FIRST UNION FUNDS/, 497, 1995-07-10

FIRST UNION FUNDS/
497, 1995-07-10

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PROSPECTUS July 7, 1995
EVERGREEN(SM) GROWTH AND INCOME FUNDS (Evergreen Logo appears here)
EVERGREEN BALANCED FUND
EVERGREEN GROWTH AND INCOME FUND
EVERGREEN VALUE FUND
EVERGREEN AMERICAN RETIREMENT FUND
EVERGREEN FOUNDATION FUND
EVERGREEN TOTAL RETURN FUND
CLASS A SHARES
CLASS B SHARES
CLASS C SHARES
The Evergreen Growth and Income Funds (the "Funds") are designed
to provide investors with a selection of investment alternatives which seek
to provide capital growth, income and diversification. This Prospectus
provides information regarding the Class A, Class B and Class C shares
offered by the Funds. Each Fund is, or is a series of, an open-end,
diversified, management investment company. This Prospectus sets forth
concise information about the Funds that a prospective investor should know
before investing. The address of the Funds is 2500 Westchester Avenue,
Purchase, New York 10577.
A "Statement of Additional Information" for the Funds and certain
other funds in the Evergreen Group of mutual funds dated July 7, 1995 has
been filed with the Securities and Exchange Commission and is incorporated
by reference herein. The Statement of Additional Information provides
information regarding certain matters discussed in this Prospectus and
other matters which may be of interest to investors, and may be obtained
without charge by calling the Funds at (800) 807-2940. There can be no
assurance that the investment objective of any Fund will be achieved.
Investors are advised to read this Prospectus carefully.
THE SHARES OFFERED BY THIS PROSPECTUS ARE NOT DEPOSITS OR OBLIGATIONS OF
FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, ARE NOT ENDORSED OR
GUARANTEED BY FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, AND ARE NOT
INSURED OR OTHERWISE PROTECTED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY AND
INVOLVE RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
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.
KEEP THIS PROSPECTUS FOR FUTURE REFERENCE
EVERGREEN(SM) is a Service Mark of Evergreen Asset Management Corp.
Copyright 1995, Evergreen Asset Management Corp.

<PAGE>
TABLE OF CONTENTS
<TABLE>
<S> <C>
OVERVIEW OF THE FUNDS 2
EXPENSE INFORMATION 3
FINANCIAL HIGHLIGHTS 5
DESCRIPTION OF THE FUNDS
Investment Objectives and Policies 14
Investment Practices and Restrictions 18
MANAGEMENT OF THE FUNDS
Investment Advisers 23
Sub-Adviser 24
Distribution Plans and Agreements 25
PURCHASE AND REDEMPTION OF SHARES
How to Buy Shares 26
How to Redeem Shares 28
Exchange Privilege 29
Shareholder Services 30
Effect of Banking Laws 30
OTHER INFORMATION
Dividends, Distributions and Taxes 31
Management's Discussion of Fund Performance 32
General Information 35
</TABLE>

OVERVIEW OF THE FUNDS
The following summary is qualified in its entirety by the more detailed
information contained elsewhere in this Prospectus. See "Description of the
Funds" and "Management of the Funds".
The Investment Adviser to EVERGREEN GROWTH AND INCOME FUND, EVERGREEN
AMERICAN RETIREMENT FUND, EVERGREEN FOUNDATION FUND, and EVERGREEN TOTAL RETURN
FUND is Evergreen Asset Management Corp. ("Evergreen Asset") which, with its
predecessors, has served as an investment adviser to the Evergreen Funds since
1971. Evergreen Asset is a wholly-owned subsidiary of First Union National Bank
of North Carolina ("FUNB"), which in turn is a subsidiary of First Union
Corporation, one of the ten largest bank holding companies in the United States.
The Capital Management Group of FUNB ("CMG") serves as investment adviser to
EVERGREEN BALANCED FUND and EVERGREEN VALUE FUND.
EVERGREEN BALANCED FUND (formerly First Union Balanced Portfolio) seeks
to produce long-term total return through capital appreciation, dividends, and
interest income.
EVERGREEN GROWTH AND INCOME FUND seeks to achieve a return composed of
capital appreciation in the value of its shares and current income. The Fund
will attempt to meet its objective by investing in the securities of companies
which are undervalued in the marketplace relative to those companies' assets,
breakup value, earnings, or potential earnings growth.
EVERGREEN VALUE FUND (formerly First Union Value Portfolio) seeks
long-term capital growth, with current income as a secondary objective.
EVERGREEN AMERICAN RETIREMENT FUND seeks, in order of priority,
conservation of capital, reasonable income and capital growth. To achieve these
objectives, the Fund invests in a diversified and balanced portfolio of equity
and fixed income securities, with emphasis on income-producing securities which
appear to have potential for capital appreciation. Investments in equity
securities will be limited to 75% of the value of the Fund's total assets
measured at the time any such investment is made. Normally, the Fund anticipates
that approximately half of the fixed income portion of the Fund's portfolio will
be invested in marketable obligations of, or guaranteed by, the U.S. government,
its agencies or instrumentalities.
EVERGREEN FOUNDATION FUND seeks, in order of priority, reasonable income,
conservation of capital and capital appreciation. The Fund invests principally
in income-producing common and preferred stocks, securities convertible into or
exchangeable for common stocks and fixed income securities.
EVERGREEN TOTAL RETURN FUND attempts to maximize the "total return" on
its portfolio of investments. It invests primarily in common and preferred
stocks, securities convertible into or exchangeable for common stocks and fixed
income securities.
THERE IS NO ASSURANCE THAT THE INVESTMENT OBJECTIVE OF ANY FUND WILL BE
ACHIEVED.
2

<PAGE>
EXPENSE INFORMATION
The table set forth below summarizes the shareholder transaction costs
associated with an investment in each Class A, Class B and Class C Shares of the
Fund. For further information see "Purchase and Redemption of Fund Shares" and
"General Information -- Other Classes of Shares".
<TABLE>
<CAPTION>
SHAREHOLDER TRANSACTION EXPENSES Class A Shares Class B Shares Class C Shares
<S> <C> <C> <C>
Maximum Sales Charge Imposed on Purchases 4.75% None None
(as a % of offering price)
Sales Charge on Dividend Reinvestments None None None
Contingent Deferred Sales Charge (as a % of None 5% during the first year, 4% during the 1% during the
original purchase price or redemption second year, 3% during the third and fourth first year and
proceeds, whichever is lower) years, 2% during the fifth year, 1% during 0% thereafter
the sixth and seventh years and 0% after the
seventh year
Redemption Fee None None None
Exchange Fee None None None
</TABLE>

The following tables show for each Fund the estimated annual operating
expenses (as a percentage of average net assets) attributable to each Class of
Shares, together with examples of the cumulative effect of such expenses on a
hypothetical $1,000 investment in each Class for the periods specified assuming
(i) a 5% annual return, and (ii) redemption at the end of each period and,
additionally for Class B and C, no redemption at the end of each period.
In the following examples (i) the expenses for Class A Shares assume
deduction of the maximum 4.75% sales charge at the time of purchase, (ii) the
expenses for Class B Shares and Class C Shares assume deduction at the time of
redemption (if applicable) of the maximum contingent deferred sales charge
applicable for that time period, and (iii) the expenses for Class B Shares
reflects the conversion to Class A Shares eight years after purchase (years
eight through ten, therefore, reflect Class A expenses).
EVERGREEN BALANCED FUND
<TABLE>
<CAPTION>
EXAMPLES
Assuming
Assuming Redemption at End of no
ANNUAL OPERATING EXPENSES Period Redemption
Class B Class C Class A Class B Class C Class B
Class A
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Advisory Fees .50% .50% .50% After 1 Year $ 56 $ 66 $ 26 $ 16
Administrative Fees .06% .06% .06% After 3 Years $ 74 $ 81 $ 51 $ 81
12b-1 Fees* .25% .75% .75% After 5 Years $ 93 $ 108 $ 88 $ 88
Shareholder Service Fees -- .25% .25% After 10 Years $ 150 $ 163 $ 192 $ 163
Other Expenses .06% .06% .06%
Total .87% 1.62% 1.62%
<CAPTION>
Class C
<S> <C><C>
Advisory Fees $ 16
Administrative Fees $ 51
12b-1 Fees* $ 88
Shareholder Service Fees $ 192
Other Expenses
Total
</TABLE>

EVERGREEN GROWTH AND INCOME FUND
<TABLE>
<CAPTION>
EXAMPLES
Assuming
Assuming Redemption at End of no
ANNUAL OPERATING EXPENSES Period Redemption
Class B Class C Class A Class B Class C Class B
Class A
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Advisory Fees 1.00% 1.00% 1.00% After 1 Year $ 63 $ 74 $ 34 $ 24
12b-1 Fees* .25% 1.00% 1.00% After 3 Years $ 95 $ 103 $ 73 $ 73
Other Expenses .33% .33% .33% After 5 Years $ 129 $ 145 $ 125 $ 125
Total 1.58% 2.33% 2.33% After 10 Years $ 226 $ 239 $ 267 $ 239
<CAPTION>
Class C
<S> <C><C>
Advisory Fees $ 24
12b-1 Fees* $ 73
Other Expenses $ 125
Total $ 267
</TABLE>

EVERGREEN VALUE FUND
<TABLE>
<CAPTION>
EXAMPLES
Assuming
Assuming Redemption at End of no
ANNUAL OPERATING EXPENSES Period Redemption
Class B Class C Class A Class B Class C Class B
Class A
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Advisory Fees .50% .50% .50% After 1 Year $ 56 $ 67 $ 27 $ 17
Administrative Fees .06% .06% .06% After 3 Years $ 75 $ 82 $ 52 $ 52
12b-1 Fees* .25% .75% .75% After 5 Years $ 95 $ 110 $ 90 $ 90
Shareholder Service Fees -- .25% .25% After 10 Years $ 154 $ 167 $ 197 $ 167
Other Expenses .10% .10% .10%
Total .91% 1.66% 1.66%
<CAPTION>
Class C
<S> <C><C>
Advisory Fees $ 17
Administrative Fees $ 52
12b-1 Fees* $ 90
Shareholder Service Fees $ 197
Other Expenses
Total
</TABLE>

<PAGE>
EVERGREEN AMERICAN RETIREMENT FUND
<TABLE>
<CAPTION>
EXAMPLES
Assuming
Assuming Redemption at End of No
ANNUAL OPERATING EXPENSES Period Redemption
Class B Class C Class A Class B Class C Class B
Class A
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Advisory Fees .75% .75% .75% After 1 Year $ 62 $ 73 $ 33 $ 23
12b-1 Fees* .25% 1.00% 1.00% After 3 Years $ 94 $ 101 $ 71 $ 71
Other Expenses .53% .53% .53% After 5 Years $ 127 $ 142 $ 122 $ 122
Total 1.53% 2.28% 2.28% After 10 Years $ 221 $ 234 $ 262 $ 234
<CAPTION>
Class C
<S> <C><C>
Advisory Fees $ 23
12b-1 Fees* $ 71
Other Expenses $ 122
Total $ 262
</TABLE>

EVERGREEN FOUNDATION FUND
<TABLE>
<CAPTION>
EXAMPLES
Assuming
Assuming Redemption at End of No
ANNUAL OPERATING EXPENSES Period Redemption
Class B Class C Class A Class B Class C Class B
Class A
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Advisory Fees .875% .875% .875% After 1 Year $ 61 $ 72 $ 32 $ 22
12b-1 Fees* .250% 1.000% 1.000% After 3 Years $ 89 $ 97 $ 67 $ 67
Other Expenses .265% .265% .265% After 5 Years $ 120 $ 135 $ 115 $ 115
Total 1.390% 2.140% 2.140% After 10 Years $ 206 $ 219 $ 247 $ 219
<CAPTION>
Class C
<S> <C><C>
Advisory Fees $ 22
12b-1 Fees* $ 67
Other Expenses $ 115
Total $ 247
</TABLE>

EVERGREEN TOTAL RETURN FUND
<TABLE>
<CAPTION>
EXAMPLES
Assuming
Assuming Redemption at End of No
ANNUAL OPERATING EXPENSES Period Redemption
Class B Class C Class A Class B Class C Class B
Class A
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Advisory Fees 1.00% 1.00% 1.00% After 1 Year $ 62 $ 73 $ 33 $ 23
12b-1 Fees* .25% 1.00% 1.00% After 3 Years $ 92 $ 100 $ 70 $ 70
Other Expenses .24% .24% .24% After 5 Years $ 125 $ 140 $ 120 $ 120
Total 1.49% 2.24% 2.24% After 10 Years $ 217 $ 230 $ 257 $ 230
<CAPTION>
Class C
<S> <C><C>
Advisory Fees $ 23
12b-1 Fees* $ 70
Other Expenses $ 120
Total $ 257
</TABLE>

*Class A Shares can pay up to .75 of 1% of average net assets as a 12b-1 Fee.
For the forseeable future, the Class A 12b-1 Fees will be limited to .25 of 1%
of average net assets. For Class B and Class C Shares of EVERGREEN GROWTH AND
INCOME FUND, EVERGREEN AMERICAN RETIREMENT FUND, EVERGREEN FOUNDATION FUND and
EVERGREEN TOTAL RETURN FUND, a portion of the 12b-1 Fees equivalent to .25 of 1%
of average net assets will be shareholder servicing-related.
Distribution-related 12b-1 Fees will be limited to .75 of 1% of average net
assets as permitted under the rules of the National Association of Securities
Dealers, Inc.
From time to time, each Fund's investment adviser may, at its
descretion, reduce or waive its fees or reimburse the Funds for certain of their
expenses in order to reduce their expense ratios. Each Fund's investment adviser
may cease these waivers and reimbursements at any time.
The purpose of the foregoing table is to assist an investor in
understanding the various costs and expenses that an investor in each Class of
Shares of the Funds will bear directly or indirectly. The amounts set forth both
in the tables and in the examples are estimated amounts based on the experience
of each Fund for the most recent fiscal period. Such expenses have been restated
to reflect current fee arrangements and in the case of Funds that did not offer
all of the above-referenced Classes of shares during such periods, the amounts
set forth in the tables are based on the expenses incurred by the Classes which
were offered. THE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR
FUTURE EXPENSES OR ANNUAL RETURN. ACTUAL EXPENSES AND ANNUAL RETURN MAY BE
GREATER OR LESS THAN THOSE SHOWN. For a more complete description of the various
costs and expenses borne by the Funds see "Management of the Funds". As a result
of asset-based sales charges, long-term shareholders may pay more than the
economic equivalent of the maximum front-end charges permitted under the rules
of the National Association of Securities Dealers, Inc.
4

<PAGE>
FINANCIAL HIGHLIGHTS
The tables on the following pages present, for each Fund, financial
highlights for a share outstanding throughout each period indicated. The
information in the tables for the five most recent fiscal years or the life of
the Fund if shorter for EVERGREEN BALANCED FUND and EVERGREEN VALUE FUND has
been audited by KPMG Peat Marwick LLP, each Fund's independent auditors, for
EVERGREEN FOUNDATION FUND has been audited by Price Waterhouse LLP, the Fund's
independent auditors and for EVERGREEN AMERICAN RETIREMENT FUND, EVERGREEN
GROWTH AND INCOME FUND and EVERGREEN TOTAL RETURN FUND has been audited by Ernst
& Young LLP, each Fund's independent auditors. A report of KPMG Peat Marwick
LLP, Price Waterhouse LLP, or Ernst & Young LLP, as the case may be, on the
audited information with respect to each Fund is incorporated by reference in
the Fund's Statement of Additional Information. The following information for
each Fund should be read in conjunction with the financial statements and
related notes which are incorporated by reference in the Fund's Statement of
Additional Information.
No financial highlights are shown for Class A, B or C Shares of EVERGREEN
GROWTH and INCOME FUND, EVERGREEN AMERICAN RETIREMENT FUND or EVERGREEN
FOUNDATION FUND, since these classes did not have any operations prior to
December 31, 1994.
Further information about a Fund's performance is contained in the Fund's
annual report to shareholders, which may be obtained without charge.
EVERGREEN BALANCED FUND -- CLASS A, B, C AND Y SHARES
<TABLE>
<CAPTION>
CLASS A SHARES CLASS C CLASS Y SHARES
CLASS B SHARES SHARES
JUNE 10, JANUARY 26, SEPTEMBER 2,
1991* 1993* 1994*
YEAR ENDED THROUGH YEAR ENDED THROUGH THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, YEAR ENDED DECEMBER 31,
1994 1993 1992 1991 1994 1993 1994 1994 1993 1992
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value,
beginning of
period............. $12.07 $11.41 $11.02 $10.00 $12.08 $11.54 $12.00 $12.07 $11.41 $11.02
Income (loss) from
investment
operations:
Net investment
income............. .43 .42 .42 .30 .36 .34 .18 .46 .45 .46
Net realized and
unrealized gain
(loss) on
investments........ (.71) .75 .43 1.08 (.71) .65 (.61) (.71) .75 .42
Total from
investment
operations....... (.28) 1.17 .85 1.38 (.35) .99 (.43) (.25) 1.20 .88
Less distributions
to shareholders
from:
Net investment
income............. (.43) (.42) (.42) (.35) (.36) (.34) (.21) (.46) (.45) (.45)
Net realized
gains.............. (.19) (.09) (.04) (.01) (.19) (.09) (.19) (.19) (.09) (.04)
In excess of net
investment
income............. -- -- -- -- -- (.02)(a) -- -- -- --
Total
distributions.... (.62) (.51) (.46) (.36) (.55) (.45) (.40) (.65) (.54) (.49)
Net asset value, end
of period.......... $11.17 $12.07 $11.41 $11.02 $11.18 $12.08 $11.17 $11.17 $12.07 $11.41
TOTAL RETURN+....... (2.4%) 10.4% 7.9% 11.8% (3.0%) 8.7% (3.6%) (2.2%) 10.7% 8.2%
RATIOS &
SUPPLEMENTAL
DATA
Net assets, end of
period
(000's omitted).... $41,010 $35,032 $17,408 $334 $100,052 $ 65,475 $195 $778,657 $760,147 $520,232
Ratios to average
net assets:
Expenses........... .89% .91% .91% .92%++ 1.48% 1.41%++ 1.64%++ .64% .66% .66%
Net investment
income............. 3.69% 3.61% 3.93% 4.38%++ 3.12% 3.09%++ 3.23%++ 3.93% 3.86% 4.20%
Portfolio turnover
rate............... 35% 19% 12% 19% 35% 19% 35% 35% 19% 12%
<CAPTION>

APRIL 1,
1991*
THROUGH
DECEMBER 31,
1991
<S> <C>
PER SHARE DATA
Net asset value,
beginning of
period............. $10.00
Income (loss) from
investment
operations:
Net investment
income............. .36
Net realized and
unrealized gain
(loss) on
investments........ 1.03
Total from
investment
operations....... 1.39
Less distributions
to shareholders
from:
Net investment
income............. (.36)
Net realized
gains.............. (.01)
In excess of net
investment
income............. --
Total
distributions.... (.37)
Net asset value, end
of period.......... $11.02
TOTAL RETURN+....... 15.0%
RATIOS &
SUPPLEMENTAL
DATA
Net assets, end of
period
(000's omitted).... $247,472
Ratios to average
net assets:
Expenses........... .68%++
Net investment
income............. 4.86%++
Portfolio turnover
rate............... 19%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized.
(a) Distributions in excess of net investment income for the year ended December
31, 1993 were the result of certain book and tax differences. These
differences did not represent a return of capital for federal income tax
purposes for the year ended December 31, 1993.
5

<PAGE>
EVERGREEN GROWTH AND INCOME FUND -- CLASS Y SHARES
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31,
1994 1993 1992 1991 1990 1989 1988**
<S> <C> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning
of period................. $15.41 $14.18 $12.99 $10.72 $12.03 $10.62 $9.38
Income (loss) from
investment operations:
Net investment income....... .14 .14 .15 .19 .30 .52 .19
Net realized and unrealized
gain (loss) on
investments............... .12 1.91 1.65 2.58 (.84) 2.17 2.10
Total from investment
operations.............. .26 2.05 1.80 2.77 (.54) 2.69 2.29
Less distributions to
shareholders from:
Net investment income....... (.14) (.14) (.15) (.19) (.30) (.52) (.19)
Net realized gains.......... (1.01) (.68) (.46) (.31) (.47) (.76) (.86)
Total distributions....... (1.15) (.82) (.61) (.50) (.77) (1.28) (1.05)
Net asset value, end of
period.................... $14.52 $15.41 $14.18 $12.99 $10.72 $12.03 $10.62
TOTAL RETURN+............... 1.7% 14.4% 13.8% 25.8% (4.5%) 25.4% 24.6%
RATIOS &
SUPPLEMENTAL DATA
Net assets, end of period
(000's omitted)........... $73,457 $77,062 $63,841 $47,763 $36,222 $31,540 $24,399
Ratios to average net
assets:
Expenses.................. 1.33% 1.26% 1.33% 1.41% 1.50% 1.54% 1.56%
Net investment income..... .96% .99% 1.18% 1.55% 2.62% 4.13% 1.70%
Portfolio turnover rate..... 29% 28% 30% 23% 41% 53% 41%
<CAPTION>
OCTOBER 15,
1986* THROUGH
DECEMBER 31,
1987** 1986**
<S> <C> <C>
PER SHARE DATA
Net asset value, beginning
of period................. $10.05 $10.00
Income (loss) from
investment operations:
Net investment income....... .20 .07
Net realized and unrealized
gain (loss) on
investments............... (.63) (.02)
Total from investment
operations.............. (.43) .05
Less distributions to
shareholders from:
Net investment income....... (.24) --
Net realized gains.......... -- --
Total distributions....... (.24) --
Net asset value, end of
period.................... $9.38 $10.05
TOTAL RETURN+............... (4.3%) .5%
RATIOS &
SUPPLEMENTAL DATA
Net assets, end of period
(000's omitted)........... $21,471 $20,696
Ratios to average net
assets:
Expenses.................. 1.76% 1.73%++
Net investment income..... 1.90% 3.23%++
Portfolio turnover rate..... 48% 4%
</TABLE>

* Commencement of operations.
** Net investment income is based on the average monthly shares outstanding for
the periods indicated.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized.
++ Annualized.
6

<PAGE>
EVERGREEN VALUE FUND -- CLASS Y SHARES
<TABLE>
<CAPTION>
JANUARY 3, 1991*
THROUGH
YEAR ENDED DECEMBER 31, DECEMBER 31,
1994 1993 1992 1991
<S> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period...................................... $17.63 $17.11 $17.08 $14.28
Income from investment operations:
Net investment income..................................................... .56 .52 .49 .47
Net realized and unrealized gain (loss) on investments.................... (.20) 1.12 .90 3.53
Total from investment operations........................................ .36 1.64 1.39 4.00
Less distributions to shareholders from:
Net investment income..................................................... (.56) (.52) (.49) (.47)
Net realized gains........................................................ (.82) (.58) (.87) (.73)
In excess of net investment income........................................ -- (.02)(b) -- --
Total distributions..................................................... (1.38) (1.12) (1.36) (1.20)
Net asset value, end of period............................................ $16.61 $17.63 $17.11 $17.08
TOTAL RETURN+............................................................. 2.1% 9.7% 8.3% 25.4%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)................................. $507,028 $463,087 $326,154 $271,391
Ratios to average net assets:
Expenses................................................................ .68% .65% .68%(a) .69%++(a)
Net investment income................................................... 3.21% 2.98% 2.90%(a) 3.04%++(a)
Portfolio turnover rate................................................... 70% 46% 56% 69%
</TABLE>

