WRIGHT MANAGED EQUITY TRUST
485APOS, 1997-02-28
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As filed with the Securities and Exchange Commission on February 28, 1997.


                                                    1933 Act File No.  2-78047
                                                    1940 Act File No. 811-3489


                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM N-1A

                             REGISTRATION STATEMENT
                                      UNDER
                           SECURITIES ACT OF 1933       [x]
                       POST-EFFECTIVE AMENDMENT NO. 21  [x]
                             REGISTRATION STATEMENT
                                      UNDER
                     THE INVESTMENT COMPANY ACT OF 1940 [x]
                              AMENDMENT NO. 22          [x]



                         The Wright Managed Equity Trust
             ------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)

                 24 Federal Street, Boston, Massachusetts 02110
            --------------------------------------------------------
                    (Address of Principal Executive Offices)



                                 617--482-8260
                         -------------------------------
                         (Registrant's Telephone Number)



                                   Alan Dynner
                 24 Federal Street, Boston, Massachusetts 02110
                -----------------------------------------------
                     (Name and Address of Agent for Service)


     [x]  It is proposed that this filing will become effective on May 1, 1997
          pursuant to paragraph (a) of Rule 485.

     Pursuant to Rule 24f-2 under the Investment Company Act of 1940, Registrant
has  registered an indefinite  number of securities  under the Securities Act of
1933.  Registrant  filed a Rule 24f-2 Notice for the fiscal year ended  December
31, 1996 on February 25, 1997.  Registrant continues its election to register an
indefinite number of shares of beneficial  interest pursuant to Rule 24f-2 under
the Investment Company Act of 1940, as amended.
<PAGE>

This post-effective amendment to the Trust's registration statement on
Form N-1A consists of the following documents and papers:

Cross Reference Sheet required by Rule 481(a) under Securities Act of 1933.

Part A -The Combined Prospectus of:

                  Wright International Blue Chip Equities Fund
                  Wright Major Blue Chip Equities Fund
                  Wright Selected Blue Chip Equities Fund
                  Wright Junior Blue Chip Equities Fund

Part B -The Combined Statement of Additional Information of:

                  Wright International Blue Chip Equities Fund
                  Wright Major Blue Chip Equities Fund
                  Wright Selected Blue Chip Equities Fund
                  Wright Junior Blue Chip Equities Fund

Part C -          Other Information


Signatures


Exhibit Index Required by Rule 483(a) under the Securities Act of 1933


Exhibits

<PAGE>

                           The Wright Managed Equity Trust

                  Wright International Blue Chip Equities Fund
                      Wright Major Blue Chip Equities Fund
                     Wright Selected Blue Chip Equities Fund
                      Wright Junior Blue Chip Equities Fund

                                                         Cross Reference Sheet
<TABLE>
<CAPTION>

Item No.                                                                                       Statement of
FORM N-1A--Part A               Prospectus Caption                                     Additional Information Caption
- ----------------------------------------------------------------------------------------------------------------------------------

<S>                            <C>                                                      <C>                 
1........................      Front Cover Page
2........................      Shareholder and Fund Expenses
3 (a)....................      Financial Highlights
3 (b)....................      Not Applicable
3 (c)....................      Performance Information
4........................      The Funds and their Investment Objectives and
                               Policies, Other Investment Policies, Other Information
5........................      The Investment Adviser, The Administra- tor,
                               Distribution Expenses, Service Plan, Back Cover
5 (a)....................      Not Applicable
6........................      Other Information, Distributions by the  Funds, Taxes
7........................      Share Purchase Alternatives, How to Buy  Shares, How
                               the Funds Value their  Shares, Account Statements and
                                Confirmations, How to Exchange  Shares, Tax-Sheltered
                               Retirement Plans
8........................      How to Redeem or Sell Shares
9........................      Not Applicable


Form N-1A -- Part B
- ----------------------------------------------------------------------------------------------------------------------------------

10.......................                                                       Front Cover Page and Back Cover
11.......................                                                       Table of Contents
12.......................                                                       Additional Information about theTrust
13.......................                                                       Additional Investment Information
14.......................                                                       Officers and Trustees
15.......................                                                       Control Persons and Principal Holders of  Shares
16.......................                                                       Investment Advisory and Administrative  Services,
                                                                                Custodian, Independent
                                                                                  Certified Public Accountants, Back Cover
17.......................                                                       Brokerage Allocation
18.......................
19.......................      How to Buy Shares, How to Redeem                 Pricing of Shares
                                or Sell Shares, How the Funds Value
                                Their Shares
20.......................      Taxes
21.......................                                                       Principal Underwriter
22.......................                                                       Calculation of Performance and Yield
                                                                                 Information
23.......................                                                       Financial Statements
</TABLE>
<PAGE>






PROSPECTUS
STANDARD SHARES
INSTITUTIONAL SHARES                                            May 1, 1997

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

                  The Wright Managed Blue Chip Investment Funds

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

     The Wright Managed Blue Chip Investment Funds (the "Funds") consist of nine
series or Funds  from The Wright  Managed  Equity  Trust and The Wright  Managed
Income Trust (the "Trusts").  Each Fund has distinct  investment  objectives and
policies which are discussed starting on page 1. The nine Funds are:

Wright Selected Blue Chip Equities Fund     Wright U.S. Treasury Fund
Wright Junior Blue Chip Equities Fund       Wright U.S. Treasury Near Term Fund
Wright Major Blue Chip Equities Fund        Wright Total Return Bond Fund
Wright International Blue Chip Equities Fund  Wright Current Income Fund
                         Wright U.S. Treasury Money Market Fund

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

     Each of Wright  Selected Blue Chip Equities  Fund,  Wright Junior Blue Chip
Equities  Fund,  Wright  International  Blue Chip  Equities  Fund,  Wright  U.S.
Treasury  Fund,  Wright U.S.  Treasury Near Term Fund and Wright  Current Income
Fund  (the  "Feeder  Funds")  invests  its  assets  in  a  corresponding  series
("Portfolio")  of The Wright Blue Chip Master  Portfolio  Trust,  a  diversified
open-end investment company (the "Portfolio Trust"),  having the same investment
objective as the Fund,  rather than  directly  investing in and managing its own
portfolio of  securities.  This  combined  Prospectus is designed to provide you
with information you should know before  investing.  Please retain this document
for future reference. A combined Statement of Additional Information,  dated May
1,  1997,  for the  Funds  has been  filed  with  the  Securities  and  Exchange
Commission and is incorporated herein by reference.  This Statement is available
without charge from Wright Investors' Service Distributors, Inc., 1000 Lafayette
Boulevard, Bridgeport, Connecticut 06604 (Telephone: 800-888-9471).

     THE  PROSPECTUSES OF THE FUNDS ARE COMBINED IN THIS  PROSPECTUS.  EACH FUND
OFFERS ONLY ITS OWN SHARES,  YET IT IS POSSIBLE  THAT A FUND MIGHT BECOME LIABLE
FOR A MISSTATEMENT IN THE PROSPECTUS OF ANOTHER FUND. THE TRUSTEES OF EACH TRUST
HAVE CONSIDERED THIS IN APPROVING THE USE OF A COMBINED PROSPECTUS.

     SHARES OF THE FUNDS ARE NOT  DEPOSITS  OR  OBLIGATIONS  OF, OR  ENDORSED OR
GUARANTEED  BY, ANY BANK OR OTHER INSURED  DEPOSITORY  INSTITUTION,  AND ARE NOT
FEDERALLY  INSURED BY THE FEDERAL  DEPOSIT  INSURANCE  CORPORATION,  THE FEDERAL
RESERVE  BOARD OR ANY OTHER  GOVERNMENT  AGENCY.  SHARES  OF THE  FUNDS  INVOLVE
INVESTMENT RISKS,  INCLUDING FLUCTUATIONS IN VALUE AND THE POSSIBLE LOSS OF SOME
OR ALL OF THE PRINCIPAL INVESTMENT.

     SHARES OF WRIGHT U.S.  TREASURY  MONEY MARKET FUND ARE NEITHER  INSURED NOR
GUARANTEED BY THE U.S. GOVERNMENT AND THERE IS NO ASSURANCE THAT IT WILL BE ABLE
TO MAINTAIN A STABLE NET ASSET VALUE OF $1.00 PER SHARE.

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


                          Table of Contents

                                                             PAGE


   Shareholder and Fund Expenses............................   ii
   Financial Highlights.....................................   iv
   The Funds and their Investment Objectives and Policies ..    1
   The Wright Managed Equity Trust
     Wright Selected Blue Chip Equities Fund (WBC)..........    1
     Wright Junior Blue Chip Equities Fund (WJBC)...........    2
     Wright Major Blue Chip Equities Fund (WMBC)............    2
     Wright International Blue Chip Equities Fund ( WIBC)..     2
   The Wright Managed Income Trust
     Wright U.S. Treasury Fund (WUSTB)......................    3
     Wright U.S. Treasury Near Term Fund (WNTB).............    3
     Wright Total Return Bond Fund (WTRB)...................    4
     Wright Current Income Fund (WCIF)......................    4
     Wright U.S. Treasury Money Market Fund (WTMM)..........    4
   Other Investment Policies................................    5
   The Investment Adviser...................................    7
   The Administrator........................................    9
   Distribution Expenses....................................   10
   Service Plans............................................   10
   How the Funds Value their Shares.........................   11
   How to Buy Shares........................................   11
   How Shareholder Accounts are Maintained..................   12
   Distributions by the Funds...............................   13
   Taxes....................................................   13
   How to Exchange Shares...................................   16
   How to Redeem or Sell Shares.............................   16
   Performance Information..................................   18
   Other Information........................................   18
   Tax-Sheltered Retirement Plans...........................   19




<PAGE>


Shareholder and Fund Expenses

     The following table of fees and expenses is provided to assist investors in
understanding  the various  costs and  expenses  which may be borne  directly or
indirectly  by  an  investment  in  each  Fund.  The  percentages   shown  below
representing  total  operating  expenses for Standard Shares are based on actual
amounts incurred for the fiscal year ended December 31, 1996 except that Service
Plan fees are  estimated  for the current  fiscal year.  Operating  expenses for
Institutional  Shares  are based on  estimated  expenses  that  would  have been
incurred if Institutional Shares had been outstanding for the entire fiscal year
ended December 31, 1996. Institutional Shares were first offered on May 1, 1997.

<TABLE>
<CAPTION>
                                                    Wright              Wright              Wright                Wright
                                              Selected Blue Chip   Junior Blue Chip       Major Blue Chip   International Blue Chip
                                              Equities Fund (WBC)  Equities Fund (WJBC) Equities Fund (WMBC)  Equities Fund (WIBC)
- -----------------------------------------------------------------------------------------------------------------------------------

                                         Standard Institutional Standard Institutional Standard Institutional Standard Institutional
                                          Shares    Shares       Shares    Shares        Shares    Shares       Shares    Shares

<S>                                       <C>       <C>          <C>       <C>            <C>       <C>           <C>      <C>
Shareholder Transaction Expenses           none      none        none      none           none      none          none      none

Annualized Fund Operating Expenses
(as a percentage of average net assets)
   Investment Adviser Fee                  ____%     ____%       ____%     ____%          ____%     ____%        ____%     ____%
   Rule 12b-1 Distribution Expense
     (after expense limitation) (1)        ____%     ____%       ____%     ____%          ____%     ____%        ____%     ____%
   Other Expenses (including administration      
     and Service Plan fees) (2)            ____%     ____%       ____%     ____%          ____%     ____%        ____%     ____%
- ----------------------------------------------------------------------------------------------------------------------------------

    Total Operating Expenses
      (after limitations) (1)              ____%     ____%       ____%     ____%          ____%     ____%        ____%     ____%
   
- -----------------------------------------------------------------------------------------------------------------------------------
<FN>

(1) The Adviser and Distributor have temporarily and voluntarily agreed to limit
the total  operating  expenses of WJBC and WMBC to [ ]% and [ ]%,  respectively.
Absent this agreement,  the Rule 12b-1 Distribution  Expense and Total Operating
Expenses  of WJBC and  WMBC  would be [ ]% and [ ]%,  respectively.  If  credits
resulting from cash balances maintained with Investors Bank & Trust Company were
reflected in the table  above,  the Total  Operating  Expenses for WJBC and WMBC
would be [ ]% and [ ]%, respectively.

(2) Administration  fees for WBC, WJBC, WMBC and WIBC were [ ]%, [ ]%, [ ]%, and
[ ]%, respectively. Service Plan fees for the current fiscal year for WBC, WJBC,
WMBC and WIBC are estimated to be [ ]%, [ ]%, [ ]% and [ ]%, respectively.
</FN>
</TABLE>

<TABLE>
<CAPTION>
                                             Wright            Wright             Wright             Wright          U.S. Treasury
                                          U.S. Treasury     U.S. Treasury      Total Return          Current             Money
                                              Fund         Near Term Fund        Bond Fund         Income Fund        Market Fund
                                             (WUSTB)           (WNTB)             (WTRB)             (WCIF)             (WTMM)
- -----------------------------------------------------------------------------------------------------------------------------------
                                Standard Institutional Standard Institutional    Standard     Standard Institutional
                                 Shares    Shares       Shares   Shares           Shares        Shares   Shares

<S>                               <C>       <C>          <C>      <C>             <C>           <C>       <C>             <C>
Shareholder Transaction Expenses  none      none         none     none             none          none      none           none    

Annualized Fund Operating Expenses
after expense allocations and fee limitations
(as a percentage of average net assets)
   Investment Adviser Fee 
      (after fee limitation)      ____%   ____%         ____%     ____%            ____%       ____%      ____%          ____%

   Rule 12b-1 Distribution Expense
   (after expense limitation)(1)  ____%   ____%         ____%    ____%             ____%       ____%     ____%           ____%  
   Other Expenses (including administration
     and Service Plan fees) (2)   ____%   ____%         ____%    ____%             ____%       ____%     ____%           ____%      
    
- -----------------------------------------------------------------------------------------------------------------------------------

     Total Operating Expenses
       (after limitations)(1)    ____%   ____%          ____%    ____%             ____%        ____%     ____%           ____%   

- -----------------------------------------------------------------------------------------------------------------------------------
<FN>

(1) The Adviser and the Distributor have  temporarily and voluntarily  agreed to
limit  the  total  operating  expenses  of  WUSTB  and  WTMM  to [ ]%  and [ ]%,
respectively.  Absent this agreement, the Investment Adviser Fee, the Rule 12b-1
Distribution  Expense and Total Operating  Expenses would be [ ]%, [ ]% and [ ]%
for WUSTB and [ ]%, [ ]% and [ ]% for WTMM,  respectively.  If credits resulting
from cash balances maintained with Investors Bank & Trust Company were reflected
in the table above, the Total Operating  Expenses for WUSTB, WNTB and WTMM would
be [ ]%, [ ]% and [ ]%, respectively.

(2) Administration  fees for WUSTB, WNTB, WTRB, WCIF and WTMM were [ ]%, [ ]%, [
]%, [ ]% and [ ]%,  respectively.  Service Plan fees for the current fiscal year
for WUSTB,  WNTB,  WTRB and WCIF are  estimated to be [ ]%, [ ]%, [ ]% and [ ]%,
respectively.
</FN>
</TABLE>



<PAGE>


Example of Fund Expenses


     The following is an  illustration  of the total  transaction  and operating
expenses  that an  investor  in each Fund would bear over  different  periods of
time, assuming an investment of $1,000, a 5% annual return on the investment and
redemption at the end of each period:
<TABLE>
<CAPTION>

                              Wright              Wright              Wright                Wright
                         Selected Blue Chip    Junior Blue Chip     Major Blue Chip   International Blue Chip
                         Equities Fund (WBC) Equities Fund (WJBC) Equities Fund (WMBC)  Equities Fund (WIBC)
- ---------------------------------------------------------------------------------------------------------------------------------

                    Standard  Institutional Standard Institutional Standard Institutional Standard Institutional
                      Shares    Shares        Shares    Shares      Shares    Shares        Shares    Shares

    <S>            <C>       <C>            <C>       <C>           <C>       <C>           <C>      <C>                           
    1 Year         $         $              $        $              $        $              $         $
    3 Years   
    5 Years
   10 Years
- ----------------------------------------------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>

                             Wright            Wright             Wright             Wright       U.S. Treasury
                         U.S. Treasury     U.S. Treasury      Total Return           Current          Money
                            Fund           Near Term Fund        Bond Fund         Income Fund     Market Fund
                           (WUSTB)           (WNTB)              (WTRB)              (WCIF)          (WTMM)
- ---------------------------------------------------------------------------------------------------------------------------------

                 Standard Institutional Standard Institutional   Standard       Standard Institutional
                   Shares    Shares       Shares     Shares       Shares          Shares   Shares

    <S>          <C>       <C>         <C>       <C>              <C>            <C>       <C>          <C>                       
    1 Year       $         $            $        $                $               $        $            $
    3 Years
    5 Years
   10 Years
- ---------------------------------------------------------------------------------------------------------------------------------
</TABLE>



     THE EXAMPLE  SHOULD NOT BE  CONSIDERED A  REPRESENTATION  OF PAST OR FUTURE
EXPENSES AND ACTUAL  EXPENSES  MAY BE GREATER OR LESS THAN THOSE SHOWN.  Federal
regulations  require the Example to assume a 5% annual return, but actual return
will vary.

     A Fund's payment of a distribution  fee for Standard Shares may result in a
long-term shareholder indirectly paying more than the economic equivalent of the
maximum  initial sales charge  permitted under the Conduct Rules of the National
Association of Securities  Dealers,  Inc. Wright U.S. Treasury Money Market Fund
does not pay a distribution fee.

     Each Feeder Fund invests exclusively in its corresponding Portfolio.  Other
investment  companies  with  different  distribution  arrangements  and fees may
invest in the Portfolios in the future.

<PAGE>


Financial Highlights

     The following  information  should be read in conjunction  with the audited
financial statements included in the Funds' annual reports to shareholders which
are  incorporated  by reference into the Statement of Additional  Information in
reliance upon the report of [ ] independent  certified  public  accountants,  as
experts  in  accounting  and  auditing.   Further   information   regarding  the
performance  of a Fund is contained in its annual report to  shareholders  which
may be obtained without charge by contacting the Funds'  Principal  Underwriter,
Wright Investors' Service  Distributors,  Inc. at (800) 888-9471.  Institutional
Shares were not offered  prior to December 31, 1996 and no financial  highlights
information is available for Institutional Shares.


The Wright Managed Equity Trust
<TABLE>
<CAPTION>

                                           Year Ended December 31,      Standard Shares
                                     --------------------------------------------------------------------------------------
WRIGHT SELECTED
BLUE CHIP EQUITIES FUND               1996     1995     1994    1993     1992     1991     1990    1989     1988     1987
- ---------------------------------------------------------------------------------------------------------------------------

<S>                                  <C>      <C>      <C>      <C>     <C>      <C>      <C>      <C>      <C>       <C>  
Net asset value, beginning of year.  $       $ 13.850 $ 14.920 $14.790  $17.180 $ 13.840 $ 15.370 $13.760  $12.120  $14.040
                                     -------  -------  -------  -------  -------  ------- -------  -------  -------  -------

Income (loss) from Investment Operations:
  Net investment income(1).........  $       $  0.226 $  0.233 $ 0.196  $ 0.222 $  0.267 $  0.323 $ 0.368  $ 0.315  $ 0.292
  Net realized and unrealized gain
   (loss) on investments...........             3.904   (0.763   0.104    0.498    4.553   (0.843   2.922    2.250   (0.557)
                                     ------- -------  -------  -------  -------  ------- -------  -------  -------  -------
   Total income (loss) from
     investment operations........  $        $  4.130 $ (0.530)$ 0.300  $ 0.720  $ 4.820 $(0.520) $ 3.290  $ 2.565  $(0.265)
                                     ------- -------  -------  -------  -------  ------- -------  -------  -------  -------

Less Distributions:
  From net investment income.......$         $ (0.200)$ (0.180)$(0.170) $(0.200) $(0.250)$(0.320)  $(0.310)$(0.275) $(0.340)
  From net realized gain on 
    investments....................            (0.840)  (0.360)   --     (2.910)  (1.230) (0.690)   (1.370) (0.650)  (1.315)
  In excess of net realized gain on
   investments(3)..................            (0.110)    --      --       --       --      --        --       --       --
                                     -------  -------  -------  -------  -------  ------- -------  -------  -------  -------

  Total distributions..............$         $ (1.150)$ (0.540)(0.170)  $(3.110)  $(1.480)$(1.010) $(1.680)$(0.925)$ (1.655)
                                     -------  -------  -------  -------  -------  ------- -------  -------  -------  -------

Net asset value, end of year.......$         $ 16.830 $ 13.850 $14.920  $14.790  $ 17.180 $ 13.840 $15.370  $13.760  $12.120
                                     ======= =======  =======  =======  =======   ======= =======  =======  =======  =======
Total Return(2)....................     . %    30.34%  (3.52%)   2.06%    4.71%     35.98%  (3.30%) 24.57%   21.31%   (1.83%)

Ratios/Supplemental Data
  Net assets,end of year
   (000 omitted)...................$         $217,588 $186,016 $175,481 $152,997 $167,900 $108,571 $120,345 $114,042 $ 99,200
  Ratio of expenses to average
    net assets.....................     .  %    1.04%   1.03%    1.03%    1.02%      1.08%   1.12%    1.11%    1.10%    1.03%
  Ratio of net investment income to
   average net assets..............     .  %    1.44%   1.57%    1.28%    1.34%      1.67%   2.28%    2.38%    2.29%    1.92%
  Portfolio Turnover Rate                  %      44%     72%      28%      77%        72%     83%      20%      29%      30%
<FN>

(1) During each of the years ended  December  31, 1987 and 1986,  the  operating
    expenses of the Fund were reduced  either by a reduction  of the  investment
    adviser fee, administration fee, distribution fee, or through the allocation
    of expenses to the Adviser,  or a combination of these. Had such actions not
    been  undertaken,  the net investment  income per share and the ratios would
    have been as follows:

Net investment income per share....                                                                                    $ 0.279
                                                                                                                       =======
Ratios (As a percentage of average net assets):
  Expenses.........................                                                                                      1.09%
                                                                                                                       =======
  Net investment income............                                                                                      1.86%
                                                                                                                       =======

(2) Total investment  return is calculated  assuming a purchase at the net asset
    value on the first day and a sale at the net asset  value on the last day of
    each period reported. Dividends and distributions, if any, are assumed to be
    invested at the net asset value on the record date.
(3) The Fund has followed the  Statement of Position  (SOP)93-2:  Determination,
    Disclosure and Financial Statement Presentation of Income, Capital Gain, and
    Return of Capital  Distribution  by Investment  Companies.  The SOP requires
    that differences in the recognition or  classification of income between the
    financial  statements  and tax earnings and profits that result in temporary
    over-distributions  for  financial  statement  purposes,  are  classified as
    distributions in excess of net investment income or accumulated net realized
    gains.

</FN>
</TABLE>



<PAGE>
<TABLE>
<CAPTION>


WRIGHT JUNIOR                                             Year Ended December 31,      Standard Shares
                                     --------------------------------------------------------------------------------------
BLUE CHIP EQUITIES FUND               1996     1995     1994    1993     1992     1991     1990    1989     1988     1987
                      
- ---------------------------------------------------------------------------------------------------------------------------

<S>                                  <C>       <C>     <C>      <C>      <C>     <C>      <C>      <C>      <C>      <C>    
Net asset value, beginning of year.  $       $ 11.000 $ 11.950 $11.690  $14.720 $ 11.500 $ 13.020 $12.450  $11.030  $12.730
                                     ------- -------  -------  -------  -------  ------- -------  -------  -------  -------

Income from Investment Operations:
  Net investment income(1).........  $       $  0.120 $  0.101 $ 0.101  $ 0.045 $  0.072 $  0.111 $ 0.177  $ 0.197  $ 0.131
  Net realized and unrealized gain 
  (loss) on investments...........              1.977   (0.431)  0.809    0.315    4.118   (1.491)  1.723    1.478   (0.671)
                                     -------  -------  -------  -------  -------  ------- -------  -------  -------  -------

  Total income (loss) from investment
    operations....................  $       $  2.097 $ (0.330) $ 0.910  $  0.360 $ 4.190  $(1.380) $ 1.900 $ 1.675  $(0.540)
                                     -------  -------  -------  -------  -------  ------- -------  -------  -------  -------

Less Distributions:
  From net investment income....... $       $ (0.100)$ (0.100) $(0.060) $ (0.030)$(0.070) $(0.140) $(0.150)$(0.175  $(0.150)
  From net realized gain on investments       (1.030)  (0.520)  (0.590)   (3.360) (0.900)     --    (1.180) (0.080)  (1.010)
  In excess of net realized gain
   on investments(4)...............           (1.117)    --       --        --       --       --       --      --       --
                                     -------  -------  -------  -------  -------  ------- -------  -------  -------  -------

  Total distributions.............. $       $ (2.247)$(0.620)  $(0.650) $(3.390)$(0.970)  $(0.140) $(1.330 $(0.255)$  1.160)
                                     -------  -------  -------  -------  -------  ------- -------  -------  -------  -------

Net asset value, end of year....... $       $ 10.850 $ 11.000 $11.950  $11.690 $ 14.720 $ 11.500  $13.020  $12.450   $11.030
                                     ======= =======  =======  ======= =======  =======  =======  =======  =======  =======
Total Return(3)....................           20.51%   (2.75%)   7.93%   3.28%    36.98% (10.61%)  15.61%   15.21%   (3.58%)
Ratios/Supplemental Data
  Net assets,end of year
    (000 omitted)..................$         $25,993 $ 37,124 $ 68,226$ 64,635 $120,911 $ 63,385 $ 98,593 $121,644 $ 95,808
  Ratio of expenses to average net assets    1.17%(2)   1.11%     1.09%  1.07%    1.10%    1.14%    1.10%     1.08%   1.03%
  Ratio of net investment income to
   average net assets..............           0.89%     0.91%     0.86%  0.31%    0.52%    0.95%    1.34%     1.61%   0.96%
Portfolio Turnover Rate............             40%       36%       38%    80%      60%      75%      15%       38%     58%

<FN>

(1) During the year ended December 31, 1995, the Principal  Underwriter  reduced
    its fee and during the year  ended  December  31,  1987,  the  Administrator
    reduced its fee. Had such actions not been undertaken, net investment income
    per share and the ratios would have been as follows:

                                               1995             1987
- ------------------------------------------------------------------------------

  Net investment income per share..          $  0.105          $ 0.118
                                             ========          ========
  Ratios (As a percentage of average net assets):

   Expenses........................             1.28%            1.08%
                                             ========          ========
   Net investment income...........             0.78%            0.91%
                                             ========          ========

(2) Custodian  fees were  reduced by credits  resulting  from cash  balances the
    Trust  maintained  with the  custodian.  The  computation of net expenses to
    average daily net assets reported above is computed without consideration of
    such credits,  in accordance with reporting  regulations in effect beginning
    in 1995.  If these  credits  were  considered,  the ratio of net expenses to
    average daily net assets would have been reduced to 1.14%.
(3) Total investment  return is calculated  assuming a purchase at the net asset
    value on the first day and a sale at the net asset  value on the last day of
    each period reported. Dividends and distributions, if any, are assumed to be
    invested at the net asset value on the record date.
(4) The Fund has  followed the  Statement  of Position  (SOP)93-2:Determination,
    Disclosure and Financial Statement Presentation of Income, Capital Gain, and
    Return of Capital  Distribution  by Investment  Companies.  The SOP requires
    that differences in the recognition or  classification of income between the
    financial  statements  and tax earnings and profits that result in temporary
    over-distributions  for  financial  statement  purposes,  are  classified as
    distributions in excess of net investment income or accumulated net realized
    gains.
</FN>
</TABLE>

<PAGE>
<TABLE>
<CAPTION>


WRIGHT MAJOR BLUE CHIP                                    Year Ended December 31,      Standard Shares
                                     --------------------------------------------------------------------------------------
EQUITIES FUND                         1996     1995     1994    1993     1992     1991     1990    1989     1988     1987
- ---------------------------------------------------------------------------------------------------------------------------

<S>                                  <C>      <C>      <C>      <C>      <C>     <C>      <C>      <C>      <C>      <C>    
Net asset value, beginning of year.  $       $ 11.390 $ 12.720 $13.380  $14.730 $ 10.760 $ 11.290 $10.590  $ 9.710  $12.810
                                     -------  -------  -------  -------  -------  ------- -------  -------  -------  -------

Income (Loss) from Investment Operations:
  Net investment income(1).........  $       $  0.153 $  0.180 $ 0.176  $ 0.179 $  0.175 $  0.192 $ 0.207  $ 0.211  $ 0.233
  Net realized and unrealized gain (loss) on
   investments.....................             3.107   (0.295) (0.046)   0.951    3.985   (0.522)  2.163    1.394   (0.303)
                                     ------- -------  -------  -------  -------  ------- -------  -------  -------  -------

   Total income (loss) from investment
     operations....................  $       $  3.260 $ (0.115)$ 0.130  $ 1.130 $  4.160 $(0.330) $ 2.370  $ 1.605  $(0.070)
                                     -------  -------  -------  -------  -------  ------- -------  -------  -------  -------

Less Distributions:
  From net investment income.......  $       $ (0.160)$ (0.160)$(0.160) $(0.160)$(0.190) $(0.200) $(0.220) $(0.185)$ (0.265)
  From net realized gain on investments        (1.840)  (1.055) (0.625)  (2.320)   --       --     (1.450)  (0.540)  (2.765)
  In excess of net realized gains(4)             --       --    (0.005)    --      --       --       --        --      --
                                     ------- -------  -------  -------  -------  ------- -------  -------  -------  -------
  Total distributions..............  $       $ (2.000)$(1.215) $(0.790  $(2.480)$(0.190) $(0.200) $(1.670) $(0.725)$ (3.030)
                                     ------- -------  -------  -------  -------  ------- -------  -------  -------  -------

