the Managed Growth, Bond, 
and Equity Portfolios, respectively. 
         For the period from  inception  (March 1, 1994) to September  30, 
1994,  the  Managed  Growth,  Bond,  and  Equity  Portfolios  paid Class C 
Distribution  Plan  expenses of $5,583,  $922,  and $1,757,  respectively. 
For  fiscal  1995,  Class  C  Distribution  Plan  expenses  were  $28,447, 
$5,816, and $11,918,  for the Managed Growth, Bond, and Equity Portfolios, 
respectively.  Fiscal year 1995 Class C  Distribution  Plan  expenses  for 
the Managed  Growth,  Bond,  and Equity  Portfolios  were used entirely to 
compensate   dealers   distributing   the  Portfolios'   shares,   and  to 
compensate the underwriter. 
         Pursuant  to Rule  12b-1  under  the  Investment  Company  Act of 
1940, the Fund has adopted  Distribution  Plans (the "Plans") which permit 
the Fund to pay certain  expenses  associated  with the  distribution  and 
servicing  of its  shares.  Such  expenses  for  Class  A  shares  may not 
exceed, on an annual basis,  0.35% of the Managed Growth,  Equity and Bond 
Portfolios'  respective  average  daily net  assets and 0.25% of the Money 
Market  Portfolio's  average daily net assets.  However,  the Fund's Board 
of Trustees has determined  that,  until further  action by the Board,  no 
Portfolio  shall pay Class A  distribution  expenses in excess of 0.25% of 
its  average  daily net assets;  and  further,  that Class A  distribution 
expenses  only be charged on the  average  daily net assets of the Managed 
Growth Portfolio in excess of $30,000,000. 
         Expenses  under the Fund's  Class C Plans may not  exceed,  on an 
annual basis,  1.00% of the Managed  Growth,  Equity and Bond  Portfolios' 
Class C average daily net assets. 
         The  Fund's  Distribution  Plans  were  approved  by the Board of 
Trustees,  including the Trustees who are not "interested  persons" of the 
Fund (as that term is defined in the  Investment  Company Act of 1940) and 
who have no direct or  indirect  financial  interest in the  operation  of 
the Plans or in any  agreements  related to the Plans.  The  selection and 
nomination of the Trustees who are not  interested  persons of the Fund is 
committed  to  the   discretion  of  such   disinterested   Trustees.   In 
establishing   the  Plans,   the  Trustees   considered   various  factors 
including  the  amount  of  the   distribution   expenses.   The  Trustees 
determined  that  there is a  reasonable  likelihood  that the Plans  will 
benefit the Fund and its shareholders. 
         The  Plans  may  be  terminated  by  vote  of a  majority  of the 
non-interested   Trustees  who  have  no  direct  or  indirect   financial 
interest  in the  Plans,  or by  vote  of a  majority  of the  outstanding 
shares of the affected  class or Portfolio of the Fund.  Any change in the 
Plans  that  would  materially   increase  the  distribution   cost  to  a 
Portfolio  requires  approval of the  shareholders  of the affected class; 
otherwise,  the  Plans  may  be  amended  by  the  Trustees,  including  a 
majority of the  non-interested  Trustees as  described  above.  The Plans 
will continue in effect for  successive  one-year terms provided that such 
continuance  is  specifically  approved  by (i) the vote of a majority  of 
the  Trustees  who are not parties to the Plans or  interested  persons of 
any such party and who have no direct or  indirect  financial  interest in 
the  Plans,  and  (ii)  the  vote of a  majority  of the  entire  Board of 
Trustees. 
         Apart  from  the  Plans,  the  Advisor  and  CDI,  at  their  own 
expense,   may  incur  costs  and  pay   expenses   associated   with  the 
distribution of shares of the Fund. 