* Commencement of class operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
JANUARY 3, 1991
YEAR ENDED THROUGH
DECEMBER 31, 1992 DECEMBER 31, 1991
<S> <C> <C>
Expenses.................................................. .69% .77%
Net investment income..................................... 2.89% 2.96%
</TABLE>

(b) Distributions in excess of net investment income for the period ended
December 31, 1993 were the result of certain book and tax timing
differences. These distributions did not represent a return of capital for
federal income tax purposes for the year ended December 31, 1993.
7

<PAGE>
EVERGREEN VALUE FUND -- CLASS A SHARES
<TABLE>
<CAPTION>
NINE
MONTHS
ENDED
YEAR ENDED DECEMBER 31, DECEMBER 31, YEAR ENDED MARCH 31,
1994 1993 1992 1991 1990* 1990 1989 1988
<S> <C> <C> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of
period.......................... $17.63 $17.11 $17.08 $14.61 $15.12 $14.45 $12.83 $14.66
Income (loss) from investment
operations......................
Net investment income............ .52 .47 .44 .46 .36 .54 .36 .26
Net realized and unrealized gain
(loss) on investments........... (.20) 1.10 .89 3.17 (.44) 1.70 2.11 (1.30)
Total from investment
operations.................... .32 1.57 1.33 3.63 (.08) 2.24 2.47 (1.04)
Less distributions to
shareholders from:
Net investment income............ (.51) (.47) (.43) (.43) (.36) (.57) (.38) (.26)
Net realized gains............... (.82) (.58) (.87) (.73) (.02) (1.00) (.47) (.53)
In excess of net investment
income.......................... -- -- -- -- (.05)(c) -- -- --
Total distributions............. (1.33) (1.05) (1.30) (1.16) (.43) (1.57) (.85) (.79)
Net asset value, end of
period.......................... $16.62 $17.63 $17.11 $17.08 $14.61 $15.12 $14.45 $12.83
TOTAL RETURN+.................... 1.9% 9.3% 8.0% 25.1% (.5%) 15.5% 19.7% (7.1%)
RATIOS &
SUPPLEMENTAL DATA
Net assets, end of period
(000's omitted)................. $188,807 $189,983 $169,310 $135,565 $104,637 $95,995 $83,121 $21,914
Ratios to average net assets:
Expenses........................ .93% .99% 1.01%(a) .96%(a) 1.39%++ 1.55% 1.71% 1.74%
Net investment
income........................ 2.96% 2.63% 2.37%(a) 2.78%(a) 3.28%++ 3.42% 2.72% 1.92%
Portfolio turnover
rate (b)........................ 70% 46% 56% 69% 13% 11% 24% 24%
<CAPTION>

1987 1986
<S> <C> <C>
PER SHARE DATA
Net asset value, beginning of
period.......................... $12.35 $10.04
Income (loss) from investment
operations......................
Net investment income............ .15 .19
Net realized and unrealized gain
(loss) on investments........... 2.38 2.32
Total from investment
operations.................... 2.53 2.51
Less distributions to
shareholders from:
Net investment income............ (.13) (.20)
Net realized gains............... (.09) --
In excess of net investment
income.......................... -- --
Total distributions............. (.22) (.20)
Net asset value, end of
period.......................... $14.66 $12.35
TOTAL RETURN+.................... 20.8% 25.3%
RATIOS &
SUPPLEMENTAL DATA
Net assets, end of period
(000's omitted)................. $23,221 $5,595
Ratios to average net assets:
Expenses........................ 1.97% 2.00%
Net investment
income........................ 1.41% 2.34%
Portfolio turnover
rate (b)........................ 20% 20%
</TABLE>

* The Fund changed its fiscal year end to December 31.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
YEAR ENDED
DECEMBER 31,
1992 1991
<S> <C> <C>
Expenses........................................................................... 1.02% 1.05%
Net investment income.............................................................. 2.36% 2.69%
</TABLE>

(b) Portfolio turnover rate for periods ending on or after March 31, 1986
include certain U.S. government obligations.
(c) Distributions in excess of net investment income for the period ended
December 31, 1990 were a result of certain book and tax timing differences.
These distributions did not represent a return of capital for federal
income tax purposes for the year ended December 31, 1990.
8

<PAGE>
EVERGREEN VALUE FUND -- CLASS B AND C SHARES
<TABLE>
<CAPTION>
CLASS C
CLASS B SHARES SHARES
FEBRUARY 2, SEPTEMBER 2,
1993* 1994*
YEAR ENDED THROUGH THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1994
<S> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period.......................................... $17.63 $17.24 $18.28
Income (loss) from investment operations:
Net investment income......................................................... .42 .35 .19
Net realized and unrealized gain (loss) on investments........................ (.20) 1.01 (.81)
Total from investment operations............................................ .22 1.36 (.62)
Less distributions to shareholders from:
Net investment income......................................................... (.41) (.35) (.19)
Net realized gains............................................................ (.82) (.58) (.82)
In excess of net investment income............................................ -- (.04)(a) (.04)(a)
Total distributions......................................................... (1.23) (.97) (1.05)
Net asset value, end of period................................................ $16.62 $17.63 $16.61
TOTAL RETURN+................................................................. 1.3% 8.0% (3.4%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)..................................... $104,297 $ 59,953 $485
Ratios to average net assets:
Expenses.................................................................... 1.53% 1.48%++ 1.68%++
Net investment income....................................................... 2.36% 2.09%++ 2.16%++
Portfolio turnover rate....................................................... 70% 46% 70%
</TABLE>

* Commencement of class operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Contingent deferred sales charge is not
reflected.
++ Annualized.
(a) Distributions in excess of net investment income, for the Class B Shares,
for the period ended December 31, 1993 and for the Class C Shares, for the
period ended December 31, 1994, were the result of certain book and tax
timing differences. These distributions did not represent a return of
capital for federal income tax purposes for the year ended December 31, 1993
and December 31, 1994.
9

<PAGE>
EVERGREEN AMERICAN RETIREMENT FUND -- CLASS Y SHARES
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31,
1994 1993 1992 1991 1990 1989
<S> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period........... $11.60 $10.95 $10.52 $9.59 $10.41 $10.09
Income (loss) from investment operations:
Net investment income.......................... .60 .56 .66 .60 .60 .57
Net realized and unrealized gain (loss) on
investments.................................. (.93) .96 .55 1.15 (.66) .76
Total from investment operations............. (.33) 1.52 1.21 1.75 (.06) 1.33
Less distributions to shareholders from:
Net investment income.......................... (.60) (.60) (.61) (.60) (.60) ) (.59
Net realized gains............................. -- (.24) (.17) (.22) (.16) ) (.42
In excess of net realized gains................ -- (.03)(b) -- -- -- --
Total distributions.......................... (.60) (.87) (.78) (.82) (.76) )(1.01
Net asset value, end of period................. $10.67 $11.60 $10.95 $10.52 $9.59 $10.41
TOTAL RETURN+.................................. (2.9%) 14.1% 11.8% 18.8% (.5%) 13.4%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)...... $37,176 $37,336 $23,781 $15,632 $12,351 $ 11,610
Ratios to average net assets:
Expenses..................................... 1.28% 1.36% 1.51%(a) 1.50%(a) 1.50%(a) (1.88%a)
Net investment income........................ 5.40% 5.13% 6.23%(a) 5.91%(a) 6.04%(a) (5.49%a)
Portfolio turnover rate........................ 136% 92% 151% 97% 33% 152%
<CAPTION>
MARCH 14,
1988*
THROUGH
DECEMBER 31,
1988**
<S> <C>
PER SHARE DATA
Net asset value, beginning of period........... $10.00
Income (loss) from investment operations:
Net investment income.......................... .39
Net realized and unrealized gain (loss) on
investments.................................. .18
Total from investment operations............. .57
Less distributions to shareholders from:
Net investment income.......................... (.36)
Net realized gains............................. (.12)
In excess of net realized gains................ --
Total distributions.......................... (.48)
Net asset value, end of period................. $10.09
TOTAL RETURN+.................................. 5.8%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)...... $9,449
Ratios to average net assets:
Expenses..................................... 2.00%++
Net investment income........................ 5.01%++
Portfolio turnover rate........................ 52%
</TABLE>

* Commencement of operations.
** Investment income, expenses and net investment income are based upon the
average monthly shares outstanding for the period indicated.
+ Total return is calculated on net asset value for the period indicated and is
not annualized.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31,
1992 1991 1990 1989
<S> <C> <C> <C> <C>
Expenses.................................................... 1.59% 1.82% 1.95% 2.03%
Net investment income....................................... 6.15% 5.59% 5.59% 5.34%
</TABLE>

(b) Distributions in excess of net realized gains were the result of certain
book and tax timing differences. These distributions did not represent a
return of capital for federal income tax purposes.
10

<PAGE>
EVERGREEN FOUNDATION FUND -- CLASS Y SHARES
<TABLE>
<CAPTION>
JANUARY 2, 1990*
YEAR ENDED DECEMBER 31, THROUGH
1994 1993 1992 1991 DECEMBER 31, 1990
<S> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period................................. $13.12 $11.98 $10.75 $8.95 $10.00
Income (loss) from investment operations:
Net investment income................................................ .42 .31 .27 .33 1.23(b)
Net realized and unrealized gain (loss) on investments............... (.57) 1.55 1.83 2.77 (.59)
Total from investment operations................................... (.15) 1.86 2.10 3.10 .64
Less distributions to shareholders from:
Net investment income................................................ (.42) (.31) (.24) (.33) (1.17)
Net realized gains................................................... (.28) (.41) (.63) (.97) (.52)
Total distributions................................................ (.70) (.72) (.87) (1.30) (1.69)
Net asset value, end of period....................................... $12.27 $13.12 $11.98 $10.75 $8.95
TOTAL RETURN+........................................................ (1.1%) 15.7% 20.0% 36.4% 6.6%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (in millions).............................. $332 $240 $64 $11 $2
Ratios to average net assets:
Expenses........................................................... 1.14% 1.20% 1.40%(a) 1.20%(a) 0%(a)++
Net investment income.............................................. 3.51% 2.81% 2.93%(a) 2.86%(a) 15.07%(a,b)++
Portfolio turnover rate.............................................. 33% 60% 127% 178% 131%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized.
++ Annualized
(a) Net of expense waivers and reimbursements by the Adviser. If the Fund had
borne all expenses that were assumed or waived by the investment adviser,
the annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
JANUARY 2, 1990
YEAR ENDED THROUGH
DECEMBER 31, DECEMBER 31,
1992 1991 1990
<S> <C> <C> <C>
Expenses................................................... 1.43% 2.58% 3.64%
Net investment income...................................... 2.90% 1.48% 11.43%
</TABLE>

(b) Includes receipt of a special dividend representing $.62 per share net
investment income and 7.59% of average net assets.
11

<PAGE>
EVERGREEN TOTAL RETURN FUND -- CLASS A, B AND C SHARES
<TABLE>
<CAPTION>
CLASS A CLASS B CLASS C
SHARES SHARES SHARES
<S> <C> <C> <C>
JANUARY 3, 1995*
THROUGH JANUARY 31, 1995
PER SHARE DATA
Net asset value, beginning of period........................................................ $17.09 $17.09 $17.09
Income from investment operations:
Net investment income....................................................................... .02 .02 .01
Net realized and unrealized gain on investments............................................. .17 .17 .17
Total from investment operations.......................................................... .19 .19 .18
Net asset value, end of period.............................................................. $17.28 $17.28 $17.27
TOTAL RETURN+............................................................................... 1.1% 1.1% 1.1%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)................................................... $119 $599 $24
Ratios to average net assets:
Expenses.................................................................................. 1.45% ++ 2.23% ++ 2.22% ++
Net investment income..................................................................... 4.09% ++ 3.23% ++ 2.68% ++
Portfolio turnover rate**................................................................... 151% 151% 151%
</TABLE>

* Commencement of class operations.
** Portfolio turnover rate is calculated for the ten month period ended January
31, 1995.
+ Total return calculated is for the period indicated and is not annualized.
Initial sales charge or contingent deferred sales charge is not reflected.
++ Annualized.
12

<PAGE>
EVERGREEN TOTAL RETURN FUND -- CLASS Y SHARES
<TABLE>
<CAPTION>
TEN MONTHS
ENDED
JANUARY YEAR ENDED MARCH 31,
31, 1995* 1994 1993 1992 1991 1990 1989 1988 1987
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning
of period........................... $18.29 $20.90 $18.82 $18.12 $18.26 $17.92 $17.11 $20.37 $19.72
Income (loss) from investment
operations:
Net investment income................. 87 1.08 1.11 1.08 1.02 1.07 1.12 1.06 1.14
Net realized and unrealized gain
(loss) on investments............... (.55) (1.41) 2.51 .70 (.08) .36 .79 (2.64) 1.76
Total from investment
operations........................ .32 (.33) 3.62 1.78 .94 1.43 1.91 (1.58) 2.90
Less distributions to shareholders
from:
Net investment income................. (1.08) (1.08) (1.08) (1.08) (1.08) (1.09) (1.08) (.80) (1.14)
Net realized gains.................... (.25) (1.20) (.46) -- -- -- (.02) (.88) (1.11)
Total distributions................. (1.33) (2.28) (1.54) (1.08) (1.08) (1.09) (1.10) (1.68) (2.25)
Net asset value, end of period........ $17.28 $18.29 $20.90 $18.82 $18.12 $18.26 $17.92 $17.11 $20.37
TOTAL RETURN+......................... 1.9% (2.1%) 20.2% 10.2% 5.8% 7.9% 1.3% (7.8%) 15.7%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period
(in millions)....................... $942 $1,065 $1,142 $1,032 $1,151 $1,292 $1,312 $1,346 $1,636
Ratios to average net assets:
Expenses............................ 1.24%++ 1.18% 1.18% 1.21% 1.23% 1.18% 1.02%** 1.01%** 1.02%**
Net investment income............... 5.70%++ 5.29% 5.65% 5.73% 5.90% 5.64% 6.36%** 5.80%** 5.68%**
Portfolio turnover rate............... 151% 106% 164% 137% 137% 89% 86% 81% 44%
<CAPTION>

1986
<S> <C>
PER SHARE DATA
Net asset value, beginning
of period........................... $16.63
Income (loss) from investment
operations:
Net investment income................. 1.03
Net realized and unrealized gain
(loss) on investments............... 4.26
Total from investment
operations........................ 5.29
Less distributions to shareholders
from:
Net investment income................. (1.22)
Net realized gains.................... (.98)
Total distributions................. (2.20)
Net asset value, end of period........ $19.72
TOTAL RETURN+......................... 35.2%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period
(in millions)....................... $408
Ratios to average net assets:
Expenses............................ 1.11%**
Net investment income............... 6.06%**
Portfolio turnover rate............... 65%
</TABLE>

* On September 21, 1994, the Fund changed its fiscal year end to January 31.
** Net of expense limitation in fiscal years 1986, 1987, 1988 and 1989.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized.
++ Annualized.
13

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

DESCRIPTION OF THE FUNDS
- -------------------------------------------------------------------------------

INVESTMENT OBJECTIVES AND POLICIES

Evergreen Balanced Fund

The investment objective of the Evergreen Balanced Fund (formerly First
Union Balanced Portfolio) is to achieve a long-term total return through capital
appreciation, dividends and interest income. This objective is a fundamental
policy and may not be changed without shareholder approval. The Fund invests in
common and preferred stocks for growth and fixed income securities to provide a
stable income flow. There can be no assurance that the Fund's investment
objective will be achieved.

The percentage of the Fund's assets invested in common and preferred
stocks will vary from time to time in accordance with changing economic and
market conditions. It is anticipated that over the long term the Fund's
portfolio will average 60% in common and preferred stocks and 40% in bonds.
However, normally the Fund's asset allocation will range between 40-75% in
common and preferred stocks, 25-50% fixed income securities (including some
convertible securities) and 0-25% cash equivalents. Moderate shifts between
types of assets are made in an attempt to maximize returns or reduce risk.

The Funds invest in common, preferred and convertible preferred stocks
and bonds of U.S. companies with a minimum of $100 million in market
capitalization and which are listed on major stock exchanges or traded
over-the-counter. The criteria for such investment selection includes a
company's financial strength (such as cash flow and low debt-to-equity ratio),
earnings growth and price in relation to current earnings, dividends and book
value to identify growth opportunities. The Fund may also invest in American
Depositary Receipts ("ADRs") of foreign companies which are traded on the New
York or American Stock Exchanges or the over-the-counter market.

The fixed income portion of the Fund's portfolio may be invested in
corporate bonds (including convertible bonds) which are rated A or higher by
Standard & Poor's Ratings Group ("S&P") or Moody's Investors Service, Inc.
("Moody's") or any other nationally recognized statistical rating organization
("SRO"), or which, if unrated, are considered to be of comparable quality by the
Fund's investment adviser. Bonds are selected based upon the outlook for
interest rates and their yield in relation to other bonds of similar quality and
maturity. The maturities of these bonds may be medium (i.e., from five to ten
years) to long-term (i.e., over ten years), but in no event will they be longer
than twenty years.

The Fund also invests in securities which are either issued or
guaranteed by the U.S. government, its agencies or instrumentalities. These
securities include direct obligations of the U.S. Treasury, such as U.S.
Treasury bills, notes and bonds; and notes, bonds and discount notes of U.S.
government agencies or instrumentalities, such as the Farm Credit System,
including the National Bank for Cooperatives, Farm Credit Banks and Banks for
Cooperatives, Farmers Home Administration, Federal Home Loan Banks, Federal Home
Loan Mortgage Corporation, Federal National Mortgage Association, Government
National Mortgage Association, Student Loan Marketing Association, Tennessee
Valley Authority, Export-Import Bank of the United State, Commodity Credit
Corporation, Federal Financing Bank and National Credit Union Administration.
Some of these securities are supported by the full faith and credit of the U.S.
government, and others are supported only by the credit of the agency or
instrumentality.

The Fund may also invest short-term in cash equivalents for defensive
purposes; securities issued and/or guaranteed by the U.S. government, its
agencies or instrumentalities, and repurchase agreements collateralized by
eligible investments.

As of December 31, 1992, 1993 and 1994, approximately 59%, 63% and 55%,
respectively, of the Fund's portfolio consisted of equity securities. The Fund
may employ certain additional investment strategies which are discussed in
"Investment Practices and Restrictions", below.

Evergreen Growth and Income Fund

The investment objective of Evergreen Growth and Income Fund (formerly
known as the Evergreen Value Timing Fund) is to achieve a return composed of
capital appreciation in the value of its shares and current income. (The Fund's
investment objective is a fundamental policy.) There can be no assurance that
the Fund's investment objective will be achieved.

The Fund seeks to achieve its investment objective by investing in the
securities of companies which are undervalued in the marketplace relative to
those companies' assets, breakup value, earnings or potential earnings growth.
These companies are often found among those which have had a record of financial
success but are currently in disfavor in the marketplace for reasons the Fund's
investment adviser perceives as temporary or erroneous. Such investments when
successfully timed are expected to be the means for achieving the Fund's
investment objective. This inherently contrarian approach may require greater
reliance upon the analytical and research capabilities of the Fund's investment
adviser than an investment in certain other equity funds. Consequently, an
investment in the Fund may involve more risk than other equity funds. The Fund
should not be considered suitable for investors who are unable or unwilling to
assume the risks of loss inherent in such a program. Nor should the Fund be
considered a balanced or complete investment program.

The Fund will use the "value timing" approach as a process for
purchasing securities when events indicate that fundamental investment values
are being ignored in the marketplace. Fundamental investment value is based on
one or more of the following: assets -- tangible and intangible (examples of the
latter include brand names or licenses), capitalization of earnings, cash flow
or potential earnings growth. A discrepancy between market valuation and
fundamental value often arises due to the presence of unrecognized assets or
business opportunities, or as a result of incorrectly perceived or short-term
negative factors. Changes in regulations, basic economic or monetary shifts and
legal action (including the initiation of bankruptcy proceedings) are some of
the factors that create these capital appreciation opportunities. If the
securities in which the Fund invests never reach their perceived potential or
the valuation of such securities in the marketplace does not in fact reflect
significant undervaluation, there may be little or no appreciation or a
depreciation in the value of such securities.

The Fund will invest primarily in common stocks and securities
convertible into or exchangeable for common stock. It is anticipated that the
Fund's investments in these securities will contribute to the Fund's return
primarily through capital appreciation. In addition, the Fund will invest in
nonconvertible preferred stocks and debt securities. It is anticipated that the
Fund's investments in these securities will also produce capital appreciation
but the current income component of return will be a more significant factor in
their selection. However, the Fund will invest in nonconvertible preferred stock
and debt securities only if the anticipated capital appreciation plus income
from such investments is equivalent to that anticipated from investments in
equity or equity-related securities. The Fund may invest up to 5% of its total
assets in debt securities which are rated below investment grade, commonly known
as "junk bonds". Investments of this type are subject to greater risk of loss of
principal and interest.

It is anticipated that the annual portfolio turnover rate for the Fund
will not exceed 100%. The Fund may employ certain additional investment
strategies which are discussed in "Investment Practices and Restrictions",
below.

Evergreen Value Fund

The investment objective of the Evergreen Value Fund (formerly the
First Union Value Portfolio) is long-term capital appreciation with current
income as a secondary objective. The Fund's objective is a fundamental policy
and may not be changed without shareholder approval. Normally, at least 75% of
the Fund's assets will be invested in equity securities of U.S. companies with
prospects for earnings growth and dividends. There can be no assurance that the
Fund's investment objective will be achieved.

The Fund's investments, in order of priority, consist of:

common and preferred stocks, bonds and convertible preferred
stock of U.S. companies with a minimum market capitalization of $100
million which are listed on the New York or American Stock Exchanges or
traded in over-the-counter markets. The primary consideration is for
those industries and companies with the potential for capital
appreciation; income is a secondary consideration;

ADRs of foreign companies traded on the New York or American
Stock Exchanges or the over-the-counter market;

foreign securities (either foreign or U.S. securities traded
in foreign markets). The Fund may also invest in obligations
denominated in foreign currencies. In making these decisions, the
Fund's investment adviser will consider such factors as the condition
and growth potential of various economies and securities markets,
currency and taxation implications and other pertinent financial,
social, national and political factors. (See "Investment Practices and
Restrictions Special Risk Considerations");

convertible bonds rated no lower than BBB by S&P or Baa by
Moody's or, if not rated, determined to be of comparable quality by the
Fund's investment adviser;

money market instruments;

fixed rate notes and bonds and adjustable and variable rate
notes of companies whose common stock the Fund may acquire rated no
lower than BBB by S&P or Baa by Moody's or which, if not rated,
determined to be of comparable quality by the Fund's investment adviser
(up to 5% of total assets);

zero coupon bonds issued or guaranteed by the U.S. government,
its agencies or instrumentalities (up to 5% of total assets);

obligations, including certificates of deposit and bankers'
acceptances, of banks or savings and loan associations having at least
$1 billion in deposits and insured by the Bank Insurance Fund or the
Savings Association Insurance Fund, including U.S. branches of foreign
banks and foreign branches of U.S. banks; and

prime commercial paper, including master demand notes rated no
lower than A-1 by S&P or Prime 1 by Moody's.