Net asset value, end of year.......  $       $ 12.650 $ 11.390 $12.720  $13.380 $ 14.730 $ 10.760 $11.290  $10.590  $ 9.710
                                     ======= =======  =======  =======  =======  ======= =======  =======  =======  =======
Total Return.......................            28.98%  (0.70%)   1.00%    8.02%   38.90%  (2.89%)  23.02%   16.66%    1.01%

Ratios/Supplemental Data
  Net assets, end of year
     (000 omitted)................  $        $ 49,134 $ 51,085 $88,349  $81,674 $ 80,065 $ 44,293 $ 50,193 $60,989  $60,579
  Ratio of expenses to average net assets       1.07%(2) 0.99%   0.97%    1.01%    1.03%    1.07%    1.14%   1.06%    0.96%
  Ratio of net investment income to
   average net assets..............             1.19%    1.46%   1.37%    1.20%    1.34%    1.80%    1.76%   1.97%    1.61%
Portfolio Turnover Rate............               83%      55%     53%      70%       9%      18%      12%     14%      34%
<FN>

(1) The  Principal  Underwriter  made a  reduction  of its fees during the years
    ended  December 31, 1995 and 1990.  During each of the years ended  December
    31, 1987,  1988 and 1989,  the  operating  expenses of the Fund were reduced
    either by a reduction  of the  investment  adviser fee,  administrator  fee,
    distribution  fee, or a reduction of a combination  of these fees.  Had such
    actions not been  undertaken,  the net  investment  income per share and the
    ratios would have been as follows:

                                                                Year Ended December 31,
                                                     --------------------------------------------

                                                        1995    1990     1989     1988     1987
- -----------------------------------------------------------------------------------------------

Net investment income per share.............          $  0.150 $ 0.183  $ 0.206 $  0.208 $  0.222
                                                      =======  =======  =======  ======= =======
Ratios (As a percentage of average net assets):
   Expenses.................................             1.09%   1.15%    1.15%    1.08%    1.00%
                                                      =======  =======  =======  ======= =======
   Net investment income....................             1.17%   1.72%    1.75%    1.95%    1.57%
                                                      =======  =======  =======  ======= =======

(2) Custodian  fees were  reduced by credits  resulting  from cash  balances the
    Trust  maintained  with the  custodian.  The  computation of net expenses to
    average daily net assets reported above is computed without consideration of
    such credits,  in accordance with reporting  regulations in effect beginning
    in 1995.  If these  credits  were  considered,  the ratio of net expenses to
    average daily net assets would have been reduced to 1.05%.
(3) Total investment  return is calculated  assuming a purchase at the net asset
    value on the first day and a sale at the net asset  value on the last day of
    each period reported. Dividends and distributions, if any, are assumed to be
    invested at the net asset value on the record date.
(4) The Fund has  followed the  Statement  of Position  (SOP)93-2:Determination,
    Disclosure and Financial Statement Presentation of Income, Capital Gain, and
    Return of Capital  Distribution  by Investment  Companies.  The SOP requires
    that differences in the recognition or  classification of income between the
    financial  statements  and tax earnings and profits that result in temporary
    over-distributions  for  financial  statement  purposes,  are  classified as
    distributions in excess of net investment income or accumulated net realized
    gains.
</FN>
</TABLE>

<PAGE>
<TABLE>
<CAPTION>


WRIGHT INTERNATIONAL                                          Year Ended December 31,      Standard Shares
                                             ------------------------------------------------------------------------------
BLUE CHIP EQUITIES FUND                                 1996    1995     1994     1993     1992    1991     1990    1989(2)
                      
- ---------------------------------------------------------------------------------------------------------------------------

<S>                                                   <C>       <C>      <C>     <C>      <C>      <C>      <C>      <C>    
Net asset value, beginning of year.                   $        $13.090  $13.410 $ 10.520 $ 11.040 $ 9.520  $10.400  $10.000
                                                      -------  -------  -------  ------- -------  -------  -------  -------

Income (loss) from Investment Operations:
  Net investment income(1).........                   $        $ 0.142  $ 0.127 $  0.107 $  0.094 $ 0.115  $ 0.164  $ 0.092
  Net realized and unrealized gain (loss) on
   investments.....................                              1.638   (0.347)   2.853   (0.524)  1.515   (0.874)   0.353
                                                      -------  -------  -------  ------- -------  -------  -------  -------
   Total income (loss) from investment
     operations....................                   $        $ 1.780  $(0.220)$  2.960 $ (0.430) $1.630  $(0.710) $ 0.445
                                                      -------   -------  -------  ------- -------  -------  -------  -------

Less Distributions:
  From net investment income.......                   $        $(0.100) $(0.100)$ (0.070)$(0.090) $(0.110) $(0.170  $(0.045)
                                                      -------  -------  -------  ------- -------  -------  -------  -------

Net asset value, end of year.......                   $        $14.770  $13.090 $ 13.410 $ 10.520 $11.040  $ 9.520  $10.400
                                                      =======  =======  =======  =======  =======  =======  =======  =======
Total Return(3)....................                             13.61%   (1.64%)  28.22%  (3.94%)  17.21%   (6.92%) 4.46%(4)

Ratios/Supplemental Data
  Net assets, end of year (000 omitted)              $        $237,176  $200,232 $100,071 $74,409  $51,802  $18,842 $14,363
  Ratio of expenses to average net assets                        1.29%     1.31%    1.46%   1.51%    1.67%     1.65%  0.59%(4)
  Ratio of net investment income to
   average net assets..............                              0.99%     1.00%    0.67%   0.81%    1.12%     1.66%  3.28%(4)
  Portfolio Turnover Rate                                          12%       12%      30%     15%      23%       13%     0%
<FN>

(1)During each of the two years in the  period  ended  December  31,  1990,  the
    operating  expenses of the Fund were  reduced  either by a reduction  of the
    investment  adviser  fee,  administrator  fee,  or  distribution  fee  or  a
    reduction  of a  combination  of  these  fees.  Had  such  actions  not been
    undertaken,  the net investment  income per share and the annualized  ratios
    would have been as follows:

                                                                                                       Year Ended December 31,
                                                                                                        ____________________

                                                                                                            1990    1989(2)

Net investment income per share....                                                                        $ 0.092  $ 0.065
                                                                                                           =======  =======
Ratios (As a percentage of average net assets):
  Expenses.........................                                                                          2.38%    1.55%(4)
                                                                                                           =======  =======
  Net investment income............                                                                          0.93%    2.33%(4)
                                                                                                           =======  =======

(2) For the period from  September 14, 1989  (commencement  of  operations),  to
    December 31, 1989.
(3) Total investment  return is calculated  assuming a purchase at the net asset
    value on the first day and a sale at the net asset  value on the last day of
    each period reported. Dividends and distributions, if any, are assumed to be
    invested at the net asset value on the record date.
(4) Annualized.
</FN>
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


The Wright Managed Income Trust

WRIGHT                                                    Year Ended December 31,      Standard Shares
                                    ----------------------------------------------------------------------------------------
U.S. TREASURY FUND                    1996     1995     1994    1993     1992     1991     1990    1989     1988     1987
- ----------------------------------------------------------------------------------------------------------------------------

<S>                                  <C>      <C>      <C>      <C>      <C>     <C>      <C>      <C>      <C>      <C>    
Net asset value, beginning of year.  $       $ 12.250 $ 14.360 $13.190  $13.220 $ 12.100 $ 12.300 $11.440  $11.540  $13.070
                                     -------  ------- -------- -------- -------   ------- -------- ------- -------- --------

Income (loss) from Investment Operations:
  Net investment income(1).........  $       $  0.880 $  0.880 $ 0.892  $ 0.911 $  0.902 $  0.912 $ 0.937  $ 0.950  $ 0.978
  Net realized and unrealized gain (loss)
   on investments..................             2.458   (2.110)  1.170   (0.030)   1.120   (0.202   0.859   (0.100)  (1.398)
                                     ------- -------- -------- -------- -------- ------- -------- -------- -------- --------

   Total income (loss) from investment
    operations.....................  $       $  3.338 $ (1.230) $2.062  $  0.881 $  2.022 $ 0.710  $ 1.796  $ 0.850 $(0.420)
                                     ------ --------- -------- -------- --------  ------- -------- -------- -------- --------

Less Distributions:
  From net investment income.......  $       $ (0.878)$ (0.880) $(0.892)$ (0.911)$ (0.902)$(0.910) $(0.936) $(0.950)$(1.100)
  From net realized gain on investment
   transactions....................               --       --      --       --       --      --      --       --     (0.010)
                                     ------- -------- -------- -------- -------- ------- -------- -------- -------- --------
     Total distributions...........  $       $ (0.878 $ (0.880) $(0.892)$(0.911) $(0.902) $(0.910) $(0.936) $(0.950)$(1.110)
                                     --------------- -------- -------- -------- ------- -------- -------- -------- ---------

Net asset value, end of year.......  $       $ 14.710 $ 12.250 $14.360  $13.190 $ 13.220 $ 12.100 $12.300  $11.440  $11.540
                                     ======= ======== ======== ======= ========= ======= ======== ======= ======== =========

Total Return(2)....................            28.18%  (8.66%)  15.90%    7.07%   17.56%    6.33%  16.26%    7.60%   (2.96%)
Ratios/Supplemental Data:
  Net assets, end of year
    (000 omitted)..................  $        $ 15,156 $ 16,658 $29,846 $29,703 $33,857   $37,293  $49,445  $36,037 $41,337
  Ratio of net expenses to average
   net assets......................              0.9%     0.9%     0.9%     0.9%    0.9%     0.9%    0.9%     0.9%     0.7%
  Ratio of net investment income to
   average net assets..............              6.6%     6.9%     6.3%     7.1%    7.4%     8.1%    7.9%     8.3%     8.1%
  Portfolio Turnover Rate..........                8%       1%      12%      15%     15%      32%     15%      14%      68%
<FN>

(1) During the year ended December 31, 1987, the operating  expenses of the Fund
    were  reduced  either  by  a  reduction  of  the  investment   adviser  fee,
    administrator   fee,  or   distribution   fee  or  through  certain  expense
    allocations  to the Adviser or a  combination  of these.  During each of the
    four years ended December 31, 1995, the operating  expenses of the Fund were
    reduced either by an allocation of expenses to the Adviser or a reduction in
    distribution  fee,  or a  combination  of these.  Had such  actions not been
    undertaken,  the net  investment  income per share and the ratios would have
    been as follows:

                                                                Year Ended December 31,
                                                     --------------------------------------------

                                                        1995    1994     1993     1992     1987

Net investment income per share....                   $  0.827 $ 0.854  $ 0.878 $  0.898 $  0.960
                                                      ======== ======== ================ ========

Ratios (As a percentage of average net assets):
   Expenses........................                      1.2%    1.1%     1.0%     1.0%     0.8%
                                                      ======== ======== ================ ========

   Net investment income...........                      6.2%    6.7%     6.2%     7.0%     8.0%
                                                      ======== ======== ================ ========


(2) Total investment  return is calculated  assuming a purchase at the net asset
    value on the first day and a sale at the net asset  value on the last day of
    each year reported.  Dividends and distributions,  if any, are assumed to be
    reinvested at the net asset value on the payable date.

</FN>
</TABLE>


<PAGE>
<TABLE>
<CAPTION>


WRIGHT U.S. TREASURY                                      Year Ended December 31,      Standard Shares
                                    ----------------------------------------------------------------------------------------
NEAR TERM FUND                        1996     1995     1994    1993     1992     1991     1990    1989     1988     1987
- ----------------------------------------------------------------------------------------------------------------------------

<S>                                 <C>       <C>     <C>      <C>      <C>     <C>      <C>      <C>      <C>      <C>    
Net asset value, beginning of year. $        $ 9.920 $ 10.840 $10.660  $10.750 $ 10.260 $ 10.330 $10.160  $10.500  $11.400
                                    ------- -------- --------- -------- ------- -------- -------- -------- -------- --------

Income (loss) from Investment Operations:
  Net investment income(1)......... $        $ 0.631 $  0.588 $ 0.655  $ 0.739 $  0.795 $  0.871 $ 0.928  $ 0.928  $ 0.969
  Net realized and unrealized gain (loss)
   on investments..................            0.524   (0.920)  0.180   (0.090)   0.489   (0.068)  0.160   (0.340)  (0.739)
                                    ------- -------- --------- -------- -------- ------- -------- -------- -------- --------

   Total income (loss) from investment
    operations..................... $        $  1.155 $(0.332) $0.835  $ 0.649 $  1.284 $ 0.803  $ 1.088  $ 0.588  $ 0.230
                                    ------- --------- -------- -------- ------ --------- -------- -------- -------- --------
Less Distributions:
  From net investment income....... $        $ (0.625)$(0.588) $(0.655 $(0.739 $(0.794) $(0.873) $(0.918) $(0.928) $(1.120)
  From net realized gain on investment
   transactions....................              --       --      --       --       --       --      --       --    (0.010)
                                    ------- --------- -------- -------- ------- -------- -------- -------- -------- --------

     Total distributions........... $        $ (0.625)$(0.588) $(0.655)$(0.739)$(0.794) $(0.873) $(0.918) $(0.928) $(1.130)
                                    ------- --------- -------- -------- ------- -------- -------- -------- -------- --------

Net asset value, end of year....... $        $ 10.450 $  9.920 $10.840  $10.660 $ 10.750 $ 10.260 $10.330  $10.160  $10.500
                                     ======= ======== ======== ======= ========== ====== ======== ======= ========= ========

Total Return(2)....................            11.93%   (3.10%)  7.95%    6.26%   13.08%   8.23%   11.17%    5.75%    2.34%
Ratios/Supplemental Data:
  Net assets, end of year
   (000 omitted).................. $         $ 143,600 $212,122 $380,917 $371,074 $232,407 $253,537 $237,558 $199,200 $192,947
  Ratio of net expenses to average
   net assets......................              0.8%     0.7%     0.7%     0.8%    0.8%     0.8%     0.8%     0.8%    0.6%
  Ratio of net investment income to
   average net assets..............              6.1%     5.7%     6.0%     6.9%    7.7%     8.6%     9.0%     8.9%    9.1%
  Portfolio Turnover Rate..........               21%      33%      22%       6%     18%      25%      28%      23%      7%

<FN>

(1) During the year ended December 31, 1987,  the Adviser and the  Administrator
    reduced their fees. Had such actions not been undertaken, the net investment
    income per share and the ratios would have been as follows:


                                                                Year Ended December 31,
                                                                         1987

Net investment income per share....                                     $ 0.949
                                                                        ========

Ratios (As a percentage of average net assets):

   Expenses........................                                       0.8%
                                                                        ========


   Net investment income...........                                       8.9%
                                                                        ========



(2) Total investment  return is calculated  assuming a purchase at the net asset
    value on the first day and a sale at the net asset  value on the last day of
    each year reported.  Dividends and distributions,  if any, are assumed to be
    reinvested at the net asset value on the payable date.
</FN>
</TABLE>

<PAGE>
<TABLE>
<CAPTION>


WRIGHT TOTAL RETURN                                       Year Ended December 31,      Standard Shares
                                    ----------------------------------------------------------------------------------------
BOND FUND                             1996     1995     1994    1993     1992     1991     1990    1989     1988     1987
- ----------------------------------------------------------------------------------------------------------------------------

<S>                                 <C>       <C>      <C>      <C>      <C>     <C>      <C>      <C>      <C>      <C>    
Net asset value, beginning of year. $        $ 11.430 $ 13.010 $12.610  $12.580 $ 11.700 $ 12.010 $11.430  $11.560  $13.120
                                    ------- --------- -------- -------- ------- -------- -------- -------- -------- --------

Income (loss) from Investment Operations:
  Net investment income(1)......... $        $  0.758 $  0.740 $ 0.789  $ 0.830 $  0.854 $  0.886 $ 0.923  $ 0.947  $ 0.957
  Net realized and unrealized gain (loss)
   on investments..................             1.685   (1.580)  0.580    0.030    0.880   (0.312)  0.573   (0.130)  (1.367)
                                    ------- ---------- -------- -------- ------- -------- -------- -------- -------- --------

   Total income (loss) from investment
    operations..................... $        $  2.443 $ (0.840)  1.369  $ 0.860 $  1.734 $ 0.574  $ 1.496  $ 0.817  $(0.410)
                                    ------- --------- -------- -------- ------- -------- -------- -------- -------- --------

Less Distributions:
  From net investment income....... $        $ (0.753)$ (0.740)$(0.789) $(0.830) $(0.854)$(0.884) $(0.916) $(0.947) $(1.140)
  From net realized gain on investments         --        --    (0.177)    --        --     --       --       --     (0.010) 
  In excess of net realized gain on 
   investments.....................             --        --    (0.003)    --        --      --      --       --       --         
                                    --------  --------- ------  -------- -------- ------- ------  -------- -------- --------
     Total distributions........... $        $ (0.753) $(0.740) $(0.969  $(0.830) $(0.854) $(0.884)$(0.916   $(0.947)$(1.150)
                                    ------- ---------- ------- -------- ---------  ------ -------- -------- -------- --------

Net asset value, end of year....... $        $ 13.120 $ 11.430 $13.010  $12.610 $ 12.580 $ 11.700 $12.010  $11.430  $11.560
                                    ======= ========= ======== ======= ======== ======== ======== ======= ========= ==========

Total Return(2)....................            21.97%  (6.57%    11.03%   7.13%   15.38%    5.29%   13.58%    7.24%  (3.13%)
Ratios/Supplemental Data:
  Net assets, end of year
   (000 omitted)...................$        $122,762 $143,497 $259,513  $217,564 $134,728 $112,408 $ 82,141 $31,410 $28,051
  Ratio of net expenses to average
   net assets......................             0.8%     0.8%     0.8%     0.8%      0.8%     0.8%     0.9%    0.9%    0.8%
  Ratio of net investment income to
   average net assets..............             6.2%     6.1%     6.0%     6.7%      7.2%     7.7%     7.7%    8.2%    8.2%
  Portfolio Turnover Rate..........              50%      32%      36%      13%       56%      48%      33%     11%    120%
<FN>


(1) The Principal  Underwriter  reduced its distribution fees during each of the
    four years in the period  ended  December  31,  1989.  The  Adviser  and the
    Administrator  also  reduced  their fees during the year ended  December 31,
    1987. Had such actions not been  undertaken,  the net investment  income per
    share and the ratios would have been as follows:

                                                                         Year Ended December 31,
                                                                        -------------------------

                                                                         1989     1988     1987
                                                                        -------------------------

Net investment income per share....                                     $ 0.911 $  0.934 $  0.937
                                                                        ================ ========

Ratios (As a percentage of average net assets):

   Expenses.......................                                        1.0%     1.0%     1.0%
                                                                        ================ ========

   Net investment income...........                                       7.6%     8.1%     8.0%
                                                                        ================ ========



(2) Total investment  return is calculated  assuming a purchase at the net asset
    value on the first day and a sale at the net asset  value on the last day of
    each year reported.  Dividends and distributions,  if any, are assumed to be
    reinvested at the net asset value on the payable date.
</FN>
</TABLE>


<PAGE>
<TABLE>
<CAPTION>


WRIGHT CURRENT                                                Year Ended December 31,      Standard Shares
                                     --------------------------------------------------------------------------------------
INCOME FUND                           1996     1995     1994    1993     1992     1991     1990    1989     1988    1987(2)
- ---------------------------------------------------------------------------------------------------------------------------

<S>                                 <C>       <C>     <C>      <C>      <C>     <C>      <C>      <C>      <C>      <C>    
Net asset value, beginning of year..$        $ 9.710 $ 10.750 $10.780  $10.850 $ 10.160 $ 10.090 $ 9.660  $ 9.760  $10.000
                                     ------ --------- -------- -------- ---------------- -------- -------- -------- --------

Income (loss) from Investment Operations:
  Net investment income(1)..........$        $ 0.696 $  0.690 $ 0.728  $ 0.767 $  0.798 $  0.859 $ 0.870  $ 0.929  $ 0.628
  Net realized and unrealized gain (loss)
   on investments...................           0.955   (1.040) (0.030)  (0.069)   0.690    0.080   0.440   (0.100)  (0.240)
                                     ------ --------- -------- -------- ------- -------- -------- -------- -------- --------

   Total income (loss) from investment
    operations......................$        $ 1.651 $ (0.350)$ 0.698  $ 0.698 $  1.488 $ 0.939  $ 1.310  $ 0.829  $ 0.388
                                     ------  --------- -------- -------- ------- -------- -------- -------- -------- --------
Less Distributions:
  From net investment income........$       $(0.691)$(0.690)(4)$(0.728)$ 0.767 $ (0.798)$(0.859) $(0.870)$(0.929)  $(0.628)
  From net realized gain............           --       --         --   (0.001)    --    (0.010)  (0.010)   --        --
                                     ------ --------- -------- -------- ------- -------- -------- -------- -------- --------

   Total distributions..............$       $ (0.691)$(0.690) $(0.728) $(0.768) $(0.798) $(0.869)$(0.880)$ (0.929) $(0.628)
                                     ------ --------- -------- -------- ------- -------- -------- -------- -------- --------

Net asset value, end of year........$        $ 10.670 $  9.710 $10.750  $10.780 $ 10.850 $ 10.160 $10.090  $ 9.660  $ 9.760
                                    ======== ======== ======= ========= ======== ======= ======== =======  =======  ========

Total Return(5).....................    . %    17.46%  (3.30%)   6.59%    6.73%   15.31%    9.85%   14.15%    8.71%   4.06%
Ratios/Supplemental Data:
  Net assets, end of year
   (000 omitted)....................$         $66,345 $84,178  $115,158 $99,676 $ 65,700 $ 17,601 $ 13,925 $ 10,990  $5,435
  Ratio of net expenses to average
    net assets......................    . %      0.9%    0.8%      0.8%    0.9%     0.9%     0.9%     0.9%      0.0%   0.0%
  Ratio of net investment income to
   average net assets...............    . %      6.8%    6.9%     6.7%     7.2%     7.6%     8.6%    8.8%     9.5%    9.2%
  Portfolio Turnover Rate...........      %       26%     10%       4%      13%       5%      10%     15%      12%      2%
<FN>


(1) During each of the five years in the period ended  December  31,  1991,  the
    operating  expenses of the Fund were  reduced  either by a reduction  of the
    investment  adviser fee,  administrator  fee, or distribution fee or through
    the allocation of expenses to the Adviser,  or a combination  of these.  Had
    such actions not been  undertaken,  the net investment  income per share and
    the ratios would have been as follows:


                                                                         Year Ended December 31,
                                                               ------------------------------------------

                                                                1991     1990     1989     1988   1987(2)
                                                               ------------------------------------------

Net investment income per share....                            $ 0.787  $ 0.809 $  0.821 $  0.807 $ 0.524
                                                               ======== ================ ======== ========

Ratios (As a percentage of average net assets):

   Expenses.......................                               1.0%     1.4%     1.4%     1.8%    1.8%(3)
                                                               ======== ================ ======== ========

   Net investment income...........                              7.5%     8.1%     8.3%     7.7%    7.4%(3)
                                                               ======== ================ ======== ========



(2) Period from April 15, 1987 (commencement of operations) to December 31, 1987.
(3) Computed on an annualized basis.
(4) Includes distribution in excess of net investment income of $.00013 per share.
(5) Total investment  return is calculated  assuming a purchase at the net asset
    value on the first day and a sale at the net asset  value on the last day of
    each year reported.  Dividends and distributions,  if any, are assumed to be
    reinvested at the net asset value on the payable date.
</FN>
</TABLE>

<PAGE>
<TABLE>
<CAPTION>


THE WRIGHT U.S. TREASURY                                                         Year Ended December 31,
                                                             _______________________________________________________________
MONEY MARKET FUND                                              1995         1994          1993         1992        1991(2)
- --------------------------------------------------------------------------------------------------------------------------

<S>                                                           <C>          <C>          <C>           <C>          <C>  
Net asset value-- beginning of year........                   $1.00        $1.00        $1.00         $1.00        $1.00

Income from Investment Operations:
   Net investment income(1)................                    0.05212      0.03494      0.02503       0.03221      0.02526


Less Distributions:
   From net investment income..............                   (0.05212)    (0.03494)    (0.02503)     (0.03221)      (0.02526)
                                                              ---------    ---------    ---------     ---------    -----------

Net asset value, end of year...............                   $1.00        $1.00        $1.00         $1.00        $1.00
                                                              =========    =========    =========    =========    =========

Total Return(4)............................                    5.34%        3.55%        2.53%         3.27%        5.06%(3)
Ratios/Supplemental Data:
   Net assets, end of year (000 omitted)...                   $45,889      $68,877      $11,011      $13,856      $15,233
   Ratio of net expenses to average net assets                0.46%(5)       0.45%        0.45%        0.46%        0.25%(3)
   Net investment income to average net assets                5.22%          3.77%        2.52%        3.19%        4.95%(3)
<FN>

(1) During each of the years in the  five-year  period ended  December 31, 1995,
    the Investment  Adviser reduced its fee and in certain years was allocated a
    portion of the operating expenses. Had such actions not been undertaken, net
    investment income per share and the ratios would have been as follows:

                                                                                 Year Ended December 31,
                                                             _______________________________________________________________

                                                               1995         1994          1993         1992        1991(2)
                                                             ---------------------------------------------------------------

Net investment income per share............                   $0.05120     $0.03253     $0.01977      $0.02958     $0.02159
                                                              =========    =========    =========    =========    =========
Ratios (As a percentage of average net assets):
   Expenses................................                      0.65%        0.71%        0.97%        0.72%      0.97%(3)
                                                              =========    =========    =========    =========    =========
   Net investment income ..................                      5.03%        3.51%        1.99%        2.93%      4.23%(3)
                                                              =========    =========    =========    =========    =========


(2)  For the period from the start of business, June 28, 1991, to December 31, 1991.
(3)  Annualized.
(4) Total investment  return is calculated  assuming a purchase at the net asset
    value on the first day and a sale at the net asset  value on the last day of
    each period reported. Dividends and distributions, if any, are assumed to be
    invested at the net asset value on the payable date.
(5) Custodian  fees were  reduced by credits  resulting  from cash  balances the
    Trust  maintained  with the  custodian.  The  computation of net expenses to
    average daily net assets reported above is computed without consideration of
    such credits,  in accordance with reporting  regulations in effect beginning
    in 1995.  If there  credits  were  considered,  the ratio of net expenses to
    average daily net assets would have been reduced to 0.45%.

</FN>
</TABLE>


<PAGE>


The Funds and their
Investment Objectives and Policies

     The investment  objective of each Fund and its investment  policies are set
forth below.  There can be no  assurance  that any of the Funds will achieve its
investment  objective.  The market price of securities held by the Funds and the
net asset value of each Fund's  shares  will  fluctuate  in response to stock or
bond market developments and, for WIBC, currency rate fluctuations.


The Wright Managed Equity Trust

     The Wright  Managed  Equity  Trust (the  "Equity  Trust")  consists of four
equity funds:  Wright Selected Blue Chip Equities Fund (WBC),  Wright Major Blue
Chip  Equities Fund (WMBC),  Wright  Junior Blue Chip Equities Fund (WJBC),  and
Wright International Blue Chip Equities Fund (WIBC) (the "Equity Funds").

     The objective of each Equity Fund is to provide long-term growth of capital
and at the same time earn  reasonable  current income.  Securities  selected for
each Fund or  Portfolio  are drawn from an  investment  list  prepared by Wright
Investors' Service, Inc., the Investment Adviser to the Trusts and the Portfolio
Trust  ("Wright" or  "Investment  Adviser"),  and known as The  Approved  Wright
Investment  List (the  "AWIL"),  The Approved  Wright Junior Blue Chip List (the
"AWJBCL"),   and  the   International   Approved  Wright  Investment  List  (the
"International AWIL").

     All  companies  on the AWIL,  AWJBCL,  or  International  AWIL are,  in the
opinion of Wright,  soundly  financed "Blue Chips" with  established  records of
earnings  profitability  and  equity  growth.  All have  established  investment
acceptance and active,  liquid markets for their publicly owned shares.  See the
Statement of Additional  Information  for a more detailed  description of Wright
Quality Ratings.

     Approved Wright Investment List (AWIL). Wright systematically reviews about
3,000 U.S.  companies  in its  proprietary  database in order to identify  those
which, on the basis of at least five years of audited records,  pass the minimum
standards of prudence (e.g., the value of the company's assets and shareholders'
equity exceeds certain minimum standards and its operations have been profitable
during  the last  three  years)  and  thus are  suitable  for  consideration  by
fiduciary  investors.  Companies  which meet  these  requirements  (about  1,700
companies)  are  considered by Wright to be of  "investment  grade." They may be
large or  small,  may have  their  securities  traded on  exchanges  or over the
counter,  and may include  companies  not  currently  paying  dividends on their
shares.  These companies are then subjected to extensive analysis and evaluation
in order to identify  those  which meet  Wright's 32  fundamental  standards  of
investment  quality.  Only those companies  meeting or exceeding these standards
are  assigned a Wright  Quality  Rating and are  eligible  for  selection by the
Wright Investment Committee for inclusion in the AWIL. The AWIL will normally be
made up of about 350 companies.

     Wright  Selected Blue Chip Equities Fund (WBC).  This Fund seeks to achieve
its  investment  objective  by  investing  substantially  all of its assets in a
corresponding  Portfolio that has the same investment objective as the Fund. The
Selected Blue Chip Equities  Portfolio seeks to enhance total investment  return
(consisting of price appreciation plus income) by providing active management of
equity   securities  of   well-established   companies  meeting  strict  quality
standards.  Equity  securities  are  limited to those  companies  whose  current
operations  reflect  defined,   quantified   characteristics   which  have  been
identified  by Wright as being likely to provide  comparatively  superior  total
investment  return.  The process selects companies from the quality companies on
the AWIL on the basis of  Wright's  evaluation  of their  recent  valuation  and
price/earnings  momentum.  These  selections  are further  reviewed to determine
those that have the best value in terms of current price and current, as well as
forecasted,   earnings.   Capitalization   of   companies   selected  is  not  a
consideration.  Companies  may  be  small  or  large.  Investments  are  equally
weighted.  Professional  investment  personnel  would  characterize  The  Wright
Selected Blue Chip Equities Fund as a growth fund with a value bias.