========================================================================== 
                 TRANSFER AND SHAREHOLDER SERVICING AGENT 
========================================================================== 

         Calvert  Shareholder  Services,  Inc.,  a  subsidiary  of Calvert 
Group,  Ltd., and Acacia  Mutual,  has been retained by the Fund to act as 
transfer  agent,  dividend  disbursing  agent  and  shareholder  servicing 
agent.   These   responsibilities   include:   responding  to  shareholder 
inquiries  and  instructions  concerning  their  accounts;  crediting  and 
debiting  shareholder  accounts  for  purchases  and  redemptions  of Fund 
shares and  confirming  such  transactions;  daily updating of shareholder 
accounts to reflect  declaration  and payment of dividends;  and preparing 
and distributing  semi-annual  statements to shareholders  regarding their 
accounts.  For  these  services,   Calvert  Shareholder  Services,   Inc., 
receives  a fee  based  on the  number  of  shareholder  accounts  and the 
number of shareholder  transactions.  For these services,  in fiscal years 
1993,   1994,   and  1995,   the  Money  Market   Portfolio  paid  Calvert 
Shareholder  Services,  Inc.  fees of $582,459,  $524,627,  and  $508,112, 
respectively.  The Managed Growth Portfolio paid $830,457,  $904,274,  and 
$851,590 in the same fiscal years,  respectively.  The Bond Portfolio paid 
$100,637,  $120,933,  and $119,859 in fiscal years 1993,  1994,  and 1995, 
and the Equity  Portfolio  paid $191,423,  $229,225,  and $246,195 for the 
same periods, respectively. 

========================================================================== 
                          PORTFOLIO TRANSACTIONS 
========================================================================== 

         Portfolio  transactions  are  undertaken  on the  basis  of their 
desirability from an investment  standpoint.  Investment decisions and the 
choice  of  brokers  and  dealers  are  made  by the  Fund's  Advisor  and 
Sub-Advisor  under the  direction and  supervision  of the Fund's Board of 
Trustees. 
         Broker-dealers  who execute  portfolio  transactions on behalf of 
the Fund are selected on the basis of their  professional  capability  and 
the value and  quality of their  services.  The  Advisor  and  Sub-Advisor 
reserve the right to place  orders for the  purchase or sale of  portfolio 
securities  with  broker-dealers  who have sold  shares of the Fund or who 
provide the Fund with  statistical,  research,  or other  information  and 
services.  Although  any  statistical  research or other  information  and 
services provided by  broker-dealers  may be useful to the Advisor and the 
Sub-Advisor,  the  dollar  value  of  such  information  and  services  is 
generally  indeterminable,  and its availability or receipt does not serve 
to  materially  reduce the  Advisor's  or  Sub-Advisor's  normal  research 
activities  or  expenses.  In  fiscal  years  1993,  1994,  and  1995,  no 
commissions  were paid to any officer,  trustee or Advisory Council member 
of the Fund or any of their affiliates. 
         The  Advisor  and   Sub-Advisor   may  also   execute   portfolio 
transactions  with or through  broker-dealers  who have sold shares of the 
Fund.  However,  such  sales  will not be a  qualifying  or  disqualifying 
factor  in a  broker-dealer's  selection  nor  will the  selection  of any 
broker-dealer  be based on the volume of Fund shares sold.  The Advisor or 
Sub-Advisor  may  compensate,  at  its  expense,  such  broker-dealers  in 
consideration of their promotional and administrative services. 
         Depending upon market conditions,  portfolio turnover,  generally 
defined  as  the  lesser  of  annual   sales  or  purchases  of  portfolio 
securities  divided by the average  monthly value of the Fund's  portfolio 
securities  (excluding  from both the  numerator and the  denominator  all 
securities  whose  maturities  or  expiration  dates  as of  the  date  of 
acquisition  are one year or less),  expressed as a  percentage,  is under 
normal  circumstances  expected  to be  within  50% to 150%.  For the 1993 
fiscal year,  the portfolio  turnover rates of the Managed  Growth,  Bond, 
and Equity  Portfolios  were 33%,  28%, and 43%,  respectively.  For 1994, 
the  portfolio  turnover  rates of the Managed  Growth,  Bond,  and Equity 
Portfolios  were 34%,  19%,  and 94%,  respectively.  The 1995 fiscal year 
portfolio  turnover  rates  of  the  Managed  Growth,   Bond,  and  Equity 
Portfolios were 114%, 29%, and 35%, respectively. 