Bonds rated BBB by S&P or Baa by Moody's may have speculative
characteristics. Changes in economic conditions or other circumstances
are more likely to weaken such bonds' prospects for principal and
interests payments than higher rated bonds. However, like the higher
rated bonds, these securities are considered investment grade.

As of December 31, 1992, 1993 and 1994, approximately 92%, 95% and 97%,
respectively, of the Fund's portfolio consisted of equity securities. The Fund
may employ certain additional investment strategies which are discussed in
"Investment Practices and Restrictions", below.

Evergreen American Retirement Fund

The investment objectives of Evergreen American Retirement Fund in
order of priority are conservation of capital, reasonable income and capital
growth. The Fund offers a structured investment approach designed specifically
for retirees and persons contemplating retirement which may also be appropriate
for the qualified retirement plans of smaller companies. There can be no
assurance that the Fund's investment objectives will be achieved. The Fund's
objective is a fundamental policy and may not be changed without shareholder
approval.

The Fund will invest in a diversified and balanced portfolio of equity
and fixed income securities, with emphasis on income-producing securities which
appear to have potential for capital enhancement. Ordinarily, the Fund
anticipates that approximately 50% of its portfolio will consist of equity
securities (including securities convertible into equity securities) and 50% of
fixed income securities. The Fund's investment adviser may vary the amount
invested in each type of security in response to changing market conditions to
take advantage of relative undervaluation in either the stock or bond markets.
The Fund will, however, not make an additional investment in equity securities
if more than 75% of its total assets at the time the investment is made would
include investments in equity securities. Generally, approximately half of the
equity portion of the Fund's portfolio will be invested in common stocks which
the Fund's investment adviser believes will yield current income and have
potential for long-term capital growth and half in bonds and preferred stocks
convertible into such common stock.

With respect to the fixed income portion of the Fund's portfolio,
emphasis will be placed on acquiring non-speculative issues expected to
fluctuate little in value, except with changes in prevailing interest rates. The
market value of the debt obligations in the Fund's portfolio can be expected to
vary inversely to changes in prevailing interest rates. The Fund may at times
emphasize the generation of interest income by investing in high-yielding debt
securities, with short and medium to long-term maturities. Investment in medium
(i.e., with maturities from five to ten years) to long-term (i.e., with
maturities over ten years) debt securities may also be made with a view to
realizing capital appreciation when the Fund's investment adviser believes that
interest rates on such investments may decline, thereby increasing their market
value.

Normally, the Fund anticipates that approximately half of the fixed
income portion of the Fund's portfolio will be invested in marketable
obligations of, or guaranteed by, the U.S. government, its agencies or
instrumentalities which are supported by the full faith and credit of the United
States or by the right of the issuer to borrow from the U.S. Treasury. These
include issues of the Treasury, such as bills, certificates of indebtedness,
notes and bonds, and issues of agencies and instrumentalities established under
the authority of an act of Congress. Agencies or instrumentalities whose
securities are supported by the full faith and credit of the United States
include, but are not limited to, the Federal Housing Administration, Farmers
Home Administration, Export-Import Bank of the United States, Small Business
Administration and Government National Mortgage Association. Examples of
agencies or instrumentalities whose securities are supported by the right of the
issuer to borrow from the Treasury include, but are not limited to, the Federal
Home Loan Bank, Federal Intermediate Credit Banks, Federal National Mortgage
Association and Tennessee Valley Authority. The balance will be invested in
corporate obligations rated no lower than A by Moody's or S&P.

It is anticipated that the annual portfolio turnover rate for the Fund
will generally not exceed 100% for the equity portion of its portfolio and 200%
for the fixed income portion. The Fund may employ certain additional investment
strategies which are discussed in "Investment Practices and Restrictions",
below.

Evergreen Foundation Fund

The investment objectives of Evergreen Foundation Fund, in order of
priority, are reasonable income, conservation of capital and capital
appreciation. The Fund seeks to achieve these objectives by investing in a
combination of common stocks, preferred stocks, securities convertible into or
exchangeable for common stocks, corporate and U.S. Government debt obligations,
and short-term debt instruments, such as commercial paper. Additionally, income
from time to time may be generated by the lending of securities. The Fund's
common stock investments will include those which (at the time of purchase) pay
dividends and in the view of the Fund's investment adviser have potential for
capital enhancement.

The Fund may make investments in securities regardless of whether or
not such securities are traded on a national securities exchange. The value of
portfolio securities and their yields are expected to fluctuate over time
because of varying general economic and market conditions. Accordingly, there
can be no assurance that the Fund's investment objectives will be achieved. The
Fund's objective is a fundamental policy and may not be changed without
shareholder approval.

The Fund's asset allocation will vary from time to time in accordance
with changing economic and market conditions, including: inflation rates,
business cycle trends, business regulations and tax law impacts on the
investment markets. The composition of its portfolio will be largely
unrestricted and subject to the discretion of the Fund's investment adviser.
Under normal circumstances, the Fund anticipates that at least 25% of its net
assets will consist of fixed income securities. The balance will be invested in
equity securities (including securities convertible into equity securities).

In selecting fixed income securities for the Fund's portfolio, emphasis
will be placed on issues expected to fluctuate little in value other than as a
result of changes in prevailing interest rates. The market value of the debt
obligations in the Fund's portfolio can be expected to vary inversely to changes
in prevailing interest rates. The Fund may at times emphasize the generation of
interest income by investing in high-yielding debt securities, with short,
medium or long-term maturities. While fixed income investments will generally be
made for the purpose of generating interest income, investments in medium to
long-term debt securities (i.e., those with maturities from five to ten years
and those with maturities over ten years, respectively) may be made with a view
to realizing capital appreciation when the Fund's investment adviser believes
changes in interest rates will lead to an increase in the value of such
securities. The fixed income portion of the Fund's portfolio may include:

1. Marketable obligations of, or guaranteed by, the U.S. government,
its agencies or instrumentalities, including issues of the U.S. Treasury, such
as bills, certificates of indebtedness, notes and bonds, and issues of agencies
and instrumentalities established under the authority of an act of Congress.
Some of these securities are supported by the full faith and credit of the U.S.
Government, and others are supported only by the credit of the agency or
instrumentality. Agencies or instrumentalities whose securities are supported by
the full faith and credit of the United States include, but are not limited to,
the Federal Housing Administration, Farmers Home Administration, Export-Import
Bank of the United States, Small Business Administration and Government National
Mortgage Association. Agencies or instrumentalities whose securities are
supported only by the credit of the agency or instrumentality include the
Interamerican Development Bank and the International Bank for Reconstruction and
Development. These obligations are supported by appropriated but unpaid
commitments of their member countries. There are no assurances that the
commitments will be fulfilled in the future.

2. Corporate obligations rated no lower than A by Moody's or S&P.

3. Obligations of banks or banking institutions having total assets of
more than $2 billion which are members of the Federal Deposit Insurance
Corporation.

4. Commercial paper of high quality (rated no lower than A-2 by S&P or
Prime-2 by Moody's or, if not rated, issued by companies which have an
outstanding long-term debt issue rated AAA or AA by S&P or Aaa or Aa by
Moody's).

Certain obligations may be entitled to the benefit of standby letters of credit
or similar commitments issued by banks and, in such instances, the Fund's
investment adviser will take into account the obligation of the bank in
assessing the quality of such security.

Evergreen Total Return Fund

The investment objective of Evergreen Total Return Fund is to achieve a
return consisting of current income and capital appreciation in the value of its
shares. The emphasis on current income and capital appreciation will be
relatively equal although, over time, changes in the outlook for market
conditions and the level of interest rates will cause the Fund to vary its
emphasis between these two elements in its search for the optimum return for its
shareholders. The Fund seeks to achieve its investment objective through
investments in common stocks, preferred stocks, securities convertible into or
exchangeable for common stocks and fixed income securities. The Fund may invest
up to 20% of its total assets in the securities of foreign issuers either
directly or in the form of ADRs, European Depository Receipts ("EDRs") or other
securities convertible into securities of foreign issuers. The Fund may also
write covered call options. The Fund's investment objective is a fundamental
policy. There can be no assurance that the Fund's investment objective will be
achieved.

The Fund may make investments in securities (other than options)
regardless of whether or not such securities are traded on a national securities
exchange. The value of portfolio securities and their yields, as well as
opportunities to realize net gains from a covered call options writing program,
are expected to fluctuate over time because of varying general economic and
market conditions.

The Fund's portfolio will vary over time depending upon the economic
outlook and market conditions. The composition of its portfolio will be largely
unrestricted and subject to the discretion of the Fund's investment adviser.
Ordinarily, the Fund anticipates that approximately 75% of its portfolio will
consist of equity securities and the other 25% of debt securities (including
convertible debt securities). As of March 31, 1993 and 1994 and January 31,
1995, approximately 88%, 96% and 91%, respectively, of the Fund's portfolio
consisted of equity securities. The balance of the Fund's portfolio consisted of
debt securities (including convertible debt securities). If, in the judgment of
the Fund's investment adviser, the appreciation potential for equity securities
exceeds the return available from debt securities or government securities,
investments in equity securities could exceed 75% of the Fund's portfolio. Most
equity investments, however, will be income producing. The quality standards for
debt securities include: Obligations of banks having total assets of at least
one billion dollars which are members of the FDIC; commercial paper rated no
lower than P-2 by Moody's or A-2 by S&P; and non-convertible debt securities
rated no lower than Baa by Moody's or BBB by Standard & Poor's. Securities rated
Baa or BBB may have speculative characteristics. See the discussion above with
respect to Evergreen Value Fund.

It is anticipated that the annual portfolio turnover rate for the Fund
may exceed 100%. The Fund may employ certain additional investment strategies
which are discussed in "Investment Practices and Restrictions", below.

INVESTMENT PRACTICES AND RESTRICTIONS

Defensive Investments. The Funds may invest without limitation in high quality
money market instruments, such as notes, certificates of deposit or bankers'
acceptances, or U.S. government securities if, in the opinion of the Funds'
investment advisers, market conditions warrant a temporary defensive investment
strategy.

Portfolio Turnover and Brokerage. A portfolio turnover rate of 100% would occur
if all of a Fund's portfolio securities were replaced in one year. The portfolio
turnover rate experienced by a Fund directly affects brokerage commissions and
other transaction costs which the Fund must pay. A high rate of portfolio
turnover will increase such costs. It is contemplated that Lieber & Company, an
affiliate of Evergreen Asset and a member of the New York and American Stock
Exchanges, will to the extent practicable effect substantially all of the
portfolio transactions for the Evergreen Total Return Fund, Evergreen Growth and
Income Fund, Evergreen American Retirement Fund and Evergreen Foundation Fund on
those exchanges. The portfolio turnover rate for each Fund is set forth in the
tables contained in the section entitled "Financial Highlights". See the
Statement of Additional Information for further information regarding the
brokerage allocation practices of the Funds.

Borrowing. As a matter of fundamental policy, the Funds, except Evergreen
American Retirement Fund, may not borrow money except as a temporary measure to
facilitate redemption requests or for extraordinary or emergency purposes.
Evergreen American Retirement Fund may borrow for purposes of leverage. The
proceeds from borrowings may be used to facilitate redemption requests which
might otherwise require the untimely disposition of portfolio securities. The
specific limits applicable to borrowing by each Fund are set forth in the
Statement of Additional Information.

Lending of Portfolio Securities. In order to generate income and to offset
expenses, the Funds may lend portfolio securities to brokers, dealers and other
financial institutions. The Funds' investment advisers will monitor the
creditworthiness of such borrowers. Loans of securities by the Funds, if and
when made, may not exceed 30% of the value of the net assets of the Evergreen
Total Return Fund, Evergreen Growth and Income Fund and Evergreen American
Retirement Fund, 30% of the net assets of the Evergreen Foundation Fund, and 5%
of the value of the total assets of Evergreen Balanced Fund and Evergreen Value
Fund, and must be collateralized by cash or U.S. Government securities that are
maintained at all times in an amount equal to at least 100% of the current
market value of the securities loaned, including accrued interest. While such
securities are on loan, the borrower will pay a Fund any income accruing
thereon, and the Fund may invest the cash collateral in portfolio securities,
thereby increasing its return. Any gain or loss in the market price of the
loaned securities which occurs during the term of the loan would affect a Fund
and its investors. A Fund has the right to call a loan and obtain the securities
loaned at any time on notice of not more than five business days. A Fund may pay
reasonable fees in connection with such loans.

There is the risk that when lending portfolio securities, the
securities may not be available to a Fund on a timely basis and the Fund may,
therefore, lose the opportunity to sell the securities at a desirable price. In
addition, in the event that a borrower of securities would file for bankruptcy
or become insolvent, disposition of the securities may be delayed pending court
action.

Short Sales. The Evergreen Total Return Fund, Evergreen Growth and Income Fund,
Evergreen Balanced Fund, Evergreen American Retirement Fund and Evergreen
Foundation Fund may, as a defensive strategy, make short sales of securities. A
short sale occurs when a seller sells a security and makes delivery to the buyer
by borrowing the security. Short sales of a security are generally made in cases
where the seller expects the market value of the security to decline. To
complete a short sale, the seller must replace the security borrowed by
purchasing it at the market price at the time of replacement, or by delivering
securities from the seller's own position to the lender. In the event the market
value of a security sold short were to increase, the seller would realize a loss
to the extent that the cost of purchasing the security for delivery to the
lender were greater than the proceeds from the short sale. In the event a short
sale is completed by delivery of securities to the lender from the seller's own
position, the seller would forego any gain that would otherwise be realized on
such securities. The Evergreen American Retirement Fund and Evergreen Foundation
Fund may only make short sales "against the box" which means it must own the
securities sold short, or other securities convertible into, or which carry
rights to acquire, such securities.

Illiquid or Restricted Securities. Evergreen Growth and Income Fund, Evergreen
American Retirement Fund, Evergreen Foundation Fund and Evergreen Total Return
Fund may invest up to 15% of their net assets, and Evergreen Balanced Fund and
Evergreen Value Fund may invest up to 10% of their net assets, in illiquid
securities and other securities which are not readily marketable, including
non-negotiable time deposits, certain restricted securities not deemed by the
Trustees to be liquid and repurchase agreements with maturities longer than
seven days. Securities eligible for resale pursuant to Rule 144A under the
Securities Act of 1933, which have been determined to be liquid, will not be
considered by the Funds' investment advisers to be illiquid or not readily
marketable and, therefore, are not subject to the aforementioned 15% or 10 %
limits. The inability of a Fund to dispose of illiquid or not readily marketable
investments readily or at a reasonable price could impair the Fund's ability to
raise cash for redemptions or other purposes. The liquidity of securities
purchased by a Fund which are eligible for resale pursuant to Rule 144A will be
monitored by the Funds' investment advisers on an ongoing basis, subject to the
oversight of the Trustees. In the event that such a security is deemed to be no
longer liquid, a Fund's holdings will be reviewed to determine what action, if
any, is required to ensure that the retention of such security does not result
in a Fund having more than 15%, or with respect to Evergreen Value Fund 10%, of
its assets invested in illiquid or not readily marketable securities.

Repurchase Agreements and Reverse Repurchase Agreements. Evergreen Growth and
Income Fund, Evergreen Balanced Fund, Evergreen Value Fund and Evergreen Total
Return Fund may enter into repurchase agreements with member banks of the
Federal Reserve System, including the Custodian or primary dealers in U.S.
Government securities. A repurchase agreement is an arrangement pursuant to
which a buyer purchases a security and simultaneously agrees to resell it to the
vendor at a price that results in an agreed-upon market rate of return which is
effective for the period of time (which is normally one to seven days, but may
be longer) the buyer's money is invested in the security. The arrangement
results in a fixed rate of return that is not subject to market fluctuations
during the holding period. A Fund requires continued maintenance of collateral
with its Custodian in an amount at least equal to the repurchase price
(including accrued interest). In the event a vendor defaults on its repurchase
obligation, a Fund might suffer a loss to the extent that the proceeds from the
sale of the collateral were less than the repurchase price. If the vendor
becomes the subject of bankruptcy proceedings, a Fund might be delayed in
selling the collateral. The Funds' investment advisers will review and
continually monitor the creditworthiness of each institution with which a Fund
enters into a repurchase agreement to evaluate these risks.

Evergreen Balanced Fund and Evergreen Value Fund may borrow money by
entering into a "reverse repurchase agreement" by which it agrees to sell
portfolio securities to financial institutions such as banks and broker-dealers,
and to repurchase them at a mutually agreed upon date and price, for temporary
or emergency purposes. At the time the Fund enters into a reverse repurchase
agreement, it will place in a segregated custodial account cash, U.S. government
securities or liquid high grade debt obligations having a value at least equal
to the repurchase price (including accrued interest) and will subsequently
monitor the account to ensure that such equivalent value is maintained. Reverse
repurchase agreements involve the risk that the market value of the securities
sold by the Fund may decline below the repurchase price of those securities.
Each Fund will not enter into reverse repurchase agreements exceeding 5% of the
value of its total assets.

When-Issued and Delayed Delivery Transactions. Evergreen Balanced Fund and
Evergreen Value Fund may purchase securities on a when-issued or delayed
delivery basis. These transactions are arrangements in which a Fund purchases
securities with payment and delivery scheduled for a future time. The seller's
failure to complete these transactions may cause a Fund to miss a price or yield
considered to be advantageous. Settlement dates may be a month or more after
entering into these transactions, and the market values of the securities
purchased may vary from the purchase prices. Accordingly, a Fund may pay more or
less than the market value of the securities on the settlement date. The Funds
may dispose of a commitment prior to settlement if the Funds investment adviser
deems it appropriate to do so. In addition, the Funds may enter into
transactions to sell their purchase commitments to third parties at current
market values and simultaneously acquire other commitments to purchase similar
securities at later dates. The Funds may realize short-term profits or losses
upon the sale of such commitments.

Fixed Income Securities - Downgrades. If any security invested in by any of the
Funds loses its rating or has its rating reduced after the Fund has purchased
it, the Fund is not required to sell or otherwise dispose of the security, but
may consider doing so.

Options and Futures. Each of Evergreen Total Return Fund, Evergreen Growth and
Income Fund and Evergreen American Retirement Fund may write covered call
options on certain portfolio securities in an attempt to earn income and realize
a higher return on its portfolio. A call option may not be written by the Funds
if, afterwards, securities comprising more than 25% of the market value of the
equity securities of Evergreen Growth and Income Fund and Evergreen Total Return
Fund, or 15% of the market value of the equity securities of Evergreen American
Retirement Fund would be subject to call options. A Fund realizes income from
the premium paid to it in exchange for writing the call option. Once it has
written a call option on a portfolio security and until the expiration of such
option, a Fund forgoes the opportunity to profit from increases in the market
price of such security in excess of the exercise price of the call option.
Should the price of the security on which a call has been written decline, a
Fund retains the risk of loss, which would be offset to the extent the Fund has
received premium income. A Fund will only write "covered" call options traded on
U.S. national securities exchanges. An option will be deemed covered when a Fund
either (i) owns the security (or securities convertible into such security) on
which the option has been written in an amount sufficient to satisfy the
obligations arising under the option; or (ii) a Fund's Custodian maintains cash
or high-grade liquid debt securities belonging to the Fund in an amount not less
that the amount needed to satisfy the Fund's obligations with respect to options
written on securities it does not own. A "closing purchase transaction" may be
entered into with respect to a call option written by a Fund for the purpose of
closing its position.

Evergreen Balanced Fund and Evergreen Value Fund may engage in options
and futures transactions. Options and futures transactions are intended to
enable a Fund to manage market, interest rate or exchange rate risk, and the
Funds do not use these transactions for speculation or leverage.

Evergreen Balanced Fund and Evergreen Value Fund may attempt to hedge
all or a portion of their portfolios through the purchase of both put and call
options on their portfolio securities and listed put options on financial
futures contracts for portfolio securities. The Funds may also write covered
call options on their portfolio securities to attempt to increase their current
income. The Funds will maintain their positions in securities, option rights and
segregated cash subject to puts and calls until the options are exercised,
closed or have expired. An option position may be closed out only on an exchange
which provides a secondary market for an option of the same series. The Funds
may purchase listed put options on financial futures contracts. These options
will be used only to protect portfolio securities against decreases in value
resulting from market factors such as an anticipated increase in interest rates.

Evergreen Balanced Fund and Evergreen Value Fund may only write
"covered" options. This means that so long as a Fund is obligated as the writer
of a call option, it will own the underlying securities subject to the option
or, in the case of call options on U.S. Treasury bills, the Fund might own
substantially similar U.S. Treasury bills. A Fund will be considered "covered"
with respect to a put option it writes if, so long as it is obligated as the
writer of the put option, it deposits and maintains with its custodian in a
segregated account liquid assets having a value equal to or greater than the
exercise price of the option.

The principal reason for writing call or put options is to obtain,
through a receipt of premiums, a greater current return than would be realized
on the underlying securities alone. The Funds receive a premium from writing a
call or put option which they retain whether or not the option is exercised. By
writing a call option, the Funds might lose the potential for gain on the
underlying security while the option is open, and by writing a put option the
Funds might become obligated to purchase the underlying securities for more than
their current market price upon exercise.

Evergreen Balanced Fund and Evergreen Value Fund may also, as stated
previously, purchase futures contracts and options thereon. A futures contract
is a firm commitment by two parties: the seller, who agrees to make delivery of
the specific type of instrument called for in the contract ("going short"), and
the buyer, who agrees to take delivery of the instrument ("going long") at a
certain time in the future. Financial futures contracts call for the delivery of
particular debt instruments issued or guaranteed by the U.S. Treasury or by
specific agencies or instrumentalities of the U.S. government. If a Fund would
enter into financial futures contracts directly to hedge its holdings of fixed
income securities, it would enter into contracts to deliver securities at an
undetermined price (i.e., "go short") to protect itself against the possibility
that the prices of its fixed income securities may decline during the Fund's
anticipated holding period. A Fund would "go long" (agree to purchase securities
in the future at a predetermined price) to hedge against a decline in market
interest rates.

The Funds may also enter into currency and other financial futures
contracts and write options on such contracts. The Funds intend to enter into
such contracts and related options for hedging purposes. The Funds will enter
into futures on securities, currencies or index-based futures contracts in order
to hedge against changes in interest or exchange rates or securities prices. A
futures contract on securities or currencies is an agreement to buy or sell
securities or currencies during a designated month at whatever price exists at
that time. A futures contact on a securities index does not involve the actual
delivery of securities, but merely requires the payment of a cash settlement
based on changes in the securities index. The Funds do not make payment or
deliver securities upon entering into a futures contract. Instead, they put down
a margin deposit, which is adjusted to reflect changes in the value of the
contract and which remains in effect until the contract is terminated.