     The disciplines which determine sale include preventing individual holdings
from  exceeding  2 1/2 times their  normal  value  position  in this  Portfolio,
preventing  the retention of the securities of any company which no longer meets
the  standards  of the AWIL,  and  portfolio  holdings  which  cease to meet the
outlook  criteria  described  above.  The disciplines  which determine  purchase
provide that new funds,  income from securities  currently held, and proceeds of
sales of securities  will be used to increase those  positions  which at current
market values are the furthest  below their normal target values and to purchase
companies which become eligible for the portfolio.

     The Portfolio will, under normal market conditions,  invest at least 80% of
its net assets in Selected Blue Chip equity securities, including common stocks,
preferred stocks and 

<PAGE>

securities  convertible into stock.  This is a fundamental  policy that can
only be changed with  shareholder  approval.  However,  for temporary  defensive
purposes the  Portfolio  may hold cash or invest more than 20% of its net assets
in the short-term debt securities  described under "Other Investment  Policies -
Defensive Investments."

     Wright Major Blue Chip  Equities  Fund  (WMBC).  This Fund seeks to enhance
total  investment  return  (consisting  of price  appreciation  plus  income) by
providing management of a broadly diversified  portfolio of equity securities of
larger  well-established  companies meeting strict quality  standards.  The Fund
will, through continuous  professional  investment supervision by Wright, pursue
these  objectives  by investing in a  diversified  portfolio of common stocks of
what are believed to be high-quality, well-established and profitable companies.

     The Fund will, under normal market  conditions,  invest at least 80% of its
net assets in equity securities,  including common stocks,  preferred stocks and
securities convertible into stock. This is a fundamental policy that can only be
changed with shareholder approval. However, for temporary defensive purposes the
Fund may hold cash or invest  more than 20% of its net assets in the  short-term
debt  securities   described  under  "Other  Investment  Policies  --  Defensive
Investments."

     This Fund is quality oriented and is suitable for a total equity account or
as a base portfolio for accounts with multiple  objectives.  Investment,  except
for temporary defensive investments,  will be made solely in larger companies on
the  AWIL.  In  selecting  companies  from  the AWIL  for  this  portfolio,  the
Investment Committee of Wright selects,  based on quantitative  formulae,  those
companies  which are  expected  to do better  over the  intermediate  term.  The
quantitative  formulae  take  into  consideration  factors  such  as  over/under
valuation and  compatibility  with current  market  trends.  Investments  in the
portfolio are equally weighted in the selected  securities.  Companies  selected
may be  expected to have  capitalization  characteristics  similar to  companies
included in the Standard & Poor's 500 Composite Stock Index.

     The disciplines which determine sale include preventing individual holdings
from  exceeding  2 1/2  times  their  normal  value  position  in this  Fund and
requiring  the sale of the  securities  of any company which no longer meets the
standards of the AWIL.  Also,  portfolio  holdings which fall in the unfavorable
category based on the quantitative  formulae described above are generally sold.
The disciplines  which determine  purchase  provide that new funds,  income from
securities  currently  held, and proceed of sales of securities  will be used to
increase  those  positions  which at current market are the furthest below their
normal target  values and to purchase  companies  which become  eligible for the
portfolio as described above.

     The Approved Wright Junior Blue Chip List (the "AWJBCL"). During its review
of U.S.  companies for the AWIL, Wright identifies smaller quality companies for
inclusion on the Approved Wright Junior Blue Chip List (AWJBCL).  This selection
process uses a slightly different set of 32 fundamental  standards of investment
quality which allows a lower market  capitalization  than is acceptable  for the
AWIL but applies a higher standard to profitability and growth  characteristics.
See the Statement of Additional  Information for a more detailed  explanation of
Wright Quality Ratings.

     Wright Junior Blue Chip  Equities  Fund (WJBC).  This Fund seeks to achieve
its  investment  objective  by  investing  substantially  all of its assets in a
corresponding  Portfolio that has the same investment objective as the Fund. The
Junior Blue Chip Equities Portfolio seeks to enhance the total investment return
(consisting of price appreciation plus income) by providing management of equity
securities of smaller  companies still  experiencing  their rapid growth period.
Equity  securities of companies  which have not only a strong  balance sheet but
also strong  recent  earnings and price  momentum are selected  from the AWJBCL.
Investments are equally weighted.

     The Portfolio will, under normal market conditions,  invest at least 80% of
its net assets in Junior Blue Chip equity  securities,  including common stocks,
preferred stocks and securities  convertible  into stock.  This is a fundamental
policy  that  can  only be  changed  with  shareholder  approval.  However,  for
temporary  defensive  purposes the Fund may hold cash or invest more than 20% of
its  net  assets  in the  short-term  debt  securities  described  under  "Other
Investment Policies -- Defensive Investments."

     Somewhat  higher  volatility of market  pricing and greater  variability of
individual stock investment  returns can be expected in this Fund as compared to
either  Wright  Major  Blue  Chip  Equities  Fund or Wright  Selected  Blue Chip
Equities Fund, which invest in larger companies.

     The  International  Approved Wright Investment List  (International  AWIL).
Wright systematically reviews the approximately 8,000 non-U.S. companies from 36
countries contained in the Wrights's Worldscope(R) database in order to identify

<PAGE>

those which,  on the basis of at least five years of audited  records,  pass the
minimum  standards  of prudence  (e.g.,  the value of the  company's  assets and
shareholders'  equity exceeds certain minimum  standards and its operations have
been  profitable  during  the  last  three  years)  and thus  are  suitable  for
consideration by fiduciary  investors.  Companies which meet these  requirements
(about  3,000  companies)  are  considered  by Wright to be suitable for prudent
investment.  They may be large or small,  may have  their  securities  traded on
exchanges or over the counter,  and may include  companies not currently  paying
dividends  on  their  shares.  These  approximately  3,000  companies  are  then
subjected to extensive  analysis and evaluation in order to identify those which
meet  Wright's  32  fundamental  standards  of  investment  quality.  Only those
companies  meeting or exceeding these standards (a subset of the 3,000 companies
considered for prudent  investment) are assigned a Wright Quality Rating and are
eligible for selection by the Wright  Investment  Committee for inclusion in the
International AWIL.

     Wright  International  Blue Chip Equities  Fund (WIBC).  This Fund seeks to
achieve its investment objective by investing substantially all of its assets in
a corresponding  Portfolio that has the same  investment  objective as the Fund.
The  International  Blue Chip  Equities  Portfolio  seeks to  enhance  the total
investment  return  (consisting of price  appreciation plus income) by providing
active  management of a broadly  diversified  portfolio of equity  securities of
well-established,  non-U.S.  companies  meeting  strict quality  standards.  The
Portfolio  will,  through  continuous  professional  investment  supervision  by
Wright,  pursue these  objectives  by investing  in a  diversified  portfolio of
equity  securities of  high-quality,  well-established  and profitable  non-U.S.
companies having their principal business activities in at least three different
countries outside the United States.

     The Portfolio will, under normal market conditions,  invest at least 80% of
its net assets in International  Blue Chip equity  securities,  including common
stocks,  preferred  stocks and  securities  convertible  into  stock.  This is a
fundamental  policy  that  can  only  be  changed  with  shareholder   approval.
International  Blue Chip equity  securities  are those which are included in the
International  AWIL,  as  described  above.  However,  for  temporary  defensive
purposes the  Portfolio  may hold cash or invest more than 20% of its net assets
in the short-term debt securities  described under "Other Investment Policies --
Defensive Investments."

     The Portfolio may purchase equity  securities traded on a securities market
of the  country in which the  company is  located  or other  foreign  securities
exchanges,  or it may purchase American  Depositary  Receipts ("ADRs") traded in
the United  States.  Purchases of shares of the Fund are suitable for  investors
wishing to diversify their portfolios by investing in non-U.S.  companies or for
investors who simply wish to participate in non-U.S.  investments.  Although the
value of the  Portfolio's  net  assets  per  share  will be  calculated  in U.S.
Dollars, fluctuations in foreign currency exchange rates may affect the value of
an investment in the Portfolio and the Fund.

     The disciplines which determine sale include disposing of equity securities
of any company which no longer meets the quality  standards of the International
AWIL. The disciplines  which determine  purchase provide that new funds,  income
from  the  Portfolio's  portfolio  securities  and  proceeds  of  sales  of  the
Portfolio's  portfolio securities will be used to increase those positions which
at current market value are the furthest below their normal target values.


The Wright Managed Income Trust

     The Wright Managed Income Trust (the "Income Trust") consists of four fixed
income funds, Wright U.S. Treasury Fund (WUSTB),  Wright U.S. Treasury Near Term
Fund (WNTB),  Wright Total Return Bond Fund (WTRB),  Wright  Current Income Fund
(WCIF) (the "Income Funds"), and a money market fund, Wright U.S. Treasury Money
Market Fund.

     Each  Income  Fund's  investment  objective  is to  provide a high level of
return consistent with the quality standards and average maturity for such Fund.
Each Fund  seeks to  achieve  its  objective  through  the  investment  policies
described below.

     Wright  U.S.  Treasury  Fund  (WUSTB).  This  Fund  seeks  to  achieve  its
investment  objective  by  investing  substantially  all  of  its  assets  in  a
corresponding  Portfolio that has the same investment objective as the Fund. The
U.S. Treasury  Portfolio invests in U.S. Treasury bills,  notes and bonds. Under
normal market  conditions,  the Portfolio will invest  substantially all, but in
any case at least 65%, of its total assets in such U.S. Treasury obligations and
in repurchase  agreements with respect to such  obligations.  The Portfolio will
not invest in mortgage-related securities.

     Wright U.S. Treasury Near Term Fund (WNTB).  This Fund seeks to achieve its
investment  objective  by  investing  substantially  all  of  its  assets  in  a
corresponding  Portfolio that has the same investment objective as the Fund. The
U.S. Treasury Near Term Portfolio  invests in U.S. Treasury 

<PAGE>

obligations with an average weighted maturity of less than five years. This
Fund is designed to appeal to the  investor  seeking a high level of income that
is normally  somewhat  less  variable  and  normally  somewhat  higher than that
available from short-term U.S.  Treasury money market securities and who is also
seeking to limit  fluctuation  of capital  (i.e.  compared with longer term U.S.
Treasury  securities).  Portfolio  securities  will  consist  entirely  of  U.S.
Treasury obligations, such as U.S. Treasury bills, notes and bonds.

     Wright Total  Return Bond Fund  (WTRB).  The Fund invests in bonds or other
high-grade  debt securities  selected by the Investment  Adviser with a weighted
average maturity that, in the Investment  Adviser's judgment,  produces the best
total  return,   i.e.,  the  highest  total  of  ordinary  income  plus  capital
appreciation.  There are no limits on the  minimum or maximum  weighted  average
maturity of the Fund's portfolio or on the maturity of any individual  security.
Accordingly,  investment selections may differ depending on the particular phase
of the  interest  rate  cycle.  Assets  of this  Fund  may be  invested  in U.S.
Government and agency obligations,  certificates of deposit of federally insured
banks and corporate  obligations  rated at the date of investment  "A" or better
(high grade) by Standard & Poor's Ratings Group ("S&P") or by Moody's  Investors
Service,  Inc.  ("Moody's")  or, if not rated by such rating  organizations,  of
comparable quality as determined by Wright pursuant to guidelines established by
the Trustees.  In any case, they must also meet Wright Quality Rating Standards.
The Fund will dispose of securities downgraded below A.

     Wright  Current  Income  Fund  (WCIF).  This  Fund  seeks  to  achieve  its
investment  objective  by  investing  substantially  all  of  its  assets  in  a
corresponding  Portfolio that has the same investment objective as the Fund. The
Current  Income  Portfolio  invests  primarily  in debt  obligations  issued  or
guaranteed by the U.S.  Government or any of its agencies or  instrumentalities,
mortgage-related  securities of governmental or corporate  issuers and corporate
debt  securities.  The U.S.  Government  securities  in which the  Portfolio may
invest include direct obligations of the U.S. Government,  such as bills, notes,
and bonds issued by the U.S. Treasury;  obligations of U.S.  Government agencies
and instrumentalities secured by the full faith and credit of the U.S. Treasury,
such as securities of the Government National Mortgage Association (GNMA) or the
Export-Import  Bank;  obligations  secured by the right to borrow  from the U.S.
Treasury, such as securities issued by the Federal Financing Bank or the Student
Loan Marketing  Association;  and  obligations  backed only by the credit of the
government agency itself,  such as securities of the Federal Home Loan Bank, the
Federal National Mortgage  Association (FNMA) and the Federal Home Loan Mortgage
Corporation (FHLMC).

     The Portfolio may invest in  mortgage-related  securities issued by certain
of the agencies or federally chartered  corporations listed above. These include
mortgage-backed  securities of GNMA,  FNMA and FHLMC,  debentures and short-term
notes issued by FNMA and  collateralized  mortgage  obligations issued by FHLMC.
The Portfolio  expects to concentrate its investments in Ginnie Mae pass-through
securities  guaranteed by the Government National Mortgage  Association (GNMA or
Ginnie  Mae).  These  securities  are backed by a pool of  mortgages  which pass
through to investors the principal and interest  payments of homeowners.  Ginnie
Mae guarantees  that investors  will receive timely  principal  payments even if
homeowners do not make their mortgage  payments on time.  See "Other  Investment
Policies -- Mortgage-Related Securities" below.

     The corporate  debt  securities  in which the Portfolio may invest  include
commercial  paper and other  short-term  instruments  rated A-1 by S&P or P-1 by
Moody's.  The  Portfolio  may invest in  unrated  debt  securities  if these are
determined by Wright pursuant to guidelines established by the Trustees to be of
a quality  comparable to that of the rated securities in which the Portfolio may
invest.  All of the corporate  debt  securities  purchased by the Portfolio must
meet Wright Quality Rating Standards.

     The  Portfolio  may enter into  repurchase  agreements  with respect to any
securities in which it may invest.

     Wright U.S.  Treasury Money Market Fund (WTMM).  The Fund's objective is to
provide  as high a rate of  current  income  as  possible  consistent  with  the
preservation of capital and  maintenance of liquidity.  The Fund will pursue its
objective by investing  exclusively in securities of the U.S. Government and its
agencies  that are backed by the full  faith and  credit of the U.S.  Government
("U.S.  Treasury  securities")  and in  repurchase  agreements  relating to such
securities.  At least  80% of the  Fund's  assets  will be  invested  in  direct
obligations of the U.S.  Treasury,  including  Treasury bills,  notes and bonds,
which differ only in their interest rates,  maturities and times of issuance. Up
to 20% of the Fund's net assets may be held in cash or  invested  in  repurchase
agreements.  However,  at the present  time,  the Fund intends to invest only in
U.S. Treasury bills, notes and bonds and does not intend to invest in repurchase
agreements.
<PAGE>

     The Fund will limit its portfolio to  investments  maturing in 13 months or
less and maintain a weighted average maturity of not more than 90 days. The Fund
will seek to  maintain  a net asset  value of $1.00 per  share,  but there is no
assurance  that  the Fund  will be able to do so.  The  yield  of the Fund  will
fluctuate in response to changes in market conditions and interest rates.

     The Fund will limit its  investments  to legal  investments  and investment
practices for federal credit unions as set forth in the Federal Credit Union Act
and the National Credit Union Administration Regulations.  The Fund will provide
all federal  credit union  shareholders  of record with sixty (60) days' written
notice prior to changing such investment policy.

     None of the Funds is intended to be a complete investment program,  and the
prospective   investor  should  take  into  account  his  objectives  and  other
investments when considering the purchase of any Fund's shares. The Funds cannot
eliminate risk or assure achievement of their objectives.


Other Investment Policies

     The Equity  Trust,  the Income Trust and the  Portfolio  Trust have adopted
certain  fundamental  investment  restrictions which are enumerated in detail in
the Statement of Additional Information and which may be changed as to a Fund or
Portfolio  only by the  vote of a  majority  of the  Fund's  or the  Portfolio's
outstanding  voting securities.  Except for such enumerated  restrictions and as
otherwise indicated in this Prospectus, the investment objective and policies of
each Fund and  Portfolio are not  fundamental  policies and  accordingly  may be
changed by the Trustees of each Trust and the Portfolio Trust without  obtaining
the approval of a Fund's  shareholders  or the  investors  in the  corresponding
Portfolio,  as the case may be. If any changes were made in a Fund's  investment
objective,  the  Fund  might  have  investment  objectives  different  from  the
objective  which an investor  considered  appropriate  at the time the  investor
became a shareholder in the Fund.

     The use of the term  "Funds" in the  discussion  under the  caption  "Other
Investment  Policies" is intended to refer to the both Funds and the  Portfolios
unless otherwise indicated.

     Repurchase  Agreements.  Each  of  the  Funds  may  enter  into  repurchase
agreements  to the extent  permitted by its  investment  policies.  A repurchase
agreement  is an  agreement  under  which  the  seller of  securities  agrees to
repurchase  and the Fund agrees to resell the securities at a specified time and
price.  A  Fund  may  enter  into   repurchase   agreements   only  with  large,
well-capitalized  banks or government securities dealers that meet Wright credit
standards.  In addition,  such repurchase agreements will provide that the value
of the collateral  underlying  the repurchase  agreement will always be at least
equal to the repurchase  price,  including any accrued interest earned under the
repurchase agreement.  In the event of a default or bankruptcy by a seller under
a  repurchase  agreement,  the Fund  will  seek to  liquidate  such  collateral.
However,  the exercise of the right to liquidate such  collateral  could involve
certain costs,  delays and  restrictions and is not ultimately  assured.  To the
extent  that  proceeds  from  any  sale  upon a  default  of the  obligation  to
repurchase are less than the repurchase price, the Fund could suffer a loss.

     Forward  Commitments  And  When-Issued  Securities.  Each Fund may purchase
when-issued  securities and make contracts to purchase or sell  securities for a
fixed  price  at a future  date  beyond  customary  settlement  time.  A Fund is
required to hold and maintain in a segregated  account with the Fund's custodian
or  subcustodian  until the  settlement  date,  cash or liquid  securities in an
amount  sufficient to meet the purchase price.  Alternatively,  a Fund may enter
into offsetting contracts for the forward sale of other securities that it owns.
Securities  purchased  or sold on a  when-issued  or  forward  commitment  basis
involve a risk of loss if the value of the  security  to be  purchased  declines
prior  to the  settlement  date  or if the  value  of the  security  to be  sold
increases prior to the settlement date. Although a Fund would generally purchase
securities on a when-issued  or forward  commitment  basis with the intention of
acquiring  securities for its portfolio,  each Fund may dispose of a when-issued
security or forward  commitment  prior to settlement if the  Investment  Adviser
deems it appropriate to do so.

     Defensive  Investments.  During periods of unusual market conditions,  when
Wright believes that investing for temporary  defensive purposes is appropriate,
all or a portion  of each  Fund's or  Portfolio's  assets may be held in cash or
invested in short-term  obligations.  Short-term obligations include but are not
limited to  short-term  obligations  issued or  guaranteed  as to  interest  and
principal  by the U.S.  Government  or any  agency  or  instrumentality  thereof
(including repurchase agreements collateralized by such securities);  commercial
paper which at the date of investment is rated A-1 by S&P or P-1 by Moody's, or,
if not rated by such  rating  organizations,  is deemed  by Wright  pursuant  to
procedures established by the Trustees to be of comparable quality;  short- term
corporate obligations and other debt instruments which at the

<PAGE>

date of investment are rated AA or better by S&P or Aa or better by Moody's
or, if unrated by such rating  organizations,  are deemed by Wright  pursuant to
procedures  established  by  the  Trustees  to be  of  comparable  quality;  and
certificates  of deposit,  bankers'  acceptances  and time  deposits of domestic
banks  which  are  determined  to be of  high  quality  by  Wright  pursuant  to
procedures  established by the Trustees. The Funds may invest in instruments and
obligations  of banks that have other  relationships  with the Funds,  Wright or
Eaton  Vance   Management,   the  Trusts'   Administrator   ("Eaton   Vance"  or
"Administrator").  No preference will be shown towards  investing in banks which
have such relationships.

     Mortgage-Related  Securities.  WTRB and WCIF may invest in mortgage-related
securities,  including  collateralized  mortgage  obligations ("CMOs") and other
derivative mortgage-related  securities.  These securities will either be issued
by the U.S.  Government  or one of its  agencies  or  instrumentalities  or,  if
privately issued,  supported by mortgage collateral that is insured,  guaranteed
or otherwise backed by the U.S. Government or its agencies or instrumentalities.
THE  FUNDS  DO  NOT  INVEST  IN  THE   RESIDUAL   CLASSES   OF  CMOS,   STRIPPED
MORTGAGE-RELATED  SECURITIES,  LEVERAGED  FLOATING RATE  INSTRUMENTS  OR INDEXED
SECURITIES.

     Mortgage-related  securities represent  participation interests in pools of
adjustable and fixed  mortgage  loans.  Unlike  conventional  debt  obligations,
mortgage-related  securities  provide monthly  payments derived from the monthly
interest  and  principal  payments  (including  any  prepayments)  made  by  the
individual borrowers on the pooled mortgage loans. The mortgage loans underlying
mortgage-  related  securities  are  generally  subject  to a  greater  rate  of
principal  prepayments in a declining  interest rate environment and to a lesser
rate of principal prepayments in an increasing interest rate environment.  Under
certain  interest and prepayment rate scenarios,  a Fund may fail to recover the
full amount of its  investment  in  mortgage-related  securities  purchased at a
premium,   notwithstanding  any  direct  or  indirect   governmental  or  agency
guarantee. The Fund may realize a gain on mortgage-related  securities purchased
at a discount.  Since faster than expected  prepayments must usually be invested
in lower  yielding  securities,  mortgage-related  securities are less effective
than conventional bonds in "locking in" a specified  interest rate.  Conversely,
in a rising interest rate environment,  a declining  prepayment rate will extend
the average life of many mortgage-related securities. Extending the average life
of a mortgage-related  security increases the risk of depreciation due to future
increases in market interest rates.

     A  Fund's   investments   in   mortgage-related   securities   may  include
conventional  mortgage  pass-through  securities and certain classes of multiple
class CMOs.  Senior CMO classes will  typically  have priority over residual CMO
classes  as to  the  receipt  of  principal  and/or  interest  payments  on  the
underlying  mortgages.  The CMO  classes  in  which a Fund  may  invest  include
sequential and parallel pay CMOs,  including planned  amortization class ("PAC")
and target amortization class ("TAC") securities.

     Different  types of  mortgage-related  securities  are subject to different
combinations of prepayment,  extension, interest rate and/or other market risks.
Conventional  mortgage  pass-through  securities  and  sequential  pay  CMOs are
subject to all of these risks,  but are typically not leveraged.  PACs, TACs and
other senior  classes of sequential  and parallel pay CMOs involve less exposure
to  prepayment,  extension  and interest  rate risk than other  mortgage-related
securities,  provided that prepayment  rates remain within  expected  prepayment
ranges or "collars."

     Lending Portfolio Securities. All of the Funds in the Equity Trust may seek
to increase total return by lending  portfolio  securities to  broker-dealers or
other  institutional  borrowers.   Under  present  regulatory  policies  of  the
Securities and Exchange  Commission,  such loans are required to be continuously
secured by collateral in cash,  cash-equivalents and U.S. Government  securities
held by the Fund's  custodian and  maintained on a current basis at an amount at
least equal to the market value of the securities  loaned,  which will be marked
to market daily. During the existence of a loan, a Fund will continue to receive
the equivalent of the interest or dividends paid by the issuer on the securities
loaned and will also receive a fee, or all or a portion of the interest, if any,
on investment of the  collateral.  However,  the Fund may at the same time pay a
transaction fee to such borrowers and administrative  expenses,  such as finders
fees to third  parties.  As with other  extensions  of credit there are risks of
delay in  recovery  or even  loss of  rights  in the  securities  loaned  if the
borrower of the securities fails  financially.  However,  the loans will be made
only to  organizations  deemed by the Investment  Adviser to be of good standing
and when, in the judgment of the Investment Adviser, the consideration which can
be earned from  securities  loans of this type justifies the attendant risk. The
financial  condition of the borrower will be monitored by the Investment Adviser
on an ongoing basis and collateral values will be continuously  maintained at no
less than 100% by "marking to market" daily.  If the Investment  Adviser decides
to make securities loans, it is 

<PAGE>

intended  that the value of the  securities  loaned would not exceed 30% of
the Fund's total assets.

     Foreign  Investment Risk.  Investing in securities of foreign companies and
governments  involves certain  considerations  in addition to those arising when
investing in domestic securities.  These considerations  include the possibility
of currency  exchange rate  fluctuations  and  revaluation  of  currencies,  the
existence  of  less  publicly  available   information  about  foreign  issuers,
different accounting, auditing and financial reporting standards, less stringent
securities  regulation,  non-negotiable  brokerage  commissions,  different  tax
provisions,  political or social  instability,  war or expropriation.  Moreover,
foreign  stock and bond markets  generally are not as developed and efficient as
those in the United  States and,  therefore,  the volume and  liquidity in those
markets may be less, and the  volatility of prices may be greater,  than in U.S.
markets.  Settlement of  transactions  on foreign  markets may be delayed beyond
what is customary in U.S. markets. These considerations generally are of greater
concern in developing countries.

     The value in U.S.  dollars of investments  quoted or denominated in foreign
currencies will be affected by changes in currency exchange rates. As one way of
managing  currency  exchange  rate risk,  WIBC  Portfolio may enter into forward
foreign currency exchange contracts,  which are agreements to purchase or sell a
designated  amount of foreign  currencies  at a  specified  price and date.  The
Portfolio will usually enter into these  contracts to fix the U.S.  dollar value
of a security  it has agreed to buy or sell.  The  Portfolio  may also use these
contracts  to hedge  the  U.S.  dollar  value of a  security  it  already  owns,
particularly  if it expects a decline in the value of the  currency in which the
foreign  security is quoted or denominated.  Although the Portfolio will attempt
to benefit from using  forward  contracts,  the success of its hedging  strategy
will depend on the Investment Adviser's ability to predict accurately the future
exchange rate between  foreign  currencies and the U.S.  dollar.  The ability to
predict the direction of currency  exchange rates involves skills different from
those used in selecting securities.  WIBC Portfolio may hold foreign currency or
short-term U.S. or foreign  government  securities pending investment in foreign
securities.


The Investment Adviser

     The Winthrop Corporation ("Winthrop") has been engaged to act as investment
adviser to the Trusts pursuant to Investment Advisory Contracts on behalf of the
Funds.  Pursuant  to a service  agreement  effective  February  1, 1996  between
Winthrop  and its  wholly-owned  subsidiary,  Wright  Investors'  Service,  Inc.
("Wright),  Wright,  acting  under  the  general  supervision  of the  Trustees,
furnishes each Fund with  investment  advice and management  services.  Winthrop
supervises  Wright's  performance  of this function and retains its  contractual
obligations under its Investment  Advisory  Contracts.  Winthrop has agreed that
for so long as a Feeder Fund invests its  investable  assets in a  corresponding
Portfolio  it will not impose any  advisory  fees payable by the Feeder Funds to
which it would be entitled under the respective Investment Advisory Contracts.

     Wright has been engaged to act as investment adviser to the Portfolio Trust
pursuant to the  Portfolio  Investment  Advisory  Contract  and  furnishes  each
Portfolio with investment  advice and management  services.  The address of both
Winthrop and Wright is 1000 Lafayette Boulevard,  Bridgeport,  Connecticut.  The
Trustees of each Trust are responsible for the general  oversight of the conduct
of each Funds'  business and the Trustees of the Portfolio Trust are responsible
for the general oversight of each Portfolio's business.

     Wright is a leading  independent  international  investment  management and
advisory firm which, together with its parent, Winthrop, has more than 30 years'
experience.  Its staff of over 150 people includes a highly respected team of 65
economists,  investment experts and research analysts. Wright manages assets for
bank  trust  departments,  corporations,  unions,  municipalities,  eleemosynary
institutions,  professional  associations,  institutional  investors,  fiduciary
organizations,  family trusts and  individuals  as well as mutual funds.  Wright
operates  one of the world's  largest and most  complete  databases of financial
information on 13,000  domestic and  international  corporations.  The estate of
John Winthrop Wright is the controlling  shareholder of Winthrop.  At the end of
1995, Wright managed approximately $4 billion of assets.