========================================================================== 
                  INDEPENDENT ACCOUNTANTS AND CUSTODIANS 
========================================================================== 

         Coopers &  Lybrand,  L.L.P.,  has been  selected  by the Board of 
Trustees to serve as independent  accountants for fiscal year 1996.  State 
Street  Bank & Trust  Company,  N.A.,  225  Franklin  Street,  Boston,  MA 
02110,  serves as  custodian  of the Fund's  investments.  First  National 
Bank of Maryland,  25 South  Charles  Street,  Baltimore,  Maryland  21203 
also  serves as  custodian  of  certain  of the Fund's  cash  assets.  The 
custodians  have no part in  deciding  the Fund's  investment  policies or 
the choice of  securities  that are to be purchased or sold for the Fund's 
Portfolios. 

========================================================================== 
                           GENERAL INFORMATION 
========================================================================== 

         The  Fund  was  approved  as a  Massachusetts  business  trust on 
November 30, 1981.  The Fund's  Declaration  of Trust  contains an express 
disclaimer of  shareholder  liability for acts or obligations of the Fund. 
The shareholders of a Massachusetts  business trust might, however,  under 
certain  circumstances,  be held  personally  liable as  partners  for its 
obligations.  The  Declaration of Trust provides for  indemnification  and 
reimbursement  of  expenses  out of Fund assets for any  shareholder  held 
personally  liable for  obligations of the Fund. The  Declaration of Trust 
also  provides that the Fund shall,  upon  request,  assume the defense of 
any claim made against any  shareholder  for any act or  obligation of the 
Fund and satisfy any judgment  thereon.  The  Declaration of Trust further 
provides that the Fund may maintain  appropriate  insurance  (for example, 
fidelity  bonding and errors and omissions  insurance)  for the protection 
of the Fund, its shareholders,  trustees,  officers,  employees and agents 
to  cover  possible  tort  and  other  liabilities.  Thus,  the  risk of a 
shareholder  incurring financial loss on account of shareholder  liability 
is limited to  circumstances  in which both  inadequate  insurance  exists 
and the Fund itself is unable to meet its obligations. 
         Each  share of each  series  represents  an  equal  proportionate 
interest  in that  series  with each other  share and is  entitled to such 
dividends  and  distributions  out of the income  belonging to such series 
as  declared  by the  Board.  The Fund  offers  two  separate  classes  of 
shares:  Class A and Class C. Each class represents  interests in the same 
portfolio of  investments  but, as further  described  in the  prospectus, 
each class is subject to  differing  sales  charges  and  expenses,  which 
differences  will result in differing net asset values and  distributions. 
Upon  any  liquidation  of  the  Fund,  shareholders  of  each  class  are 
entitled  to share pro rata in the net  assets  belonging  to that  series 
available for distribution. 
         The Fund will send its  shareholders  confirmations  of  purchase 
and redemption  transactions,  as well as periodic transaction  statements 
and unaudited  semi-annual and audited annual financial  statements of the 
Fund's  investment   securities,   assets  and  liabilities,   income  and 
expenses, and changes in net assets. 
         The Prospectus  and this  Statement of Additional  Information do 
not  contain all the  information  in the Fund's  registration  statement. 
The  registration  statement is on file with the  Securities  and Exchange 
Commission and is available to the public. 

========================================================================== 
                           FINANCIAL STATEMENTS 
========================================================================== 

         The Fund's audited  financial  statements  included in its Annual 
Report  to   Shareholders   dated   September  30,  1995,   are  expressly 
incorporated   by  reference  and  made  a  part  of  this   Statement  of 
Additional  Information.  A copy of the Annual Report may be obtained free 
of charge by writing or calling the Fund. 