The Funds may sell or purchase currency and other financial futures
contracts. When a futures contract is sold by a Fund, the profit on the contract
will tend to rise when the value of the underlying securities or currencies
declines and to fall when the value of such securities or currencies increases.
Thus, the Funds sell futures contracts in order to offset a possible decline in
the profit on their securities or currencies. If a futures contract is purchased
by a Fund, the value of the contract will tend to rise when the value of the
underlying securities or currencies increases and to fall when the value of such
securities or currencies declines.

The Funds may enter into closing purchase and sale transactions in
order to terminate a futures contract and may buy or sell put and call options
for the purpose of closing out their options positions. The Funds ability to
enter into closing transactions depends on the development and maintenance of a
liquid secondary market. There is no assurance that a liquid secondary market
will exist for any particular contract or at any particular time. As a result,
there can be no assurance that the Funds will be able to enter into an
offsetting transaction with respect to a particular contract at a particular
time. If the Funds are not able to enter into an offsetting transaction, the
Funds will continue to be required to maintain the margin deposits on the
contract and to complete the contract according to its terms, in which case the
Funds would continue to bear market risk on the transaction.

Risk Characteristics of Options and Futures. Although options and futures
transactions are intended to enable the Funds to manage market, exchange or
interest rate risks, these investment devices can be highly volatile, and the
Funds use of them can result in poorer performance (i.e., the Funds return may
be reduced). The Funds attempt to use such investment devices for hedging
purposes may not be successful. Successful futures strategies require the
ability to predict future movements in securities prices, interest rates and
other economic factors. When the Funds use financial futures contract and
options on financial futures contract as hedging devices, there is a risk that
the prices of the securities subject to the financial futures contracts and
options on financial futures contracts may not correlate perfectly with the
prices of the securities in the Funds' portfolios. This may cause the financial
futures contract and any related options to react to market changes differently
than the portfolio securities. In addition, the Funds investment adviser could
be incorrect in its expectations and forecasts about the direction or extent of
market factors, such as interest rates, securities price movements and other
economic factors. Even if the Funds investment adviser correctly predicts
interest rate movements, a hedge could be unsuccessful if changes in the value
of a Fund's futures position did not correspond to changes in the value of its
financial futures contracts. It is not certain that a secondary market for
positions in financial futures contracts or for options on financial futures
contracts will exist at all times. Although the Funds investment adviser will
consider liquidity before entering into financial futures contracts or options
on financial futures contracts transactions, there is no assurance that a liquid
secondary market on an exchange will exist for any particular financial futures
contract or option on a financial futures contract at any particular time. The
Funds ability to establish and close out financial futures contracts and options
on financial futures contract positions depends on this secondary market. If a
Fund is unable to close out its position due to disruptions in the market or
lack of liquidity, the Fund may lose money on the futures contract or option,
and the losses to the Fund could be significant.

Special Risk Considerations

Investment in Foreign Securities. Evergreen Total Return Fund, Evergreen
Balanced Fund and Evergreen Value Fund may invest in foreign securities.
Investments in foreign securities require consideration of certain factors not
normally associated with investments in securities of U.S. issuers. For example,
a change in the value of any foreign currency relative to the U.S. dollar will
result in a corresponding change in the U.S. dollar value of securities
denominated in that currency. Accordingly, a change in the value of any foreign
currency relative to the U.S. dollar will result in a corresponding change in
the U.S. dollar value of the assets of the Fund denominated or traded in that
currency. If the value of a particular foreign currency falls relative to the
U.S. dollar, the U.S. dollar value of the assets of a Fund denominated in such
currency will also fall. The performance of a Fund will be measured in U.S.
dollars.

Securities markets of foreign countries generally are not subject to
the same degree of regulation as the U.S. markets and may be more volatile and
less liquid. Lack of liquidity may affect a Fund's ability to purchase or sell
large blocks of securities and thus obtain the best price. The lack of uniform
accounting standards and practices among countries impairs the validity of
direct comparisons of valuation measures (such as price/earnings ratios) for
securities in different countries. In addition, a Fund may incur costs
associated with currency hedging and the conversion of foreign currency into
U.S. dollars and may be adversely affected by restrictions on the conversion or
transfer of foreign currency. Other considerations include political and social
instability, expropriation, the lack of available information, higher
transaction costs (including brokerage charges), increased custodian charges
associated with holding foreign securities and different securities settlement
practices. Settlement periods for foreign securities, which are sometimes longer
than those for securities of U.S. issuers, may affect portfolio liquidity. These
different settlement practices may cause missed purchasing opportunities and/or
the loss of interest on money market and debt investments pending further equity
or long-term debt investments. In addition, foreign securities held by a Fund
may be traded on days that the Fund does not value its portfolio securities,
such as Saturdays and customary business holidays, and, accordingly, a Fund's
net asset value may be significantly affected on days when shareholders do not
have access to the Fund.

Additionally, accounting procedures and government supervision may be
less stringent than those applicable to U.S. companies. It may also be more
difficult to enforce contractual obligations abroad than would be the case in
the United States because of differences in the legal systems. Foreign
securities may be subject to foreign taxes, which may reduce yield, and may be
less marketable than comparable U.S. securities. All these factors are
considered by each Fund's investment adviser before making any of these types of
investments.

ADRs and EDRs and other securities convertible into securities of
foreign issuers may not necessarily be denominated in the same currency as the
securities into which they may be converted but rather in the currency of the
market in which they are traded. ADRs are receipts typically issued by an
American bank or trust company which evidence ownership of underlying securities
issued by a foreign corporation. EDRs are receipts issued in Europe by banks or
depositories which evidence a similar ownership arrangement. Generally ADRs, in
registered form, are designed for use in United States securities markets and
EDRs, in bearer form, are designed for use in European securities markets.

Investments Related to Real Estate. Risks associated with investment in
securities of companies in the real estate industry include: declines in the
value of real estate, risks related to general and local economic conditions,
overbuilding and increased competition, increases in property taxes and
operating expenses, changes in zoning laws, casualty or condemnation losses,
variations in rental income, changes in neighborhood values, the appeal of
properties to tenants and increase in interest rates. In addition, equity real
estate investment trusts may be affected by changes in the value of the
underlying property owned by the trusts, while mortgage real estate investment
trusts may be affected by the quality of credit extended. Equity and mortgage
real estate investment trusts are dependent upon management skills, may not be
diversified and are subject to the risks of financing projects. Such trusts are
also subject to heavy cash flow dependency, defaults by borrowers, self
liquidation and the possibility of failing to qualify for tax-free pass-through
of income under the Internal Revenue Code (the "Code") and to maintain exemption
from the Investment Company Act of 1940, as amended (the "1940 Act"). In the
event an issuer of debt securities collateralized by real estate defaulted, it
is conceivable that a Fund could end up holding the underlying real estate.

Other Investment Restrictions. Each Fund has adopted additional investment
restrictions that are set forth in the Statement of Additional Information.
Unless otherwise noted, the restrictions and policies set forth above are not
fundamental and may be changed without shareholder approval. Shareholders will
be notified of any changes in policies that are not fundamental.

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MANAGEMENT OF THE FUNDS
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INVESTMENT ADVISERS

The management of each Fund is supervised by the Trustees of the Trust
under which the Fund has been established ("Trustees"). Evergreen Asset
Management Corp. ("Evergreen Asset") has been retained by Evergreen Total Return
Fund, Evergreen Growth and Income Fund, Evergreen American Retirement Fund and
Evergreen Foundation Fund as investment adviser. Evergreen Asset succeeded on
June 30, 1994 to the advisory business of the same name, but under different
ownership, which was organized in 1971. Evergreen Asset, with its predecessors,
has served as investment adviser to the Evergreen mutual funds since 1971.
Evergreen Asset is a wholly-owned subsidiary of First Union National Bank of
North Carolina ("FUNB"). The address of Evergreen Asset is 2500 Westchester
Avenue, Purchase, New York 10577. FUNB is a subsidiary of First Union
Corporation ("First Union"), one of the ten largest bank holding companies in
the United States. Stephen A. Lieber and Nola Maddox Falcone serve as the chief
investment officers of Evergreen Asset and, along with Theodore J. Israel, Jr.,
were the owners of Evergreen Asset's predecessor and the former general partners
of Lieber & Company, which, as described below, provides certain subadvisory
services to Evergreen Asset in connection with its duties as investment adviser
to the Funds. The Capital Management Group of FUNB ("CMG") serves as investment
adviser to Evergreen Balanced Fund and Evergreen Value Fund.

First Union is a bank holding company headquartered in Charlotte, North
Carolina, which had $77.9 billion in consolidated assets as of March 31, 1995.
First Union and its subsidiaries provide a broad range of financial services to
individuals and businesses through offices in 36 states. The Capital Management
Group of FUNB manages or otherwise oversees the investment of over $36 billion
in assets belonging to a wide range of clients, including all the series of
Evergreen Investment Trust (formerly known as First Union Funds) . First Union
Brokerage Services, Inc., a wholly-owned subsidiary of FUNB, is a registered
broker-dealer that is principally engaged in providing retail brokerage services
consistent with its federal banking authorizations. First Union Capital Markets
Corp., a wholly-owned subsidiary of First Union, is a registered broker-dealer
principally engaged in providing, consistent with its federal banking
authorizations, private placement, securities dealing, and underwriting
services.

As investment adviser to Evergreen Total Return Fund, Evergreen Growth
and Income Fund, Evergreen American Retirement Fund and Evergreen Foundation
Fund, Evergreen Asset manages each Fund's investments, provides various
administrative services and supervises each Fund's daily business affairs,
subject to the authority of the Trustees. Evergreen Asset is entitled to receive
a from each of Evergreen Total Return Fund and Evergreen Growth and Income Fund
fee equal to 1% of average daily net assets on an annual basis on the first $750
million in assets, .9 of 1% of average daily net assets on an annual basis on
the next $250 million in assets, and .8 of 1% of average daily net assets on an
annual basis on assets over $1 billion. Evergreen Asset is entitled to receive
from Evergreen Foundation Fund a fee equal to .875 of 1% of average daily net
assets on an annual basis on the first $750 million in assets, .75 of 1% of
average daily net assets on an annual basis on the next $250 million in assets,
and .7 of 1% of average daily net assets on an annual basis on assets over $1
billion, and from Evergreen American Retirement Fund a fee equal to .75 of 1% of
average daily net assets on an annual basis on the first $1 billion in assets,
and .7 of 1% of average daily net assets on an annual basis on assets over $1
billion. The fee paid by Evergreen Total Return Fund and Evergreen Growth and
Income Fund is higher than the rate paid by most other investment companies. The
total expenses of each Fund for the fiscal year ended December 31, 1994,
expressed as a percentage of average daily net assets on an annual basis are set
forth in the section entitled "Financial Highlights".

CMG manages investments and supervises the daily business affairs of
Evergreen Balanced Fund and Evergreen Value Fund and, as compensation therefor,
is entitled to receive an annual fee equal to .50 of 1% of average daily net
assets of each Fund. The total annualized operating expenses of Evergreen
Balanced Fund and Evergreen Value Fund for their most recent fiscal year ended
December 31, 1994, are set forth in the section entitled "Financial Highlights".
Evergreen Asset serves as administrator to Evergreen Balanced Fund and Evergreen
Value Fund and is entitled to receive a fee based on the average daily net
assets of these Funds at a rate based on the total assets of the mutual funds
administered by Evergreen Asset for which CMG or Evergreen Asset also serve as
investment adviser, calculated in accordance with the following schedule: .050%
of the first $7 billion; .035% on the next $3 billion; .030% on the next $5
billion; .020% on the next $10 billion; .015% on the next $5 billion; and .010%
on assets in excess of $30 billion. Furman Selz Incorporated, the parent of
Evergreen Funds Distributor, Inc., distributor for the Evergreen group of mutual
funds, serves as sub-administrator to Evergreen Balanced Fund and Evergreen
Value Fund and is entitled to receive a fee from each Fund calculated on the
average daily net assets of each Fund at a rate based on the total assets of the
mutual funds administered by Evergreen Asset for which CMG or Evergreen Asset
also serve as investment adviser, calculated in accordance with the following
schedule: .0100% of the first $7 billion; .0075% on the next $3 billion; .0050%
on the next $15 billion; and .0040% on assets in excess of $25 billion. The
total assets of the mutual funds administered by Evergreen Asset for which CMG
or Evergreen Asset serve as investment adviser as of March 31, 1995 were
approximately $8 billion.

The portfolio manager for Evergreen Total Return Fund is Nola Maddox
Falcone, C.F.A., who is President and Co-Chief Executive Officer of Evergreen
Asset. Ms. Falcone has served as the principal manager of Evergreen Total Return
Fund since 1985. The portfolio manager for Evergreen Foundation Fund is Stephen
A. Lieber, who is Chairman and Co-Chief Executive Officer of the Evergreen
Asset. Mr. Lieber has served as such Fund's principal manager since its
inception. The portfolio manager for Evergreen Growth and Income Fund is Edmund
H. Nicklin, Jr. C.F.A. Mr. Nicklin has served as the Fund's principal manager
since its inception. The portfolio manager for Evergreen American Retirement
Fund is Irene D. O'Neill, C.F.A. Ms. O'Neill has served as the Fund's principal
manager since its inception. Each of the aforementioned individuals has been
associated with the Evergreen Asset and its predecessor since prior to 1989.

The portfolio manager for Evergreen Balanced Fund since its inception
in January 1991 is R. Dean Hawes, who is a Vice President of FUNB and is the
Director of Employee Benefit Portfolio Management. Mr. Hawes joined FUNB in 1981
after spending five years with Merrill Lynch, Pierce, Fenner, & Smith and
Townsend Investments. William T. Davis, Jr., the portfolio manager of Evergreen
Value Fund since March, 1991, is a Vice President of FUNB and has been with
First Union since 1986. Prior to that, Mr. Davis served as a securities analyst
for Seibels Bruce (Insurance) Group.

SUB-ADVISER

Evergreen Asset has entered into sub-advisory agreements with Lieber &
Company which provides that Lieber & Company's research department and staff
will furnish Evergreen Asset with information, investment recommendations,
advice and assistance, and will be generally available for consultation on the
portfolios of Evergreen Total Return Fund, Evergreen Growth and Income Fund,
Evergreen American Retirement Fund and Evergreen Foundation Fund. Lieber &
Company will be reimbursed by Evergreen Asset in connection with the rendering
of services on the basis of the direct and indirect costs of performing such
services. There is no additional charge to Evergreen Total Return Fund,
Evergreen Growth and Income Fund, Evergreen American Retirement Fund and
Evergreen Foundation Fund for the services provided by Lieber & Company. The
address of Lieber & Company is 2500 Westchester Avenue, Purchase, New York
10577. Lieber & Company is an indirect, wholly-owned, subsidiary of First Union.

DISTRIBUTION PLANS AND AGREEMENTS

Rule 12b-1 under the Investment Company Act of 1940 permits an
investment company to pay expenses associated with the distribution of its
shares in accordance with a duly adopted plan. Each Fund has adopted for each of
its Class A, Class B and Class C shares a Rule 12b-1 plan (each, a "Plan" or
collectively the "Plans"). Under the Plans, each Fund may incur
distribution-related and shareholder servicing-related expenses which may not
exceed an annual rate of .75 of 1% of the aggregate average daily net assets
attributable to each Fund's Class A shares, 1.00% of the aggregate average daily
net assets attributable to the Class B and Class C shares of Evergreen Total
Return Fund, Evergreen Growth and Income Fund, Evergreen American Retirement
Fund and Evergreen Foundation Fund, and .75 of 1% of the aggregate average daily
net assets attributable to the Class B and Class C shares of Evergreen Balanced
Fund and Evergreen Value Fund. Payments under the Plans adopted with respect to
Class A shares are currently voluntarily limited to .25 of 1% of each Fund's
aggregate average daily net assets attributable to Class A shares. The Plans
provide that a portion of the fee payable thereunder may constitute a service
fee to be used for providing ongoing personal services and/or the maintenance of
shareholder accounts. Evergreen Balanced Fund and Evergreen Value Fund have
each, in addition to the Plans adopted with respect to their Class B and Class C
shares, adopted shareholder service plans ("Service Plans") relating to the
Class B and Class C shares which permit each Fund to incur a fee of up to .25 of
1% of the aggregate average daily net assets attributable to the Class B and
Class C shares for ongoing personal services and/or the maintenance of
shareholder accounts. Such service fee payments to financial intermediaries for
such purposes, whether pursuant to a Plan or Service Plan, will not to exceed
.25% of the aggregate average daily net assets attributable to each Class of
shares of each Fund.

Each Fund has also entered into a distribution agreement (each a
"Distribution Agreement" or collectively the "Distribution Agreements") with
Evergreen Funds Distributor, Inc. ("EFD"). Pursuant to the Distribution
Agreements, each Fund will compensate EFD for its services as distributor at a
rate which may not exceed an annual rate of .25 of 1% of a Fund's aggregate
average daily net assets attributable to Class A shares, .75 of 1% of a Fund's
aggregate average daily net assets attributable to the Class B shares and .75 of
1% of a Fund's aggregate average daily net assets attributable to the Class C
shares. The Distribution Agreements provide that EFD will use the distribution
fee received from a Fund for payments (i) to compensate broker-dealers or other
persons for distributing shares of the Funds, including interest and principal
payments made in respect of amounts paid to broker-dealers or other persons that
have been financed (EFD may assign its rights to receive compensation under the
Plans to secure such financings), (ii) to otherwise promote the sale of shares
of the Fund, and (iii) to compensate broker-dealers, depository institutions and
other financial intermediaries for providing administrative, accounting and
other services with respect to the Fund's shareholders. The financing of
payments made by EFD to compensate broker-dealers or other persons for
distributing shares of the Funds may be provided by First Union or its
affiliates. The Funds may also make payments under the Plans ( and in the case
of Evergreen Balanced Fund and Evergreen Value Fund, the Service Plans), in
amounts up to .25 of 1% of a Fund's aggregate average daily net assets on an
annual basis attributable to Class B and Class C shares, to compensate
organizations, which may include EFD and each Fund's investment adviser or their
affiliates, for personal services rendered to shareholders and/or the
maintenance of shareholder accounts.

The Funds may not pay any distribution or services fees during any
fiscal period in excess of the amounts set forth above. Since EFD's compensation
under the Distribution Agreements is not directly tied to the expenses incurred
by EFD, the amount of compensation received by it under the Distribution
Agreements during any year may be more or less than its actual expenses and may
result in a profit to EFD. Distribution expenses incurred by EFD in one fiscal
year that exceed the level of compensation paid to EFD for that year may be paid
from distribution fees received from a Fund in subsequent fiscal years.

The Plans are in compliance with rules of the National Association of
Securities Dealers, Inc. which effectively limit the annual asset-based sales
charges and service fees that a mutual fund may pay on a class of shares to .75
of 1% and .25 of 1%, respectively, of the average annual net assets attributable
to that class. The rules also limit the aggregate of all front-end, deferred and
asset-based sales charges imposed with respect to a class of shares by a mutual
fund that also charges a service fee to 6.25% of cumulative gross sales of
shares of that class, plus interest at the prime rate plus 1% per annum.

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

PURCHASE AND REDEMPTION OF SHARES
- -------------------------------------------------------------------------------

HOW TO BUY SHARES

You can purchase shares of any of the Funds through broker-dealers,
banks or other financial intermediaries, or directly through EFD. The minimum
initial investment is $1,000, which may be waived in certain situations. There
is no minimum for subsequent investments. Investments of $25 or more are allowed
under the systematic investment program. Share certificates are not issued for
Class A, Class B and Class C shares. In states where EFD is not registered as a
broker-dealer shares of a Fund will only be sold through other broker-dealers or
other financial institutions that are registered. See the Share Purchase
Application and Statement of Additional Information for more information. Only
Class A, Class B and Class C shares are offered through this Prospectus (See
"General Information" - "Other Classes of Shares").

Class A Shares-Front-End Sales Charge Alternative. You can purchase Class A
shares at net asset value plus an initial sales charge, as follows:

Initial Sales Charge

------------------------ ----------------- --------------- ------------------
Commission to
Dealer/Agent
as a % of the Net as a % of the as a % of
Amount of Purchase Amount Invested Offering Price Offering Price
------------------------ ----------------- --------------- ------------------
------------------------ ----------------- --------------- ------------------

------------------------ ----------------- --------------- ------------------
------------------------ ----------------- --------------- ------------------
Less than $100,000 4.99% 4.75% 4.25%
------------------------ ----------------- --------------- ------------------
------------------------ ----------------- --------------- ------------------
$100,000 - $249,999 3.90% 3.75% 3.25%
------------------------ ----------------- --------------- ------------------
------------------------ ----------------- --------------- ------------------
$250,000 - $499,999 3.09% 3.00% 2.50%
------------------------ ----------------- --------------- ------------------
------------------------ ----------------- --------------- ------------------
$500,000 - $999,999 2.04% 2.00% 1.75%
------------------------ ----------------- --------------- ------------------
------------------------ ----------------- --------------- ------------------
$1,000,000 - $2,499,999 1.01% 1.00% 1.00%
------------------------ ----------------- --------------- ------------------
------------------------ ----------------- --------------- ------------------
Over $2,500,000 .25% .25% .25%
------------------------ ----------------- --------------- ------------------

No front-end sales charges are imposed on Class A shares purchased by:
institutional investors, which may include bank trust departments and registered
investment advisers; investment advisers, consultants or financial planners who
place trades for their own accounts or the accounts of their clients and who
charge such clients a management, consulting, advisory or other fee; clients of
investment advisers or financial planners who place trades for their own
accounts if the accounts are linked to the master account of such investment
advisers or financial planners on the books of the broker-dealer through whom
shares are purchased; institutional clients of broker-dealers, including
retirement and deferred compensation plans and the trusts used to fund these
plans, which place trades through an omnibus account maintained with a Fund by
the broker-dealer; shareholders of record on October 12, 1990 in any series of
Evergreen Investment Trust in existence on that date, and the members of their
immediate families; employees of FUNB and its affiliates, EFD and any
broker-dealer with whom EFD has entered into an agreement to sell shares of the
Funds, and members of the immediate families of such employees; and upon the
initial purchase of an Evergreen mutual fund by investors reinvesting the
proceeds from a redemption within the preceeding thirty days of shares of other
mutual funds, provided such shares were initially purchased with a front-end
sales charge or subject to a CDSC. Certain broker-dealers or other financial
institutions may impose a fee on transactions in shares of a Fund.

Class A shares may also be purchased at net asset value by qualified
and non-qualified employee benefit and savings plans which make shares of the
Funds and the other Evergreen mutual funds available to their participants, and
which: (a) are employee benefit plans having at least $1,000,000 in investable
assets, or 250 or more eligible participants; or (b) are non-qualified benefit
or profit sharing plans which are sponsored by an organization which also makes
the Evergreen mutual funds available through a qualified plan meeting the
criteria specified under (a). In connection with sales made to plans of the type
described in the preceeding sentence that are clients of broker-dealers, and
which do not qualify for sales at net asset value under the conditions set forth
in the paragraph above, payments may be made in an amount equal to .50 of 1% of
the net asset value of shares purchased. These payments are subject to reclaim
in the event shares are redeemed within 12 months after purchase.