     Under the  Investment  Advisory  Contracts,  each Fund that is not a Feeder
Fund (a  "non-Feeder  Fund") is  required  to pay  Winthrop  or Wright a monthly
advisory fee  calculated  at the annual rates (as a percentage  of average daily
net assets) set forth in the table below.  The  non-Feeder  Funds and Portfolios
pay to Wright the entire  amount of the advisory fee payable by each  non-Feeder
Fund or Portfolio under its Investment Advisory Contract or Portfolio Investment
Advisory Contract, as the case may be, with Winthrop.
<PAGE>

     The following table also lists each Fund's aggregate net assets at December
31, 1996 and the  advisory  fee rate paid to Winthrop  for the fiscal year ended
December  31,  1996.  The  master-feeder  fund  structure  was not in  effect on
December 31, 1996.
<TABLE>
<CAPTION>

                                       A N N U A L     %     A D V I S O R Y     F E E     R A T E S     
                                       -------------------------------------------------------------  Aggregate      Fee Rate Paid
                                             Under  $100 Mil. to  $250 Mil. to  $500 Mil.to   Over    Net Assets for the Fiscal Year
                                           $100 Mil.  $250 Mil.     $500 Mil.   $1 Billion $1 Billion at12/31/96    Ended 12/31/96
- -----------------------------------------------------------------------------------------------------------------------------------

<S>                                         <C>        <C>           <C>           <C>        <C>      <C>            <C>         
Wright Selected Blue Chip Equities Fund(WBC)0.55%      0.69%         0.67%         0.63%      0.58%    $                 . %
Wright Junior Blue Chip Equities Fund(WJBC) 0.55%      0.69%         0.67%         0.63%      0.58%                      . %
Wright Major Blue Chip Equities Fund(WMBC)  0.45%      0.59%         0.57%         0.53%      0.48%                      . %
Wright International Blue Chip Equities
 Fund (WIBC)                                0.75%      0.79%         0.77%         0.73%      0.68%                      . %
Wright U.S. Treasury Fund (WUSTB)           0.40%      0.46%         0.42%         0.38%      0.33%                      . %(1)
Wright U.S. Treasury Near Term Fund (WNTB)  0.40%      0.46%         0.42%         0.38%      0.33%                      . %
Wright Total Return Bond Fund (WTRB)        0.40%      0.46%         0.42%         0.38%      0.33%                      . %
Wright Current Income Fund (WCIF)           0.40%      0.46%         0.42%         0.38%      0.33%                      . %
Wright U.S.Treasury Money Market Fund (WTMM)0.35%      0.32%         0.32%         0.30%      0.30%                      . %(2)
- -----------------------------------------------------------------------------------------------------------------------------------
<FN>

(1) To enhance the net income of the Fund, Wright made a reduction of its advisory fee in the amount of $_______ or from _____% to
- -----%.
(2) To enhance the net income of the Fund, Wright made a reduction of the advisory fee in the amount of $_______ or from _____% to
- -----%.
</FN>
</TABLE>


     Shareholders of the Funds who are also advisory  clients of Wright may have
agreed to pay Wright a fee for such advisory services. Wright does not intend to
exclude from the  calculation of the investment  advisory fees payable to Wright
by such advisory clients the portion of the advisory fee payable by the Funds or
the Portfolios,  as the case may be.  Accordingly,  a client may pay an advisory
fee to Wright in accordance  with  Wright's  customary  investment  advisory fee
schedule  charged to  investment  advisory  clients  and at the same time,  as a
shareholder  in a Fund,  bear its share of the  advisory fee paid by the Fund or
the Portfolio to Wright as described above.

     Pursuant to the Investment Advisory Contracts and the Portfolio  Investment
Advisory Contract, Wright also furnishes for the use of each non-Feeder Fund and
Portfolio  office  space and all  necessary  office  facilities,  equipment  and
personnel for servicing the  investments of each  non-Feeder Fund and Portfolio.
Each  non-Feeder  Fund and  Portfolio  is  responsible  for the  payment  of all
expenses  relating to its  operations  other than those  expressly  stated to be
payable by Wright under its  Investment  Advisory  Contracts  and the  Portfolio
Investment Advisory Contract.

     Wright places the portfolio security  transactions for each non-Feeder Fund
and Portfolio,  which in some cases may be effected in block  transactions which
include other  accounts  managed by Wright.  Wright  provides  similar  services
directly  for bank trust  departments.  Wright  seeks to execute the  non-Feeder
Funds' and  Portfolios'  portfolio  security  transactions on the most favorable
terms and in the most  effective  manner  possible.  Subject  to the  foregoing,
Wright  may  consider  sales of  shares  of the  Funds  or of  other  investment
companies  sponsored  by Wright as a factor in the  selection  of  broker/dealer
firms to execute such transactions.

     An Investment  Committee of senior  officers,  all of whom are  experienced
analysts,  exercises  disciplined  direction  and  control  over all  investment
selections, policies and procedures for each non-Feeder Fund and each Portfolio.
The  Committee,  following  highly  disciplined  buy-and-sell  rules,  makes all
decisions for the selection, purchase and sale of all securities. The members of
the Committee are as follows:

     Peter M. Donovan, CFA, President and Chief Executive Officer of Wright. Mr.
Donovan  received a BA Economics,  Goddard College and joined Wright from Jones,
Kreeger & Co.,  Washington,  DC in 1966.  Mr.  Donovan is the  president  of The
Wright  Managed Blue Chip Series Trust,  The Wright  Managed  Income Trust,  The
Wright  Managed  Equity  Trust,  The Wright  EquiFund  Equity Trust and Catholic
Values  Investment  Trust.  He is also  director of  EquiFund - Wright  National
Equity  Fund,  a  Luxembourg  SICAV.  He is a member of the New York  Society of
Security Analysts and the Hartford Society of Financial Analysts.

   Judith L Corchard,  Chairman of the  Investment  Committee,  Executive Vice
President-Investment  Management of Wright. Ms. Corchard attended the University
of  Connecticut  and  joined  Wright  in 1960.  She is a member  of the New York
Society of Security Analysts and the Hartford Society of Financial Analysts.
<PAGE>

     Jatin J. Mehta,  CFA,  Executive  Counselor  and  Director of  Education of
Wright. Mr. Mehta received a BS Civil Engineering,  University of Bombay,  India
and an MBA from the University of Bridgeport. Before joining Wright in 1969, Mr.
Mehta was an executive of the Industrial Credit Investment Corporation of India,
a World Bank agency in India for financial assistance to private industry. He is
a Trustee of The Wright  Managed Blue Chip Series  Trust.  He is a member of the
New York  Society of Security  Analysts  and the  Hartford  Society of Financial
Analysts.

   Harivadan K. Kapadia, CFA, Senior Vice President -- Investment Analysis and
Information of Wright. Mr. Kapadia received a BA (hon.) Economics and Statistics
and MA Economics,  University of Baroda, India and an MBA from the University of
Bridgeport. Before joining Wright in 1969. Mr. Kapadia was Assistant Lecturer at
the College of Engineering and Technology in Surat, India and Lecturer,  B.J. at
the  College of Commerce &  Economics,  VVNagar,  India.  He has  published  the
textbooks:  "Elements of Statistics," "Statistics," "Descriptive Economics," and
"Elements of  Economics."  He was  appointed  Adjunct  Professor at the Graduate
School of Business, Fairfield University in 1981. He is a member of the New York
Society of Security Analysts and the Hartford Society of Financial Analysts.

   Michael F. Flament,  CFA,  Senior Vice President -- Investment and Economic
Analysis of Wright. Mr. Flament received a BS Mathematics, Fairfield University;
MA Mathematics,  University of Massachusetts  and an MBA Finance,  University of
Bridgeport.  He is a member of the New York Society of Security Analysts and the
Hartford Society of Financial Analysts.

   James P. Fields,  CFA, Vice President and Investment Officer of Wright. Mr.
Fields received a B.S. Accounting,  Fairfield University and an MBA Finance from
Pace  University.  He joined Wright in 1982 and is also a member of the New York
Society of Security Analysts.

     Wright is also the  investment  adviser to the funds in The Wright  Managed
Blue Chip Series Trust,  The Wright  EquiFund  Equity Trust (the "Wright Funds")
and Catholic Values Investment Trust.


The Administrator

     Each Trust and the Portfolio Trust engages Eaton Vance  Management  ("Eaton
Vance" or the  ("Administrator")  as its  administrator  under an Administration
Agreement.  Under the Administration  Agreement,  Eaton Vance is responsible for
managing the legal and business  affairs of each Fund and Portfolio,  subject to
the supervision of the Trustees of the respective  Trust or the Portfolio Trust.
Eaton  Vance's  services  include  recordkeeping,   preparation  and  filing  of
documents required to comply with federal and state securities laws, supervising
the  activities  of the custodian and transfer  agent,  providing  assistance in
connection   with  the   Trustees'   and   shareholders'   meetings   and  other
administrative   services  necessary  to  conduct  each  Fund's  or  Portfolio's
business.  Eaton Vance will not provide any  investment  management  or advisory
services to the Funds or Portfolios.  For its services under the  Administration
Agreement,  Eaton Vance receives monthly administration fees at the annual rates
(as a percentage of average daily net assets) as follows:

                        ANNUAL % ADMINISTRATION FEE RATES

       Under      $100 Mil. to  $250 Mil. to     Over
     $100 Mil.      $250 Mil.     $500 Mil.    $500 Mil.
- ----------------------------------------------------------------

The Wright Managed Equity Trust
       0.20%          0.06%         0.03%        0.02%
- ----------------------------------------------------------------

The Wright Managed Income Trust
       0.10%          0.04%         0.03%        0.02%
- ----------------------------------------------------------------

The Wright U.S. Treasury Money Market Fund
       0.07%          0.03%         0.03%        0.02%
- ---------------------------------------------------------------

     For the fiscal year ended December 31, 1996, each Fund paid  administration
fees (as an annualized  percentage of average daily net assets) as follows:  WBC
(_____%), WJBC (____%), WMBC (____%), WIBC (____%), WUSTB (____%), WNTB (____%),
WTRB (____%), WCIF (____%) and WTMM (____%).

     Eaton  Vance,  its  affiliates  and its  predecessor  companies  have  been
primarily  engaged in managing assets of individuals and  institutional  clients
since 1924 and managing,  administering  and marketing  mutual funds since 1931.
Total  assets  under  management  are  over  $____  billion.  Eaton  Vance  is a
wholly-owned  subsidiary of Eaton Vance Corp.,  ("EVC"), a publicly held holding
company.


Share Purchase Alternatives

     Each Trust  continuously  offers two classes of shares of the Funds  (other
than Wright Total Return Bond Fund and

<PAGE>

Wright U.S.  Treasury Money Market Fund)  designated as Standard Shares and
Institutional Shares.  Standard Shares are offered with no front-end or deferred
sales charge,  require a minimum initial investment of $ , and are available for
purchase by . Standard Shares are subject to  distribution  fees at a rate of up
to 0.25% of the Fund's average daily net assets  attributable to Standard Shares
and service fees at a rate of up to 0.25% of such assets.  Institutional  Shares
are offered  with no  front-end  or  deferred  sales  charge,  require a minimum
initial investment of $     , and are available for purchase by               .
Institutional Shares are subject to service fees at a rate of up to 0.25% of
the Fund's average daily net assets attributable to Institutional Shares.


Distribution Expenses

     In addition to the fees and  expenses  payable by each Fund or Portfolio in
accordance with the Investment Advisory Contracts and Administration Agreements,
each Fund (except Wright U.S.  Treasury Money Market Fund) pays for distribution
expenses of the Standard Shares  pursuant to a distribution  plan (the "Standard
Shares Plan") as adopted by each Trust and designed to meet the  requirements of
Rule 12b-1 under the Investment Company Act of 1940 (the "1940 Act") and Section
2830 of the Conduct Rules of the National  Association  of  Securities  Dealers,
Inc. (the "NASD").  The Funds do not pay  distribution  expenses with respect to
the Institutional Shares.

     The Standard Shares Plan provides that monies may be spent by a Fund on any
activities  primarily  intended  to result in the sale of each  Fund's  Standard
Shares,  including,  but not  limited  to,  compensation  paid  to and  expenses
incurred by officers, Trustees, employees or sales representatives of the Funds,
including telephone expenses, the printing of prospectuses and reports for other
than existing  shareholders,  preparation and distribution of sales  literature,
and  advertising of any type. The expenses  covered by the Standard  Shares Plan
may include  payments to any  separate  distributors  under  agreement  with the
Trusts  for  activities  primarily  intended  to  result in the sale of a Fund's
Standard  Shares.  Under the Standard Shares Plan, it is intended that each Fund
will  pay on an  annual  basis  up to  0.25% of its  average  daily  net  assets
attributable to Standard Shares to WISDI.

     Each Trust has entered into a Distribution  Contract with Wright Investors'
Service  Distributors,   Inc.  ("WISDI"  or  the  "Principal  Underwriter"),   a
wholly-owned  subsidiary of Winthrop.  WTMM does not pay WISDI any  compensation
under the Distribution Contract.

     The Principal  Underwriter may use the distribution fee for its expenses of
distributing each Fund's Standard Shares, including allocable overhead expenses.
Distribution  expenses not  specifically  attributable  to a  particular  Fund's
Standard  Shares are  allocated  among the Funds based on the amount of sales of
each  Fund's  Standard  Shares   resulting  from  the  Principal   Underwriter's
distribution  efforts  and  expenditures.  If the  distribution  fee exceeds the
Principal Underwriter's expenses, the Principal Underwriter may realize a profit
from these arrangements.

     For the  fiscal  year  ended  December  31,  1996,  each Fund in The Wright
Managed  Equity  Trust made  distribution  expense  payments  (as an  annualized
percentage of average daily net assets) as follows:  WBC ( %), WJBC ( %), WMBC (
%) and WIBC ( %). To  enhance  the net  income of the WJBC and WMBC  Funds,  the
Principal Underwriter reduced its fee by $ and $ , respectively.

     For the  fiscal  year  ended  December  31,  1996,  each Fund in The Wright
Managed  Income  Trust,  except  Wright U.S.  Treasury  Money Market Fund,  made
distribution expense payments (as an annualized  percentage of average daily net
assets as  follows:  WUSTB ( %);  WNTB ( %); WTRB ( %) and WCIF ( %). For WUSTB,
WISDI reduced its fee in the full amount.


Service Plans

     Each Trust has adopted a service plan on behalf of each Fund (except Wright
U.S.  Treasury Money Market Fund) (the "Service  Plans" ) which allows each Fund
to  reimburse  WISDI  for  payments  to  intermediaries  for  providing  account
administration and personal and account maintenance  services to their customers
who  are  beneficial   owners  of  shares.   The  services   provided  by  these
intermediaries  may include  acting,  directly or through an agent,  as the sole
shareholder of record,  maintaining  account  records for customers,  processing
orders to  purchase,  redeem or exchange  shares for  customers,  responding  to
inquiries from  prospective and existing  shareholders  and assisting  customers
with  investment  procedures.  The amount of the service  fee payable  under the
Service  Plan with  respect  to each class of shares of each Fund may not exceed
0.25%  annually of the average daily net assets  attributable  to the respective
classes.
<PAGE>


How the Funds Value their Shares

     The shares of each Fund, except Wright U.S. Treasury Money Market Fund, are
valued once on each day the New York Stock  Exchange (the "NYSE" or  "Exchange")
is open as of the close of regular  trading on the Exchange - normally 4:00 p.m.
New York  time.  The net asset  value  per  share of each  class of each Fund is
determined by Investors Bank & Trust Company  ("IBT"),  the Funds' custodian (as
agent  for  the  Funds)  in  the  manner   authorized  by  the  Trustees.   Such
determination  is accomplished  by dividing the number of outstanding  shares of
each class of the Fund into the net assets  attributable to that class.  The net
asset value of each class can  differ.  Because  each  Feeder  Fund  invests its
assets in an interest in its corresponding Portfolio, the Fund's net asset value
will  reflect  the  value of its  interest  in the  Portfolio  (which,  in turn,
reflects the underlying value of the Portfolio's  assets and liabilities).  Each
Portfolio's  net  asset  value is also  determined  as of the  close of  regular
trading on the Exchange by IBT (as custodian and agent for the Portfolio)  based
on  market or fair  value in the  manner  described  below.  Net asset  value is
computed by  subtracting  the  liabilities  of a Portfolio from the value of its
total assets.

     Securities listed on securities  exchanges or in the NASDAQ National Market
are valued at closing  sale  prices.  Unlisted or listed  securities,  for which
closing sale prices are not available, are valued at the mean between latest bid
and asked  prices.  Fixed  income  securities  for which market  quotations  are
readily  available are valued on the basis of  valuations  supplied by a pricing
service.  Securities  for which market  quotations are  unavailable,  restricted
securities,  and other  assets are valued at their fair value as  determined  in
good faith  under  procedures  established  by the  Trustees.  (These  valuation
methods  apply  to debt  and  fixed-income  as well  as to  equity  securities.)
Short-term obligations maturing in 60 days or less are valued at amortized cost,
which approximates market value.

     The net asset value per share of Wright U.S.  Treasury Money Market Fund is
computed three times on each day the Exchange is open, at noon, at 3:00 p.m. and
as of the close of regular trading on the Exchange - normally 4:00 p.m. New York
time.  The net asset value is determined  by the Fund's  custodian (as agent for
the Fund) in the manner authorized by the Trustees. The Trustees have determined
that it is in the best interests of the Fund and its  shareholders to maintain a
stable price of $1.00 per share by valuing portfolio securities by the amortized
cost method in accordance with a rule of the Securities and Exchange Commission.

     Portfolio  securities  traded  on more  than  one  United  States  national
securities  exchange or foreign  securities  exchange  are valued by WIBC Fund's
custodian  at the last sale price on the  business day as of which such value is
being determined at the close of the exchange  representing the principal market
for such  securities,  unless  those  prices  are  deemed  by  Wright  to be not
representative  of  market  values.  Securities  which  cannot be valued at such
prices,  will be valued by Wright at fair value in  accordance  with  procedures
adopted by the Trustees.  Foreign currencies,  options on foreign currencies and
forward foreign  currency  contracts will be valued at their last sales price as
determined  by  published  quotations  or as supplied by banks that deal in such
instruments.  The value of all  assets  and  liabilities  expressed  in  foreign
currencies  will be  converted  into U.S.  dollar  value at the mean between the
buying and selling rates of such currencies  against U.S. dollars last quoted by
any major bank. If such quotations are not available,  the rate of exchange will
be determined in good faith by or under procedures established by the Trustees.

     Trading in securities on European and Far Eastern securities  exchanges and
over-the-counter markets is normally completed well before the close of business
on each  business  day in New York  (i.e.,  a day on which  the NYSE is open for
trading).  In addition,  European or Far Eastern securities trading generally or
in a particular  country or countries may not take place on all business days in
New York.  Furthermore,  trading  takes  place in  Japanese  markets  on certain
Saturdays and in various  foreign markets on days which are not business days in
New York and on which  WIBC  Fund's  net  asset  value is not  calculated.  Such
calculation does not take place  contemporaneously with the determination of the
prices of the majority of the  portfolio  securities  used in such  calculation.
Events affecting the values of portfolio  securities that occur between the time
their prices are  determined  and the close of the NYSE will not be reflected in
WIBC  Fund's  calculation  of net  asset  value  unless  Wright  deems  that the
particular  event  would  materially  affect net asset  value,  in which case an
adjustment will be made.


How to Buy Shares

     Shares of each Fund are sold  without  an initial  sales  charge at the net
asset value next  determined  after the receipt of a purchase  order.  Shares of
Wright U.S.  Treasury Money Market Fund purchased  before 3:00 p.m. will receive
the Fund's dividends for that day. Shares  purchased  between

<PAGE>

3:00 p.m. and 4:00 p.m. will start to earn dividends the next business day.

     Transactions  in  money  market  instruments   normally  require  immediate
settlement  in Federal  Funds.  Accordingly,  purchase  orders  for Wright  U.S.
Treasury  Money  Market  Fund  will be  executed  at the net  asset  value  next
determined  (see "How the Funds Value their  Shares") after their receipt by the
Fund only if the Fund has  received  payment  in cash or in  Federal  Funds.  If
remitted in other than the foregoing manner,  such as by money order or personal
check,  purchase  orders  will be  executed  as of the close of  business on the
second  Boston  business  day after  receipt.  Information  on how to  procure a
Federal  Reserve  draft or to transmit  Federal  Funds by wire is  available  at
banks. A bank may charge for these services.

Minimum Initial Investment

     Standard Shares       $[          ]
     Institutional Shares: $[          ]

Minimum Subsequent Investment

     Standard Shares:      $[          ]
     Institutional Shares: $[          ]

Waiver of Minimum Initial Investment

     Waived for investment in applicable retirement plans.

     Waived for the Bank Draft Investing Account.

Purchasing By Mail -- Initial Purchase

     Obtain an account application form from WISDI, then complete and sign the
     form.

     Indicate  on the  account  application  form  the  class  of  shares  being
     purchased.  If no class of shares is named,  the  application  form will be
     returned and the money will not be invested.

     Mail the form with a check,  Federal Reserve draft or other negotiable bank
     draft,  drawn on a U.S.  bank and  payable in U.S.  dollars to the order of
     (Name of Fund),  to First  Data  Investor  Services  Group  (the  "Transfer
     Agent") at the following address:

              First Data Investor Services Group
              (Name of Fund)
              P.O. Box 5123
              Westborough, MA  01581-5123

Purchasing By Mail -- Subsequent Purchases

     May be  made  at any  time  by  check,  Federal  Reserve  draft,  or  other
     negotiable bank draft,  drawn on a U.S. bank and payable in U.S. dollars to
     the order of (Name of Fund),  and mailed to the Transfer Agent at the above
     address.

     If  the  purchase  is  to  be  credited  to  a  sub-account,  identify  the
     sub-account,  the sub-account number and, unless otherwise agreed, the name
     of the sub-account.

Purchasing By Wire -- Initial Purchase

     Telephone the Trusts at (800) 225-6265, Ext. 3, to advise of the action
     and to obtain an account number.

     Obtain an account application form from WISDI, then complete, sign and mail
     the form to the Transfer Agent at the above address.

     Instruct your bank to wire immediately available funds to:
         Boston Safe Deposit and Trust Co.
         One Boston Place
         Boston, Massachusetts
         ABA:  011001234
         Account:  081345
         Further Credit:  (Name of Fund)
         (Include your Fund account number)

Purchasing By Wire -- Subsequent Purchases

     Telephone the Trusts immediately at (800) 225-6265, Ext. 3, with each
     transmission.

     Repeat the wire procedure described above.

Bank Draft Investing Program (Standard Class only)

     Investments  of $50 or more may be made each month or quarter in  automatic
     withdrawals from your bank account.

     $1,000 minimum initial investment and $500 minimum account requirements
     are waived.

     Purchase  through  Exchange of  Securities:  Investors  wishing to purchase
shares of a Fund other than the WTMM through an exchange of portfolio securities
should contact WISDI to determine the  acceptability  of the securities and make
the proper arrangements. Shares of a Fund may be purchased, in whole or in part,
by  delivering  to the  Fund's  custodian  securities  that meet the  investment
objective and policies of the Fund, have readily ascertainable market prices and

<PAGE>

quotations and which are otherwise  acceptable to the Investment Adviser and the
Fund. The Trust will only accept  securities in exchange for shares of the Funds
for investment  purposes and not as agent for the shareholders  with a view to a
resale of such securities.  The Investment Adviser will also require that equity
securities  presented  for  exchange  be listed on the New York Stock  Exchange,
American Stock Exchange or NASDAQ. The Investment  Adviser,  WISDI and the Funds
reserve  the  right to  reject  all or any  part of the  securities  offered  in
exchange for shares of a Fund.

     An investor who wishes to make an exchange  should  furnish to WISDI a list
with a full  and  exact  description  of all of the  securities  which he or she
proposes  to  deliver.  WISDI  or the  Investment  Adviser  will  specify  those
securities  which the Fund is prepared to accept and will  provide the  investor
with the  necessary  forms to be  completed  and  signed  by the  investor.  The
investor should then send the securities,  in proper form for transfer, with the
necessary  forms to the Fund's  custodian and certify that there are no legal or
contractual  restrictions  on the  free  transfer  and  sale of the  securities.
Exchanged  securities  will be valued at their fair market  value as of the date
that the  securities in proper form for transfer and the  accompanying  purchase
order are both received by the Trust, using the procedures for valuing portfolio
securities as described  under "How the Funds Value their Shares."  However,  if
the Exchange or appropriate  foreign stock exchange is not open for unrestricted
trading on that date, the securities will be valued on the next day on which the
Exchange  is so open.  The net asset value used for  purposes of pricing  shares
sold under the  exchange  program  will be the net asset  value next  determined
following  the  receipt  of both the  securities  offered  in  exchange  and the
accompanying  purchase  order.  Securities  to be exchanged  must have a minimum
aggregate  value of $5,000.  An exchange of securities is a taxable  transaction
which may result in  realization  of a gain or loss for federal and state income
tax purposes.


Account Statements and Confirmations

     Account statements  indicating total shares of each class of the Fund owned
in the  account  or each  sub-account  will be  mailed to  investors  quarterly.
Confirmations  will be issued at the time of each  purchase or  redemption.  The
issuance  of shares will be recorded  on the books of the  affected  Trust.  The
Trusts do not issue share certificates.  Each Trust reserves the right to reject
any order for the purchase of its shares or to limit or suspend,  without  prior
notice, the offering of its shares.

     Shares of each Fund may be  purchased  or  redeemed  through an  investment
dealer, bank or other institution ("Authorized Dealer").  Charges may be imposed
by the  institution  for its  services.  Any such  charges  could  constitute  a
material  portion of a smaller  account.  Shares may be  purchased  or  redeemed
directly  from or with each Fund without  imposition  of any charges  other than
those described in this Prospectus.


Distributions by the Funds

     Any net  capital  gains  realized  from  the  sale of  securities  or other
transactions  in a Fund's or  Portfolio's  portfolio  (reduced by any  available
capital loss carry  forwards  from prior years) will be paid at least  annually,
shortly before or after the close of the Fund's fiscal year.  WBC, WJBC and WMBC
intend to pay dividends from net investment  income  quarterly.  WIBC intends to
pay dividends  annually.  WUSTB,  WNTB, WRRB, WCIF and WTMM will declare any net
investment  income as dividends daily and will pay them monthly.  Net investment
income will include  interest  accrued and  discount  earned,  if any,  less any
accrued  estimated  expenses  on the  assets of the Funds.  Unless  shareholders
instruct  otherwise,  all  distributions  and  dividends  will be  automatically
invested  in  additional  shares  of the same  class of the  Fund.  Equity  Fund
distributions  will be  reinvested  as of the record date.  Income Fund and WTMM
distributions   will  be  reinvested   on  the  payment   date.   Alternatively,
shareholders may reinvest capital gain  distributions  and direct that dividends
be paid in cash or direct that both dividends and capital gain  distributions be
paid in cash.


Taxes

     Each Fund is treated as a separate  entity for federal  income tax purposes
under the Internal Revenue Code of 1986, as amended (the "Code").  Each Fund has
qualified  and  elected to be  treated as a  regulated  investment  company  for
federal income tax purposes and intends to continue to qualify as such. In order
to so qualify,  each Fund must meet certain requirements with respect to sources
of income,  diversification  of assets,  and  distributions to shareholders.  In
satisfying these requirements,  each Feeder Fund will treat itself as owning its
proportionate share of each of the assets of the corresponding  Portfolio and as
entitled to the income of that Portfolio  properly  attributable  to such share.
Because each Feeder Fund invests in a  corresponding  Portfolio,  each Portfolio
normally  must  satisfy  the  applicable  source of income  and  diversification
requirements  in order for the Feeder

<PAGE>

Funds to satisfy them.  Each  Portfolio  will allocate among its investors,
including the corresponding  Feeder Fund, the Portfolio's net investment income,
net realized capital gains, and any other items of income, gain, loss, deduction
or  credit  in a  manner  intended  to  comply  with  the  Code  and  applicable
regulations.  Each  Portfolio  will make  moneys  available  for  withdrawal  at
appropriate times and in sufficient  amounts to enable the corresponding  Feeder
Fund to satisfy the tax  distribution  requirements the Feeder Fund must satisfy
in order to avoid  liability for federal  income and/or excise tax. The Funds do
not pay federal  income or excise  taxes to the extent that they  distribute  to
their  shareholders all of their net investment  income and net realized capital
gains in accordance with the timing requirements of the Code. In addition,  none
of the Funds will be subject to income or corporate excise or franchise taxes in
Massachusetts  as long as it qualifies as a regulated  investment  company under
the Code. As a partnership  under the Code,  each Portfolio does not pay federal
income or excise taxes.

     In order to avoid  federal  excise tax,  the Code  requires  that each Fund
distribute  (or be deemed to have  distributed)  by December 31 of each calendar
year at least 98% of its  ordinary  income  for such  year,  at least 98% of the
excess of its realized  capital gains over its realized capital losses (computed
on the basis of the  one-year  period  ending on October 31 of such year,  after
reduction by any available  capital loss  carryforwards)  and 100% of any income
and capital gains from the prior year (as previously computed) that was not paid
out during such year and on which the Fund paid no federal income tax.

     As of December  31,  1996,  the  following  Funds,  for federal  income tax
purposes,  had in the aggregate  capital loss  carryovers of $_________  (WIBC),
$_________ (WUSTB), $__________ (WNTB), $_________ (WTRB) and $_________ (WCIF),
which in varying  amounts  expire  between  the years 1997 and 2003,  which will
reduce each of the aforementioned  Fund's taxable income arising from future net
realized  gain on  investments,  if any,  to the  extent  used  prior  to  their
expiration  dates and otherwise  permitted by the Code, and thus will reduce the
amount of the distribution to shareholders which would otherwise be necessary to
relieve each of the aforementioned Funds of liability for federal income tax.

     A  Fund's  distributions  of  net  investment  income,  the  excess  of net
short-term  capital gain over net  long-term  capital  loss and certain  foreign
currency gains are taxable to shareholders as ordinary income,  whether received
in cash or reinvested in additional shares.

     A portion of distributions  of net investment  income made by WBC, WJBC and
WMBC which are derived  from  dividends  may qualify for the  dividends-received
deduction for corporations.  The dividends-received  deduction is reduced to the
extent the shares with respect to which the  dividends  are received are treated
as  debt-financed  under the Code and is  eliminated if the shares are deemed to
have been held for less than a minimum  period,  generally  46 days.  Receipt of
distributions  qualifying  for the  deduction  may result in  liability  for the
alternative  minimum  tax  and/or  reduction  of the tax basis of the  corporate
shareholder's shares.

     Since it is anticipated that virtually all of the ordinary income from each
of the Income Funds will be derived from interest  income rather than dividends,
it is unlikely that any portion of the dividends paid by any of the Income Funds
will be eligible for the dividends received deduction for corporations.