========================================================================== 
                                 APPENDIX 
========================================================================== 

CORPORATE BOND AND COMMERCIAL PAPER RATINGS 
Corporate Bonds: 
Description of Moody's  Investors  Service  Inc.'s/Standard  & Poor's bond 
ratings: 
         Aaa/AAA:  Best quality.  These bonds carry the smallest degree of 
investment  risk and are  generally  referred to as "gilt edge."  Interest 
payments are  protected by a large or by an  exceptionally  stable  margin 
and  principal  is secure.  This  rating  indicates  an  extremely  strong 
capacity to pay principal and interest. 
         Aa/AA:   Bonds  rated  AA  also  qualify  as  high-quality   debt 
obligations.  Capacity to pay principal  and interest is very strong,  and 
in the  majority  of  instances  they differ from AAA issues only in small 
degree.  They are rated  lower  than the best  bonds  because  margins  of 
protection  may  not be as  large  as in Aaa  securities,  fluctuation  of 
protective  elements  may be of greater  amplitude,  or there may be other 
elements  present which make long-term  risks appear  somewhat larger than 
in Aaa securities. 
         A/A:  Upper-medium grade obligations.  Factors giving security to 
principal  and  interest  are  considered  adequate,  but  elements may be 
present  which make the bond  somewhat  more  susceptible  to the  adverse 
effects of circumstances and economic conditions. 
         Baa/BBB:  Medium  grade  obligations;  adequate  capacity  to pay 
principal  and   interest.   Whereas  they   normally   exhibit   adequate 
protection   parameters,   adverse   economic   conditions   or   changing 
circumstances  are  more  likely  to lead to a  weakened  capacity  to pay 
principal  and  interest  for  bonds in this  category  than for  bonds in 
higher rated categories. 
         Ba/BB,  B/B,  Caa/CCC,  Ca/CC:  Debt rated in these categories is 
regarded  as  predominantly  speculative  with  respect to capacity to pay 
interest and repay  principal.  The higher the degree of speculation,  the 
lower the  rating.  While  such debt will  likely  have some  quality  and 
protective  characteristics,  these are outweighed by large  uncertainties 
or major risk exposure to adverse conditions. 
         C/C:  This  rating is only for income  bonds on which no interest 
is being paid. 
         D: Debt in default;  payment of interest  and/or  principal is in 
arrears. 

Commercial Paper Ratings: 
         MOODY'S INVESTORS SERVICE, INC.: 
         The  Prime  rating  is  the  highest   commercial   paper  rating 
assigned  by  Moody's.   Among  the  factors   considered  by  Moody's  in 
assigning  ratings are the following:  (1) evaluation of the management of 
the  issuer;   (2)  economic   evaluation  of  the  issuer's  industry  or 
industries  and  an  appraisal  of  speculative-type  risks  which  may be 
inherent in certain  areas;  (3)  evaluation  of the issuer's  products in 
relation to  competition  and  customer  acceptance;  (4)  liquidity;  (5) 
amount  and  quality  of  long-term  debt;  (6) trend of  earnings  over a 
period of ten years;  (7) financial  strength of a parent  company and the 
relationships  which  exist  with  the  issuer;  and  (8)  recognition  by 
management  of  obligations  which may be present or may arise as a result 
of public interest  questions and  preparations to meet such  obligations. 
Issuers  within  this  Prime  category  may be given  ratings  1, 2, or 3, 
depending on the relative strengths of these factors. 
         STANDARD & POOR'S CORPORATION: 
         Commercial  paper rated A by Standard & Poor's has the  following 
characteristics:   (i)   liquidity   ratios  are  adequate  to  meet  cash 
requirements;  (ii)  long-term  senior debt rating  should be A or better, 
although  in some  cases  BBB  credits  may be  allowed  if other  factors 
outweigh  the BBB;  (iii) the issuer  should  have  access to at least two 
additional  channels  of  borrowing;  (iv)  basic  earnings  and cash flow 
should   have  an  upward   trend  with   allowances   made  for   unusual 
circumstances;  and (v)  typically  the issuer's  industry  should be well 
established  and the  issuer  should  have a strong  position  within  its 
industry  and  the  reliability  and  quality  of  management   should  be 
unquestioned.  Issuers  rated A are further  referred to by use of numbers 
1,  2  and  3  to  denote  the  relative   strength  within  this  highest 
classification. 

                             LETTER OF INTENT 

                                                                           
Date                                                                        

Calvert Distributors, Inc. 
4550 Montgomery Avenue 
Bethesda, MD 20814 

Ladies and Gentlemen: 

         By signing this Letter of Intent, or affirmatively marking the  
Letter of Intent option on my Fund Account Application Form, I agree to  
be bound by the terms and conditions applicable to Letters of Intent  
appearing in the Prospectus and the Statement of Additional Information  
for the Fund and the provisions described below as they may be amended  
from time to time by the Fund. Such amendments will apply automatically  
to existing Letters of Intent. 