When Class A shares are sold, EFD will normally retain a portion of the
applicable sales charge and pay the balance to the broker-dealer or other
financial intermediary through whom the sale was made. EFD may also pay fees to
banks from sales charges for services performed on behalf of the bank's
customers in connection with the purchase of shares of the Funds. In addition to
compensation paid at the time of sale, entities whose clients have purchased
Class A shares may receive a trailing commission equal to .25 of 1% of the
average daily value on an annual basis of Class A shares held by their clients.
Certain purchases of Class A shares may qualify for reduced sales charges in
accordance with a Fund's Combined Purchase Privilege, Cumulative Quantity
Discount, Statement of Intention, Privilege for Certain Retirement Plans and
Reinstatement Privilege. Consult the Share Purchase Application and Statement of
Additional Information for additional information concerning these reduced sales
charges.

Class B Shares-Deferred Sales Charge Alternative. You can purchase Class B
shares at net asset value without an initial sales charge. However, you may pay
a contingent deferred sales charge ("CDSC") if you redeem shares within seven
years after purchase. Shares obtained from dividend or distribution reinvestment
are not subject to the CDSC. The amount of the CDSC (expressed as a percentage
of the lesser of the current net asset value or original cost) will vary
according to the number of years from the purchase of Class B shares as set
forth below.

Year Since Purchase Contingent Deferred Sales Charge
FIRST 5%
SECOND 4%
THIRD and FOURTH 3%
FIFTH 2%
SIXTH and SEVENTH 1%

The CDSC is deducted from the amount of the redemption and is paid to EFD. The
CDSC will be waived on redemptions of shares following the death or disability
of a shareholder, to meet distribution requirements for certain qualified
retirement plans or in the case of certain redemptions made under a Fund's
Systematic Cash Withdrawal Plan. Class B shares are subject to higher
distribution and/or shareholder service fees than Class A shares for a period of
seven years (after which it is expected that they will convert to Class A
shares) . The higher fees mean a higher expense ratio, so Class B shares pay
correspondingly lower dividends and may have a lower net asset value than Class
A shares. See the Statement of Additional Information for further details.

Class C Shares--Level-Load Alternative. You can purchase Class C shares without
any initial sales charge and, therefore, the full amount of your investment will
be used to purchase Fund shares. However, you will pay a 1.0% CDSC if you redeem
shares during the first year after purchase. Class C shares incur higher
distribution and/or shareholder service fees than Class A shares but, unlike
Class B shares, do not convert to any other class of shares of the Fund. The
higher fees mean a higher expense ratio, so Class C shares pay correspondingly
lower dividends and may have a lower net asset value than Class A shares. Shares
obtained from dividend or distribution reinvestment are not subject to the CDSC.

No contingent deferred sales charge will be imposed on Class C shares
purchased by institutional investors, and through employee benefit and savings
plans eligible for the exemption from front-end sales charges described under
"Class A Shares-Front End Sales Charge Alternative", above. Broker-dealers and
other financial intermediaries whose clients have purchased Class C shares may
receive a trailing commission equal to .75 of 1% of the average daily value of
such shares on an annual basis held by their clients more than one year from the
date of purchase. The payment of trailing commissions will commence immediately
with respect to shares eligible for exemption from the contingent deferred sales
charge normally applicable to Class C shares.

With respect to Class B Shares, no CDSC will be imposed on: (1) the
portion of redemption proceeds attributable to increases in the value of the
account due to increases in the net asset value per Share, (2) Shares acquired
through reinvestment of dividends and capital gains, (3) Shares held for more
than seven years after the end of the calendar month of acquisition, (4)
accounts following the death or disability of a shareholder, or (5) minimum
required distributions to a shareholder over the age of 70 1/2 from an IRA or
other retirement plan.

How the Funds Value Their Shares. The net asset value of each Class of shares of
a Fund is calculated by dividing the value of the amount of the Fund's net
assets attributable to that Class by the number of outstanding shares of that
Class. Shares are valued each day the New York Stock Exchange (the "Exchange")
is open as of the close of regular trading (currently 4:00 p.m. Eastern time).
The securities in a Fund are valued at their current market value determined on
the basis of market quotations or, if such quotations are not readily available,
such other methods as the Trustees believe would accurately reflect fair value.
Non-dollar denominated securities will be valued as of the close of the Exchange
at the closing price of such securities in their principal trading market.

General. The decision as to which Class of shares is more beneficial to you
depends on the amount of your investment and the length of time you will hold
it. If you are making a large investment, thus qualifying for a reduced sales
charge, you might consider Class A shares. If you are making a smaller
investment, you might consider Class B shares since 100% of your purchase is
invested immediately and since such shares will convert to Class A shares, which
incur lower ongoing distribution charges and/or shareholder service fees, after
seven years. If you are unsure of the time period of your investment, you might
consider Class C shares since there are no initial sales charges and, although
there is no conversion feature, the CDSC only applies to redemptions made during
the first year. Consult your financial intermediary for further information. The
compensation received by dealers and agents may differ depending on whether they
sell Class A, Class B or Class C shares. There is no size limit on purchases of
Class A shares.

In addition to the discount or commission paid to dealers, EFD will
from time to time pay to dealers additional cash or other incentives that are
conditioned upon the sale of a specified minimum dollar amount of shares of a
Fund and/or other Evergreen mutual funds. Such incentives will take the form of
payment for attendance at seminars, lunches, dinners, sporting events or theater
performances, or payment for travel, lodging and entertainment incurred in
connection with travel by persons associated with a dealer and their immediate
family members to urban or resort locations within or outside the United States.
Such a dealer may elect to receive cash incentives of equivalent amount in lieu
of such payments.

Additional Purchase Information. As a condition of this offering, if a purchase
is canceled due to nonpayment or because an investor's check does not clear, the
investor will be responsible for any loss a Fund or its investment adviser
incurs. If such investor is an existing shareholder, a Fund may redeem shares
from an investor's account to reimburse the Fund or its investment adviser for
any loss. In addition, such investors may be prohibited or restricted from
making further purchases in any of the Evergreen mutual funds.

HOW TO REDEEM SHARES

You may "redeem", i.e., sell your shares in a Fund to the Fund on any
day the Exchange is open, either directly or through your financial
intermediary. The price you will receive is the net asset value (less any
applicable CDSC for Class B or Class C shares) next calculated after the Fund
receives your request in proper form. Proceeds generally will be sent to you
within seven days. However, for shares recently purchased by check, a Fund will
not send proceeds until it is reasonably satisfied that the check has been
collected (which may take up to 10 days). Once a redemption request has been
telephoned or mailed, it is irrevocable and may not be modified or canceled.

Redeeming Shares Through Your Financial Intermediary. A Fund must receive
instructions from your financial intermediary before 4:00 p.m. Eastern time for
you to receive that day's net asset value (less any applicable CDSC for Class B
or C shares). Your financial intermediary is responsible for furnishing all
necessary documentation to a Fund and may charge you for this service. Certain
financial intermediaries may require that you give instructions earlier than
4:00 p.m.

Redeeming Shares Directly by Mail or Telephone. Send a signed letter of
instruction or stock power form to State Street Bank and Trust Company ("State
Street") which is the registrar, transfer agent and dividend-disbursing agent
for each Fund. Stock power forms are available from your financial intermediary,
State Street, and many commercial banks. Additional documentation is required
for the sale of shares by corporations, financial intermediaries, fiduciaries
and surviving joint owners. Signature guarantees are required for all redemption
requests for shares with a value of more than $10,000 or where the redemption
proceeds are to be mailed to an address other than that shown in the account
registration. A signature guarantee must be provided by a bank or trust company
(not a Notary Public), a member firm of a domestic stock exchange or by other
financial institutions whose guarantees are acceptable to State Street.

Shareholders may withdraw amounts of $1,000 or more from their accounts
by calling the phone number on the front page of this Prospectus between the
hours of 8:00 a.m. and 5:30 p.m. (Eastern time) each business day (i.e., any
weekday exclusive of days on which the Exchange or State Street's offices are
closed). The Exchange is closed on New Year's Day, Presidents' Day, Good Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day.
Redemption requests made after 4:00 p.m. (Eastern time) will be processed using
the net asset value determined on the next business day. Such redemption
requests must include the shareholder's account name, as registered with a Fund,
and the account number. During periods of drastic economic or market changes,
shareholders may experience difficulty in effecting telephone redemptions.
Shareholders who are unable to reach a Fund or State Street by telephone should
follow the procedures outlined above for redemption by mail.

The telephone redemption service is not made available to shareholders
automatically. Shareholders wishing to use the telephone redemption service must
indicate this on the Share Purchase Application and choose how the redemption
proceeds are to be paid. Redemption proceeds will either (i) be mailed by check
to the shareholder at the address in which the account is registered or (ii) be
wired to an account with the same registration as the shareholder's account in a
Fund at a designated commercial bank. State Street currently deducts a $5 wire
charge from all redemption proceeds wired. This charge is subject to change
without notice. A shareholder who decides later to use this service, or to
change instructions already given, should fill out a Shareholder Services Form
and send it to State Street Bank and Trust Company, P.O. Box 9021, Boston,
Massachusetts 02205-9827, with such shareholder's signature guaranteed by a bank
or trust company (not a Notary Public), a member firm of a domestic stock
exchange or by other financial institutions whose guarantees are acceptable to
State Street. Shareholders should allow approximately ten days for such form to
be processed. The Funds will employ reasonable procedures to verify that
telephone requests are genuine. These procedures include requiring some form of
personal identification prior to acting upon instructions and tape recording of
conversations. If the Fund fails to follow such procedures, it may be liable for
any losses due to unauthorized or fraudulent instructions. The Fund shall not be
liable for following telephone instructions reasonably believed to be genuine.
Also, the Fund reserves the right to refuse a telephone redemption request, if
it is believed advisable to do so. Financial intermediaries may charge a fee for
handling telephonic requests. The telephone redemption option may be suspended
or terminated at any time without notice.

General. The redemption of shares is a taxable transaction for Federal tax
purposes. Under unusual circumstances, a Fund may suspend redemptions or
postpone payment for up to seven days or longer, as permitted by Federal
securities law. The Funds reserve the right to close an account that through
redemption has remained below $1,000 for 30 days. Shareholders will receive
sixty days' written notice to increase the account value before the account is
closed. The Funds have elected to be governed by Rule 18f-1 under the 1940 Act
pursuant to which each Fund is obligated to redeem shares solely in cash, up to
the lesser of $250,000 or 1% of a Fund's total net assets during any ninety day
period for any one shareholder. See the Statement of Additional Information for
further details.

EXCHANGE PRIVILEGE

How To Exchange Shares. You may exchange some or all of your shares for shares
of the same Class in the other Evergreen mutual funds through your financial
intermediary, or by telephone or mail as described below. An exchange which
represents an initial investment in another Evergreen mutual fund must amount to
at least $1,000. Once an exchange request has been telephoned or mailed, it is
irrevocable and may not be modified or canceled. Exchanges will be made on the
basis of the relative net asset values of the shares exchanged next determined
after an exchange request is received. Exchanges are subject to minimum
investment and suitability requirements.

Each of the Evergreen mutual funds have different investment objectives
and policies. For complete information, a prospectus of the Fund into which an
exchange will be made should be read prior to the exchange. An exchange is
treated for Federal income tax purposes as a redemption and purchase of shares
and may result in the realization of a capital gain or loss. Shareholders are
limited to five exchanges per calendar year, with a maximum of three per
calendar quarter. This exchange privilege may be modified or discontinued at any
time by the Fund upon sixty days' notice to shareholders and is only available
in states in which shares of the fund being acquired may lawfully be sold.

No CDSC will be imposed in the event Class B or Class C shares are
exchanged for Class B or Class C shares, respectively, of other Evergreen mutual
funds. If you redeem shares, the CDSC applicable to the Class B or Class C
shares of the Evergreen mutual fund originally purchased for cash is applied.
Also, Class B shares will continue to age following an exchange for purposes of
conversion to Class A shares and determining the amount of the applicable CDSC.

Exchanges Through Your Financial Intermediary. A Fund must receive exchange
instructions from your financial intermediary before 4:00 p.m. Eastern time for
you to receive that day's net asset value. Your financial intermediary is
responsible for furnishing all necessary documentation to a Fund and may charge
you for this service.

Exchanges by Telephone and Mail. You may exchange shares with a value of $1,000
or more by telephone by calling the phone number on the front page of this
Prospectus. Exchange requests made after 4:00 p.m. (Eastern time) will be
processed using the net asset value determined on the next business day. During
periods of drastic economic or market changes, shareholders may experience
difficulty in effecting telephone exchanges. You should follow the procedures
outlined below for exchanges by mail if you are unable to reach State Street by
telephone. If you wish to use the telephone exchange service you should indicate
this on the Share Purchase Application. As noted above, each Fund will employ
reasonable procedures to confirm that instructions for the redemption or
exchange of shares communicated by telephone are genuine. A telephone exchange
may be refused by a Fund or State Street if it is believed advisable to do so.
Procedures for exchanging Fund shares by telephone may be modified or terminated
at any time. Written requests for exchanges should follow the same procedures
outlined for written redemption requests in the section entitled "How to Redeem
Shares", however, no signature guarantee is required.

SHAREHOLDER SERVICES

The Funds offer the following shareholder services. For more
information about these services or your account, contact your financial
intermediary, EFD or the toll-free number on the front page of this Prospectus.
Some services are described in more detail in the Share Purchase Application.

Systematic Investment Plan. You may make monthly or quarterly investments into
an existing account automatically in amounts of not less than $25.

Telephone Investment Plan. You may make investments into an existing account
electronically in amounts of not less than $100 or more than $10,000 per
investment. Telephone investment requests received by 3:00 p.m. (Eastern time)
will be credited to a shareholder's account the day the request is received.

Systematic Cash Withdrawal Plan. When an account of $10,000 or more is opened or
when an existing account reaches that size, you may participate in the Fund's
Systematic Cash Withdrawal Plan by filling out the appropriate part of the Share
Purchase Application. Under this plan, you may receive (or designate a third
party to receive) a monthly or quarterly check in a stated amount of not less
than $100. Fund shares will be redeemed as necessary to meet withdrawal
payments. All participants must elect to have their dividends and capital gain
distributions reinvested automatically. Any applicable Class B CDSC will be
waived with respect to redemptions occurring under a Systematic Cash Withdrawal
Plan during a calendar year to the extent that such redemptions do not exceed
10% of (i) the initial value of the account plus (ii) the value, at the time of
purchase, of any subsequent investments.

Investments Through Employee Benefit and Savings Plans. Certain qualified and
non-qualified benefit and savings plans may make shares of the Funds and the
other Evergreen mutual funds available to their participants. Investments made
by such employee benefit plans may be exempt from front-end sales charges if
they meet the criteria set forth under "Class A Shares-Front End Sales Charge
Alternative". Each Fund's investment adviser may provide compensation to
organizations providing administrative and recordkeeping services to plans which
make shares of the Evergreen mutual funds available to their participants.

Automatic Reinvestment Plan. For the convenience of investors, all dividends and
distributions are automatically reinvested in full and fractional shares of the
Fund at the net asset value per share at the close of business on the record
date, unless otherwise requested by a shareholder in writing. If the transfer
agent does not receive a written request for subsequent dividends and/or
distributions to be paid in cash at least three full business days prior to a
given record date, the dividends and/or distributions to be paid to a
shareholder will be reinvested. If you elect to receive dividends and
distributions in cash and the U.S. Postal Service cannot deliver the checks, or
if the checks remain uncashed for six months, the checks will be reinvested into
your account at the then current net asset value.

Tax Sheltered Retirement Plans. You may open a pension and profit sharing
account in any Evergreen mutual fund (except those funds having an objective of
providing tax free income), including: (i) Individual Retirement Accounts
("IRAs") and Rollover IRAs; (ii) Simplified Employee Pension (SEP) for sole
proprietors, partnerships and corporations; and (iii) Profit-Sharing and Money
Purchase Pension Plans for corporations and their employees.

EFFECT OF BANKING LAWS

The Glass-Steagall Act and other banking laws and regulations presently
prohibit member banks of the Federal Reserve System ("Member Banks") or their
non-bank affiliates from sponsoring, organizing, controlling, or distributing
the shares of registered open-end investment companies such as the Funds. Such
laws and regulations also prohibit banks from issuing, underwriting or
distributing securities in general. However, under the Glass-Steagall Act and
such other laws and regulations, a Member Bank or an affiliate thereof may act
as investment adviser, transfer agent or custodian to a registered open-end
investment company and may also act as agent in connection with the purchase of
shares of such an investment company upon the order of their customer. Evergreen
Asset, since it is a subsidiary of FUNB, and CMG are subject to and in
compliance with the aforementioned laws and regulations.

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

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

OTHER INFORMATION
- -------------------------------------------------------------------------------

DIVIDENDS, DISTRIBUTIONS AND TAXES

It is the policy of each Fund to distribute to shareholders its
investment company taxable and tax-exempt income, if any, quarterly and any net
realized capital gains annually or more frequently as required as a condition of
continued qualification as a regulated investment company by the Internal
Revenue Code of 1986, as amended (the "Code"). Dividends and distributions
generally are taxable in the year in which they are paid, except any dividends
paid in January that were declared in the previous calendar quarter may be
treated as paid in December of the previous year. Income dividends and capital
gain distributions are automatically reinvested in additional shares of the Fund
making the distribution at the net asset value per share at the close of
business on the record date, unless the shareholder has made a written request
for payment in cash.

Each Fund has qualified and intends to continue to qualify to be
treated as a regulated investment company under the Code. While so qualified, it
is expected that each Fund will not be required to pay any Federal income taxes
on that portion of its investment company taxable income and any net realized
capital gains it distributes to shareholders. The Code imposes a 4%
nondeductible excise tax on regulated investment companies, such as the Funds,
to the extent they do not meet certain distribution requirements by the end of
each calendar year. Each Fund anticipates meeting such distribution
requirements. Most shareholders of the Funds normally will have to pay Federal
income taxes and any state or local taxes on the dividends and distributions
they receive from a Fund whether such dividends and distributions are made in
cash or in additional shares. Questions on how any distributions will be taxed
to the investor should be directed to the investor's own tax adviser.

Under current law, the highest Federal income tax rate applicable to
net long-term capital gains realized by individuals is 28%. The rate applicable
to corporations is 35%. Certain income from a Fund may qualify for a corporate
dividends-received deduction of 70%. Following the end of each calendar year,
every shareholder of the Fund will be sent applicable tax information and
information regarding the dividends and capital gain distributions made during
the calendar year.

A Fund may be subject to foreign withholding taxes which would reduce
the yield on its investments. Tax treaties between certain countries and the
United States may reduce or eliminate such taxes. Shareholders of a Fund who are
subject to United States Federal income tax may be entitled, subject to certain
rules and limitations, to claim a Federal income tax credit or deduction for
foreign income taxes paid by a Fund. See the Statement of Additional Information
for additional details. A Fund's transactions in options, futures and forward
contracts may be subject to special tax rules. These rules can affect the
amount, timing and characteristics of distributions to shareholders.

Each Fund is required by Federal law to withhold 31% of reportable
payments (which may include dividends, capital gain distributions and
redemptions) paid to certain shareholders. In order to avoid this backup
withholding requirement, you must certify on the Share Purchase Application, or
on a separate form supplied by State Street, that your social security or
taxpayer identification number is correct and that you are not currently subject
to backup withholding or are exempt from backup withholding. A shareholder who
acquires Class A shares of a Fund and sells or otherwise disposes of such shares
within 90 days of acquisition may not be allowed to include certain sales
charges incurred in acquiring such shares for purposes of calculating gain and
loss realized upon a sale or exchange of shares of the Fund.

The foregoing discussion of Federal income tax consequences is based on
tax laws and regulations in effect on the date of this Prospectus, and is
subject to change by legislative or administrative action. As the foregoing
discussion is for general information only, you should also review the
discussion of "Additional Tax Information" contained in the Statement of
Additional Information. In addition, you should consult your own tax adviser as
to the tax consequences of investments in the Funds, including the application
of state and local taxes which may be different from Federal income tax
consequences described above.

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE

A discussion of the performance of Evergreen Growth and Income Fund,
Evergreen American Retirement Fund, Evergreen Foundation Fund and Evergreen
Total Return Fund for their most recent fiscal year is set forth below. A
similar discussion relating to Evergreen Balanced Fund and Evergreen Value Fund
is contained in the annual report of each Fund for the fiscal year ended
December 31, 1994.

Evergreen Growth and Income Fund

The total return of the Class Y no-load shares of the Evergreen Growth
and Income Fund was +1.69% for the year ended December 31, 1994. This return
compared favorably with the +1.31% return of the Standard and Poor's 500
Reinvested Index (the "S&P 500 Index") and the -0.94% return from the Lipper
Growth and Income Fund Average. This performance was achieved through the
implementation of the "value timing" strategy which focuses on undervalued
securities. At year-end 1994, the majority of the portfolio was comprised of
out-of-favor growth companies, restructured companies and other companies which
the Fund's investment adviser believes are substantially undervalued.

While the domestic economy's rate of growth accelerated dramatically in
1994, the Federal Reserve's more stringent monetary policy resulted in a less
hospitable environment for financial assets. The Fund performed well relative to
its competition and the S&P 500 Index in 1994, but the Fed's tightening of
monetary policy kept the absolute return low, in keeping with the depressing
influence on financial assets generally. The principal contributors to the
Fund's positive performance during 1994 were the following industries: (1)
business equipment and services which facilitated the productivity enhancing
efforts of their customers; (2) chemical issues which benefited from the robust
economic growth and previous restructuring efforts that lowered cost structures;
and (3) shares of healthcare companies which continued their rebound from the
market's adverse reaction to the perceived impact of the healthcare program
proposed by the Clinton Administration in 1993. The industry groups which had
the largest negative impact on the Fund's performance were the following: (i)
banks and thrifts, insurance and utilities, all of which suffered from the
Federal Reserve's more stringent monetary policy; (ii) retail which suffered
from lack of pricing flexibility and excess capacity; and (iii) energy which was
negatively impacted by lower prices for natural gas and declining refining
margins.

[CHART]

Evergreen American Retirement Fund

The total return of the Class Y no-load shares of the Evergreen
American Retirement Fund for the fiscal year ended December 31, 1994, was
- -2.86%. This performance lagged the Wilshire 5000 Index which returned -.06% and
exceeded the Lehman General Bond Mutual Fund Index which returned -3.51% for the
year. The Fund concentrated the equity portion of its portfolio in high
dividend-paying common stocks, convertible bonds and convertible preferreds.
Fixed-income issues were represented by investments in U.S. Treasury and agency
obligations and high quality corporate bonds and notes.

Interest rates rose through much of 1994 as the Federal Reserve moved
to slow the rapid and potentially inflationary pace of U.S. economic growth.
Over the course of the year, the Federal Fund's rate was increased from 3.0% to
5.5%, and market forces lifted interest rates on 30 year U.S. Treasury bonds
from 6.35% to 7.88%. This rising interest rate environment was negative for the
bond market and produced mixed results for the stock market. Because of the
Fund's income-oriented style of investing, this period of rising interest rates
negatively affected performance.