     Distributions of the excess of each Fund's net long-term  capital gain over
its net short-term  capital loss are taxable as long-term  capital gains whether
received in cash or reinvested in additional shares,  regardless of how long the
shareholder has held the Fund shares.  The dividends received deduction does not
apply to  distributions  of such  gains.  Distributions  on Equity  Fund  shares
shortly  after their  purchase,  although  they may be  attributable  to taxable
income and/or  capital gains that had been realized but not  distributed  at the
time of  purchase  and  therefore  may be in effect a return of a portion of the
purchase price, are generally subject to federal income tax.

     The WIBC  Portfolio's  transactions in certain foreign  currency options or
forward  contracts will be subject to special tax rules, the effect of which may
be to accelerate  income to the WIBC Fund, defer Fund losses,  cause adjustments
in the holding  periods of Fund  securities and convert  capital gains or losses
into ordinary  income or losses.  These rules may  therefore  affect the amount,
timing and character of the WIBC Fund's distributions to shareholders.  In order
to qualify as a regulated  investment  company for federal  income tax purposes,
the Fund must derive less than 30% of its annual  gross  income from gross gains
from the sale or other  disposition of securities and certain other  investments
held for  less  than  three  months,  and the  WIBC  Portfolio  will  limit  its
activities in currency options, currency forward contracts and other investments
to the extent necessary for the Fund to comply with this requirement.
<PAGE>

     The WIBC  Portfolio may be subject to foreign  withholding or other foreign
taxes with respect to income (possibly including,  in some cases, capital gains)
derived  from  securities  of  foreign  issuers.  These  taxes may be reduced or
eliminated  under the terms of an  applicable  U.S.  income  tax  treaty in some
cases.  In any  taxable  year in which  more  than 50% of the  value of the WIBC
Fund's assets (taking into account its allocable  share of the WIBC  Portfolio's
assets) at the close of such taxable year  consists of stocks or  securities  of
foreign  corporations,  the Fund may elect to pass  through to its  shareholders
foreign  tax  credits or  deductions  with  respect  to foreign  income or other
qualified foreign taxes paid by the Portfolio and allocated to the Fund. In such
case,  shareholders  will be required to include in gross  income their pro rata
portion of such taxes and will be eligible to claim a credit (or if they itemize
their  deductions,  a deduction) with respect to such taxes,  subject to certain
conditions and limitations  under the Code.  Certain foreign  exchange gains and
losses  realized by the  Portfolio  and allocated to the Fund will be treated as
ordinary income and losses. Certain uses of foreign currency and related forward
contracts and investment by the WIBC Portfolio in the stock of certain  "passive
foreign  investment  companies"  may  be  limited  or in the  latter  case a tax
election may be made, if available, in order to avoid imposition of a tax on the
Fund.

     Each Equity Fund follows the  accounting  practice  known as  equalization,
which may affect the amount, timing and character of distributions.

     Distributions  made by the Funds  will  generally  be  subject to state and
local income taxes. A state income (and possibly local income and/or  intangible
property)  tax  exemption  is  generally   available  to  the  extent  a  Fund's
distributions  are  derived  from  interest  on (or,  in the case of  intangible
property  taxes,  the  value of its  assets is  attributable  to)  certain  U.S.
Government  obligations,  provided in some states that  certain  thresholds  for
holdings of such  obligations  and/or reporting  requirements  are satisfied.  A
report  will  be  sent  to   shareholders   annually  with  the  percentages  of
distributions  which are derived from such interest income.  Shareholders should
consult  their tax  advisers  regarding  the  applicable  requirements  in their
particular  states,  including the effect,  if any, of a Feeder Fund's  indirect
ownership (through its corresponding Portfolio) of any such obligations, and any
other federal,  state,  local or foreign tax consequences of ownership of shares
of, and receipt of distributions from, a Fund in their particular circumstances.

     Shareholders  of each Fund that are not exempt from  information  reporting
requirements  will  receive  in  January  information  on Form 1099 to assist in
reporting the prior calendar  year's  distributions  and,  except in the case of
WTMM, redemptions (including exchanges) on federal and state income tax returns.
Distributions  treated as ordinary  income or long-term  capital  gains that are
declared by a Fund in October,  November  or  December of any  calendar  year to
shareholders  of  record  as of a date in such a month  and paid  the  following
January will be treated for federal  income tax purposes as having been received
by  shareholders  on  December  31 of the  year  in  which  they  are  declared.
Shareholders may realize a taxable gain or loss upon a redemption  (including an
exchange) of shares of a Fund, except that no gain or loss will generally result
in the case of WTMM, provided that it has maintained a constant net asset value.
Any loss realized upon the redemption or exchange of shares of a Fund with a tax
holding period of six months or less will be treated as a long-term capital loss
to the extent of any  distributions  of long-term  capital gains with respect to
such shares.  All or a portion of a loss realized  upon the  redemption or other
disposition  of Fund  shares may be  disallowed  under  "wash sale" rules to the
extent shares of the same Fund are purchased (including shares acquired by means
of reinvested  dividends)  within the period beginning 30 days before and ending
30 days after the date of such redemption or other disposition.

     Under  Section  3406  of  the  Code,   individuals   and  other   nonexempt
shareholders   who  have  not  provided  to  a  Fund  their   correct   taxpayer
identification  numbers and certain  certifications  required by the IRS will be
subject to backup withholding of 31% on taxable distributions made by the Funds,
except in the case of WTMM, and on proceeds of redemptions (including exchanges)
of shares. In addition,  a Fund may be required to impose backup  withholding if
it is notified by the IRS or a broker that the taxpayer identification number is
incorrect  or that backup  withholding  applies  because of  under-reporting  of
interest  or  dividend  income.   If  such   withholding  is  applicable,   such
distributions  and proceeds  will be reduced by the amount of tax required to be
withheld.

     Shareholders  who are not United States  persons  should also consult their
tax advisers as to the potential application of certain U.S. taxes,  including a
30% U.S.  withholding tax (or withholding tax at a lower treaty rate) on amounts
treated as ordinary income  distributions to them, and of foreign taxes to their
investment in the Funds.

     Special tax rules apply to IRA  accounts  (including  penalties  on certain
distributions and other transactions) and to other special classes of investors,
such as tax-exempt

<PAGE>

organizations, banks or insurance companies. Investors should consult their
tax advisers for more information.


How to Exchange Shares

     Shares of each Fund (except Wright U.S.  Treasury Money Market Fund) may be
exchanged  for  shares of the same  class of any  other  Funds  offered  in this
Prospectus. Standard Shares of the Funds may also be exchanged for shares of The
Wright EquiFund Equity Trust.  Shares of Wright U.S.  Treasury Money Market Fund
may be exchanged  for  Standard  Shares of any other of the Funds and The Wright
EquiFund  Equity  Trust.  All  exchanges are made at the net asset values of the
funds at the time of the exchange without the imposition of additional charges.

     The  exchange  privilege  is  available  only in states where shares of the
other fund may be legally sold.  Each  exchange is subject to a minimum  initial
investment of $1,000 in each fund.  The  prospectus  of each fund  describes its
investment  objectives  and  policies and  shareholders  should  consider  these
objectives and policies carefully before requesting an exchange.

     Shareholders  purchasing  shares  from  an  Authorized  Dealer  may  effect
exchanges  between  the above funds  through  their  Authorized  Dealer who will
transmit information regarding the requested exchanges to the Transfer Agent.

     First Data Investor  Services Group makes  exchanges at the next determined
net asset  value  after  receiving  a request in writing  mailed to the  address
provided under "How to Buy Shares."

     Telephone  exchanges  are also  accepted if the  exchange  involves  shares
valued at less than  $50,000 and on deposit  with First Data  Investor  Services
Group and the investor has not  disclaimed in writing the use of the  privilege.
To effect  such  exchanges,  call First Data  Investor  Services  Group at (800)
262-1122 or within  Massachusetts,  (617) 573-9403,  Monday through Friday, 9:00
a.m.  to  4:00  p.m.  (Eastern  Time).  All  such  telephone  exchanges  must be
registered in the same name(s) and with the same address and social  security or
other taxpayer  identification number as are registered with the fund from which
the exchange is being made.  Neither the Funds,  the Principal  Underwriter  nor
First Data Investor  Services Group will be responsible for the  authenticity of
exchange instructions received by telephone, provided that reasonable procedures
have been followed to confirm that instructions communicated are genuine, and if
such procedures are not followed,  the Funds, the Principal Underwriter or First
Data Investor Services Group may be liable for any losses due to unauthorized or
fraudulent telephone instructions. Telephone instructions will be tape recorded.
In times of drastic  economic or market  changes,  a telephone  exchange  may be
difficult to implement.

     Generally,   shareholders  will  be  limited  to  four  telephone  exchange
round-trips per year and a Fund may refuse  requests for telephone  exchanges in
excess of four round-trips (a round-trip being the exchange out of the Fund into
another Wright Fund,  and then back to the Fund).  The Funds believe that use of
the exchange privilege by investors utilizing market-timing strategies adversely
affects the Funds.  Therefore,  a Fund  generally  will not honor  requests  for
exchanges,  including telephone exchanges,  by shareholders identified by a Fund
as "market- timers."

     When calling to make a telephone  exchange,  shareholders should have their
account number and social security or other taxpayer identification numbers.

     Additional  documentation  may be required for exchange  requests if shares
are  registered in the name of a  corporation,  partnership  or  fiduciary.  Any
exchange  request may be rejected by a Fund or the Principal  Underwriter at its
discretion.  The  exchange  privilege  may be  changed or  discontinued  without
penalty at any time. Shareholders will be given sixty (60) days' notice prior to
any  termination or material  amendment of the exchange  privilege.  Contact the
Transfer Agent,  First Data Investor Services Group, for additional  information
concerning the exchange privilege.

     Shareholders  should  be aware  that  for  federal  and  state  income  tax
purposes,  an exchange is a taxable  transaction which may result in recognition
of a gain or  loss,  although  no gain or loss  will  generally  result  from an
exchange out of WTMM if it maintains a constant net asset value.

How to Redeem or Sell Shares

     Shares of the Funds will be redeemed at the net asset value next determined
after receipt of a redemption request in good order.  However,  if the shares to
be redeemed  were  purchased by check,  the Fund may delay payment of redemption
proceeds until the check has been collected  which,  depending upon the location
of the  issuing  bank,  could take up to 15 days.  A  redemption  of shares is a
taxable  transaction  which may result in recognition of a gain or loss although
no gain or loss will generally  result from a redemption of shares of WTMM if it
maintains a constant net asset value.
<PAGE>

     Shareholders  who  purchased  Fund shares  through  Authorized  Dealers may
redeem shares through their Dealers. Shares may also be redeemed as follows:


By Telephone

     All   shareholders   eligible   unless   otherwise   indicated  on  account
     application.

     o Telephone the Funds at (800) 225-6265 between 8:30 a.m. and 4:00 p.m.
       Eastern time.

     o Redemptions requested in good order before 4:00 p.m. Eastern time will be
       made at that day's net asset value.

     o Redemptions  requested  after 4:00 p.m.  Eastern time will be made at the
       net asset value determined for the next business day.

     o Redemptions requested before 3:00 p.m. for shares of WUSTMM Fund with
       wire transfer instructions will be wired that day without the payment of
       that day's dividend. Redemptions requested after 3:00 p.m. will receive
       the daily dividend but will be wired the next day.

     o Shareholders  may also telephone the Transfer Agent if the redemption is
       less than $50,000. Telephone: (800)262-1122 between 8:30 a.m. and
       4:00 p.m. Eastern time.

     o The Fund and the  Transfer  Agent  employ  the  following  procedures  to
       confirm  that  instructions   received  by  telephone  are  genuine.  The
       shareholder's  name,  account  number,   shareholder  identifying  number
       applicable  to  the  account  and  other  relevant   information  may  be
       requested. Telephone instructions are recorded.

     o If  reasonable  procedures,  such  as  those  described  above,  are  not
       followed,  the Fund may be  liable  for any loss due to  unauthorized  or
       fraudulent telephone  instructions.  In all other cases, neither the Fund
       nor the Transfer  Agent will be liable for any loss or expense for acting
       upon telephone  instructions made according to the telephone  transaction
       procedures described above.

     o During times of economic  turmoil or market  volatility or as a result of
       severe weather or a natural disaster,  it may be difficult to contact the
       Fund by telephone to institute a redemption.  You should contact the Fund
       in writing if you are unable to reach the Fund by telephone.

     o The Fund may  terminate or modify the telephone redemption  privilege at
       any time with or without notice to shareholders.

By Mail

     o Mail the request with a stock power to the following address:

       First Data Investor Services Group
       (Name of Fund)
       P.O. Box 5123
       Westborough, Massachusetts  01581-5123

     o Requests and stock powers must:

       (i)  be endorsed by the record owner(s) exactly as the shares are 
       registered; and

       (ii) have signatures  guaranteed (a) by a member of either the Securities
       Transfer  Association's  STAMP program or the NYSE's Medallion  Signature
       Program,  or (b) by certain  banks,  savings  and loans,  credit  unions,
       securities dealers, securities exchanges, clearing agencies or registered
       securities associations that are acceptable to the Transfer Agent.

     o Additional documents may be required,  such as when shares are registered
      in the name of a business entity or fiduciary.

Payment of Proceeds

     o Normally,  payment will be made within one business day after  receipt of
       the redemption request in good order.

     o Payment  will be made by  check  to the  address  of  record  or by wire
       transfer if indicated in the account application.

     o Trust  departments  may redeem and deposit  proceeds in accounts of their
       clients, as specified in instructions given to the applicable Fund at the
       time of initial purchase.

Minimum Account Balances

     o Each Fund reserves the right to fully redeem any accounts  which,  due to
       redemption or transfer, contain less than the following amounts:

              Standard Share accounts:      $
              Institutional Share accounts: $
<PAGE>

     o A Fund will not redeem  accounts that fall below the minimum  amounts due
       solely to a reduction in net asset value of the Fund's shares.

     o Before any such redemption,  notice will be sent to the shareholder,  and
       the shareholder will have 60 days from the notice date to make additional
       investments to meet the required minimum.

     o These  minimum  account  balance  requirements  will be  waived  when the
minimum initial investment requirements are waived.

     Each Fund reserves the right to suspend the right of redemption or postpone
the payment of redemption proceeds to the extent permitted by the Securities and
Exchange Commission.

     Although  each Fund normally  intends to redeem  shares in cash,  each Fund
reserves  the  right to  deliver  the  proceeds  of  redemptions  in the form of
portfolio securities if deemed advisable by the Trustees.  The value of any such
portfolio  securities  distributed  will be determined  in the manner  described
under "How the Fund Values its Shares." If portfolio securities were distributed
in lieu of cash, the shareholder would normally incur transaction costs upon the
disposition of any such securities.


Performance Information

     From time to time a Fund may publish its yield and/or  average annual total
return in advertisements and  communications to shareholders.  The current yield
for all classes of each Fund (other than Wright U.S. Treasury Money Market Fund)
will be  calculated  by dividing  the net  investment  income per share during a
recent 30 day period by the maximum  offering  price per share (net asset value)
of the class on the last day of the period.  Each class"s  average  annual total
return is  determined  by  computing  the annual  percentage  change in value of
$1,000  invested  at the maximum  public  offering  price (net asset  value) for
specified  periods  ending  with  the most  recent  calendar  quarter,  assuming
reinvestment of all distributions.

     The yield of Wright  U.S.  Treasury  Money  Market  Fund  refers to the net
income generated by an investment in the Fund over a specified seven-day period.
This income is then  annualized.  That is, the amount of income generated by the
investment  during that week is assumed to be generated each week over a 52-week
period and is shown as a percentage of the  investment.  The effective  yield is
expressed similarly but, when annualized,  the income earned by an investment in
the Fund is assumed  to be  reinvested.  The  effective  yield will be  slightly
higher  than  the  yield  because  of the  compounding  effect  of this  assumed
reinvestment.  Yield and effective yield for the Fund will vary based on changes
in market  conditions,  the level of interest  rates and the level of the Fund's
expenses.  From time to time, quotations of the yield and effective yield may be
included in advertisements and communications to shareholders

     The  investment  results of each class in a Fund will  fluctuate over time,
and any  presentation of current yield,  effective yield or total return for any
prior period should not be considered as a representation  of what an investment
may earn or what an investor's yield,  effective yield or total return may be in
any future  period.  If the expenses of a Fund were reduced by Wright,  WISDI or
Eaton Vance, a class's performance would be higher.


Other Information

     The Trusts are business trusts established under  Massachusetts law and are
no-load,  open-end management  investment  companies.  The Wright Managed Income
Trust was  established  pursuant to a  Declaration  of Trust dated  February 17,
1983, as amended and restated on May 1, 1997.  The Wright  Managed  Equity Trust
was  established  pursuant to a  Declaration  of Trust dated June 17,  1982,  as
amended and restated on May 1, 1997.

     The Trusts reserve the right to create and issue multiple series of shares,
or classes of these  series,  which are  separately  managed and have  different
investment objectives.  The trustees have authorized the issuance of two classes
of each Fund  (except  WUSTMM Fund and WTRB Fund,  each of which offers a single
class of  shares),  designated  as the  Standard  Shares  and the  Institutional
Shares.  The shares of each class represent an interest in the same portfolio of
investments  of a Fund.  Each class has equal  rights as to voting,  redemption,
dividends and liquidation. However, each class bears different distribution fees
and other expenses. Also, each class of shareholders has exclusive voting rights
with respect to its distribution plans, if any.

     The Trusts are not  required  and do not intend to hold annual  meetings of
shareholders,  although  special  meetings  may be held  for  such  purposes  as
electing or removing  trustees,  changing  fundamental  policies or  approving a
management  contract.  Each Trust, under certain  circumstances,  will assist in
shareholder communications with other Trust shareholders.
<PAGE>

     Each  Portfolio  is  organized  as a series of The Wright  Blue Chip Master
Portfolio (the "Portfolio  Trust") under the laws of the State of New York. Each
Portfolio  intends  to be  treated as a separate  partnership  for  federal  tax
purposes.  The Portfolio Trust, as well as each Trust, intend to comply with all
applicable federal and state securities laws.

     The Trustees of each Trust have considered the advantages and disadvantages
of investing the assets of each Feeder Fund in its corresponding  Portfolio,  as
well as the advantages and  disadvantages of the two-tier  format.  The Trustees
believe that the structure offers  opportunities  for substantial  growth in the
assets of the Portfolios,  affords the potential for economies of scale for each
Feeder Fund (at least when the assets of its corresponding Portfolio exceed $500
million) and may over time result in lower expenses for a Feeder Fund.

     In  addition to selling an interest to its  corresponding  Feeder  Fund,  a
Portfolio may sell interests to other affiliated and non-affiliated mutual funds
or  institutional  investors.  Such  investors will invest in a Portfolio on the
same terms and conditions and will pay a proportionate  share of the Portfolio's
expenses. However, the other investors investing in a Portfolio are not required
to sell their  shares at the same  public  offering  price as the  corresponding
Feeder Fund due to variations in sales commissions and other operating  expense.
These differences may result in differences in returns  experienced by investors
in  the  various  funds  that  invest  in  the  corresponding  Portfolio.   Such
differences  in  returns  are also  present  in other  mutual  fund  structures,
including  funds that have  multiple  classes of shares.  Information  regarding
other pooled  investment  entities or funds which  invest in a Portfolio  may be
obtained  by  contacting  the   Administrator,   24  Federal   Street,   Boston,
Massachusetts 02110, (617) 482-8260.

     Whenever a Feeder Fund as an investor in a Portfolio  is  requested to vote
on matters  pertaining  to the  Portfolio  (other  than the  termination  of the
Portfolio's  business,  which may be determined by the Trustees of the Portfolio
Trust without investor approval),  the Feeder Fund will hold a meeting of Feeder
Fund  shareholders  and will vote its interest in the  Portfolio  for or against
such matters  proportionately  to the  instructions  to vote for or against such
matters  received  from  Feeder Fund  shareholders.  A Fund will vote shares for
which it receives no voting  instructions  in the same  proportion as the shares
for which it receives  voting  instructions.  Other investors in a Portfolio may
alone or collectively  acquire  sufficient  voting interests in the Portfolio to
control  matters  relating to the operation of the Portfolio,  which may require
the  corresponding  Feeder Fund to withdraw its  investment  in the Portfolio or
take  other  appropriate   action.   Any  such  withdrawal  could  result  in  a
distribution   "in  kind"  of  portfolio   securities  (as  opposed  to  a  cash
distribution from the Portfolio).  If securities are distributed,  a Feeder Fund
could incur brokerage, tax or other charges in convening the securities to cash.
In addition, the distribution in kind may result in a less diversified portfolio
of   investments   or  adversely   affect  the   liquidity  of  a  Feeder  Fund.
Notwithstanding  the  above,  there are  other  means  for  meeting  shareholder
redemption requests, such as borrowing.

     A Feeder  Fund may  withdraw  (completely  redeem)  all its assets from its
corresponding  Portfolio  at any time if the Board of Trustees  of the  affected
Trust  determines  that it is in the best interest of that Feeder Fund to do so.
In the event a Feeder Fund  withdraws  all of its assets from its  corresponding
Portfolio,  or the Board of Trustees of the affected Trust  determines  that the
investment  objective  of  such  Portfolio  is no  longer  consistent  with  the
investment objective of the Feeder Fund, the Trustees would consider what action
might be taken,  including  investing  the assets of the Fund in another  pooled
investment entity or retaining an investment adviser to manage the Feeder Fund's
assets in accordance with its investment  objective.  A Feeder Fund's investment
performance  may  be  affected  by a  withdrawal  of all  its  assets  from  its
corresponding Portfolio.


Tax-Sheltered Retirement Plans

     The Funds are available for  investment  by individual  retirement  account
plans for individuals and their non-employed spouses, pension and profit sharing
plans for self- employed individuals, corporations and non-profit organizations,
or 401(k) tax-sheltered retirement plans. The minimum initial purchase of $1,000
for each Fund will be waived for investments in 401(k) plans.

     For more information, write to:

                  Wright Investors' Service Distributors, Inc.
                            1000 Lafayette Boulevard
                          Bridgeport, Connecticut 06604

                                    or call:
                                 (800) 888-9471


<PAGE>


The Wright Managed
Blue Chip Investment Funds

PROSPECTUS
May 1, 1997

Investment Adviser
Wright Investors' Service, Inc.
1000 Lafayette Boulevard
Bridgeport, Connecticut 06604

Principal Underwriter
Wright Investors' Service Distributors, Inc.
1000 Lafayette Boulevard
Bridgeport, Connecticut 06604

Administrator
Eaton Vance Management
24 Federal Street
Boston, Massachusetts 02110

Custodian
Investors Bank & Trust Company
89 South Street
Boston, Massachusetts 02111

Transfer Agent
First Data Investor Services Group
Wright Managed Investment Funds
P.O. Box 5123
Boston, Massachusetts 01581-5123

Auditors






24 Federal Street
Boston, Massachusetts 02110


<PAGE>



                                         STATEMENT OF ADDITIONAL INFORMATION  
                                                                  May 1,1997

                  THE WRIGHT MANAGED BLUE CHIP INVESTMENT FUNDS
- -------------------------------------------------------------------------------

                         THE WRIGHT MANAGED EQUITY TRUST
                     Wright Selected Blue Chip Equities Fund
                      Wright Junior Blue Chip Equities Fund
                      Wright Major Blue Chip Equities Fund
                  Wright International Blue Chip Equities Fund

                                       and

                         THE WRIGHT MANAGED INCOME TRUST
                            Wright U.S. Treasury Fund
                       Wright U.S. Treasury Near Term Fund
                          Wright Total Return Bond Fund
                           Wright Current Income Fund
                     Wright U.S. Treasury Money Market Fund

                                24 Federal Street
                           Boston, Massachusetts 02110

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

                         TABLE OF CONTENTS

                                                         PAGE


Additional Information about the Trusts..............    2
Additional Investment Information....................    2
Investment Restrictions..............................    6
Officers and Trustees................................   11
Control Persons and Principal Holders of Shares......   13
Investment Advisory and Administrative Services......   13
Custodian............................................   15
Independent Certified Public Accountants.............   16
Brokerage Allocation.................................   16
Pricing of Shares....................................   17
Principal Underwriter................................   18
Calculation of Performance and Yield Quotations......   20
Financial Statements.................................   22
Appendix.............................................   23

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

This combined  Statement of Additional  Information  is NOT a prospectus  and is
authorized  for  distribution  to  prospective  investors  only if  preceded  or
accompanied  by the  current  combined  Prospectus  of the  Funds in The  Wright
Managed Equity Trust and The Wright Managed Income Trust (the  "Trusts"),  dated
May 1, 1997, as supplemented from time to time, which is incorporated  herein by
reference.  A copy of the Prospectus may be obtained  without charge from Wright
Investors' Service  Distributors,  Inc., 1000 Lafayette  Boulevard,  Bridgeport,
Connecticut  06604 (Telephone:  (800) 888-9471).  Although each Fund offers only
its shares of  beneficial  interest,  it is  possible  that a Fund might  become
liable  for  a  misstatement   or  omission  in  this  Statement  of  Additional
Information regarding another Fund because the Funds use this combined Statement
of  Additional  Information.  The  Trustees of the Trusts have  considered  this
factor in approving the use of a combined Statement of Additional Information.


<PAGE>


Additional Information about the Trusts and the Portfolio Trust

     Unless otherwise  defined herein,  capitalized terms have the meaning given
them in the Prospectus.

     Each Trust is a no-load, open-end,  management investment company organized
as a Massachusetts business trust. The Wright Managed Equity Trust was organized
in 1982 and has the four series described herein. Each series offers two classes
of shares--Standard  Shares and Institutional  Shares. The Wright Managed Income
Trust was organized in 1983 and has the five series  described  herein.  Each of
Wright U.S.  Treasury  Fund,  Wright  Treasury Near Term Fund and Wright Current
Income  Fund  offers two classes of  shares--Standard  Shares and  Institutional
Shares.  Wright Total Return Bond Fund offers a single class of shares--Standard
Shares,  and Wright U.S.  Treasury  Money  Market Fund offers a single  class of
shares  without a  specific  designation.  The Trust  changed  its name from The
Wright Managed Bond Trust March 28, 1991. Prior to May 1, 1997, The Wright Major
Blue Chip Equities Fund was called the "Wright  Quality Core Equities Fund." The
Trusts'  series are  collectively  referred  to as the  "Funds."  Each Fund is a
diversified fund.

     Each Trust's  Declaration of Trust may be amended with the affirmative vote
of a majority of the  outstanding  shares of the Trust or, if the interests of a
particular  Fund or class are  affected,  a majority  of such  Fund's or class's
outstanding  shares.  The Trustees are  authorized  to make  amendments  to each
Declaration of Trust that do not have a material adverse effect on the financial
interests of shareholders.  Each Trust or series may be terminated upon the sale
of the  Trust's or series'  assets to another  diversified  open-end  management
investment  company,  if approved by vote of a majority of the Trust's Trustees.
Each  Trust  or  series  or  class  may  be  terminated  upon   liquidation  and
distribution  of the assets of the Trust or series or class,  if  approved  by a
majority of the Trustees.  If not so  terminated,  each Trust or series or class
may continue indefinitely.

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

     The Trusts are  organizations of the type commonly known as  "Massachusetts
business  trusts." Under  Massachusetts  law,  shareholders of such a trust may,
under  certain  circumstances,  be held  personally  liable as partners  for the
obligations of the trust. Each Trust's  Declaration of Trust contains an express
disclaimer of shareholder liability in connection with the Trust property or the
acts,  obligations  or  affairs  of the Trust.  Each  Declaration  of Trust also
provides for  indemnification  out of the Trust property of any shareholder held
personally  liable for the claims and  liabilities  to which a  shareholder  may
become subject by reason of being or having been a  shareholder.  Thus, the risk
of a shareholder incurring financial loss on account of shareholder liability is
limited to  circumstances  in which a Trust  itself  would be unable to meet its
obligations.  The  risk  of any  shareholder  incurring  any  liability  for the
obligations of a Trust is extremely remote.

     Each Portfolio is a series of The Wright Blue Chip Master Portfolio Trust ,
(the  "Portfolio  Trust") a newly  formed trust  which,  like the Trusts,  is an
open-end  management  investment company registered under the Investment Company
Act of 1940, as amended (the "1940 Act"). The Portfolio Trust was organized as a
trust under the laws of the State of New York on _______________, 1997.

     Interests in the Portfolio  Trust have no preemptive or conversion  rights,
and are fully paid and non-assessable except as described in the Prospectus. The
Portfolio  Trust  normally will not hold  meetings of holders of such  interests
except as required under the 1940 Act. The Portfolio  Trust would be required to
hold a meeting of holders in the event that at any time less than a majority  of
its Trustees  holding  office had been  elected by holders.  The Trustees of the
Portfolio  Trust continue to hold office until their  successors are elected and
have qualified. Trustees may be removed by a majority vote of the interests held
by holders in the Portfolio  Trust  qualified to vote in the election.  The 1940
Act  requires  the  Portfolio  Trust to assist its  holders  in  calling  such a
meeting.  Upon  liquidation  of a Portfolio,  holders in the Portfolio  would be
entitled  to share pro rata in the net  assets of the  Portfolio  available  for
distribution to holders.

     Each holder in the  Portfolio  Trust is entitled to a vote in proportion to
its percentage interest in the Portfolio Trust.
<PAGE>

Additional Investment Information

Description of Investments

     The  use of the  term  "Fund"  or  "Funds"  in  the  following  "Additional
Investment  Information"  is intended to include the  corresponding  Portfolios,
except as noted.

     U.S. Government,  Agency and Instrumentality Obligations -- U.S. Government
obligations  are issued by the  Treasury  and  include  bills,  certificates  of
indebtedness,  notes,  and bonds.  Agencies  and  instrumentalities  of the U.S.
Government  are  established  under  the  authority  of an act of  Congress  and
include,  but are not limited to, the Government National Mortgage  Association,
the Tennessee  Valley  Authority,  the Bank for  Cooperatives,  the Farmers Home
Administration,  Federal Home Loan Banks,  Federal  Intermediate  Credit  Banks,
Federal Land Banks, and the Federal National Mortgage Association.