         I intend to invest in the shares of:     (Fund or Portfolio name*)
during the thirteen (13) month period from the date  
of my first purchase pursuant to this Letter (which cannot be more than  
ninety (90) days prior to the date of this Letter or my Fund Account  
Application Form, whichever is applicable), an aggregate amount  
(excluding any reinvestments of distributions) of at least fifty  
thousand dollars ($50,000) which, together with my current holdings of  
the Fund (at public offering price on date of this Letter or my Fund  
Account Application Form, whichever is applicable), will equal or exceed  
the amount checked below: 

         __ $50,000 __ $100,000 __ $250,000 __ $500,000 __ $1,000,000 

         Subject to the conditions specified below, including the terms  
of escrow, to which I hereby agree, each purchase occurring after the  
date of this Letter will be made at the public offering price applicable  
to a single transaction of the dollar amount specified above, as  
described in the Fund's prospectus. No portion of the sales charge  
imposed on purchases made prior to the date of this Letter will be  
refunded. 

         I am making no commitment to purchase shares, but if my  
purchases within thirteen months from the date of my first purchase do  
not aggregate the minimum amount specified above, I will pay the  
increased amount of sales charges prescribed in the terms of escrow  
described below. I understand that 4.75% of the minimum dollar amount  
specified above will be held in escrow in the form of shares (computed  
to the nearest full share). These shares will be held subject to the  
terms of escrow described below. 

         From the initial purchase (or subsequent purchases if  
necessary), 4.75% of the dollar amount specified in this Letter shall be  
held in escrow in shares of the Fund by the Fund's transfer agent. For  
example, if the minimum amount specified under the Letter is $50,000,  
the escrow shall be shares valued in the amount of $2,375 (computed at  
the public offering price adjusted for a $50,000 purchase). All  
dividends and any capital gains distribution on the escrowed shares will  
be credited to my account. 

         If the total minimum investment specified under the Letter is  
completed within a thirteen month period, escrowed shares will be  
promptly released to me. However, shares disposed of prior to completion  
of the purchase requirement under the Letter will be deducted from the  
amount required to complete the investment commitment. 

         Upon expiration of this Letter, the total purchases pursuant to  
the Letter are less than the amount specified in the Letter as the  
intended aggregate purchases, Calvert Distributors, Inc. ("CDI") will  
bill me for an amount equal to the difference between the lower load I  
paid and the dollar amount of sales charges which I would have paid if  
the total amount purchased had been made at a single time. If not paid  
by the investor within 20 days, CDI will debit the difference from my  
account. Full shares, if any, remaining in escrow after the  
aforementioned adjustment will be released and, upon request, remitted  
to me. 

         I irrevocably constitute and appoint CDI as my  
attorney-in-fact, with full power of substitution, to surrender for  
redemption any or all escrowed shares on the books of the Fund. This  
power of attorney is coupled with an interest. 

         The commission allowed by Calvert Distributors, Inc. to the  
broker-dealer named herein shall be at the rate applicable to the  
minimum amount of my specified intended purchases. 

         The Letter may be revised upward by me at any time during the  
thirteen-month period, and such a revision will be treated as a new  
Letter, except that the thirteen-month period during which the purchase  
must be made will remain unchanged and there will be no retroactive  
reduction of the sales charges paid on prior purchases. 

         In determining the total amount of purchases made hereunder,  
shares disposed of prior to termination of this Letter will be deducted.  
My broker-dealer shall refer to this Letter of Intent in placing any  
future purchase orders for me while this Letter is in effect. 


                                                                               
Dealer                                        Name of Investor(s) 


By                                                                          
     Authorized Signer                        Address 


                                                                            
Date                                          Signature of Investor(s) 


                                                                            
Date                                          Signature of Investor(s)

*"Fund" in this Letter of Intent shall refer to the Fund or Portfolio,  
as the case may be, here indicated.


 


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