The industry groups which had the largest positive impact on the Fund's
performance included the chemicals and metals industries which benefited from
rising demand and product prices, and bank stocks which rose in response to
stronger loan growth and reduced loan loss provisions. The Fund was negatively
impacted by its holdings in the automotive industry and related suppliers, and
utility stocks which declined in response to higher interest rates. The Fund's
exposure to utilities was reduced in early 1994 to a group of special situation
companies. But even the improving fundamentals of these companies could not
overcome the impact of rising rates. Despite strong earnings for the auto
industry and suppliers, these stocks declined as the market anticipated slower
consumer spending in response to higher rates.

The Fund's practice has been to provide a stable quarterly income
dividend. During the past fiscal year, the Fund distributed a dividend of $0.15
per quarter. These distributions were funded entirely from net investment
income. None represented a return of capital. To maintain the dividend rate the
Fund purchased issues which had dividend increases, and frequently repositioned
the portfolio in order to assure participation in large dividends (particularly
from utility stocks or special dividends announced by other types of companies).
The repositioning of the portfolio resulted in higher brokerage commissions.

As noted above, the Fund's investment objectives in order of priority
are conservation of capital, reasonable income and capital growth. To the extent
that the Fund sought to maintain a stable dividend during the past fiscal year
and therefore emphasized current income over capital growth, the Fund's overall
return may have been reduced. Beginning in the first quarter of 1995, the Fund
changed its dividend strategy. The Fund's income dividend distribution will move
toward a fluctuating dividend and away from the stable dividend pattern of the
past.

[CHART]

Evergreen Foundation Fund.

The total return of the Class Y no-load shares of the Evergreen
Foundation Fund for the almost five years since inception on January 2, 1990 to
December 31, 1994 was +99.57%, which calculated to an average annual compounded
return of +14.83%. This compared favorably with the return of the Standard &
Poor's 500 Reinvested Index (+51.45%) and the Lipper Balanced Fund Average
(+44.03%) for the same time period. For the fiscal year ended 1994, the Fund
produced a total return of -1.12% versus returns of +1.31% for the Standard &
Poor's 500 Reinvested Index and -2.52% for the Lipper Balanced Fund Average.

Asset allocation was a primary determinant of performance. Consistent
with the Fund's investment objectives of reasonable income, conservation of
capital and capital appreciation, Evergreen Asset sought to strategically
position the Fund to maximize opportunities in each asset class. The average
allocation during 1994 was 62% equities, 28% fixed-income and 10% short-term
cash equivalents. The equity portion of the portfolio had a return of +4.91% for
1994. The fixed-income segment of the portfolio, whose primary focus is income
and preservation of capital, was comprised on average of three-quarters
long-term U.S. government obligations and one-quarter short-term cash
equivalents. It generated a return of -11.06%, which was in line with its
benchmarks, when assessed in terms of credit quality, liquidity and overall
weighted maturity.

The equity segment of the portfolio was largely responsible for the
capital appreciation during 1994. Stock selection focused on issues believed to
be conservatively valued and financially strong. Concentration on health care
issues provided relative outperformance as these issues benefited from renewed
confidence in the growth of pharmaceutical and medical services industries. A
secondary focus on technological issues (semi-conductors and electronic
components) also provided excellent relative performance, as these sectors
benefited from a resurgence in the U.S. economy. The portfolio was negatively
impacted by its investments in real estate companies, utilities and banks.

Evergreen Total Return Fund.

Steady income flow has been an important goal since the inception of
the Fund. The Fund continued its annual $1.08 per share income dividend. The
dividend was maintained for the seventh successive year. The portfolio of the
Evergreen Total Return Fund, although primarily equities and convertibles, has a
high level of interest rate sensitivity. Since the Fund seeks to pay a
substantial dividend, Evergreen Asset looked toward the utility sector,
financial issues, real estate investment trusts, convertible preferreds and
convertible debentures to provide high yields. The sharp downward swing in the
1994 bond market had a deleterious effect on the interest sensitive sectors of
the equity and convertible markets, particularly impacting utilities, financial
and convertible issues. During the period from March 31, 1994 through January
31, 1995, the Dow Jones Utility Average was down -6.23%, the New York Stock
Exchange Financial Index was down -3.00%, the Merrill Lynch Convertible Index
was down -4.85%, and the Wilshire Real Estate Securities Index was down -3.80%.
The performance of the Class Y no-load shares of the Fund for the same period
was up +1.86%. This compares also with the performance of the Wilshire 5000 of
+6.04% and +3.01% for the Lipper Equity Income Average. One of the best groups
in the portfolio was the health sector which rebounded when the Clinton Health
Care Plan ran into trouble. Restructured companies as well as selected
cyclicals, such as banks and thrift issues and chemicals and energy issues, also
helped the portfolio. Five bank and thrift mergers produced gains.

During the year, the portfolio was restructured to reduce the utility
sector especially electric utilities. Evergreen Asset decided to reduce
dependence on this sector as it faces deregulation and resulting competitive
pressures. Currently, the Fund's focus is on special situations resulting from
such events as rate relief or corporate changes. Evergreen Asset also switched
into international issues in order to diversify risk across country lines and to
reduce the portfolio's sensitivity to changes in U.S. interest rates. Toward the
end of the year, Evergreen Asset added to the portfolio's holdings in the retail
sector as it saw a number of these companies at attractive valuation levels.
Many of these issues were in the process of restructuring, thereby providing the
possibility of improved margins in the near future.

The Fund's dividend was funded entirely from net investment income. It
did not represent a return of capital. To maintain the dividend rate the Fund
purchased issues which had dividend increases, and frequently repositioned the
portfolio in order to assure participation in large dividends, particularly from
utility stocks or special dividends announced by other types of companies. The
repositioning of the portfolio resulted in higher brokerage commissions. As
noted above, the Fund's investment objective is to achieve a return consisting
of current income and capital appreciation. To the extent that the Fund sought
to maintain a stable dividend during the past fiscal year and therefore
emphasized current income over capital appreciation, the Fund's overall return
may have been reduced.

On January 3, 1995, the Fund introduced a multiple class distribution
structure. The Fund's total return for the period 1/3/95 to 1/31/95 for the A,
B, C and Y Class of Shares was -3.45% (reflects maximum front end sales charge
of 4.75%), -3.53% (reflects maximum contingent deferred sales charge of 5%),
- -0.41% (reflects 1% contingent deferred sales charge within first year of
purchase), and 1.47% (no-load), respectively.

[CHART]

GENERAL INFORMATION

Organization. The Evergreen Total Return Fund is a Massachusetts business trust
organized in 1986, and was originally organized as Maryland corporation in 1978.
Evergreen Growth and Income Fund is a Massachusetts business trust organized in
1986. The Evergreen American Retirement Fund is a separate series of The
Evergreen American Retirement Trust, a Massachusetts business trust organized in
1987. Evergreen Foundation Fund is a separate series of the Evergreen Foundation
Trust, a Massachusetts business trust organized in 1989. Evergreen Balanced Fund
and Evergreen Value Fund are separate investment series of Evergreen Investment
Trust (formerly First Union Funds), which is a Massachusetts business trust
organized in 1984. The Funds do not intend to hold annual shareholder meetings;
shareholder meetings will be held only when required by applicable law.
Shareholders have available certain procedures for the removal of Trustees.

A shareholder in each class of a Fund will be entitled to his or her
share of all dividends and distributions from a Fund's assets, based upon the
relative value of such shares to those of other Classes of the Fund, and, upon
redeeming shares, will receive the then current net asset value of the Class of
shares of the Fund represented by the redeemed shares less any applicable CDSC.
Each Trust named above is empowered to establish, without shareholder approval,
additional investment series, which may have different investment objectives,
and additional classes of shares for any existing or future series. If an
additional series or class were established in a Fund, each share of the series
or class would normally be entitled to one vote for all purposes. Generally,
shares of each series and class would vote together as a single class on
matters, such as the election of Trustees, that affect each series and class in
substantially the same manner. Class A, B, C and Y shares have identical voting,
dividend, liquidation and other rights, except that each class bears, to the
extent applicable, its own distribution, shareholder service and transfer agency
expenses as well as any other expenses applicable only to a specific class. Each
class of shares votes separately with respect to Rule 12b-1 distribution plans
and other matters for which separate class voting is appropriate under
applicable law. Shares are entitled to dividends as determined by the Trustees
and, in liquidation of a Fund, are entitled to receive the net assets of the
Fund.

Registrar, Transfer Agent and Dividend-Disbursing Agent. State Street Bank and
Trust Company, P.O. Box 9021, Boston, Massachusetts 02205-9827 acts as each
Fund's registrar, transfer agent and dividend-disbursing agent for a fee based
upon the number of shareholder accounts maintained for the Funds. The transfer
agency fee with respect to the Class B shares will be higher than the transfer
agency fee with respect to the Class A shares or Class C shares.

Principal Underwriter. EFD, a wholly-owned subsidiary of Furman Selz
Incorporated, located 237 Park Avenue, New York, New York 10017, is the
principal underwriter of the Funds. Furman Selz Incorporated, also acts as
sub-administrator to Evergreen Balanced Fund and Evergreen Value Fund and which
provides certain sub-administrative services to Evergreen Asset in connection
with its role as investment adviser to Evergreen Growth and Income Fund,
Evergreen American Retirement Fund, Evergreen Foundation Fund and Evergreen
Total Return Fund, including providing personnel to serve as officers of the
Funds.

Other Classes of Shares. Each Fund currently offers four classes of shares,
Class A, Class B, Class C and Class Y, and may in the future offer additional
classes. Class Y shares are not offered by this Prospectus and are only
available to (i) all shareholders of record in one or more of the Funds for
which Evergreen Asset serves as investment adviser as of December 30, 1994, (ii)
certain institutional investors and (iii) investment advisory clients of CMG,
Evergreen Asset or their affiliates. The dividends payable with respect to Class
A, Class B and Class C shares will be less than those payable with respect to
Class Y shares due to the distribution and distribution and shareholder
servicing related expenses borne by Class A, Class B and Class C shares and the
fact that such expenses are not borne by Class Y shares.

Performance Information. From time to time, the Funds may quote their "total
return" or "yield" for a specified period in advertisements, reports or other
communications to shareholders, Total return and yield are computed separately
for Class A, Class B and Class C shares. A Fund's total return for each such
period is computed by finding, through the use of a formula prescribed by the
Securities and Exchange Commission ("SEC"), the average annual compounded rate
of return over the period that would equate an assumed initial amount invested
to the value of the investment at the end of the period. For purposes of
computing total return, dividends and capital gains distributions paid on shares
of a Fund are assumed to have been reinvested when paid and the maximum sales
charges applicable to purchases of a Fund's shares are assumed to have been
paid. Yield is a way of showing the rate of income the Fund earns on its
investments as a percentage of the Fund's share price. The Fund's yield is
calculated according to accounting methods that are standardized by the SEC for
all stock and bond funds. Because yield accounting methods differ from the
method used for other accounting purposes, the Fund's yield may not equal its
distribution rate, the income paid to your account or the net investment income
reported in the Fund's financial statements. To calculate yield, the Fund takes
the interest income it earned from its portfolio of investments (as defined by
the SEC formula) for a 30-day period (net of expenses), divides it by the
average number of shares entitled to receive dividends, and expresses the result
as an annualized percentage rate based on the Fund's share price at the end of
the 30-day period. This yield does not reflect gains or losses from selling
securities

Performance data for each class of shares will be included in any
advertisement or sales literature using performance data of a Fund. These
advertisements may quote performance rankings or ratings of a Fund by financial
publications or independent organizations such as Lipper Analytical Services,
Inc. and Morningstar, Inc. or compare a Fund's performance to various indices.
The Fund may also advertise in items of sales literature an "actual distribution
rate" which is computed by dividing the total ordinary income distributed (which
may include the excess of short-term capital gains over losses) to shareholders
for the latest twelve month period by the maximum public offering price per
share on the last day of the period. Investors should be aware that past
performance may not be reflective of future results.

Liability Under Massachusetts Law. Under Massachusetts law, Trustees and
shareholders of a business trust may, in certain circumstances, be held
personally liable for its obligations. The Declarations of Trust under which the
Funds operate provide that no Trustee or shareholder will be personally liable
for the obligations of the Trust and that every written contract made by the
Trust contain a provision to that effect. If any Trustee or shareholder were
required to pay any liability of the Trust, that person would be entitled to
reimbursement from the general assets of the Trust.

Additional Information. This Prospectus and the Statement of Additional
Information, which has been incorporated by reference herein, do not contain all
the information set forth in the Registration Statements filed by the Trusts
with the Commission under the Securities Act. Copies of the Registration
Statements may be obtained at a reasonable charge from the Commission or may be
examined, without charge, at the offices of the Commission in Washington, D.C.

<PAGE>
INVESTMENT ADVISER

Evergreen Asset Management Corp., 2500 Westchester Avenue, Purchase, New York
10577
EVERGREEN GROWTH AND INCOME FUND, EVERGREEN AMERICAN RETIREMENT FUND,
EVERGREEN FOUNDATION FUND, EVERGREEN TOTAL RETURN FUND

Capital Management Group of First Union National Bank, 210 South College
Street, Charlotte, North Carolina, 28228
EVERGREEN BALANCED FUND, EVERGREEN VALUE FUND

CUSTODIAN & TRANSFER AGENT
State Street Bank & Trust Company, Box 9021, Boston, Massachusetts 02205-9827

LEGAL COUNSEL
Sullivan & Worcester, 1025 Connecticut Avenue, N.W., Washington, D.C. 20036

INDEPENDENT ACCOUNTANTS

Price Waterhouse LLP, 1177 Avenue of the Americas, New York, New York 10036
EVERGREEN FOUNDATION FUND

Ernst & Young LLP, 200 Clarendon Street, Boston, Massachusetts 02116-5072
EVERGREEN TOTAL RETURN FUND, EVERGREEN GROWTH AND INCOME FUND, EVERGREEN
AMERICAN RETIREMENT FUND

KPMG Peat Marwick LLP, One Mellon Bank Center, Pittsburgh, Pennsylvania 15219
EVERGREEN BALANCED FUND, EVERGREEN VALUE FUND

DISTRIBUTOR
Evergreen Funds Distributor, Inc., 237 Park Avenue, New York, New York 10017

<PAGE>

<PAGE>
PROSPECTUS July 7, 1995
EVERGREEN(SM) GROWTH AND INCOME FUNDS (Evergreen Logo appears here)
EVERGREEN BALANCED FUND
EVERGREEN GROWTH AND INCOME FUND
EVERGREEN VALUE FUND
EVERGREEN AMERICAN RETIREMENT FUND
EVERGREEN FOUNDATION FUND
EVERGREEN TOTAL RETURN FUND
CLASS Y SHARES
The Evergreen Growth and Income Funds (the "Funds") are designed
to provide investors with a selection of investment alternatives which seek
to provide capital growth, income and diversification. This Prospectus
provides information regarding the Class Y shares offered by the Funds.
Each Fund is, or is a series of, an open-end, diversified, management
investment company. This Prospectus sets forth concise information about
the Funds that a prospective investor should know before investing. The
address of the Funds is 2500 Westchester Avenue, Purchase, New York 10577.
A "Statement of Additional Information" for the Funds and certain
other funds in the Evergreen Group of mutual funds dated July 7, 1995 has
been filed with the Securities and Exchange Commission and is incorporated
by reference herein. The Statement of Additional Information provides
information regarding certain matters discussed in this Prospectus and
other matters which may be of interest to investors, and may be obtained
without charge by calling the Funds at (800) 235-0064. There can be no
assurance that the investment objective of any Fund will be achieved.
Investors are advised to read this Prospectus carefully.
THE SHARES OFFERED BY THIS PROSPECTUS ARE NOT DEPOSITS OR OBLIGATIONS OF
FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, ARE NOT ENDORSED OR
GUARANTEED BY FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, AND ARE NOT
INSURED OR OTHERWISE PROTECTED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY AND
INVOLVE RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
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.
KEEP THIS PROSPECTUS FOR FUTURE REFERENCE
EVERGREEN(SM) is a Service Mark of Evergreen Asset Management Corp.
Copyright 1995, Evergreen Asset Management Corp.

<PAGE>
EXPENSE INFORMATION
The table set forth below summarizes the shareholder transaction costs
associated with an investment in the Class Y Shares of the Fund. For further
information see "Purchase and Redemption of Shares".
<TABLE>
<CAPTION>
SHAREHOLDER TRANSACTION EXPENSES
<S> <C>
Maximum Sales Charge Imposed on Purchases None
Sales Charge on Dividend Reinvestments None
Contingent Deferred Sales Charge None
Redemption Fee None
Exchange Fee (only applies after 4 exchanges per year) $5.00
</TABLE>

The following table shows for the Fund the estimated annual operating
expenses (as a percentage of average net assets) attributable to Class Y Shares,
together with examples of the cumulative effect of such expenses on a
hypothetical $1,000 investment for the periods specified assuming (i) a 5%
annual return and (ii) redemption at the end of each period.
EVERGREEN BALANCED FUND
<TABLE>
<CAPTION>
ANNUAL OPERATING
EXPENSES EXAMPLE
<S> <C> <C> <C>
Advisory Fees .50%
After 1 Year $ 6
Administrative Fees .06%
After 3 Years $ 20
12b-1 Fees --
After 5 Years $ 35
Other Expenses .06%
After 10 Years $ 77
Total .62%
</TABLE>

EVERGREEN GROWTH AND INCOME FUND
<TABLE>
<CAPTION>
ANNUAL OPERATING
EXPENSES EXAMPLE
<S> <C> <C> <C>
Advisory Fees 1.00%
After 1 Year $ 14
12b-1 Fees --
After 3 Years $ 42
Other Expenses .33%
After 5 Years $ 73
After 10 Years $ 160
Total 1.33%
</TABLE>

EVERGREEN VALUE FUND
<TABLE>
<CAPTION>
ANNUAL OPERATING
EXPENSES EXAMPLE
<S> <C> <C> <C>
Advisory Fees .50%
After 1 Year $ 7
Administrative Fees .06%
After 3 Years $ 21
12b-1 Fees --
After 5 Years $ 37
Other Expenses .10%
After 10 Years $ 82
Total .66%
</TABLE>

EVERGREEN AMERICAN RETIREMENT FUND
<TABLE>
<CAPTION>
ANNUAL OPERATING
EXPENSES EXAMPLE
<S> <C> <C> <C>
Advisory Fees .75%
After 1 Year $ 13
12b-1 Fees --
After 3 Years $ 41
Other Expenses .53%
After 5 Years $ 70
After 10 Years $ 155
Total 1.28%
</TABLE>

<PAGE>
EVERGREEN FOUNDATION FUND
<TABLE>
<CAPTION>
ANNUAL OPERATING
EXPENSES EXAMPLE
<S> <C> <C> <C>
Advisory Fees .875%
After 1 Year $ 12
12b-1 Fees --
After 3 Years $ 36
Other Expenses .265%
After 5 Years $ 63
After 10 Years $ 139
Total 1.14%
</TABLE>

EVERGREEN TOTAL RETURN FUND
<TABLE>
<CAPTION>
ANNUAL OPERATING
EXPENSES EXAMPLE
<S> <C> <C> <C>
Advisory Fees 1.00%
After 1 Year $ 13
12b-1 Fees --
After 3 Years $ 39
Other Expenses .24%
After 5 Years $ 68
After 10 Years $ 150
Total 1.24%
</TABLE>

The purpose of the foregoing table is to assist an investor in
understanding the various costs and expenses that an investor in each Class of
Shares of the Funds will bear directly or indirectly. The amounts set forth both
in the tables and in the examples are estimated amounts based on the experience
of each Fund's Y Class for the most recent fiscal period. Such expenses have
been restated to reflect current fee arrangements. THE EXAMPLES SHOULD NOT BE
CONSIDERED A REPRESENTATION OF PAST OR FUTURE EXPENSES OR ANNUAL RETURN. ACTUAL
EXPENSES AND ANNUAL RETURN MAY BE GREATER OR LESS THAN THOSE SHOWN. For a more
complete description of the various costs and expenses borne by the Funds see
"Management of the Funds". As a result of asset-based sales charges, long-term
shareholders may pay more than the economic equivalent of the maximum front-end
sales charges permitted under the rules of the National Association of
Securities Dealers, Inc.
4

<PAGE>
FINANCIAL HIGHLIGHTS
The tables on the following pages present, for each Fund, financial
highlights for a share outstanding throughout each period indicated. The
information in the tables for the five most recent years or the life of the Fund
if shorter for EVERGREEN BALANCED FUND and EVERGREEN VALUE FUND has been audited
by KPMG Peat Marwick LLP, each Fund's independent auditors, for EVERGREEN
FOUNDATION FUND has been audited by Price Waterhouse LLP, the Fund's independent
auditors and for EVERGREEN AMERICAN RETIREMENT FUND, EVERGREEN GROWTH AND INCOME
FUND and EVERGREEN TOTAL RETURN FUND has been audited by Ernst & Young LLP, each
Fund's independent auditors. A report of KPMG Peat Marwick LLP, Price Waterhouse
LLP, or Ernst & Young LLP, as the case may be, on the audited information with
respect to each Fund is incorporated by reference in the Fund's Statement of
Additional Information. The following information for each Fund should be read
in conjunction with the financial statements and related notes which are
incorporated by reference in the Fund's Statement of Additional Information.
No financial highlights are shown for Class A, B or C shares of EVERGREEN
GROWTH AND INCOME FUND, EVERGREEN AMERICAN RETIREMENT FUND or EVERGREEN
FOUNDATION FUND, since these classes did not have any operations prior to
December 31, 1994.
Further information about a Fund's performance is contained in the Fund's
annual report to shareholders, which may be obtained without charge.
EVERGREEN BALANCED FUND -- CLASS A, B, C AND Y SHARES
<TABLE>
<CAPTION>
CLASS A CLASS Y
SHARES CLASS B CLASS C SHARES
SHARES SHARES
JUNE 10, JANUARY 26, SEPTEMBER 2,
1991* 1993* 1994*
YEAR ENDED THROUGH YEAR ENDED THROUGH THROUGH YEAR ENDED
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1992 1991 1994 1993 1994 1994 1993 1992
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value,
beginning of
period............. $12.07 $11.41 $11.02 $10.00 $12.08 $11.54 $12.00 $12.07 $11.41 $11.02
Income (loss) from
investment
operations:
Net investment
income............. .43 .42 .42 .30 .36 .34 .18 .46 .45 .46
Net realized and
unrealized gain
(loss) on
investments........ (.71) .75 .43 1.08 (.71) .65 (.61) (.71) .75 .42
Total from
investment
operations....... (.28) 1.17 .85 1.38 (.35) .99 (.43) (.25) 1.20 .88
Less distributions
to shareholders
from:
Net investment
income............. (.43) (.42) (.42) (.35) (.36) (.34) (.21) (.46) (.45) (.45)
Net realized
gains.............. (.19) (.09) (.04) (.01) (.19) (.09) (.19) (.19) (.09) (.04)
In excess of net
investment
income............. -- -- -- -- -- (.02)(a) -- -- -- --
Total
distributions..... (.62) (.51) (.46) (.36) (.55) (.45) (.40) (.65) (.54) (.49)
Net asset value, end
of period.......... $11.17 $12.07 $11.41 $11.02 $11.18 $12.08 $11.17 $11.17 $12.07 $11.41
TOTAL RETURN+....... (2.4%) 10.4% 7.9% 11.8% (3.0%) 8.7% (3.6%) (2.2%) 10.7% 8.2%
RATIOS &
SUPPLEMENTAL DATA
Net assets, end of
period
(000's omitted).... $41,010 $35,032 $17,408 $334 $100,052 $65,475 $195 $778,657 $760,147 $520,232
Ratios to average
net assets:
Expenses........... .89% .91% .91% .92%++ 1.48% 1.41%++ 1.64%++ .64% .66% .66%
Net investment
income............. 3.69% 3.61% 3.93% 4.38%++ 3.12% 3.09%++ 3.23%++ 3.93% 3.86% 4.20%
Portfolio turnover
rate............... 35% 19% 12% 19% 35% 19% 35% 35% 19% 12%
<CAPTION>