     Repurchase  Agreements  --involve  purchase of debt  securities of the U.S.
Treasury or a federal  agency,  federal  instrumentality  or  federally  created
corporation.  At the same time a Fund  purchases the security,  it resells it to
the vendor (a member bank of the Federal Reserve System or recognized securities
dealer),  and is  obligated  to  redeliver  the  security  to the  vendor  on an
agreed-upon  date in the future.  The resale  price is in excess of the purchase
price and reflects an  agreed-upon  market rate  unrelated to the coupon rate on
the purchased  security.  Such transactions  afford an opportunity for a Fund to
earn a return on cash which is only temporarily  available. A Fund's risk is the
ability of the vendor to pay an agreed-upon  sum upon the delivery date, and the
Trust believes the risk is limited to the difference between the market value of
the security and the repurchase price provided for in the repurchase  agreement.
However,  bankruptcy  or  insolvency  proceedings  affecting  the  vendor of the
security which is subject to the repurchase agreement,  prior to the repurchase,
may result in a delay in a Fund being able to resell the security.

     In all cases when entering into repurchase  agreements with other than FDIC
insured depository institutions,  the Funds will take physical possession of the
underlying  collateral  security,  or will receive  written  confirmation of the
purchase of the collateral  security and a custodial or safekeeping receipt from
a third  party  under a  written  bailment  for  hire  contract,  or will be the
recorded owner of the collateral security through the Federal Reserve Book-Entry
System.

     Certificates of Deposit -- are certificates  issued against funds deposited
in a bank, are for a definite  period of time,  earn a specified rate of return,
and are normally negotiable.

     Bankers'  Acceptances -- are short-term credit  instruments used to finance
the import,  export,  transfer or storage of goods.  They are termed  "accepted"
when a bank guarantees their payment at maturity.

     Commercial  Paper -- refers to promissory  notes issued by  corporations in
order to finance their short-term credit needs.

     Finance  Company  Paper -- refers to  promissory  notes  issued by  finance
companies in order to finance their short-term credit needs.

     Corporate  Obligations -- include bonds and notes issued by corporations in
order to finance longer-term credit needs.

     Foreign  Securities  -- Wright  International  Blue Chip  Equities Fund may
invest in foreign securities.  Investing in securities of foreign governments or
securities issued by companies whose principal  business  activities are outside
the United States may involve  significant  risks not  associated  with domestic
investments. It is anticipated that in most cases, the best available market for
foreign securities will be on exchanges or in  over-the-counter  markets located
outside  the  U.S.   Foreign  stock   markets,   while  growing  in  volume  and
sophistication,  are generally not as developed as those in the U.S.  Securities
of some foreign issuers (particularly those located in developing countries) may
be less liquid and more volatile than securities of comparable  U.S.  companies.
In addition, foreign brokerage commissions are generally higher than commissions
on securities traded in the U.S. and may be non-negotiable. In general, there is
less overall  governmental  supervision and regulation of securities  exchanges,
brokers and listed companies than in the U.S.

     The  limited  liquidity  of certain  foreign  markets in which the Fund may
invest may affect the Fund's ability to accurately  value its assets invested in
such market.  In addition,  the settlement  systems of certain foreign countries
are less developed than the U.S.,  which may impede the Fund's ability to effect
portfolio  transactions.  Consider  also that there is generally  less  publicly
available information about foreign companies, particularly those not subject to

<PAGE>

the disclosure and reporting  requirements of the U.S.  securities laws. Foreign
issuers are  generally not bound by uniform  accounting,  auditing and financial
reporting  requirements  comparable  to those  applicable  to domestic  issuers.
Investments  in foreign  securities  also  involve the risk of possible  adverse
changes in exchange control regulations, expropriation or confiscatory taxation,
limitation  on  removal  of funds or other  assets  of the  Fund,  political  or
financial  instability or diplomatic and other  developments  which could affect
such  investments.  Further,  economies of particular  countries or areas of the
world may differ favorably or unfavorably from the economy of the U.S.

     Foreign Currency  Exchange  Transactions.  Wright  International  Blue Chip
Equities Fund may engage in foreign currency exchange transactions.  Investments
in securities of foreign  governments  and companies  whose  principal  business
activities  are located  outside of the United  States will  frequently  involve
currencies of foreign countries. In addition, assets of the Fund may temporarily
be held in  bank  deposits  in  foreign  currencies  during  the  completion  of
investment programs.  Therefore,  the value of the Fund's assets, as measured in
U.S.  dollars,  may be affected  favorably or  unfavorably by changes in foreign
currency  exchange  rates and exchange  control  regulations.  Although the Fund
values its assets daily in U.S. dollars, the Fund does not intend to convert its
holdings of foreign  currencies into U.S. dollars on a daily basis. The Fund may
conduct its foreign currency exchange  transactions on a spot (i.e., cash) basis
at the spot rate prevailing in the foreign currency  exchange  market.  The Fund
will convert  currency on a spot basis from time to time and will incur costs in
connection with such currency  conversion.  Although foreign exchange dealers do
not  charge  a fee for  conversion,  they  do  realize  a  profit  based  on the
difference  (the  "spread")  between  the  prices at which  they are  buying and
selling various currencies.  Thus, a dealer may offer to sell a foreign currency
to the Fund at one rate,  while  offering a lesser rate of  exchange  should the
Fund desire to resell that  currency to the dealer.  The Fund does not intend to
speculate in foreign currency exchange rates.

     As an alternative to spot  transactions,  the Fund may enter into contracts
to purchase or sell foreign currencies at a future date ("forward" contracts) or
purchase currency call or put options. A forward contract involves an obligation
to  purchase  or sell a specific  currency  at a future  date and price fixed by
agreement  between the parties at the time of entering into the contract.  These
contracts are traded in the interbank market conducted directly between currency
traders (usually large commercial banks) and their customers. A forward contract
generally involves no deposit  requirement and no commissions are charged at any
stage for  trades.  The Fund  intends to enter into such  contracts  only on net
terms. The purchase of a put or call option is an alternative to the purchase or
sale of forward  contracts and will be used if the option premiums are less then
those in the forward contract market.

     The Fund may enter into  forward  contracts  only under two  circumstances.
First,  when the Fund  enters  into a  contract  for the  purchase  or sale of a
security quoted or dominated in a foreign  currency,  it may desire to "lock in"
the U.S.  dollar price of the security.  This is accomplished by entering into a
forward  contract for the purchase or sale, for a fixed amount of U.S.  dollars,
of  the  amount  of  foreign  currency  involved  in  the  underlying   security
transaction  ("transaction  hedging").  Such forward contract  transactions will
enable the Fund to protect  itself  against a possible  loss  resulting  from an
adverse  change in the  relationship  between  the U.S.  dollar and the  subject
foreign currency during the period between the date the security is purchased or
sold and the date of payment for the security.

     Second,  when the Fund's investment adviser believes that the currency of a
particular  foreign  country may suffer a substantial  decline  against the U.S.
dollar,  the Fund may enter into a forward  contract to sell, for a fixed amount
of U.S. dollars, the amount of foreign currency  approximating the value of some
or all of the securities  quoted or denominated  in such foreign  currency.  The
precise matching of the forward contract amounts and the value of the securities
involved will not generally be possible.  The future value of such securities in
foreign  currencies  will change as a consequence of  fluctuations in the market
value of those securities  between the date the forward contract is entered into
and the date it  matures.  The  projection  of currency  exchange  rates and the
implementation  of a short-term  hedging  strategy are highly  uncertain.  As an
operating  policy,  the Fund does not intend to enter into forward contracts for
such hedging  purposes on a regular or continuous  basis, and will not do so if,
as a result,  more than 50% of the value of the  Fund's  total  assets  would be
committed to the  consummation of such  contracts.  The Fund will also not enter
into such forward  contracts or maintain a net exposure to such contracts if the
contracts  would  obligate the Fund to deliver an amount of foreign  currency in
excess of the value of the Fund's securities or other assets denominated in that
currency.
<PAGE>

     The Fund's  custodian will place cash or liquid  securities in a segregated
account.  The amount of such  segregated  assets  will be at least  equal to the
value of the  Fund's  total  assets  committed  to the  consummation  of forward
contracts  involving  the  purchase  of  forward  currency.  If the value of the
securities  placed  in the  segregated  account  declines,  additional  cash  or
securities  will be placed in the  account on a daily basis so that the value of
the amount will equal the amount of the Fund's  commitments with respect to such
contracts.

     The Fund  generally  will not enter into a forward  contract with a term of
greater than one year. At the maturity of a forward contract, the Fund may elect
to sell the  portfolio  security  and make  delivery  of the  foreign  currency.
Alternatively,  the Fund may retain the security and terminate  its  contractual
obligation to deliver the foreign currency by purchasing an identical offsetting
contract from the same currency trader.

     It is impossible  to forecast with  precision the market value of portfolio
securities  at the  expiration  of a forward  contract.  Accordingly,  it may be
necessary  for the Fund to  purchase  additional  foreign  currency  on the spot
market (and bear the expense of such  purchase)  if the Fund intends to sell the
security and the market value of the security is less than the amount of foreign
currency that the Fund is obligated to deliver.  Conversely, it may be necessary
to sell on the spot market some of the foreign  currency  received upon the sale
of the  portfolio  security  if its market  value  exceeds the amount of foreign
currency that the Fund is obligated to deliver.

     If the Fund retains the  portfolio  security  and engages in an  offsetting
transaction,  the Fund will incur a gain or a loss (as  described  below) to the
extent  that there has been a change in  forward  contract  prices.  If the Fund
engages  in an  offsetting  transaction,  it may  subsequently  enter into a new
forward  contract to sell the foreign  currency.  Should forward contract prices
decline  during  the  period  between  the date the Fund  enters  into a forward
contract  for the sale of the  foreign  currency  and the date it enters into an
offsetting  contract  for the  purchase of the foreign  currency,  the Fund will
realize a gain to the  extent  that the price of the  currency  it has agreed to
sell exceeds the price of the currency it has agreed to purchase. Should forward
contract  prices  increase,  the Fund will  suffer a loss to the extent that the
price of the  currency  it has  agreed  to  purchase  exceeds  the  price of the
currency it has agreed to sell.

     The Fund will not speculate in forward  contracts and will limit its use of
such contracts to the transactions  described above. Of course,  the Fund is not
required  to  enter  into  such  transactions  with  respect  to  its  portfolio
securities  and will  not do so  unless  deemed  appropriate  by its  investment
adviser.  This method of protecting the value of the Fund's securities against a
decline  in the  value of a  currency  does not  eliminate  fluctuations  in the
underlying  prices of the securities.  It simply  establishes a rate of exchange
which the Fund can  achieve at some future  time.  Additionally,  although  such
contracts tend to minimize the risk of loss due to a decline in the value of the
hedged  currency,  they also tend to limit any  potential  gain  which  might be
realized if the value of such currency increases.

     "When-Issued"   Securities  --  Securities  are  frequently  offered  on  a
"when-issued" basis. When so offered, the price, which is generally expressed in
terms of yield to maturity,  is fixed at the time the  commitment to purchase is
made, but delivery and payment for the when-issued  securities may take place at
a later date. Normally,  the settlement date occurs 15 to 90 days after the date
of the  transaction.  The payment  obligation and the interest rate that will be
received on the securities are fixed at the time a Fund enters into the purchase
commitment.  During the period between  purchase and  settlement,  no payment is
made by the Fund to the  issuer  and no  interest  accrues  to the Fund.  To the
extent  that  assets  of a Fund are held in cash  pending  the  settlement  of a
purchase of securities,  the Fund would earn no income;  however, it is intended
that the Funds will be fully invested to the extent  practicable  and subject to
the policies stated above. While when-issued securities may be sold prior to the
settlement  date,  it is intended that such  securities  will be purchased for a
Fund with the purpose of  actually  acquiring  them unless a sale  appears to be
desirable  for  investment  reasons.  At  the  time  a  commitment  to  purchase
securities on a when-issued  basis is made for a Fund, the  transaction  will be
recorded and the value of the security  reflected in determining  the Fund's net
asset value. The Trust will establish a segregated  account in which a Fund that
purchases  securities  on a  when-issued  basis  will  maintain  cash and liquid
securities  equal in value to commitments  for  when-issued  securities.  If the
value of the securities placed in the separate account declines, additional cash
or  securities  will be placed in the account on a daily basis so that the value
of  the  account  will  at  least  equal  the  amount  of a  Fund's  when-issued
commitments.  Such segregated securities either will mature or, if necessary, be
sold on or before the  settlement  date.  Securities  purchased on a when-issued
basis and the  securities  held by a Fund are  subject to changes in value based
upon the public's  perception of the credit worthiness of the issuer and changes
in the level of interest rates (which will generally  result in both changing in
value in the same way, i.e., both

<PAGE>

experiencing appreciation when interest rates decline and depreciation when
interest rates rise). Therefore, to the extent that a Fund remains substantially
fully  invested  at  the  same  time  that  it  has  purchased  securities  on a
when-issued basis, there will be greater fluctuations in the market value of the
Fund's net  assets  than if cash were  solely  set aside to pay for  when-issued
securities.

     Lending Portfolio Securities. All of the Funds in the Equity Trust may seek
to increase income by lending  portfolio  securities to  broker-dealers or other
institutional borrowers. Under present regulatory policies of the Securities and
Exchange  Commission,  such loans are  required  to be secured  continuously  by
collateral in cash or liquid assets held by the Fund's  custodian and maintained
on a  current  basis at an  amount  at least  equal to the  market  value of the
securities  loaned,  which  will be  marked to market  daily.  Cash  equivalents
include  certificates of deposit,  commercial  paper and other  short-term money
market instruments.  The Fund would have the right to call a loan and obtain the
securities  loaned at any time on up to five  business  days'  notice.  The Fund
would not have the right to vote any securities  having voting rights during the
existence  of a loan,  but would call the loan in  anticipation  of an important
vote to be taken among holders of the securities or the giving or withholding of
their consent on a material matter affecting the investment.

     WJBC Investment Process. A series of disciplines  controls the purchase and
sale of securities for the Wright Junior Blue Chip Equities  Fund.  Each company
is reviewed on a continuous basis by Wright's  Investment  Committee in order to
assure  that  it  continues  to  meet  all of the  required  characteristics  of
investment quality, financial strength,  profitability and stability and growth.
These  disciplines  are believed to limit the financial  risk which is sometimes
associated  with  investment  in smaller  companies.  However,  somewhat  higher
volatility  of market  pricing  and  greater  variability  of  individual  stock
investment  returns  can be  expected  in this Fund as  compared  to the  Wright
Selected Blue Chip Equities Fund, which is invested in larger companies.


Investment Restrictions

     The following  investment  restrictions have been adopted by each Trust and
the Portfolio Trust and may be changed as to a Fund or a Portfolio,  as the case
may be, only by the vote of a majority of the Fund's or Portfolio's  outstanding
voting  securities,  which as used in this  Statement of Additional  Information
means the  lesser of (a) 67% of the shares of the Fund or the  interests  of the
Portfolio  if the  holders of more than 50% of the shares or  interests,  as the
case may be, are present or  represented  at the meeting or (b) more than 50% of
the  shares  or  interests  of the Fund or  Portfolio.  Accordingly,  the  Funds
(Portfolios) may not:

(1)  Borrow  money  or  issue  senior  securities  except  as  permitted  by the
Investment  Company Act of 1940. In addition,  a Fund or Portfolio may not issue
bonds,  debentures or senior equity securities,  other than shares of beneficial
interest;

(2) With respect to 75% of the total assets of a Fund or Portfolio, purchase the
securities of any issuer if such purchase  would cause more than 5% of its total
assets (taken at market value) to be invested in the  securities of such issuer,
or purchase  securities of any issuer if such purchase would cause more than 10%
of the  total  voting  securities  of such  issuer  to be  held  by the  Fund or
Portfolio,  except obligations issued or guaranteed by the U.S. Government,  its
agencies or instrumentalities;

(3)  Purchase  securities  on margin  (but a Fund or  Portfolio  may obtain such
short-term  credits as may be necessary  for the clearance of purchase and sales
of securities);

(4) Purchase or sell real estate,  although a Fund or Portfolio may purchase and
sell  securities  which are secured by real estate and  securities  of companies
which invest or deal in real estate;

(5) Purchase or sell commodities or commodity contracts for the purchase or sale
of  physical  commodities  other  than  currency,  excluding  financial  futures
contracts and options on these financial futures contracts;

(6) Make an investment in any one industry that would cause  investments in such
industry to equal or exceed 25% of the Fund's or Portfolio's  total assets taken
at market value at the time of such investment  (other than securities issued or
guaranteed by the U.S.
Government or its agencies or instrumentalities);

(7)  Underwrite or participate in the marketing of securities of others; and

(8) Make loans to any person except by (a) the  acquisition  of debt  securities
and making portfolio investments,  (b) entering into repurchase  agreements,  or
(c) lending portfolio securities.
<PAGE>

Notwithstanding  the investment  policies and restrictions of a Fund, a Fund may
invest  its  assets  in  an  open-end   management   investment   company   with
substantially  the same investment  objective,  policies and restrictions as the
Fund.

Non-fundamental   Investment   Restrictions.   In  addition  to  the   foregoing
fundamental  investment  restrictions,  each Trust and the Portfolio  Trust have
adopted the following non-fundamental policies which may be amended or rescinded
by the vote of the Trust's or the Portfolio  Trust's  Board of Trustees  without
shareholder or interest holder approval. The Funds (Portfolios) may not:

(a) Invest more than 15% (10% for Wright U.S. Treasury Money Market Fund) of the
Fund's or Portfolio's net assets in illiquid  investments,  including repurchase
agreements  maturing in more than seven days,  securities  which are not readily
marketable  and restricted  securities not eligible for resale  pursuant to Rule
144A under the 1933 Act.

(b)  Purchase additional securities if the Fund's or Portfolio's borrowings
 exceed 5% of its total assets; and

(c)  Make short sales of securities, except short sales against the box.

     Except  for the  restriction  on  borrowing,  if a  percentage  restriction
contained in any Fund's or Portfolio's  investment policies is adhered to at the
time of investment, a later increase or decease in the percentage resulting from
a change in the value of portfolio  securities or the Fund's or Portfolio's  net
assets will not be considered a violation of such restriction.


Officers and Trustees

     The Trustees and officers of the Trusts are listed below.  The Trustees and
officers of the Portfolio Trust are identical to those of the Trusts.  Except as
indicated,  each  individual  has held the office shown or other  offices in the
same  company  for the last  five  years.  Those  Trustees  who are  "interested
persons"  (as  defined  in the 1940 Act) of the  Trusts,  the  Portfolio  Trust,
Wright,  Winthrop,  Eaton Vance,  Eaton Vance's wholly owned subsidiary,  Boston
Management and Research ("BMR"), Eaton Vance's parent company, Eaton Vance Corp.
("EVC"), or Eaton Vance's and BMR's Trustee, Eaton Vance, Inc. ("EV"), by virtue
of their affiliation with either the Trust, Wright,  Winthrop, Eaton Vance, BMR,
EVC or EV, are indicated by an asterisk (*).

PETER M. DONOVAN (54), President and Trustee*
President,  Chief  Executive  Officer and Director of Wright and Winthrop;  Vice
President,  Treasurer and a Director of Wright Investors' Service  Distributors,
Inc.
Address:  1000 Lafayette Boulevard, Bridgeport, CT 06604

H. DAY BRIGHAM, JR. (70), Vice President, Secretary and Trustee*
Retired, Formerly Vice President of Eaton Vance, BMR, EVC and EV and Director,
EV and EVC.
Address: 92 Reservoir Avenue, Chestnut Hill, MA  02167

WINTHROP S. EMMET (86), Trustee
Retired New York City Attorney at Law; Trust Officer, First National City Bank,
New York, NY (1963-1971).
Address: Box 327, West Center Road, West Stockbridge, MA 01266

LELAND MILES (73), Trustee
President  Emeritus,   University  of  Bridgeport  (1987-  present);  President,
University of Bridgeport (1974-1987); Director, United Illuminating Company.
Address:  Tide Mill Landing, 2425 Post Road, Suite 102,
Southport, CT 06490

A.M. MOODY III (60), Vice President & Trustee*
Senior Vice President, Wright and Winthrop; President, Wright Investors' Service
Distributors, Inc.
Address:  1000 Lafayette Boulevard, Bridgeport, CT 06604

LLOYD F. PIERCE (78), Trustee
Retired  Vice  Chairman  (prior  to  1984  -  President),   People's  Bank,
Bridgeport, CT; Member, Board of Trustees,  People's Bank, Bridgeport, CT; Board
of Directors,  Southern Connecticut Gas Company;  Chairman,  Board of Directors,
COSINE. 
Address: 125 Gull Circle North, Daytona Beach, FL 32119

RAYMOND VAN HOUTTE (72), Trustee
President  Emeritus and Counselor of The Tompkins County Trust Co., Ithaca,
NY (since January 1989);  President and Chief  Executive  Officer,  The Tompkins
County Trust Company (1973-1988);  President, New York State Bankers Association
(1987-1988);  Director,  McGraw Housing Company,  Inc., Deanco, Inc., Evaporated
Metal Products and Ithaco, Inc.
Address: One Strawberry Lane, Ithaca, NY 14850
<PAGE>

JUDITH R. CORCHARD (58), Vice President
Executive Vice President, Investment Management: Senior Investment Officer;
Chairman  of the  Investment  Committee  and  Director  of Wright and  Winthrop.
Address: 1000 Lafayette Boulevard, Bridgeport, CT 06604

JAMES L. O'CONNOR (52), Treasurer
Vice President of Eaton Vance,  BMR and EV.  Officer of various  investment
companies managed by Eaton Vance or BMR.
Address: 24 Federal Street,  Boston, MA 02110

JANET E. SANDERS (61), Assistant Secretary and Assistant Treasurer
Vice President of Eaton Vance, BMR and EV. Officer of various investment
companies managed by Eaton Vance or BMR.
Address:  24 Federal Street, Boston, MA 02110

WILLIAM J. AUSTIN,  JR. (45),  Assistant  Treasurer  Assistant Vice President
of Eaton Vance, BMR and EV. Officer of various investment companies managed by
Eaton Vance or BMR.  Mr. Austin was elected Assistant Treasurer of the Trust 
on December 18, 1991.
Address:  24 Federal Street, Boston, MA 02110

A. JOHN MURPHY (34), Assistant Secretary
Assistant  Vice  President  of  Eaton  Vance,  BMR and EV since  March 1,  1994;
employee of Eaton Vance since March  1993.  State  Regulations  Supervisor,  The
Boston Company  (1991-1993) and Registration  Specialist,  Fidelity Management &
Research Co.  (1986-1991).  Officer of various  investment  companies managed by
Eaton Vance or BMR. Mr. Murphy was elected  Assistant  Secretary of the Trust on
June 21, 1995.
Address:  24 Federal Street, Boston, MA 02110

ERIC G. WOODBURY (39), Assistant Secretary
Vice President of Eaton Vance, BMR and EV since February 1993;  formerly, 
associate attorney at Dechert, Price & Rhoads and Gaston & Snow. Officer of 
various  investment  companies  managed by Eaton Vance or BMR. Mr. Woodbury was
elected  Assistant  Secretary of the Trust on June 21, 1995.
Address:  24 Federal Street, Boston, MA 02110

     Messrs.  Emmet,  Miles,  Pierce,  and Van Houtte are members of the Special
Nominating  Committee  of the  Trustees  of the Trusts.  The Special  Nominating
Committee's function is selecting and nominating  individuals to fill vacancies,
as and when they occur,  in the ranks of those Trustees who are not  "interested
persons"  of the  Trusts,  Eaton  Vance  or  Wright.  The  Trusts  do not have a
designated  audit  committee since the full board performs the functions of such
committee.

     All of the Trustees and officers hold  identical  positions with The Wright
Managed Equity Trust,  The Wright Managed Income Trust,  The Wright Managed Blue
Chip Series  Trust  (except Mr.  Miles),  The Wright  EquiFund  Equity Trust and
Catholic Values Investment Trust. The fees and expenses of those Trustees of the
Trusts (Messrs.  Emmet,  Miles,  Pierce,  and Van Houtte) who are not affiliated
persons  of the  Trusts  and of Mr.  Brigham  are paid by the  Funds.  They also
received  additional  payments from other investment  companies for which Wright
provides investment advisory services.  The Trustees other than Mr. Brigham, who
are interested  persons of the Trusts receive no  compensation  from the Trusts.
The  Trusts  do not  have a  retirement  plan  for  the  Trustees.  For  Trustee
compensation  for the fiscal year ended  December  31, 1996,  see the  following
table.

<TABLE>
<CAPTION>
                                                          COMPENSATION TABLE
                                                  Fiscal Year Ended December 31, 1996

                                               THE WRIGHT MANAGED EQUITY TRUST -- 4 Funds
                                               THE WRIGHT MANAGED INCOME TRUST -- 5 Funds

                                    Aggregate Compensation from                Pension         Estimated           Total
                             The Wright Managed    The Wright Managed         Benefits          Annual         Compensation
Trustees                        Equity Trust          Income Trust             Accrued         Benefits           Paid(1)
- ---------------------------------------------------------------------------------------------------------------------------

<S>                             <C>                    <C>                     <C>               <C>             <C>   
Winthrop S. Emmet                                                               None             None
Leland Miles                                                                    None             None
Lloyd F. Pierce                                                                 None             None
George R. Prefer(2)                                                             None             None
Raymond Van Houtte                                                              None             None
- ----------------------------------------------------------------------------------------------------------------------------
<FN>

(1) Total  compensation  paid  includes  not only  service  on the boards of The
Wright  Managed  Equity Trust (4 Funds) and The Wright  Managed  Income Trust (5
Funds) but also  service on other  boards in the Wright Fund  complex (23 Funds)
for a total of 33 Funds. Total compensation paid also includes payments expected
to be paid during the current fiscal year for the Portfolio Trust.

(2) Resigned as of ________________, 1996.
</FN>
</TABLE>
<PAGE>

Control Persons and
Principal Holders of Shares

     As of March 31,  1997,  the  Trustees  and  officers  of the Trusts and the
Portfolio  Trust,  as a  group,  owned  in the  aggregate  less  than  1% of the
outstanding  shares of each  Fund and  Portfolio.  The  Funds'  shares  are held
primarily by trust  departments of depository  institutions  and trust companies
either for their own account or for the accounts of their clients.  From time to
time,  several of these trust departments are the record owners of 5% or more of
the outstanding  shares of a particular Fund. To date, the Funds' experience has
been that such  shareholders do not continuously hold in excess of 5% or more of
a Fund's  outstanding  shares for extended periods of time. Should a shareholder
continuously  hold 5% or more of a Fund's  outstanding  shares  for an  extended
period of time (a period in excess of a year),  this  would be  disclosed  by an
amendment to this Statement of Additional Information showing such shareholder's
name, address and percentage of ownership. Upon request, the Trusts will provide
shareholders  with a list of all  shareholders  holding  5% or more of a  Fund's
outstanding shares as of a current date.

     As of March 31, 1997, the number of trust departments which were the record
owners of more  than 5% of the  outstanding  shares  of the Funds in The  Wright
Managed Equity Trust was as follows: WBC, __; WJBC, __; WOC, __; and WIBC, __.

     On March 31, 1997,  the number of trust  departments  which were the record
owners of more  than 5% of the  outstanding  shares  of the Funds in the  Wright
Managed  Income Trust was as follows:  WUSTB,  __; WNTB, __; WTRB, __; WCIF, __;
and WTMM, __.

Investment Advisory and
Administrative Services

     The Trusts have engaged Winthrop to act as investment  adviser to the Funds
pursuant to Investment Advisory Contracts (the "Investment Advisory Contracts").
Pursuant to a service agreement  effective February 1, 1996 between Winthrop and
Wright,  Wright,  acting under the general  supervision of the Trusts' Trustees,
furnishes each non-Feeder Fund with investment  advice and management  services,
as described below.  Winthrop supervises  Wright's  performance of this function
and retains its contractual obligations under the Investment Advisory Contracts.
Winthrop  has agreed  that for so long as a Feeder Fund  invests its  investable
assets in a  corresponding  Portfolio  it will not impose any  advisory  fees to
which it would be entitled under the respective  Investment  Advisory  Contract.
The  Portfolio  Trust  has  engaged  Wright as  investment  adviser  to  provide
investment  advice and  management  services to the  Portfolios  pursuant to the
Portfolio  Investment Advisory Contract.  The estate of John Winthrop Wright may
be  considered  a  controlling  person of  Winthrop  and Wright by reason of its
ownership of 29% of the outstanding shares of Winthrop.

     Pursuant to each Investment Advisory Contract and the Portfolio  Investment
Advisory Contract,  Wright will carry out the investment and reinvestment of the
assets of the non-Feeder Funds and the Portfolios,  will furnish continuously an
investment program with respect to the non-Feeder Funds and the Portfolios, will
determine  which  securities  should be purchased,  sold or exchanged,  and will
implement such  determinations.  Wright will furnish to the non-Feeder Funds and
the  Portfolios  investment  advice  and  management  services,   office  space,
equipment and clerical  personnel,  and  investment  advisory,  statistical  and
research facilities. In addition, Wright has arranged for certain members of the
Eaton  Vance and Wright  organizations  to serve  without  salary as officers or
Trustees.  In return for these  services,  each  non-Feeder Fund or Portfolio is
obligated to pay a monthly advisory fee calculated at the rates set forth in the
current  Prospectus.  The following table sets forth the net assets of each Fund
at December 31, 1996 and the  advisory fee earned  during the fiscal years ended
December  31, 1996,  1995 and 1994.  Prior to the close of business on April 30,
1997, Wright managed directly the assets of the non-Feeder Funds.

                       Aggregate     Advisory Fees Paid for the
                      Net Assets     Fiscal Year Ended December 31
                     at 12/31/96     1996       1995      1996
- ------------------------------------------------------------------------------

THE WRIGHT MANAGED EQUITY TRUST
WBC                     $            $          $          $
WJBC
WQC
WIBC

THE WRIGHT MANAGED INCOME TRUST
WUSTB(1)                $            $          $          $
WNTB
WTRB
WCIF
WTMM(2)
- ------------------------------------------------------------------------------

(1) To enhance the net income of the Fund during the fiscal year ended  December
31,  1996,  Wright  made a  reduction  of its  advisory  fee  in the  amount  of
$___________. (2) To enhance the net income of the Fund, Wright made a reduction
of its advisory fees during each of the fiscal years ended December 31, 1996 and
1995 by $________ and $_________, respectively.
<PAGE>


     The Trusts have engaged  Eaton Vance to act as the  administrator  for each
Fund  pursuant  to an  Administration  Agreements.  For its  services  under the
Administration  Agreements,  Eaton Vance receives monthly administration fees at
the annual rates set forth in the current  Prospectus.  The following table sets
forth the  administration  fees earned for the fiscal  years ended  December 31,
1996, 1995 and 1994.

                              Administration Fees Paid
                        for the Fiscal Year Ended December 31
                        1996            1995           1994
- ------------------------------------------------------------------------------

THE WRIGHT MANAGED EQUITY TRUST
WBC                      $              $               $
WJBC
WQC
WIBC

THE WRIGHT MANAGED INCOME TRUST
WUSTB                    $              $               $
WNTB
WTRB
WCIF
WTMM
- ------------------------------------------------------------------------------

Eaton  Vance and EV are both wholly  owned  subsidiaries  of EVC.  BMR is a
wholly  owned  subsidiary  of  Eaton  Vance.   Eaton  Vance  and  BMR  are  both
Massachusetts business trusts, and EV is the trustee of Eaton Vance and BMR. The
Directors  of EV are Landon T. Clay,  M.  Dozier  Gardner,  James B.  Hawkes and
Benjamin A.  Rowland,  Jr. The  Directors of EVC consist of the same persons and
John G. L. Cabot and Ralph Z.  Sorenson.  Mr. Clay is chairman,  Mr.  Gardner is
vice chairman and Mr. Hawkes is president  and chief  executive  officer of EVC,
Eaton Vance, BMR and EV. All of the issued and outstanding shares of Eaton Vance
and of EV are owned by EVC. All of the issued and outstanding  shares of BMR are
owned by Eaton Vance.  All shares of the outstanding  Voting Common Stock of EVC
are  deposited in a Voting  Trust which  expires  December 31, 1997,  the Voting
Trustees of which are Messrs.  Clay, Gardner,  Hawkes, and Rowland and Thomas E.
Faust, Jr. The Voting Trustees have unrestricted  voting rights for the election
of Directors of EVC. All of the  outstanding  voting trust receipts issued under
said  Voting  Trust are owned by certain of the  officers of Eaton Vance and BMR
who are also  officers  and  Directors  of EVC and EV. As of February  28, 1997,
Messrs.  Clay,  Gardner and Hawkes each owned 24% of such voting trust receipts.
Messrs. Rowland and Faust each owned 15% and 13%,  respectively,  of such voting
trust  receipts.  Mr.  Brigham is an officer and  Trustee of the  Trusts,  and a
former member of the Eaton Vance, EVC, BMR and EV organizations. Messrs. Austin,
Murphy, O'Connor and Woodbury and Ms. Sanders are officers of the Trusts and are
also  members of the Eaton  Vance,  BMR and EV  organizations.  Eaton Vance will
receive the fees paid under the Administration Agreements.

     EVC owns all of the stock of Energex Energy Corporation which is engaged in
oil and gas exploration and development.  In addition,  Eaton Vance owns all the
stock of Northeast Properties, Inc., which is engaged in real estate investment.
EVC owns all of the stock of Fulcrum  Management,  Inc. and MinVen,  Inc., which
are engaged in precious metal mining venture investment and management. EVC, EV,
Eaton Vance and BMR may also enter into other businesses.

     In addition to the fees payable to the service providers  described herein,
the Funds and  Portfolios  are  responsible  for  usual and  customary  expenses
associated with their respective  operations not otherwise  payable by Wright or
Eaton Vance. These include,  among other things,  organization  expenses,  legal
fees,  audit and accounting  expenses,  insurance  costs,  the  compensation and
expenses of the Trustees,  interest,  taxes and extraordinary  expenses (such as
for litigation).  For each Fund, such expenses also include printing and mailing
reports,  notices and proxy  statements to shareholders  and  registration  fees
under  federal  securities  laws and the cost of providing  required  notices to
state securities administrators.  For the Portfolios, such expenses also include
registration  fees  under  foreign  securities  laws  (for  the WIBC  Fund)  and
brokerage commissions.

     The  Investment  Advisory  Contracts  and  Portfolio   Investment  Advisory
Contract will remain in effect until  February 28, 1998 and 1999,  respectively.
The Investment Advisory Contracts and the Portfolio Investment Advisory Contract
may be continued  from year to year so long as such  continuance  is approved at
least  annually  (i) by the  vote  of a  majority  of the  Trustees  who are not
"interested  persons" of the Trust, the Portfolio  Trust,  Eaton Vance or Wright
cast in person at a meeting  specifically  called  for the  purpose of voting on
such  approval  and (ii) by the Board of  Trustees  of the Trust or by vote of a
majority  of the  outstanding  voting  securities  of the  respective  Funds  or
Portfolios.  The  Administration  Agreements  may be continued from year to year
after February 28, 1998 so long as such continuance is approved  annually by the
vote of a majority of the Trustees. Each

<PAGE>

agreement may be terminated at any time without  penalty on sixty (60) days
written notice by the Board of Trustees or Directors of either party, or by vote
of the majority of the outstanding shares of the affected Fund or Portfolio, and
each agreement will terminate automatically in the event of its assignment. Each
agreement provides that, in the absence of willful misfeasance, bad faith, gross
negligence or reckless  disregard of its  obligations  or duties to the Trust or
Portfolio  Trust,  as the case may be, under such agreement on the part of Eaton
Vance or  Wright,  Eaton  Vance or  Wright  will not be  liable  to the Trust or
Portfolio Trust, as the case may be, for any loss incurred.


Custodian

     Investors  Bank  &  Trust  Company  ("IBT"),   89  South  Street,   Boston,
Massachusetts,  acts as custodian for the Funds and the Portfolios.  IBT has the
custody of all cash and  securities of the Funds and  Portfolios,  maintains the
Funds' and  Portfolios'  general  ledgers and computes the daily net asset value
per share.  In such capacity it attends to details in connection  with the sale,
exchange,  substitution,   transfer  or  other  dealings  with  the  Funds'  and
Portfolios'  investments,  receives and disburses all funds and performs various
other ministerial duties upon receipt of proper  instructions from the Funds and
Portfolios.  IBT charges custody fees which are competitive within the industry.
A  portion  of the  custody  fee for each  fund  served  by IBT is based  upon a
schedule of percentages  applied to the aggregate  assets of those funds managed
by Eaton Vance for which IBT serves as custodian,  the fees so determined  being
then  allocated  among such funds  relative to their  size.  These fees are then
reduced by a credit for cash balances of the particular fund at IBT equal to 75%
of the 91-day,  U.S. Treasury Bill auction rate applied to the particular fund's
average daily collected balances for the week. In addition, each fund pays a fee
based on the number of  portfolio  transactions  and a fee for  bookkeeping  and
valuation services.


Independent Certified
Public Accountants

     [ ] are the Trusts' and the Portfolio Trust's independent  certified public
accountants,  providing audit services,  tax return preparation,  and assistance
and consultation  with respect to the preparation of filings with the Securities
and Exchange Commission.


Brokerage Allocation

     Wright places the portfolio security  transactions for each non-Feeder Fund
and Portfolio,  which in some cases may be effected in block  transactions which
include other  accounts  managed by Wright.  Wright  provides  similar  services
directly for bank trust departments.  Wright seeks to execute portfolio security
transactions  on the  most  favorable  terms  and in the most  effective  manner
possible.  In seeking  best  execution,  Wright  will use its best  judgment  in
evaluating the terms of a transaction,  and will give  consideration  to various
relevant  factors,  including  without  limitation  the  size  and  type  of the
transaction,  the nature and  character  of the  markets for the  security,  the
confidentiality,  speed and  certainty of effective  execution  required for the
transaction,   the  reputation,   experience  and  financial  condition  of  the
broker-dealer and the value and quality of service rendered by the broker-dealer
in other  transactions,  and the  reasonableness of the brokerage  commission or
markup, if any.

     It is expected that on frequent  occasions there will be many broker-dealer
firms which will meet the foregoing  criteria for a particular  transaction.  In
selecting  among such  firms,  the Funds may give  consideration  to those firms
which supply  brokerage and research  services,  quotations and  statistical and
other information to Wright for their use in servicing their accounts. The Funds
may include  firms which  purchase  investment  services  from Wright.  The term
"brokerage and research services" includes advice as to the value of securities,
the  advisability  of investing in,  purchasing or selling  securities,  and the
availability  of securities or purchasers or sellers of  securities;  furnishing
analyses  and  reports  concerning  issuers,  industries,  securities,  economic
factors and trends,  portfolio  strategy and the  performance  of accounts;  and
effecting  securities  transactions and performing  functions incidental thereto
(such as clearance and settlement).  Such services and information may be useful
and of value to Wright in servicing  all or less than all of their  accounts and
the services and information  furnished by a particular firm may not necessarily
be used in connection with the account which paid brokerage  commissions to such
firm. The advisory fee paid by the non-Feeder Funds and the Portfolios to Wright
is not  reduced  as a  consequence  of  Wright's  receipt of such  services  and
information.  While such  services  and  information  are not expected to reduce
Wright's normal research activities and expenses,  Wright would,  through use of
such services and  information,  avoid the  additional  expenses  which would be
incurred if it should  attempt to develop  comparable  services and  information
through its own staffs.
<PAGE>

     Subject to the  requirement  that Wright shall use its best efforts to seek
to  execute  each   non-Feeder   Fund's  and  Portfolio's   portfolio   security
transactions at  advantageous  prices and at reasonably  competitive  commission
rates,  Wright, as indicated above, is authorized to consider as a factor in the
selection of any broker-dealer firm with whom portfolio orders may be placed the
fact  that  such  firm has sold or is  selling  shares  of the Funds or of other
investment  companies sponsored by Wright. This policy is consistent with a rule
of the National  Association of Securities  Dealers,  Inc.,  which rule provides
that no firm which is a member of the  Association  shall favor or disfavor  the
distribution  of  shares  of any  particular  investment  company  or  group  of
investment companies on the basis of brokerage  commissions received or expected
by such firm from any source.

     Under  each  Investment  Advisory  Contract  and the  Portfolio  Investment
Advisory  Contract,  Wright has the  authority to pay  commissions  on portfolio
transactions  for brokerage  and research  services  exceeding  that which other
brokers or dealers  might  charge  provided  certain  conditions  are met.  This
authority will not be exercised, however, until the Prospectus or this Statement
of  Additional  Information  has been  supplemented  or amended to disclose  the
conditions under which Wright proposes to do so.

     Each Investment  Advisory  Contract and the Portfolio  Investment  Advisory
Contract  expressly  recognizes the practices  which are provided for in Section
28(e) of the Securities  Exchange Act of 1934 by authorizing  the selection of a
broker or dealer which charges a non-Feeder Fund or Portfolio a commission which
is in excess of the amount of  commission  another  broker or dealer  would have
charged for effecting  that  transaction  if it is determined in good faith that
such  commission  was  reasonable  in relation to the value of the brokerage and
research services which have been provided.

     During the fiscal years ended  December 31, 1996,  1995 and 1994, the Funds
in The Wright  Managed  Equity  Trust  paid the  following  aggregate  brokerage
commissions on portfolio transactions:

                               1996       1995       1994
                               --------------------------

Wright Selected Blue Chip
Equities Fund (WBC)            $         $          $

Wright Junior Blue Chip
Equities Fund (WJBC)

Wright Quality Core
Equities Fund (WQC)

Wright International Blue Chip
Equities Fund (WIBC)

     It is expected  that  purchases and sales of portfolio  investments  by the
Funds in the Wright  Managed  Income Trust (or their  corresponding  Portfolios)
will be with the  issuers or with major  dealers in debt  instruments  acting as
principal,  and that the Funds (or  Portfolios)  will  normally pay no brokerage
commissions.  The cost of  securities  purchased  from  underwriters  includes a
disclosed, fixed underwriting commission or concession, and the prices for which
securities are purchased from and sold to dealers usually include an undisclosed
dealer  mark-up or mark-down.  During the fiscal years ended  December 31, 1996,
1995 and  1994,  none of the  Funds in The  Wright  Managed  Income  Trust  paid
brokerage commissions.


Pricing of Shares

All Funds Except
Wright U.S. Treasury Money Market Fund

     For a  description  of how  the  Funds  value  their  Standard  Shares  and
Institutional  Shares,  see "How the Funds  Value  their  Shares"  in the Funds'
current  Prospectus.  The Funds value securities with a remaining maturity of 60
days or less by the amortized cost method.  The amortized  cost method  involves
initially  valuing  a  security  at its cost (or its  fair  market  value on the
sixty-first   day  prior  to  maturity)  and  thereafter   assuming  a  constant
amortization  to  maturity  of  any  discount  or  premium,  without  regard  to
unrealized appreciation or depreciation in the market value of the security.


Wright U.S. Treasury Money Market Fund

     Wright U.S.  Treasury  Money  Market Fund values its shares  three times on
each day the New York Stock  Exchange (the  "Exchange") is open at noon, at 3:00
p.m. and as of the close of regular trading on the Exchange - normally 4:00 p.m.
New York time.  The net asset value is determined by IBT (as agent for the Fund)
in the  manner  authorized  by the  Trustees.  Portfolio  assets of the Fund are
valued at  amortized  cost in an effort to  attempt to  maintain a constant  net
asset value of $1.00 per share,  which the Trustees have determined to be in the
best interests of the Fund and its shareholders. The Fund's use of the amortized
cost method to value the portfolio  securities is  conditioned on its compliance
with  conditions  contained  in a rule  issued by the  Securities  and  Exchange
Commission (the "Rule").
<PAGE>

     Under the Rule, the Trustees are obligated, as a particular  responsibility
within  the  overall  duty  of  care  owed  to the  shareholders,  to  establish
procedures  reasonably  designed,  taking into account current market conditions
and the investment  objectives of the Fund, to stabilize the net asset value per
share as computed for the purposes of distribution, redemption and repurchase at
$1.00 per share. The Trustees'  procedures include periodically  monitoring,  as
they  deem  appropriate  and at such  intervals  as are  reasonable  in light of
current market  conditions,  the extent of deviation  between the amortized cost
value per share and a net asset value per share based upon available indications
of  market  value  as well as  review  of the  methods  used  to  calculate  the
deviation. The Trustees will consider what steps, if any, should be taken in the
event of a  difference  of more  than 1/2 of 1%  between  such two  values.  The
Trustees will take such steps as they consider appropriate (e.g.,  redemption in
kind,  selling  prior to maturity  to realize  gains or losses or to shorten the
average portfolio maturity, withholding dividends or using market quotations) to
minimize any material  dilution or other unfair results to investors or existing
shareholders, which might arise from differences between the two values.

     The  Rule  requires  that  the  Fund's  investments,  including  repurchase
agreements,  be limited to those U.S.  dollar-denominated  instruments which the
Trustees  determine  present  minimal  credit risks and which are at the time of
acquisition rated by the requisite number of nationally  recognized  statistical
rating  organizations in one of the two highest short-term rating categories or,
in the case of any  instrument  that is not so rated,  of comparable  quality as
determined by Wright in accordance with procedures  established by the Trustees.
It also  calls for the Fund to  maintain  a  dollar-weighted  average  portfolio
maturity (not more than 90 days)  appropriate  to its objective of maintaining a
stable net asset  value of $1.00 per share and  precludes  the  purchase  of any
instrument  with a  remaining  maturity  of more  than  13  months.  Should  the
disposition  of  a  portfolio  security  result  in  a  dollar-weighted  average
portfolio  maturity  of more than 90 days,  the  Fund's  available  cash will be
invested in such a manner as to reduce such  maturity to 90 days or less as soon
as reasonably practicable.

     It is the normal practice of Wright U.S. Treasury Money Market Fund to hold
portfolio securities to maturity and to realize par value therefor unless a sale
or  other   disposition  is  mandated  by  redemption   requirements   or  other
extraordinary  circumstances.  Under the  amortized  cost  method of  valuation,
traditionally   employed  by   institutions   for   valuation  of  money  market
instruments,  neither the amount of daily  income nor the Fund's net asset value
is affected by any unrealized  appreciation  or  depreciation on securities held
for the Fund.  There can be no  assurance  that the  Fund's  objectives  will be
achieved.
                                                                  ***
     The Funds and the  Portfolios  will not price  securities  on the following
national holidays:  New Year's Day; Presidents' Day; Good Friday;  Memorial Day;
Independence Day; Labor Day; Thanksgiving Day; and Christmas Day.


Principal Underwriter

     Each Trust has adopted a  Distribution  Plan as defined in Rule 12b-1 under
the 1940 Act (the "Plan") on behalf of its Funds  (except  Wright U.S.  Treasury
Money  Market Fund) with respect to each Fund's  Standard  Shares.  Each Trust's
Plan  specifically  authorizes  each Fund to pay  direct and  indirect  expenses
incurred by any separate  distributor or  distributors  under agreement with the
Trust in  activities  primarily  intended to result in the sale of its  Standard
Shares.  The expenses of such activities will not exceed 0.25% per annum of each
Fund's average daily net assets  attributable to the Standard  Shares.  Payments
under the Plan are reflected as an expense in each Fund's  financial  statements
relating to the applicable class of shares.

     Each Trust has entered into a distribution  contract on behalf of its Funds
with respect to the Funds'  Standard  Shares and  Institutional  Shares with its
principal underwriter, Wright Investors' Service Distributors, Inc. ("WISDI"), a
wholly-owned  subsidiary  of Winthrop,  providing for WISDI to act as a separate
distributor of each Fund's Standard Shares and Institutional Shares. Wright U.S.
Treasury Money Market Fund is not obligated to make any distribution payments to
WISDI under its Distribution Contract.

     Each Fund, except Wright U.S. Treasury Money Market Fund, will pay 0.25% of
its  average  daily net assets  attributable  to Standard  Shares,  to WISDI for
distribution activities on behalf of the Fund in connection with the sale of its
Standard  Shares.   WISDI  will  provide  on  a  quarterly  basis  documentation
concerning the expenses of such  activities.  Documented  expenses of a Fund may
include  compensation  paid  to and  out-of-pocket  disbursements  of  officers,
employees or sales  representatives  of WISDI,  including  telephone  costs, the

<PAGE>

printing  of  prospectuses  and reports  for other than  existing  shareholders,
preparation  and  distribution  of  sales  literature,  advertising  of any type
intended  to  enhance  the sale of  shares  of the Fund  and  interest  or other
financing charges. Subject to the 0.25% per annum limitation imposed on Standard
Shares  by  each  Trust's  Plan,  a Fund  may pay  separately  for  expenses  of
activities  primarily  intended  to  result in the sale of the  Fund's  Standard
Shares.  It is contemplated  that the payments for distribution  described above
will be made directly to WISDI. If the distribution payments to WISDI exceed its
expenses, WISDI may realize a profit from these arrangements.  Peter M. Donovan,
President, Chief Executive Officer and a Trustee of each Trust and President and
a Director of Wright and Winthrop,  is Vice President,  Treasurer and a Director
of WISDI.  A.M. Moody, Ill, Vice President and a Trustee of the Trust and Senior
Vice President of Wright and Winthrop, is President and a Director of WISDI.

     It is the  opinion  of the  Trustees  and  officers  of each Trust that the
following are not expenses  primarily intended to result in the sale of Standard
Shares  or  Institutional  Shares  issued  by any  Fund:  fees and  expenses  of
registering  shares of the Fund under federal or state laws  regulating the sale
of securities;  fees and expenses of registering the Trust as a broker-dealer or
of registering an agent of the Trust under federal or state laws  regulating the
sale of securities;  fees of registering, at the request of the Trust, agents or
representatives  of a principal  underwriter  or  distributor  of any Fund under
federal or state laws regulating the sale of securities,  provided that no sales
commission  or "load" is  charged  on sales of shares of the Fund;  and fees and
expenses of  preparing  and setting in type the Trust's  registration  statement
under the Securities  Act of 1933.  Should such expenses be deemed by a court or
agency having  jurisdiction to be expenses  primarily  intended to result in the
sale of Standard Shares and Institutional  Shares issued by a Fund, they will be
considered to be expenses  contemplated  by and included in the applicable  Plan
but not subject to the 0.25% per annum limitation described above.

     Under each Trust's Plan,  the President or Vice President of the Trust will
provide to the Trustees for their review,  and the Trustees will review at least
quarterly,  a written  report  of the  amounts  expended  under the Plan and the
purposes  for which  such  expenditures  were made.  For the  fiscal  year ended
December 31, 1996, it is estimated that WISDI spent  approximately the following
amounts on behalf of The Wright Managed Investment Funds, including the Funds in
the Trusts:

     The following table shows the distribution  expenses allowable to WISDI and
paid by each Fund for the year ended December 31, 1995. No Institutional  Shares
were outstanding as of December 31, 1996.

                                    STANDARD SHARES
                                                      Distribution Expenses
                           Distribution   Distribution     Paid As a % of
                             Expenses       Expenses       Fund's Average
                            Allowable     Paid by Fund     Net Asset Value
- -----------------------------------------------------------------------------

THE WRIGHT MANAGED EQUITY TRUST
WBC                         $               $                $
WJBC                                              (1)
WQC                                               (2)
WIBC

THE WRIGHT MANAGED INCOME TRUST
WUSTB                       $               $     (3)       $
WNTB
WTRB
WCIF
- ------------------------------------------------------------------------------

(1) WISDI  reduced  its fee in the amount of $
(2) WISDI  reduced its fee in the amount of $
(3) WISDI reduced its fee in the full amount of $

<TABLE>
<CAPTION>

                                                         Wright Investors Service Distributors, Inc.
                                                           Financial Summaries for the Year 1996

                                                            Printing         Travel      Commissions    Admin-
                                                Promo-      & Mailing          and           and       istration
FUNDS                                           tional    Prospectuses    Entertainment Service Fees   and Other      TOTAL
- ---------------------------------------------------------------------------------------------------------------------------------

<S>                                           <C>          <C>             <C>             <C>           <C>          <C>
THE WRIGHT MANAGED EQUITY TRUST
Wright Selected Blue Chip Equities Fund (WBC) $            $              $                   --         $             $
Wright Junior Blue Chip Equities Fund (WJBC)                                                  --
Wright Major Blue Chip Equities Fund (WMBC)                                                   --
Wright International Blue Chip Equities Fund (WIBC)

THE WRIGHT MANAGED INCOME TRUST
Wright U.S. Treasury Fund (WUSTB)                --           --             --               --            --            --
Wright U.S. Treasury Near Term Fund (WNTB)                                                    --
Wright Total Return Bond Fund (WTRB)                                                          --
Wright Current Income Fund (WCIF)                                                             --

</TABLE>

<PAGE>


     Under its terms,  each  Trust's  Plan  remains in effect from year to year,
provided  such  continuance  is  approved  annually  by a vote of its  Trustees,
including a majority of the Trustees who are not interested persons of the Trust
and who have no direct or indirect  financial  interest in the  operation of the
Trust's Plan. Each Plan may not be amended to increase  materially the amount to
be spent by the  applicable  class for the services  described  therein  without
approval  of a majority  of the  outstanding  Standard  Shares and all  material
amendments of the Plan must also be approved by the Trustees of the Trust in the
manner described above.  Each Trust's Plan may be terminated as to each class at
any time without payment of any penalty by vote of a majority of the Trustees of
the Trust who are not interested  persons of the Trust and who have no direct or
indirect  financial  interest  in the  operation  of the  Plan or by a vote of a
majority of the outstanding  voting  securities of the affected class. If a Plan
is terminated,  the respective Fund would stop paying the  distribution fee with
respect to the affected  class and the Trustees  would consider other methods of
financing the distribution of the Fund's Standard  Shares.  So long as a Trust's
Plan  is in  effect,  the  selection  and  nomination  of  Trustees  who are not
interested  persons  of the Trust will be  committed  to the  discretion  of the
Trustees who are not such  interested  persons.  The Trustees of each Trust have
determined that in their judgment there is a reasonable likelihood that the Plan
will benefit the Trust and the holders of Standard Shares.



Service Plans

     The Service  Plans were adopted by each  Trust's  Trustees on behalf of the
Funds and will continue in effect from year to year,  provided such  continuance
is approved annually by a vote of the Trust's Trustees,  including a majority of
the Trustees who are not interested  persons of the Trust and who have no direct
or indirect  financial  interest in the  operation  of the  Service  Plan.  Each
Service Plan may be  terminated  at any time  without  payment of any penalty by
vote  of a  majority  of the  Trustees  of the  appropriate  Trust  who  are not
interested  persons  of the Trust and who have no direct or  indirect  financial
interest in the operation of the Service  Plan.  The Trustees of each Trust have
determined  that in their  judgment  there is a reasonable  likelihood  that the
Service  Plan will  benefit the Funds in each  respective  Trust and each Fund's
holders of Standard Shares and Institutional Shares.

Calculation of Performance
and Yield Quotations

     The average annual total return of each Fund is determined for a particular
period by calculating the actual dollar amount of investment  return on a $1,000
investment  in the Fund made at the maximum  public  offering  price (i.e.,  net
asset value) at the  beginning of the period,  and then  calculating  the annual
compounded  rate of return which would  produce that amount (only a single class
of shares of each Fund was  outstanding  as of December 31, 1996).  Total return
for a period of one year is equal to the actual  return of the Fund  during that
period.  This  calculation  assumes that all  dividends  and  distributions  are
reinvested at net asset value on the reinvestment dates during the period.

     The yield of each Fund, other than Wright U.S.  Treasury Money Market Fund,
is computed by dividing  its net  investment  income per share  earned  during a
recent 30- day period by the maximum  offering price (i.e., net asset value) per
share on the last day of the period and annualizing the resulting figure (only a
single class of shares of each Fund was  outstanding  as of December 31,  1996).
Net  investment  income per share is equal to the Fund's  dividends and interest
earned during the period, with the resulting number being divided by the average
daily number of shares  outstanding and entitled to receive dividends during the
period.

     For the 30-day  period ended  December  31,  1996,  the yield of each Fund,
other than Wright U.S. Treasury Money Market Fund, was as follows:

                                        30-Day Period Ended
                                         December 31, 1996*
- ------------------------------------------------------------------------------

THE WRIGHT MANAGED EQUITY TRUST
Wright Selected Blue Chip Equities Fund              %
Wright Junior Blue Chip Equities Fund                %
Wright Major Blue Chip Equities Fund                 %
Wright International Blue Chip Equities Fund         %

THE WRIGHT MANAGED INCOME TRUST
Wright U.S. Treasury Fund                            %
Wright U.S. Treasury Near Term Fund                  %
Wright Total Return Bond Fund                        %
Wright Current Income Fund                           %
- -------------------------------------------------------------------------------

* according to the following formula:
                                     6
                Yield = 2 [ ( a-b + 1) - 1 ]
                              ---
                              cd
<PAGE>

Where:

     a    =   dividends and interest earned during the period.

     b    =   expenses accrued for the period (after reductions).

     c    =   the average daily number of accumulation units outstanding
              during the period.

     d    =   the maximum offering price per accumulation unit on the last day
              of the period.

NOTE:  "a" has been  estimated  for debt  securities  other  than  mortgage
certificates  by dividing the year-end  market value times the yield to maturity
by 360.  "a" for  mortgage  securities,  such as GNMA's,  is the  actual  income
earned. Neither discount nor premium have been amortized.

     "b" has been  estimated  by  dividing  the  actual  expense  amounts  for
the year by 360 or the  number  of days the' Fund was in
existence.

     Because  each class of shares of each Fund  bears its own fees and  certain
expenses, the classes will have different performance results.
***
     From time to time,  quotations of Wright U.S.  Treasury Money Market Fund's
yield and effective yield may be included in advertisements or communications to
shareholders.  If a portion of the Fund's expenses had not been subsidized,  the
Fund would have had lower returns.  These performance  figures are calculated in
the following manner:

A.Yield  - the  net  annualized  yield  based  on a  specified  7-calendar  days
calculated at simple interest rates.  Yield is calculated by determining the net
change,   exclusive  of  capital  changes,   in  the  value  of  a  hypothetical
pre-existing  account  having a  balance  of one share at the  beginning  of the
period,   subtracting  a  hypothetical   charge   reflecting   deductions   from
shareholders  accounts,  and dividing the difference by the value of the account
at the beginning of the base period to obtain the base period return.  The yield
is annualized by multiplying  the base period return by 365/7.  The yield figure
is stated to the  nearest  hundredth  of one  percent.  The yield of Wright U.S.
Treasury Money Market Fund for the seven-day  period ended December 31, 1996 was
%.

B.Effective  Yield - the net annualized  yield for a specified  7-calendar  days
assuming  a  reinvestment  of the  yield  or  compounding.  Effective  yield  is
calculated  by the same method as yield  except the  annualized  yield figure is
compounded  by adding 1,  raising  the sum to a power equal to 365 divided by 7,
and  subtracting  one from  the  result,  according  to the  following  formula:
Effective  Yield = [(Base Period Return + 1 )^365/7] - 1. The effective yield of
Wright U.S.  Treasury Money Market Fund for the seven-day  period ended December
31, 1996 was %.