APRIL 1,
1991*
THROUGH
DECEMBER 31,
1991
<S> <C>
PER SHARE DATA
Net asset value,
beginning of
period............. $10.00
Income (loss) from
investment
operations:
Net investment
income............. .36
Net realized and
unrealized gain
(loss) on
investments........ 1.03
Total from
investment
operations....... 1.39
Less distributions
to shareholders
from:
Net investment
income............. (.36)
Net realized
gains.............. (.01)
In excess of net
investment
income............. --
Total
distributions..... (.37)
Net asset value, end
of period.......... $11.02
TOTAL RETURN+....... 15.0%
RATIOS &
SUPPLEMENTAL DATA
Net assets, end of
period
(000's omitted).... $247,472
Ratios to average
net assets:
Expenses........... .68%++
Net investment
income............. 4.86%++
Portfolio turnover
rate............... 19%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized.
(a) Distributions in excess of net investment income for the year ended
December 31, 1993 were the result of certain book and tax differences.
These differences did not represent a return of capital for federal income
tax purposes for the year ended December 31, 1993.
5

<PAGE>
EVERGREEN GROWTH AND INCOME FUND -- CLASS Y SHARES
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31,
1994 1993 1992 1991 1990 1989 1988** 1987**
<S> <C> <C> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period...... $15.41 $14.18 $12.99 $10.72 $12.03 $10.62 $9.38 $10.05
Income (loss) from investment operations:
Net investment income..................... .14 .14 .15 .19 .30 .52 .19 .20
Net realized and unrealized gain (loss) on
investments............................. .12 1.91 1.65 2.58 (.84) 2.17 2.10 (.63)
Total from investment operations........ .26 2.05 1.80 2.77 (.54) 2.69 2.29 (.43)
Less distributions to shareholders from:
Net investment income..................... (.14) (.14) (.15) (.19) (.30) (.52) (.19) (.24)
Net realized gains........................ (1.01) (.68) (.46) (.31) (.47) (.76) (.86) --
Total distributions..................... (1.15) (.82) (.61) (.50) (.77) (1.28) (1.05) (.24)
Net asset value, end of period............ $14.52 $15.41 $14.18 $12.99 $10.72 $12.03 $10.62 $9.38
TOTAL RETURN+............................. 1.7% 14.4% 13.8% 25.8% (4.5%) 25.4% 24.6% (4.3%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's
omitted)................................ $73,457 $77,062 $63,841 $47,763 $36,222 $31,540 $24,399 $21,471
Ratios to average net assets:
Expenses................................ 1.33% 1.26% 1.33% 1.41% 1.50% 1.54% 1.56% 1.76%
Net investment income................... .96% .99% 1.18% 1.55% 2.62% 4.13% 1.70% 1.90%
Portfolio turnover rate................... 29% 28% 30% 23% 41% 53% 41% 48%
<CAPTION>
OCTOBER 15, 1986*
THROUGH
DECEMBER 31, 1986**
<S> <C>
PER SHARE DATA
Net asset value, beginning of period...... $10.00
Income (loss) from investment operations:
Net investment income..................... .07
Net realized and unrealized gain (loss) on
investments............................. (.02)
Total from investment operations........ .05
Less distributions to shareholders from:
Net investment income..................... --
Net realized gains........................ --
Total distributions..................... --
Net asset value, end of period............ $10.05
TOTAL RETURN+............................. .5%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's
omitted)................................ $20,696
Ratios to average net assets:
Expenses................................ 1.73%++
Net investment income................... 3.23%++
Portfolio turnover rate................... 4%
</TABLE>

<PAGE>
EVERGREEN VALUE FUND -- CLASS Y SHARES
<TABLE>
<CAPTION>
JANUARY 3, 1991*
YEAR ENDED DECEMBER 31, THROUGH DECEMBER
1994 1993 1992 31, 1991
<S> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period...................................... $17.63 $17.11 $17.08 $14.28
Income from investment operations:
Net investment income..................................................... .56 .52 .49 .47
Net realized and unrealized gain (loss) on investments.................... (.20) 1.12 .90 3.53
Total from investment operations........................................ .36 1.64 1.39 4.00
Less distributions to shareholders from:
Net investment income..................................................... (.56) (.52) (.49) (.47)
Net realized gains........................................................ (.82) (.58) (.87) (.73)
In excess of net investment income........................................ -- (.02)(b) -- --
Total distributions..................................................... (1.38) (1.12) (1.36) (1.20)
Net asset value, end of period............................................ $16.61 $17.63 $17.11 $17.08
TOTAL RETURN+............................................................. 2.1% 9.7% 8.3% 25.4%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)................................. $507,028 $463,087 $326,154 $271,391
Ratios to average net assets:
Expenses................................................................ .68% .65% .68%(a) .69%++(a)
Net investment income................................................... 3.21% 2.98% 2.90%(a) 3.04%++(a)
Portfolio turnover rate................................................... 70% 46% 56% 69%
</TABLE>

<PAGE>
EVERGREEN VALUE FUND -- CLASS A SHARES
<TABLE>
<CAPTION>
NINE MONTHS
ENDED
YEAR ENDED DECEMBER 31, DECEMBER 31, YEAR ENDED MARCH 31,
1994 1993 1992 1991 1990* 1990 1989 1988
<S> <C> <C> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of
period.......................... $17.63 $17.11 $17.08 $14.61 $15.12 $14.45 $12.83 $14.66
Income (loss) from investment
operations:
Net investment income............ .52 .47 .44 .46 .36 .54 .36 .26
Net realized and unrealized gain
(loss) on investments........... (.20) 1.10 .89 3.17 (.44) 1.70 2.11 (1.30)
Total from investment
operations.................... .32 1.57 1.33 3.63 (.08) 2.24 2.47 (1.04)
Less distributions to
shareholders from:
Net investment
income.......................... (.51) (.47) (.43) (.43) (.36) (.57) (.38) (.26)
Net realized gains............... (.82) (.58) (.87) (.73) (.02) (1.00) (.47) (.53)
In excess of net investment
income.......................... -- -- -- -- (.05)(c) -- -- --
Total distributions............. (1.33) (1.05) (1.30) (1.16) (.43) (1.57) (.85) (.79)
Net asset value, end of period... $16.62 $17.63 $17.11 $17.08 $14.61 $15.12 $14.45 $12.83
TOTAL RETURN+.................... 1.9% 9.3% 8.0% 25.1% (.5%) 15.5% 19.7% (7.1%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period
(000's omitted)................. $188,807 $189,983 $169,310 $135,565 $104,637 $95,995 $83,121 $21,914
Ratios to average net assets:
Expenses........................ .93% .99% 1.01%(a) .96%(a) 1.39%++ 1.55% 1.71% 1.74%
Net investment income........... 2.96% 2.63% 2.37%(a) 2.78%(a) 3.28%++ 3.42% 2.72% 1.92%
Portfolio turnover rate (b)...... 70% 46% 56% 69% 13% 11% 24% 24%
<CAPTION>

1987 1986
<S> <C> <C>
PER SHARE DATA
Net asset value, beginning of
period.......................... $12.35 $10.04
Income (loss) from investment
operations:
Net investment income............ .15 .19
Net realized and unrealized gain
(loss) on investments........... 2.38 2.32
Total from investment
operations.................... 2.53 2.51
Less distributions to
shareholders from:
Net investment
income.......................... (.13) (.20)
Net realized gains............... (.09) --
In excess of net investment
income.......................... -- --
Total distributions............. (.22) (.20)
Net asset value, end of period... $14.66 $12.35
TOTAL RETURN+.................... 20.8% 25.3%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period
(000's omitted)................. $23,221 $5,595
Ratios to average net assets:
Expenses........................ 1.97% 2.00%
Net investment income........... 1.41% 2.34%
Portfolio turnover rate (b)...... 20% 20%
</TABLE>

(b) Portfolio turnover rate for periods ended on or after March 31, 1986 include
certain U.S. government obligations.
(c) Distributions in excess of net investment income for the period ended
December 31, 1990 were a result of certain book and tax timing differences.
These distributions did not represent a return of capital for federal
income tax purposes for the year ended December 31, 1990.
8

<PAGE>
EVERGREEN VALUE FUND -- CLASS B AND C SHARES
<TABLE>
<CAPTION>
CLASS B CLASS C
SHARES SHARES
FEBRUARY 2, SEPTEMBER 2,
1993* 1994*
YEAR ENDED THROUGH THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1994
<S> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period.......................................... $17.63 $17.24 $18.28
Income (loss) from investment operations:
Net investment income......................................................... .42 .35 .19
Net realized and unrealized gain (loss) on investments........................ (.20) 1.01 (.81)
Total from investment operations............................................ .22 1.36 (.62)
Less distributions to shareholders from:
Net investment income......................................................... (.41) (.35) (.19)
Net realized gains............................................................ (.82) (.58) (.82)
In excess of net investment income............................................ -- (.04)(a) (.04)(a)
Total distributions......................................................... (1.23) (.97) (1.05)
Net asset value, end of period................................................ $16.62 $17.63 $16.61
TOTAL RETURN+................................................................. 1.3% 8.0% (3.4%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)..................................... $104,297 $ 59,953 $485
Ratios to average net assets:
Expenses.................................................................... 1.53% 1.48%++ 1.68%++
Net investment income....................................................... 2.36% 2.09%++ 2.16%++
Portfolio turnover rate....................................................... 70% 46% 70%
</TABLE>

<PAGE>
EVERGREEN AMERICAN RETIREMENT FUND -- CLASS Y SHARES
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31,
1994 1993 1992 1991 1990 1989
<S> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period..... $11.60 $10.95 $10.52 $9.59 $10.41 $ 10.09
Income (loss) from investment operations:
Net investment income.................... .60 .56 .66 .60 .60 .57
Net realized and unrealized gain (loss)
on investments......................... (.93) .96 .55 1.15 (.66) .76
Total from investment operations....... (.33) 1.52 1.21 1.75 (.06) 1.33
Less distributions to shareholders from:
Net investment income.................... (.60) (.60) (.61) (.60) (.60) (.59)
Net realized gains....................... -- (.24) (.17) (.22) (.16) (.42)
In excess of net realized gains.......... -- (.03)(b) -- -- -- --
Total distributions.................... (.60) (.87) (.78) (.82) (.76) (1.01)
Net asset value, end of period........... $10.67 $11.60 $10.95 $10.52 $9.59 $ 10.41
TOTAL RETURN+............................ (2.9%) 14.1% 11.8% 18.8% (.5%) 13.4%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's
omitted)............................... $37,176 $37,336 $23,781 $15,632 $12,351 $11,610
Ratios to average net assets:
Expenses............................... 1.28% 1.36% 1.51%(a) 1.50%(a) 1.50%(a) 1.88%(a)
Net investment income.................. 5.40% 5.13% 6.23%(a) 5.91%(a) 6.04%(a) 5.49%(a)
Portfolio turnover rate.................. 136% 92% 151% 97% 33% 152%
<CAPTION>
MARCH 14, 1988*
THROUGH
DECEMBER 31, 1988**
<S> <C>
PER SHARE DATA
Net asset value, beginning of period..... $ 10.00
Income (loss) from investment operations:
Net investment income.................... .39
Net realized and unrealized gain (loss)
on investments......................... .18
Total from investment operations....... .57
Less distributions to shareholders from:
Net investment income.................... (.36)
Net realized gains....................... (.12)
In excess of net realized gains.......... --
Total distributions.................... (.48)
Net asset value, end of period........... $ 10.09
TOTAL RETURN+............................ 5.8%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's
omitted)............................... $9,449
Ratios to average net assets:
Expenses............................... 2.00%++
Net investment income.................. 5.01%++
Portfolio turnover rate.................. 52%
</TABLE>

* Commencement of operations.
** Investment income, expenses and net investment income are based upon the
average monthly shares outstanding for the period indicated.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
YEAR ENDED
DECEMBER 31,
1992 1991 1990 1989
<S> <C> <C> <C> <C>
Expenses...................................................... 1.59% 1.82% 1.95% 2.03%
Net investment income......................................... 6.15% 5.59% 5.59% 5.34%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized.
++ Annualized
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
YEAR ENDED JANUARY 2, 1990
DECEMBER 31, THROUGH DECEMBER 31,
1992 1991 1990
<S> <C> <C> <C>
Expenses.............................................. 1.43% 2.58% 3.64%
Net investment income................................. 2.90% 1.48% 11.43%
</TABLE>

(b) Includes receipt of a special dividend representing $.62 per share net
investment income and 7.59% of average net assets.
11

<PAGE>
EVERGREEN TOTAL RETURN FUND -- CLASS Y SHARES
<TABLE>
<CAPTION>
TEN MONTHS
ENDED
JANUARY YEAR ENDED MARCH 31,
31, 1995* 1994 1993 1992 1991 1990 1989 1988 1987
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of
period.............................. $18.29 $20.90 $18.82 $18.12 $18.26 $17.92 $17.11 $20.37 $19.72
Income (loss) from investment
operations:
Net investment income................. .87 1.08 1.11 1.08 1.02 1.07 1.12 1.06 1.14
Net realized and unrealized gain
(loss) on investments............... (.55) (1.41) 2.51 .70 (.08) .36 .79 (2.64) 1.76
Total from investment operations.... .32 (.33) 3.62 1.78 .94 1.43 1.91 (1.58) 2.90
Less distributions to shareholders
from:
Net investment income................. (1.08) (1.08) (1.08) (1.08) (1.08) (1.09) (1.08) (.80) (1.14)
Net realized gains.................... (.25) (1.20) (.46) -- -- -- (.02) (.88) (1.11)
Total distributions................. (1.33) (2.28) (1.54) (1.08) (1.08) (1.09) (1.10) (1.68) (2.25)
Net asset value, end of period........ $17.28 $18.29 $20.90 $18.82 $18.12 $18.26 $17.92 $17.11 $20.37
TOTAL RETURN+......................... 1.9% (2.1%) 20.2% 10.2% 5.8% 7.9% 1.3% (7.8%) 15.7%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (in
millions)........................... $942 $1,065 $1,142 $1,032 $1,151 $1,292 $1,312 $1,346 $1,636
Ratios to average net assets:
Expenses............................ 1.24%++ 1.18% 1.18% 1.21% 1.23% 1.18% 1.02%** 1.01%** 1.02%**
Net investment income............... 5.70%++ 5.29% 5.65% 5.73% 5.90% 5.64% 6.36%** 5.80%** 5.68%**
Portfolio turnover rate............... 151% 106% 164% 137% 137% 89% 86% 81% 44%
<CAPTION>

1986
<S> <C>
PER SHARE DATA
Net asset value, beginning of
period.............................. $16.63
Income (loss) from investment
operations:
Net investment income................. 1.03
Net realized and unrealized gain
(loss) on investments............... 4.26
Total from investment operations.... 5.29
Less distributions to shareholders
from:
Net investment income................. (1.22)
Net realized gains.................... (.98)
Total distributions................. (2.20)
Net asset value, end of period........ $19.72
TOTAL RETURN+......................... 35.2%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (in
millions)........................... $408
Ratios to average net assets:
Expenses............................ 1.11%**
Net investment income............... 6.06%**
Portfolio turnover rate............... 65%
</TABLE>

* Commencement of class operations.
** Portfolio turnover rate is calculated for the ten month period ended January
31, 1995.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized.
13

<PAGE>
14

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

DESCRIPTION OF THE FUNDS
- -------------------------------------------------------------------------------

INVESTMENT OBJECTIVES AND POLICIES

Evergreen Balanced Fund

Evergreen Growth and Income Fund

Evergreen Value Fund

The Fund's investments, in order of priority, consist of:

ADRs of foreign companies traded on the New York or American
Stock Exchanges or the over-the-counter market;

convertible bonds rated no lower than BBB by S&P or Baa by
Moody's or, if not rated, determined to be of comparable quality by the
Fund's investment adviser;

money market instruments;

zero coupon bonds issued or guaranteed by the U.S. government,
its agencies or instrumentalities (up to 5% of total assets);

prime commercial paper, including master demand notes rated no
lower than A-1 by S&P or Prime 1 by Moody's.

Evergreen American Retirement Fund

Evergreen Foundation Fund

2. Corporate obligations rated no lower than A by Moody's or S&P.

3. Obligations of banks or banking institutions having total assets of
more than $2 billion which are members of the Federal Deposit Insurance
Corporation.

Evergreen Total Return Fund

INVESTMENT PRACTICES AND RESTRICTIONS

Special Risk Considerations

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

MANAGEMENT OF THE FUNDS
- --------------------------------------------------------------------------------

INVESTMENT ADVISERS

SUB-ADVISER

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

PURCHASE AND REDEMPTION OF SHARES
- -------------------------------------------------------------------------------

HOW TO BUY SHARES

Eligible Investors may purchase Fund shares at net asset value by mail
or wire as described below. The Funds impose no sales charges on Class Y shares.
Class Y shares are the only class of shares offered by this Prospectus and are
only available to (i) all shareholders of record in one or more of the Evergreen
Funds as of December 30, 1994, (ii) certain institutional investors and (iii)
investment advisory clients of the Adviser and its affiliates. The minimum
initial investment is $1,000, which may be waived in certain situations. There
is no minimum for subsequent investments. Investors may make subsequent
investments by establishing a Systematic Investment Plan or a Telephone
Investment Plan.

Purchases by Mail or Wire. Each investor must complete the enclosed Share
Purchase Application and mail it together with a check made payable to the Fund
whose shares are being purchased, to State Street Bank and Trust Company ("State
Street") at P.O. Box 9021, Boston, Massachusetts 02205-9827. Checks not drawn on
U.S. banks will be subject to foreign collection which will delay an investor's
investment date and will be subject to processing fees.

When making subsequent investments, an investor should either enclose
the return remittance portion of the statement, or indicate on the face of the
check, the name of the Fund in which an investment is to be made, the exact
title of the account, the address, and the Fund account number. Purchase
requests should not be sent to a Fund in New York. If they are, the Fund must
forward them to State Street, and the request will not be effective until State
Street receives them.

Initial investments may also be made by wire by (i) calling State
Street at 800-423-2615 for an account number and (ii) instructing your bank,
which may charge a fee, to wire federal funds to State Street, as follows: State
Street Bank and Trust Company, ABA No.0110-0002-8, Attn: Custodian and
Shareholder Services. The wire must include references to the Fund in which an
investment is being made, account registration, and the account number. A
completed Application must also be sent to State Street indicating that the
shares have been purchased by wire, giving the date the wire was sent and
referencing the account number. Subsequent wire investments may be made by
existing shareholders by following the instructions outlined above. It is not
necessary, however, for existing shareholders to call for another account
number.

How the Funds Value Their Shares. The net asset value of each Class of shares of
a Fund is calculated by dividing the value of the amount of the Fund's net
assets attributable to that Class by the number of outstanding shares of that
Class. Shares are valued each day the New York Stock Exchange (the "Exchange")
is open as of the close of regular trading (currently 4:00 p.m. Eastern time).
The securities in a Fund are valued at their current market value determined on
the basis of market quotations or, if such quotations are not readily available,
such other methods as a Fund's Trustees believe would accurately reflect fair
market value. Non-dollar denominated securities will be valued as of the close
of the Exchange at the closing price of such securities in their principal
trading market.

Additional Purchase Information. As a condition of this offering, if a purchase
is canceled due to nonpayment or because an investor's check does not clear, the
investor will be responsible for any loss a Fund or the Adviser incurs. If such
investor is an existing shareholder, a Fund may redeem shares from an investor's
account to reimburse the Fund or the Adviser for any loss. In addition, such
investors may be prohibited or restricted from making further purchases in any
of the Evergreen Funds.

The Share Purchase Application may not be used to invest in any of the
prototype retirement plans for which the Funds are an available investment. For
information about the requirements to make such investments, including copies of
the necessary application forms, please call the telephone number set forth on
the cover page of this Prospectus. A Fund cannot accept investments specifying a
certain price or date and reserves the right to reject any specific purchase
order, including orders in connection with exchanges from the other Evergreen
Funds. Although not currently anticipated, each Fund reserves the right to
suspend the offer of shares for a period of time.

Shares of each Fund are sold at the net asset value per share next
determined after a shareholder's order is received. Investments by federal funds
wire or by check will be effective upon receipt by State Street. Qualified
institutions may telephone orders for the purchase of Fund shares. Investors may
also purchase shares through a broker/dealer, which may charge a fee for the
service.

HOW TO REDEEM SHARES

You may "redeem", i.e., sell your shares in a Fund to the Fund on any
day the Exchange is open, either directly or through your financial
intermediary. The price you will receive is the net asset value next calculated
after the Fund receives your request in proper form. Proceeds generally will be
sent to you within seven days. However, for shares recently purchased by check,
a Fund will not send proceeds until it is reasonably satisfied that the check
has been collected (which may take up to 15 days). Once a redemption request has
been telephoned or mailed, it is irrevocable and may not be modified or
canceled.

Redeeming Shares Directly by Mail or Telephone. Send a signed letter of
instruction or stock power form to State Street which is the registrar, transfer
agent and dividend-disbursing agent for each Fund. Stock power forms are
available from your financial intermediary, State Street, and many commercial
banks. Additional documentation is required for the sale of shares by
corporations, financial intermediaries, fiduciaries and surviving joint owners.
Signature guarantees are required for all redemption requests for shares with a
value of more than $10,000 or where the redemption proceeds are to be mailed to
an address other than that shown in the account registration. A signature
guarantee must be provided by a bank or trust company (not a Notary Public), a
member firm of a domestic stock exchange or by other financial institutions
whose guarantees are acceptable to State Street.

Shareholders may withdraw amounts of $1,000 or more from their accounts
by calling State Street (800-423-2615) between the hours of 9:00 a.m. and 4:00
p.m. (Eastern time) each business day (i.e., any weekday exclusive of days on
which the New York Stock Exchange or State Street's offices are closed). The New
York Stock Exchange is closed on New Year's Day, Presidents Day, Good Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day.
Redemption requests made after 4:00 p.m. (Eastern time) will be processed using
the net asset value determined on the next business day. Such redemption
requests must include the shareholder's account name, as registered with a Fund,
and the account number. During periods of drastic economic or market changes,
shareholders may experience difficulty in effecting telephone redemptions.
Shareholders who are unable to reach a Fund or State Street by telephone should
follow the procedures outlined above for redemption by mail.