     As  described  above,  yield and  effective  yield are based on  historical
earnings  and are  not  intended  to  indicate  future  performance.  Yield  and
effective yield will vary based on changes in market conditions and the level of
expenses.

     A Fund's yield or total return may be compared to the Consumer  Price Index
and various  domestic  securities  indices.  A Fund's  yield or total return and
comparisons with these indices may be used in advertisements  and in information
furnished to present or prospective shareholders.

     From time to time,  evaluations of a Fund's performance made by independent
sources may be used in advertisements and in information furnished to present or
prospective   shareholders.   The  Lipper  performance   analysis  includes  the
reinvestment  of  dividends  and capital gain  distributions,  but does not take
sales  charges  into  consideration  and  is  prepared  without  regard  to  tax
consequences.

     The table on the next page shows the average annual  total return of each
Fund for the one,  five and  ten-year periods  ended  December 31, 1996 and the
period from inception to December 31, 1996.

<PAGE>
<TABLE>
<CAPTION>


                                                             Period Ended 12/31/96            Inception To       Inception
                                                      One Year    Five Years    Ten Years       12/31/96           Date
- ----------------------------------------------------------------------------------------------------------------------------

THE WRIGHT MANAGED EQUITY TRUST
<S>                                     <C>            <C>           <C>          <C>              <C>            <C>           
Wright Selected Blue Chip Equities Fund (1)              . %          . %          . %              . %           1/04/83
Wright Junior Blue Chip Equities Fund (2)                . %          . %          . %              . %           1/14/85
Wright Major Blue Chip Equities Fund (3)                 . %          . %          . %              . %           8/07/85
Wright International Blue Chip Equities Fund(4)          . %          . %          . %              . %           9/14/89

THE WRIGHT MANAGED INCOME TRUST
Wright U.S. Treasury Fund (5)                            . %          . %          . %              . %           7/25/83
Wright U.S. Treasury Near Term Fund (6)                  . %          . %          . %              . %           7/25/83
Wright Total Return Bond Fund (7)                        . %          . %          . %              . %           7/25/83
Wright Current Income Fund (8)                           . %          . %        --                 . %           4/15/87
- ----------------------------------------------------------------------------------------------------------------------------
<FN>

(1) If a portion of the WBC Fund's expenses had not been subsidized for the 
years ended December 31, 1987, 1986 and 1984, the Fund would have had lower returns;

(2) If a portion of the WJBC Fund's expenses had not been subsidized during the
years ended December 31, 1995, 1987 and 1985, the Fund would have had lower returns;

(3) If a portion of the WQC Fund's expenses had not been  subsidized  during the
years ended December 31, 1995,  1990,  1989, 1988, 1987 and 1985, the Fund would
have had lower returns;

(4) If a portion of the Fund's expenses had not been reduced during the fiscal
years ending December 31, 1990 and 1989, the Fund would have had lower returns.

(5) If a portion of WUSTB's expenses had not been subsidized for the years ended
December 31, 1995, 1993, 1992, 1987,1985 and 1984, the Fund would have had lower
returns;

(6)   If a portion of WNTB's expenses had not been subsidized during the year
ended December 31, 1987, the Fund would have had lower returns;

(7) If a portion  of WTRB's  expenses  had not been  subsidized  during the five
years ended December 31,1989, the Fund would have had lower returns;

(8) If a portion  of WCIF's  expenses  had not been  subsidized  during the five
years ended December 31,1991, the Fund would have had lower returns.
</FN>

</TABLE>

<PAGE>


                          FINANCIAL STATEMENTS



     The  financial  statements  of the Funds,  which are included in the Funds'
Annual  Reports  to  Shareholders,  are  incorporated  by  reference  into  this
Statement of Additional Information and have been so incorporated in reliance on
the  report of [ ],  independent  certified  public  accountants,  as experts in
accounting  and  auditing.  A  copy  of  a  Fund's  most  recent  Annual  Report
accompanies this Statement of Additional Information.





<PAGE>


APPENDIX

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

Wright Quality Ratings

     Wright Quality Ratings provide the means by which the fundamental  criteria
for the  measurement  of quality of an issuer's  securities  can be  objectively
evaluated.

     Each rating is based on 32 individual measures of quality grouped into four
components: (1) Investment Acceptance, (2) Financial Strength, (3) Profitability
and Stability,  and (4) Growth. The total rating is three letters and a numeral.
The three letters measure (1) Investment Acceptance, (2) Financial Strength, and
(3) Profitability and Stability. Each letter reflects a composite measurement of
eight individual standards which are summarized as A: Outstanding, B: Excellent,
C: Good, D: Fair,  L: Limited,  and N: Not Rated.  The numeral  rating  reflects
Growth and is a composite of eight individual standards ranging from 0 to 20.

Equity Securities

     Investment  Acceptance  reflects the acceptability of a security by and its
marketability  among  investors,  and the adequacy of the floating supply of its
common shares for the investment of substantial funds.

     Financial  Strength  represents  the amount,  adequacy and liquidity of the
corporation's resources in relation to current and potential  requirements.  Its
principal  components  are  aggregate  equity  and total  capital,  the ratio of
invested equity capital to debt, the adequacy of net working capital,  its fixed
charges coverage ratio and other appropriate criteria.

     Profitability  and  Stability   measures  the  record  of  a  corporation's
management  in  terms  of (1) the  rate and  consistency  of the net  return  on
shareholders'  equity capital  investment at corporate  book value,  and (2) the
profits or losses of the corporation  during generally adverse economic periods,
including its ability to withstand adverse financial developments.

     Growth per common share of the corporation's equity capital,  earnings, and
dividends - rather than the  corporation's  overall  growth of dollar  sales and
income.

     These  ratings  are  determined  by  specific   quantitative   formulae.  A
distinguishing  characteristic  of these  ratings is that The Wright  Investment
Committee  must  review and  accept  each  rating.  The  Committee  may reduce a
computed rating of any company, but may not increase it.


Debt Securities

     Wright ratings for commercial paper,  corporate bonds and bank certificates
of  deposit  consist  of  the  two  central   positions  of  the  four  position
alphanumeric  corporate equity rating. The two central positions represent those
factors which are most applicable to fixed income and reserve  investments.  The
first, Financial Strength, represents the amount, the adequacy and the liquidity
of  the   corporation's   resources   in  relation  to  current  and   potential
requirements.  Its principal  components are aggregate equity and total capital,
the ratios of (a) invested  equity  capital,  and (b) long-term  debt,  total of
corporate capital,  the adequacy of net working capital,  fixed charges coverage
ratio and other appropriate criteria. The second letter represents Profitability
and Stability and measures the record of a corporation's management in terms of:
(a) the rate and consistency of the net return on  shareholders'  equity capital
investment  at  corporate  book  value,  and (b) the  profits  and losses of the
corporation  during  generally  adverse  economic  periods,  and its  ability to
withstand adverse financial developments.

     The first  letter  rating of the Wright  four-part  alphanumeric  corporate
rating is not  included  in the  ratings  of  fixed-income  securities  since it
primarily  reflects the adequacy of the floating supply of the company's  common
shares for the investment of substantial funds. The numeric growth rating is not
included because this element is identified only with equity investments.


A-1 and P-1 Commercial Paper Ratings
by S&P and Moody's

     An S&P Commercial Paper Rating is a current assessment of the likelihood of
timely payment of debt having an original maturity of no more than 365 days.

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

<PAGE>

is either  overwhelming  or very  strong.  Those  issues  determined  to possess
overwhelming  safety  characteristics  will  be  denoted  with a plus  (+)  sign
designation.

     The commercial paper rating is not a  recommendation  to purchase or sell a
security.  The ratings are based on current information  furnished to Standard &
Poor's by the issuer or obtained from other sources it considers  reliable.  The
ratings  may be changed,  suspended  or  withdrawn  as a result of changes in or
unavailability of such information.

     Issuers (or related  supporting  institutions)  rated P-1 by Moody's have a
superior  capacity  for  repayment of  short-term  promissory  obligations.  P-1
repayment capacity will normally be evidenced by the following characteristics:

     --  Leading market positions in well-established industries.

     --  High rates of return on funds employed.

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

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

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


Bond Ratings

     In  addition  to Wright  quality  ratings,  bonds or bond  insurers  may be
expected to have credit risk ratings assigned by the two major rating companies,
Moody's and S&P.  Moody's uses a  nine-symbol  system with Aaa being the highest
rating and C the lowest.  S&P uses a 10-symbol system that ranges from AAA to D.
Bonds within the top four categories of Moody's (Aaa, Aa, A, and Baa) and of S&P
(AAA, AA, A, and BBB) are considered to be of investment-grade quality. Only the
top three grades are acceptable for the taxable income Funds. Note that both S&P
and  Moody's  currently  give their  highest  rating to  issuers  insured by the
American Municipal Bond Assurance  Corporation  (AMBAC) or by the Municipal Bond
Investors Assurance Corporation (MBIA).

     Bonds rated A by S&P have a strong  capacity to pay principal and interest,
although they are somewhat more  susceptible to the adverse effects of change in
circumstances and economic conditions than debt in higher- rated categories. The
rating of AA is  accorded to issues  where the  capacity  to pay  principal  and
interest is very  strong and they  differ from AAA issues only in small  degree.
The AAA rating  indicates  an extremely  strong  capacity to pay  principal  and
interest.

     Bonds  rated A by Moody's are judged by Moody's to possess  many  favorable
investment  attributes  and are  considered  as upper medium grade  obligations.
Bonds  rated Aa by Moody's  are  judged by Moody's to be of high  quality by all
standards. Together with the Aaa group they comprise what are generally known as
high-grade  bonds.  They are rated  lower  than Aaa  bonds  because  margins  of
protection may not be as large or fluctuations of protective  elements may be of
greater degree or there may be other  elements  present which make the long-term
risks appear somewhat larger. Bonds rated Aaa by Moody's are judged to be of the
best quality.  Interest payments are protected by a large or by an exceptionally
stable margin and principal is secure. While the various protective elements are
likely to change,  such changes as can be visualized are most unlikely to impair
the fundamentally strong position of such issuers.


Note Ratings

     In addition to Wright quality ratings, municipal notes and other short-term
loans may be assigned  ratings by Moody's or Standard & Poor's.  Moody's ratings
for  municipal  notes  and  other  short-  term  loans  are  designated  Moody's
Investment  Grade (MIG).  This  distinction is in recognition of the differences
between  short-term and long-term credit risk. Loans bearing the designation MIG
1 are of the best quality, enjoying strong protection by establishing cash flows
of funds for their  servicing or by  established  and broad- based access to the
market for refinancing, or both. Loans bearing the designation MIG 2 are of high
quality,  with  margins  of  protection  ample  although  not so large as in the
preceding group.

     Standard & Poor's top ratings for  municipal  notes  issued  after July 29,
1984 are SP-1 and SP-2. The designation SP-1 indicates a very strong capacity to
pay  principal  and  interest.  A "+" is added for those  issues  determined  to
possess overwhelming safety  characteristics.  An "SP-2" designation indicates a
satisfactory capacity to pay principal and interest.
<PAGE>




                                     PART C

                                Other Information

                           Wright Managed Equity Trust

Item 24. Financial Statements and Exhibits

    (a)  Financial Statements

         Included in Part A:

         To be filed by amendment:
            Financial Highlights for Wright Selected Blue Chip Equities Fund,
            Wright Junior Blue Chip Equities Fund and Wright Major Blue Chip
            Equities Fund for each of the ten years ended December 31, 1996.

         To be filed by amendment: 
            Financial Highlights for Wright International Blue Chip Equities
Fund for each of the six years ended December 31, 1996 and for the period from
commencement of operations September 14, 1989 to December 31, 1989.

         Included in Part B:

         Incorporated  by  reference  to the annual  reports  for the Funds each
         dated  December  31,  1996,  filed  electronically  pursuant to Section
         30(b)(2)  of  the  Investment  Company  Act  of  1940  (Accession  Nos.
         _____________________ and ____________________.)

         To be filed by amendment: 
            For  Wright Selected Blue Chip Equities Fund, Wright Junior Blue
            Chip Equities  Fund, Wright Major Blue Chip Equities Fund, and 
            Wright International Blue Chip Equities Fund.

         Portfolio of  Investments,  December  31, 1996 
         Statement of Assets and Liabilities,  December 31, 1996
         Statement of  Operations  for the year ended December 31, 1996
         Statement of Changes In Net Assets for each of the two years ended
         December 31, 1996
         Notes to Financial Statements
         Independent Auditors' Report

    (b)  Exhibits:

         (1)   (a)  Declaration  of Trust  dated June 17,  1982 as  Amended  and
                    Restated November 1, 1984.*
               (b) Amendment to Declaration of Trust dated December 21, 1987.*
               (c)  Amendment and Restatement  of Establishment and Designation
                    of Series of Shares of
                    Beneficial Interest without Par Value dated March 18, 1992.*
               (d)  Amended and Restated Declaration of Trust dated ______, 1997
                    (to be filed by amendment).

         (2)   (a)  By-Laws as amended August 2, 1984.*
               (b)  Amended and Restated By-Laws dated ______, 1997 (to be
                    filed by amendment).

         (3)   Not Applicable

         (4)   Not Applicable

         (5)   (a)  Investment Advisory Contract dated December 21, 1987 with
                    The Winthrop Corporation d/b/a Wright Investors' Service.*
               (b)  Administration Agreement with Eaton Vance Management
                    dated November 1, 1990.*
<PAGE>

         (6)   Distribution Contract between the Fund and MFBT Corporation
               dated November 1, 1984.*

         (7)   Not Applicable

         (8)   (a) Custodian Agreement with Investors Bank & Trust Company dated
               December 19,  1990.* (b)  Amendment  dated  September 20, 1995 to
               Master Custodian Agreement.*

         (9)   (a)  Service Agreement dated February 1, 1996 between Wright 
                    Investors' Service, Inc. and The Winthrop Corporation.*

               (b)  Form of Service Plan for Standard  Shares and  Institutional
                    Shares  dated  May  1,  1997  adopted  by the  Trust  (filed
                    herewith)

         (10)  Opinion of Counsel dated April __, 1997 (to be filed by
               amendment).

         (11)  Consent of the Independent Certified Public Accountants (to be
               filed by amendment).

         (12)  Not Applicable

         (13)  Not Applicable

         (14)  Not Applicable

         (15) (a) Amended  Distribution  Plan pursuant to Rule 12b-1 under
                  the Investment Company Act of 1940, dated November 1, 1984.*
              (b) Agreement Relating to Implementation of the Distribution Plan
                  dated November 1, 1984.* (c) Amended  Distribution  Plan
                  pursuant to Rule 12b-1 under the Investment Company Act of
                  1940, dated _____, 1997 (to be filed by amendment).

         (16)  Schedule for Computation of Performance Quotations.*

         (17)  Power of Attorney dated January 20, 1993.*

         (18)  Form of Rule 18f-3 Plan dated May 1, 1997 for Standard and
               Institutional Shares (filed herewith).

         *  Filed on April 29, 1996 as an exhibit to post-effective amendment
            no. 20 of the Trust's Registration Statement (File Nos.2-78047
            and 811-3489).


Item 25. Persons Controlled by or under Common Control with Registrant

    Not Applicable


Item 26. Number of Holders of Securities

    Title of Class          Number of Record Holders as of January 31, 1997
    ---------------------------------------------------------------------------

     Shares of Beneficial  Wright Selected Blue Chip Equities Fund (WBC)......
     Interest              Wright Junior Blue Chip Equities Fund (WJBC).......
                           Wright Major Blue Chip Equities Fund (WMBC)........
                           Wright International Blue Chip Equities Fund (WIBC).

<PAGE>

Item 27. Indemnification

The  Registrant's  By-Laws  filed as Exhibit  (2)  herewith  contain  provisions
limiting the liability,  and providing for indemnification,  of the Trustees and
officers under certain circumstances.

Registrant's  Trustees  and  officers  are insured  under a standard  investment
company errors and omissions  insurance  policy covering loss incurred by reason
of negligent errors and omissions committed in their capacities as such.

Item 28. Business and Other Connections of Investment Adviser

Reference is made to the information set forth under the captions  "Officers and
Trustees" and "Investment Advisory and Administrative Services" in the Statement
of  Additional   Information,   which  information  is  incorporated  herein  by
reference.

Item 29. Principal Underwriter

    (a)  Wright Investors' Service Distributors, Inc. (a wholly-owned
         subsidiary of The Winthrop Corporation) acts as principal underwriter
         for each of the investment companies named below.

                      Wright Managed Blue Chip Series Trust
                          Wright EquiFund Equity Trust
                           Wright Managed Equity Trust
                           Wright Managed Income Trust
<TABLE>
<CAPTION>

    (b)
               (1)                                          (2)                                    (3)
         <S>                                       <C>                                       <C>   
         Name and Principal                        Positions and Officer's                 Positions and Offices
         Business Address                        with Principal Underwriter                   with Registrant
- ---------------------------------------------------------------------------------------------------------------------
         A. M. Moody III*                                 President                     Vice President and Trustee
         Peter M. Donovan*                      Vice President and Treasurer               President and Trustee
         Vincent M. Simko*                      Vice President and Secretary                       None

                                  *Address is 1000 Lafayette Boulevard, Bridgeport, Connecticut 06604
</TABLE>

    (c)  Not Applicable

Item 30. Location of Accounts and Records

All applicable  accounts,  books and documents  required to be maintained by the
Registrant by Section 31(a) of the Investment  Company Act of 1940 and the Rules
promulgated  thereunder are in the  possession  and custody of the  registrant's
custodian,  Investors Bank & Trust Company,  89 South Street,  Boston, MA 02110,
and its transfer agent,  First Data Investor Services Group, One Exchange Place,
Boston,  MA  02104,  with the  exception  of  certain  corporate  documents  and
portfolio  trading  documents  which are either in the possession and custody of
the  Registrant's  administrator,  Eaton Vance  Management,  24 Federal  Street,
Boston, MA 02110 or of the investment adviser,  Wright Investors' Service, Inc.,
1000 Lafayette Boulevard,  Bridgeport, CT 06604. Registrant is informed that all
applicable accounts, books and documents required to be maintained by registered
investment   advisers  are  in  the  custody  and  possession  of   Registrant's
administrator,  Eaton Vance  Management,  or of the investment  adviser,  Wright
Investors' Service, Inc.

Item 31. Management Services

Not Applicable

Item 32. Undertakings

The  Registrant  undertakes  to furnish to each person to whom a  prospectus  is
delivered a copy of the latest annual report to  shareholders,  upon request and
without charge.
<PAGE>

                                   Signatures

         Pursuant  to the  requirements  of the  Securities  Act of 1933 and the
Investment Company Act of 1940, the Registrant certifies that it has duly caused
this post-effective  amendment to the Registration Statement to be signed on its
behalf by the undersigned,  thereunto duly authorized, in the City of Boston and
The Commonwealth of Massachusetts on the 27th day of February, 1997.

                                              THE WRIGHT MANAGED EQUITY TRUST


                                              By:   Peter M. Donovan*
                                              ---------------------------------
                                                    Peter M. Donovan, President


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

SIGNATURE                        TITLE                              DATE
- -------------------------------------------------------------------------------

Peter M. Donovan*         President, Principal               February 27, 1997
- -------------------     Executive Officer & Trustee
Peter M. Donovan      


James L. O'Connor*       Treasurer, Principal                February 27, 1997
- -------------------   Financial and Accounting Officer
James L. O'Connor   


/s/ H. Day Brigham, Jr.         Trustee                      February 27, 1997
- ------------------------
H. Day Brigham, Jr.


Winthrop S. Emmet*              Trustee                      February 27, 1997
- ---------------------
Winthrop S. Emmet


Leland Miles*                   Trustee                      February 27, 1997
- --------------------
Leland Miles


A. M. Moody III*                Trustee                      February 27, 1997
- --------------------
A. M. Moody III


Lloyd F. Pierce                 Trustee                      February 27, 1997
- --------------------
Lloyd F. Pierce


Raymond Van Houtte*             Trustee                      February 27, 1997
- --------------------
Raymond Van Houtte


* By /s/ H. Day Brigham, Jr.
- ----------------------------
H. Day Brigham, Jr.
Attorney-in-Fact
<PAGE>

                                  Exhibit Index


     The following exhibits are filed as part of this Registration Statement
pursuant to General Instruction F of Form N-1A.



Exhibit No.       Description


    (9)(a)        Form of Service Plan for Standard and Institutional Shares.

     (18)         Form of Rule 18f-3 Plan for Standard and Institutional Shares.








                                                             Exhibit 9(a)
 
                                    FORM OF

                                  SERVICE PLAN

                                       OF

                         THE WRIGHT MANAGED EQUITY TRUST

         WHEREAS,  The Wright  Managed  Equity  Trust (the  "Trust")  engages in
business as an open-end management  investment company and is registered as such
under the Investment Company Act of 1940, as amended (the "Act");

         WHEREAS, Wright Investors Service Distributors, Inc.("WISDI") provides,
or arranges for others ("Intermediaries") to provide, account administration and
personal and account maintenance  services to  shareholders of each series (the
"Funds") of shares of the Trust;

         WHEREAS,  the Trust,  on behalf of each class of the Funds,  intends to
reimburse WISDI for its expenses in providing,  or arranging for  Intermediaries
to provide, these services; and

         WHEREAS,  the  Trustees  of the Trust have  determined  that there is a
reasonable likelihood that adoption of this Service Plan will benefit each class
of the Funds and its respective shareholders.

         NOW, THEREFORE, the Trust hereby adopts this Service Plan (this "Plan")
on  behalf  of each  class of the  Funds  containing  the  following  terms  and
conditions:

         1. The Trust,  on behalf of each class of the Funds,  is  authorized to
reimburse  the Principal  Underwriter  for expenses  incurred in  providing,  or
arranging for Intermediaries to provide, account administration and personal and
account  maintenance  services to beneficial  owners of the shares of that class
and  Fund.  The  amount of such  reimbursements  paid  during  any one year with
respect to each class of a Fund shall not exceed .25% of the  average  daily net
assets of that class.  Such  compensation  shall be calculated and accrued daily
and paid monthly.

         2. Account administration and personal and account maintenance services
and expenses for which WISDI may be  reimbursed  pursuant to this Plan  include,
without  limitation,  (a) acting, or arranging for Intermediaries to act, as the
record holder and nominee of all shares of each class of the Funds  beneficially
owned by customers of the  Intermediaries  ("Customers");  (b)  establishing and
maintaining  individual  accounts  and records  with  respect to shares owned by
Customers;   (c)  providing  facilities  to  answer  questions  and  respond  to
correspondence  with  Customers  and other  investors  about the status of their
accounts  or about  other  aspects  of the Funds;  (d)  processing  and  issuing
confirmations concerning Customer orders to purchase, redeem and exchange shares
promptly and in accordance with

                                                      
<PAGE>

the then  effective  prospectus  for  shares of each  Fund;  (e)  receiving  and
transmitting  funds  representing  the purchase price or redemption  proceeds of
such shares; (f) responding to investor requests for prospectuses and statements
of additional  information;  (g) displaying and making prospectuses available on
the Intermediary's  premises;  (h) assisting Customers in completing application
forms, selecting dividend and other account options and opening custody accounts
with the  Intermediary;  (i) acting as liaison between  Customers and the Funds,
including  obtaining  information  about  the  Funds,  assisting  the  Funds  in
correcting errors and resolving problems; and (j) providing such statistical and
other  information as may be reasonably  requested by the Funds or necessary for
the Funds to comply with applicable federal or state laws.

         3. This Plan shall not take effect until after it has been  approved by
both a  majority  of (a) those  Trustees  of the  Trust who are not  "interested
persons"  of the Trust (as  defined  in the Act) and have no direct or  indirect
financial interest in the operation of this Plan or any agreements related to it
(the "Independent  Trustees"),  and (b) all of the Trustees then in office, cast
in person at a meeting  (or  meetings)  called for the purpose of voting on this
Plan.

         4. Any  agreements  related  to this Plan shall not take  effect  until
approved in the manner provided for approval of this Plan in paragraph 3.

         5. This Plan shall  continue in effect until February 28, 1998 and from
year to year thereafter for so long as such continuance  after February 28, 1998
is  specifically  approved at least annually in the manner provided for approval
of this Plan in paragraph 3.

         6. The persons  authorized to direct the  disposition of monies paid or
payable by the Funds pursuant to this Plan or any related agreement shall be the
President or any Vice President of the Trust.  Such persons shall provide to the
Trustees and the Trustees shall review, at least quarterly,  a written report of
the amounts so expended and the purposes for which such expenditures were made.

         7. This Plan may be  terminated  as to any Fund or with  respect to any
class of shares of any Fund at any time by vote of a majority of the Independent
Trustees,  or by vote of a majority of the outstanding voting securities of that
Fund or class.  If the Plan is terminated with respect to a Fund or any class of
shares  thereof or is not  continued by the  Trustees  and no successor  plan is
adopted, such Fund or class shall cease to make service payments to WISDI.

         The term "vote of a majority of the  outstanding  voting  securities of
that Fund or class" shall mean the vote of the lesser (a) 67 per cent or more of
the shares of the  particular  Fund or class present or  represented by proxy at
the meeting if the holders of more than 50 per cent of the outstanding shares of
the particular Fund or class are

<PAGE>                                               

present or represented by proxy at the meeting,  or (b) more than 50 per cent of
the outstanding shares of the particular Fund or class.

         8. No material  amendment to the Plan shall be made unless  approved in
the manner provided for approval and annual continuance in paragraph 3 hereof.

         9. While this Plan is in effect, the selection and nomination of the
Independent Trustees shall be committed to the discretion of the Independent
Trustees.

         10.  The  Trust  shall preserve  copies  of  this  Plan,  any  related
agreements  and all reports made pursuant to paragraph 6 hereof for a period of
not less than six  years  from the date of this Plan,  the  agreements  or such
reports, as the case may be, the first two years in an easily accessible place.

     IN WITNESS WHEREOF, the Trust has executed this Service Plan on    , 1997.

                                           THE WRIGHT MANAGED EQUITY TRUST

                                           By:________________________________

                                                President
Attest:

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

    Secretary


                                                                 EXHIBIT 18


                                     Form of

                         The Wright Managed Equity Trust

                   Multiple Class Plan Pursuant to Rule 18f-3

                    Standard Shares and Institutional Shares

                                   May 1, 1997


         Each class of shares of the series of The Wright  Managed  Equity Trust
(the "Trust"),  a Massachusetts  business trust,  set forth on Schedule I hereto
(each,  a "Fund" and  collectively,  the  "Funds")  will have the same  relative
rights and  privileges,  including the right to receive  distributions,  if any,
that are  calculated  in the same  manner and at the same time as for each other
class, and be subject to the same fees and expenses,  except as set forth below.
Further,  expenses  allocated with respect to a Fund's shares shall be allocated
to a class that bears such  expenses at the same time they are  allocated to any
other class that bears such expenses. The Board of Trustees may determine in the
future that other  distribution  arrangements,  allocations of expenses (whether
ordinary or  extraordinary)  or services to be provided to a class of shares are
appropriate and amend this Plan accordingly without the approval of shareholders
of any class.  Shares of one class may not be exchanged  for shares of any other
class and shares of either class may be  exchanged  for shares of the same class
of other mutual funds as set forth in each Fund's  prospectus.  Neither class of
shares has a conversion feature.

         Article I.  Standard Shares

         Standard  Shares are sold at the net asset value without a sales charge
and  with  the  minimum  purchase  requirements  as set  forth  in  each  Fund's
prospectus.  Standard Shares shall be entitled to the  shareholder  services set
forth from time to time in each  Fund's  prospectus  with  respect  to  Standard
Shares. Standard Shares are subject to fees calculated as a stated percentage of
the net assets  attributable  to Standard  Shares under the Standard Shares Rule
12b-1  Distribution  Plan and the  Trust's  Service  Plan,  as set  forth in the
respective  Plans. The Standard  Shareholders  have exclusive voting rights,  if
any, with respect to the Standard  Shares Rule 12b-1  Distribution  Plan and the
Trust's Service Plan as it affects the Standard Shares. Transfer agency fees are
allocated to Standard Shares on a per account basis.  Standard Shares shall bear
the costs and expenses  associated  with  conducting a  shareholder  meeting for
matters relating to Standard Shares.
                                                    

         Article II.  Institutional Shares

         Institutional Shares are sold at net asset value without a sales charge
and with minimum purchase  requirements as set forth in each Fund's  prospectus.
Institutional  Shares  shall be entitled to the  shareholder  services set forth
from  time to time in each  Fund's  prospectus  with  respect  to  Institutional
Shares.  Institutional  Shares  are  subject  to  fees  calculated  as a  stated
percentage  of the net assets  attributable  to  Institutional  Shares under the
Trust's  Service  Plan as set  forth in such  Service  Plan.  The  Institutional
Shareholders  have exclusive  voting rights,  if any, with respect to the Fund's
Service Plan as it affects the  Institutional  Shares.  Transfer agency fees are
allocated to Institutional  Shares on a per account basis.  Institutional Shares
shall bear the costs and  expenses  associated  with  conducting  a  shareholder
meeting for matters relating to Institutional Shares.

         Article III.  Approval of Board of Trustees

         This Plan shall not take effect until it has been  approved by the vote
of a  majority  (or  whatever  greater  percentage  may,  from time to time,  be
required under Rule 18f-3 under the  Investment  Company Act of 1940, as amended
(the  "Act"))  of (a) all of the  Trustees  of the  Trust,  and (b) those of the
Trustees who are not "interested  persons" of the Trust or the respective  Fund,
as such term may be from time to time defined under the Act.

         Article IV.  Amendments

         No  material  amendment  to the Plan  shall be  effective  unless it is
approved by the Board of Trustees in the same manner as is provided for approval
of this Plan in Article III.

                                                      


                           Schedule I


Wright Selected Blue Chip Equities Fund
Wright Junior Blue Chip Equities Fund
Wright Major Blue Chip Equities Fund
Wright International Blue Chip Equities Fund



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