The telephone redemption service is not made available to shareholders
automatically. Shareholders wishing to use the telephone redemption service must
indicate this on the enclosed Application and choose how the redemption proceeds
are to be paid. Redemption proceeds will either (i) be mailed by check to the
shareholder at the address in which the account is registered or (ii) be wired
to an account with the same registration as the shareholder's account in a Fund
at a designated commercial bank. State Street currently deducts a $5 wire charge
from all redemption proceeds wired. This charge is subject to change without
notice. A shareholder who decides later to use this service, or to change
instructions already given, should fill out a Shareholder Services Form and send
it to State Street Bank and Trust Company, P.O. Box 9021, Boston, Massachusetts
02205-9827, with such shareholder's signature guaranteed by a bank or trust
company (not a Notary Public), a member firm of a domestic stock exchange or by
other financial institutions whose guarantees are acceptable to State Street.
Shareholders should allow approximately ten days for such form to be processed.
The Funds will employ reasonable procedures to verify that telephone requests
are genuine. These procedures include requiring some form of personal
identification prior to acting upon instructions and tape recording of
conversations. If the Fund fails to follow such procedures, it may be liable for
any losses due to unauthorized or fraudulent instructions. The Fund shall not be
liable for following telephone instructions reasonably believed to be genuine.
Also, the Fund reserves the right to refuse a telephone redemption request, if
it is believed advisable to do so. Financial intermediaries may charge a fee for
handling telephonic requests. The telephone redemption option may be suspended
or terminated at any time without notice.

General. The sale of shares is a taxable transaction for Federal tax purposes.
Under unusual circumstances, a Fund may suspend redemptions or postpone payment
for up to seven days or longer, as permitted by Federal securities law. The
Funds reserve the right to close an account that through redemption has remained
below $1,000 for 30 days. Shareholders will receive 60 days' written notice to
increase the account value before the account is closed. The Funds have elected
to be governed by Rule 18f-1 under the Investment Company Act of 1940 pursuant
to which each Fund is obligated to redeem shares solely in cash, up to the
lesser of $250,000 or 1% of a Fund's total net assets during any ninety day
period for any one shareholder. See the Statement of Additional Information for
further details.

EXCHANGE PRIVILEGE

How To Exchange Shares. You may exchange some or all of your shares for shares
of the same Class in the other Evergreen Funds by telephone or mail as described
below. An exchange which represents an initial investment in another Evergreen
Fund must amount to at least $1,000. Once an exchange request has been
telephoned or mailed, it is irrevocable and may not be modified or canceled.
Exchanges will be made on the basis of the relative net asset values of the
shares exchanged next determined after an exchange request is received.
Exchanges are subject to minimum investment and suitability requirements.

Each of the Evergreen Funds have different investment objectives and
policies. For complete information, a prospectus of the fund into which an
exchange will be made should be read prior to the exchange. An exchange is
treated for Federal income tax purposes as a redemption and purchase of shares
and may result in the realization of a capital gain or loss. Each Fund imposes a
fee of $5 per exchange on shareholders who exchange in excess of four times per
calendar year. This exchange privilege may be modified or discontinued at any
time by the Fund upon sixty days' notice to shareholders and is only available
in states in which shares of the fund being acquired may lawfully be sold.

Exchanges by Telephone and Mail. You may exchange shares with a value of $1,000
or more by telephone by calling State Street (800-423-2615). Exchange requests
made after 4:00 p.m. (Eastern time) will be processed using the net asset value
determined on the next business day. During periods of drastic economic or
market changes, shareholders may experience difficulty in effecting telephone
exchanges. You should follow the procedures outlined below for exchanges by mail
if you are unable to reach State Street by telephone. If you wish to use the
telephone exchange service you should indicate this on the Share Purchase
Application. As noted above, each Fund will employ reasonable procedures to
confirm that instructions for the redemption or exchange of shares communicated
by telephone are genuine. A telephone exchange may be refused by a Fund or State
Street if it is believed advisable to do so. Procedures for exchanging Fund
shares by telephone may be modified or terminated at any time. Written requests
for exchanges should follow the same procedures outlined for written redemption
requests in the section entitled "How to Redeem Shares", however, no signature
guarantee is required.

SHAREHOLDER SERVICES

The Funds offer the following shareholder services. For more
information about these services or your account, contact your financial
intermediary, Evergreen Funds Distributor, Inc.("EFD"), the distributor of the
Funds, or the toll-free number on the front page of this Prospectus. Some
services are described in more detail in the Share Purchase Application.

Systematic Investment Plan. You may make monthly or quarterly investments into
an existing account automatically in amounts of not less than $25.

EFFECT OF BANKING LAWS

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

OTHER INFORMATION
- -------------------------------------------------------------------------------

DIVIDENDS, DISTRIBUTIONS AND TAXES

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE

Evergreen Growth and Income Fund

[CHART]

Evergreen American Retirement Fund

[CHART]

Evergreen Foundation Fund.

Evergreen Total Return Fund.

[CHART]

GENERAL INFORMATION

Other Classes of Shares. Each Fund currently offers four classes of shares,
Class A, Class B, Class C and Class Y, and may in the future offer additional
classes. Class Y shares are the only class of shares offered by this Prospectus
and are only available to (i) all shareholders of record in one or more of the
Funds for which Evergreen Asset serves as investment adviser as of December 30,
1994, (ii) certain institutional investors and (iii) investment advisory clients
of CMG, Evergreen Asset or their affiliates. The dividends payable with respect
to Class A, Class B and Class C shares will be less than those payable with
respect to Class Y shares due to the distribution and distribution and
shareholder servicing related expenses borne by Class A, Class B and Class C
shares and the fact that such expenses are not borne by Class Y shares.

<PAGE>
INVESTMENT ADVISER
Evergreen Asset Management Corp., 2500 Westchester Avenue, Purchase, New York
10577
EVERGREEN GROWTH AND INCOME FUND, EVERGREEN AMERICAN RETIREMENT FUND,
EVERGREEN FOUNDATION FUND, EVERGREEN TOTAL RETURN FUND
Capital Management Group of First Union National Bank, 210 South College
Street, Charlotte, North Carolina, 28228
EVERGREEN BALANCED FUND, EVERGREEN VALUE FUND
CUSTODIAN & TRANSFER AGENT
State Street Bank & Trust Company, Box 9021, Boston, Massachusetts 02205-9827
LEGAL COUNSEL
Sullivan & Worcester, 1025 Connecticut Avenue, N.W., Washington, D.C. 20036
INDEPENDENT ACCOUNTANTS
Price Waterhouse LLP, 1177 Avenue of the Americas, New York, New York 10036
EVERGREEN FOUNDATION FUND
Ernst & Young LLP, 200 Clarendon Street, Boston, Massachusetts 02116-5072
EVERGREEN TOTAL RETURN FUND, EVERGREEN GROWTH AND INCOME FUND, EVERGREEN
AMERICAN RETIREMENT FUND
KPMG Peat Marwick LLP, One Mellon Bank Center, Pittsburgh, Pennsylvania 15219
EVERGREEN BALANCED FUND, EVERGREEN VALUE FUND
DISTRIBUTOR
Evergreen Funds Distributor, Inc., 237 Park Avenue, New York, New York 10017
536123

PROSPECTUS July 7, 1995
EVERGREEN(SM) SPECIALTY GROWTH AND INCOME FUNDS (Evergreen Logo appears here)
EVERGREEN UTILITY FUND
EVERGREEN TAX STRATEGIC FOUNDATION FUND
EVERGREEN SMALL CAP EQUITY INCOME FUND
CLASS A SHARES
CLASS B SHARES
CLASS C SHARES
The Evergreen Specialty Growth and Income Funds (the "Funds") are
designed to provide investors with a selection of investment alternatives
which seek to provide current income, capital appreciation or after-tax
"total return". This Prospectus provides information regarding the Class A,
Class B and Class C shares offered by the Funds. Each Fund is, or is a
series of, an open-end, diversified, management investment company. This
Prospectus sets forth concise information about the Funds that a
prospective investor should know before investing. The address of the Funds
is 2500 Westchester Avenue, Purchase, New York 10577.
A "Statement of Additional Information" for the Funds and certain
other funds in the Evergreen Group of mutual funds dated July 7, 1995 has
been filed with the Securities and Exchange Commission and is incorporated
by reference herein. The Statement of Additional Information provides
information regarding certain matters discussed in this Prospectus and
other matters which may be of interest to investors, and may be obtained
without charge by calling the Funds at (800) 807-2940. There can be no
assurance that the investment objective of any Fund will be achieved.
Investors are advised to read this Prospectus carefully.
THE SHARES OFFERED BY THIS PROSPECTUS ARE NOT DEPOSITS OR OBLIGATIONS OF
FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, ARE NOT ENDORSED OR
GUARANTEED BY FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, AND ARE NOT
INSURED OR OTHERWISE PROTECTED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY AND
INVOLVE RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
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.
KEEP THIS PROSPECTUS FOR FUTURE REFERENCE
EVERGREEN(SM) is a Service Mark of Evergreen Asset Management Corp.
Copyright 1995, Evergreen Asset Management Corp.

<PAGE>
TABLE OF CONTENTS
<TABLE>
<S> <C>
OVERVIEW OF THE FUNDS 2
EXPENSE INFORMATION 3
FINANCIAL HIGHLIGHTS 5
DESCRIPTION OF THE FUNDS
Investment Objectives and Policies 8
Investment Practices and Restrictions 10
MANAGEMENT OF THE FUNDS
Investment Advisers 15
Sub-Adviser 16
Distribution Plans and Agreements 17
PURCHASE AND REDEMPTION OF SHARES
How to Buy Shares 18
How to Redeem Shares 20
Exchange Privilege 21
Shareholder Services 22
Effect of Banking Laws 23
OTHER INFORMATION
Dividends, Distributions and Taxes 23
Management's Discussion of Fund Performance 24
General Information 25
</TABLE>

The following tables show for each Fund the estimated annual operating
expenses (as a percentage of average net assets) attributable to each Class of
Shares, together with examples of the cumulative effect of such expenses on a
hypothetical $1,000 investment in each Class for the periods specified assuming
(i) a 5% annual return, and (ii) redemption at the end of each period and,
additionally for Class B and C, no redemption at the end of each period.
In the following examples (i) the expenses for Class A Shares assume
deduction of the maximum 4.75% sales charge at the time of purchase, (ii) the
expenses for Class B Shares and Class C Shares assume deduction at the time of
redemption (if applicable) of the maximum contingent deferred sales charge
applicable for that time period, and (iii) the expenses for Class B Shares
reflects the conversion to Class A Shares eight years after purchase (years
eight through ten, therefore, reflect Class A expenses).
EVERGREEN UTILITY FUND (A)
<TABLE>
<CAPTION>
EXAMPLES
Assuming
Assuming Redemption at End of no
ANNUAL OPERATING EXPENSES Period Redemption
Class A Class B Class C Class B
Class A Class B Class C
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Advisory Fees .50% .50% .50%
After 1 Year $ 57 $ 68 $ 28 $ 18
Administrative Fees .06% .06% .06%
After 3 Years $ 78 $ 85 $ 55 $ 55
12b-1 Fees* .25% .75% .75%
After 5 Years $ 100 $ 114 $ 94 $ 94
Shareholder Service Fees -- .25% .25%
After 10 Years $ 163 $ 176 $ 205 $ 176
Other Expenses .18% .18% .18%
Total .99% 1.74% 1.74%
<CAPTION>
Class C
<S> <C> <C>
After 1 Year $ 18
Administrative Fees
After 3 Years $ 55
12b-1 Fees*
After 5 Years $ 94
Shareholder Service Fees
After 10 Years $ 205
Other Expenses
Total
<CAPTION>
Advisory Fees
</TABLE>

EVERGREEN TAX STRATEGIC FOUNDATION FUND
<TABLE>
<CAPTION>
EXAMPLES
Assuming
Assuming Redemption at End of no
ANNUAL OPERATING EXPENSES Period Redemption
Class A Class B Class C Class B
Class A Class B Class C
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Advisory Fees .875% .875% .875%
After 1 Year $ 64 $ 75 $ 35 $ 25
12b-1 Fees* .250% 1.000% 1.000%
After 3 Years $ 100 $ 108 $ 78 $ 78
Other Expenses .625% .625% .625%
After 5 Years $ 138 $ 153 $ 133 $ 133
(after reimbursement)**
After 10 Years $ 244 $ 257 $ 284 $ 257
Total 1.750% 2.500% 2.500%
<CAPTION>
Class C
<S> <C> <C>
After 1 Year $ 25
12b-1 Fees*
After 3 Years $ 78
Other Expenses
After 5 Years $ 133
(after reimbursement)**
After 10 Years $ 284
Total
<CAPTION>
Advisory Fees
</TABLE>

EVERGREEN SMALL CAP EQUITY INCOME FUND
<TABLE>
<CAPTION>
EXAMPLES
Assuming
Assuming Redemption at End of no
ANNUAL OPERATING EXPENSES Period Redemption
Class A Class B Class C Class B
Class A Class B Class C
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Advisory Fees 1.00% 1.00% 1.00%
After 1 Year $ 64 $ 75 $ 35 $ 25
12b-1 Fees* .25% 1.00% 1.00%
After 3 Years $ 100 $ 108 $ 78 $ 78
Other Expenses
After 5 Years $ 138 $ 153 $ 133 $ 133
(after reimbursement)** .50% .50% .50%
After 10 Years $ 244 $ 257 $ 284 $ 257
Total 1.75% 2.50% 2.50%
<CAPTION>
Class C
<S> <C> <C>
After 1 Year $ 25
12b-1 Fees*
After 3 Years $ 78
Other Expenses
After 5 Years $ 133
(after reimbursement)**
After 10 Years $ 284
Total
<CAPTION>
Advisory Fees
</TABLE>

<PAGE>
*Class A Shares can pay up to .75 of 1% of average net assets as a 12b-1 Fee.
For the forseeable future, the Class A Shares 12b-1 Fees will be limited to .25
of 1% of average net assets. For Class B and Class C Shares of Evergreen Small
Cap Equity Income Fund and Evergreen Tax Strategic Foundation Fund, a portion of
the 12b-1 Fees equivalent to .25 of 1% of average net assets will be shareholder
servicing-related. Distribution-related 12b-1 Fees will be limited to .75 of 1%
of average net assets as permitted under the rules of the National Association
of Securities Dealers, Inc.
**Reflects agreements by Evergreen Asset to limit aggregate operating expenses
(including the Advisory Fees, but excluding interest, taxes, brokerage
commissions, Rule 12b-1 distribution fees and shareholder servicing fees and
extraordinary expenses) of Evergreen Small Cap Equity Income Fund and Evergreen
Tax Strategic Foundation Fund to 1.50% of average net assets until net assets
reach $15 million. Absent such agreements, the estimated annual operating
expenses for each Fund would be 2.75% for Class A and 3.50% for Class B and C
Shares.
(a) Estimated annual operating expenses reflect the combination of First Union
Utility Portfolio and ABT Utility Income Fund.
From time to time, each Fund's investment adviser may, at its discretion,
reduce or waive its fees or reimburse the Funds for certain of their expenses in
order to reduce their expense ratios. Each Fund's investment adviser may cease
these waivers and reimbursements at any time.
The purpose of the foregoing table is to assist an investor in
understanding the various costs and expenses that an investor in each Class of
Shares of the Funds will bear directly or indirectly. The amounts set forth both
in the tables and in the examples are estimated amounts based on the experience
of each Fund for the year ended December 31, 1994. Such amounts have been
restated to reflect current fee arrangements and in the case of Funds that did
not offer all of the above-referenced Classes of shares during such periods, the
amounts set forth in the tables are based on the expenses incurred by the
Classes which were offered. THE EXAMPLES SHOULD NOT BE CONSIDERED A
REPRESENTATION OF PAST OR FUTURE EXPENSES OR ANNUAL RETURN. ACTUAL EXPENSES AND
ANNUAL RETURN MAY BE GREATER OR LESS THAN THOSE SHOWN. For a more complete
description of the various costs and expenses borne by the Funds see "Management
of the Funds". As a result of asset-based sales charges, long-term shareholders
may pay more than the economic equivalent of the maximum front-end sales charges
permitted under the rules of the National Association of Securities Dealers,
Inc.
4

<PAGE>
FINANCIAL HIGHLIGHTS
The tables on the following pages present, for each Fund, financial
highlights for a share outstanding throughout each period indicated. The
information in the tables for the five most recent fiscal years or the life of
the Fund if shorter for EVERGREEN UTILITY FUND has been audited by KPMG Peat
Marwick LLP, the Fund's independent auditors, for EVERGREEN TAX STRATEGIC
FOUNDATION FUND has been audited by Price Waterhouse LLP, the Fund's independent
auditors and for EVERGREEN SMALL CAP EQUITY INCOME FUND has been audited by
Ernst & Young LLP, the Fund's independent auditors. A report of KPMG Peat
Marwick LLP, Price Waterhouse LLP, or Ernst & Young LLP, as the case may be, on
the audited information with respect to each Fund is incorporated by reference
in the Fund's Statement of Additional Information. The following information for
each Fund should be read in conjunction with the financial statements and
related notes which are incorporated by reference in the Fund's Statement of
Additional Information.
No financial highlights are shown for Class A, B or C Shares of Evergreen
Tax Strategic Foundation Fund and Evergreen Small Cap Equity Income Fund since
these classes did not have any operations prior to December 31, 1994.
Further information about a Fund's performance is contained in the Fund's
annual report to shareholders, which may be obtained without charge.
EVERGREEN UTILITY FUND
<TABLE>
<CAPTION>
CLASS A CLASS B CLASS C CLASS Y
SHARES SHARES SHARES SHARES
JANUARY 4, JANUARY 4, SEPTEMBER 2, FEBRUARY 28,
1994* 1994* 1994* 1994*
THROUGH THROUGH THROUGH THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1994 1994 1994
<S> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period.......................... $10.00 $10.00 $9.33 $9.51
Income (loss) from investment operations:
Net investment income......................................... .45 .39 .12 .37
Net realized and unrealized loss on investments............... (1.01) (1.01) (.33) (.50)
Total from investment operations............................ (.56) (.62) (.21) (.13)
Less distributions to shareholders from:
Net investment income......................................... (.44) (.38) (.11) (.37)
In excess of net investment income............................ -- -- -- (.01)(b)
Total distributions......................................... (.44) (.38) (.11) (.38)
Net asset value, end of period................................ $9.00 $9.00 $9.01 $9.00
TOTAL RETURN+................................................. (5.6%) (6.2%) (2.2%) (1.6%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)..................... $4,190 $28,792 $128 $5,201
Ratios to average net assets:
Expenses (a)................................................ .53%++ 1.27%++ 1.94%++ .40%++
Net investment income (a)................................... 5.07%++ 4.19%++ 3.96%++ 4.93%++
Portfolio turnover rate....................................... 23% 23% 23% 23%
</TABLE>

JANUARY 4, JANUARY 4, SEPTEMBER 2, FEBRUARY 28,
1994 1994 1994 1994
THROUGH THROUGH THROUGH THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
<S> <C> <C> <C> <C>
1994 1994 1994 1994
Expenses............................ 1.43% 2.11% 2.78% 1.24%
Net investment income............... 4.17% 3.35% 3.12% 4.09%
</TABLE>

(b) Distributions are determined in accordance with income tax regulations which
may differ from generally accepted accounting principles. These
distributions do not represent a return of capital for federal income tax
purposes.
5

<PAGE>
EVERGREEN TAX STRATEGIC FOUNDATION FUND -- CLASS Y SHARES
<TABLE>
<CAPTION>
NOVEMBER 2, 1993*
YEAR ENDED THROUGH
DECEMBER 31, 1994 DECEMBER 31, 1993
<S> <C> <C>
PER SHARE DATA
Net asset value, beginning of period................................................ $ 10.31 $ 10.00
Income from investment operations:
Net investment income............................................................... .27 .05
Net realized and unrealized gain on investments..................................... .08 .31
Total from investment operations.................................................. .35 .36
Less distributions to shareholders from:
Net investment income............................................................... (.27) (.05)
Net realized gains.................................................................. (.12) --
Total distributions............................................................... (.39) (.05)
Net asset value, end of period...................................................... $ 10.27 $ 10.31
TOTAL RETURN+....................................................................... 3.4% 3.5%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)........................................... $10,575 $5,424
Ratios to average net assets:
Expenses (a)...................................................................... 1.49% 0%++
Net investment income (a)......................................................... 2.87% 3.65%++
Portfolio turnover rate............................................................. 245% 25%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share and for the period
indicated and is not annualized.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
NOVEMBER 2, 1993
YEAR ENDED THROUGH
DECEMBER 31, 1994 DECEMBER 31, 1993
<S> <C> <C>
Expenses.................................................. 2.41% 3.10%
Net investment income..................................... 1.95% .54%
</TABLE>

<PAGE>
EVERGREEN SMALL CAP EQUITY INCOME FUND -- CLASS Y SHARES
<TABLE>
<CAPTION>
OCTOBER 1, 1993*
YEAR ENDED THROUGH
DECEMBER 31, 1994 DECEMBER 31, 1993
<S> <C> <C>
PER SHARE DATA
Net asset value, beginning of period................................................ $ 10.15 $ 10.00
Income (loss) from investment operations:
Net investment income............................................................... .34 .10
Net realized and unrealized gain (loss) on investments.............................. (.41) .15
Total from investment operations.................................................. (.07) .25
Less distributions to shareholders from:
Net investment income............................................................... (.33) (.10)
Net realized gains.................................................................. (.05) --
Total distributions............................................................. (.38) (.10)
Net asset value, end of period...................................................... $ 9.70 $ 10.15
TOTAL RETURN+....................................................................... (.7%) 2.5%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)........................................... $3,613 $2,236
Ratios to average net assets:
Expenses (a)...................................................................... 1.48% 0%++
Net investment income (a)......................................................... 3.72% 4.07%++
Portfolio turnover rate............................................................. 9% 15%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income (loss) to average
net assets, exclusive of any applicable state expense limitations, would
have been the following:
<TABLE>
<CAPTION>
OCTOBER 1, 1993
YEAR ENDED THROUGH
DECEMBER 31, 1994 DECEMBER 31, 1993
<S> <C> <C>
Expenses.................................................. 4.68% 4.39%
Net investment income (loss).............................. .53% (.33%)
</TABLE>

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

DESCRIPTION OF THE FUNDS
- -------------------------------------------------------------------------------

INVESTMENT OBJECTIVES AND POLICIES

Evergreen Small Cap Equity Income Fund

The investment objective of Evergreen Small Cap Equity Income Fund is
to achieve a return consisting of current income and capital appreciation in the
value of its shares. The emphasis on current income and capital appreciation
will be relatively equal although, over time, changes in market conditions and
the level of interest rates may cause the Fund to vary its emphasis between
these two elements in its search for the optimum return for its shareholders.
The Fund seeks to achieve its investment objective through investments in common
stocks, preferred stocks, securities convertible into or exchangeable for common
stocks and fixed income securities. Under normal conditions, the Fund will
invest at least 65% of its total assets in equity securities (including
convertible debt securities) of companies that, at the time of purchase, have
"total market capitalization" -- present market value per share multiplied by
the total number of shares outstanding -- of less than $500 million. The Fund's
investment objective is a fundamental policy.

To the extent that the Fund seeks capital appreciation, it expects that
its investments will provide growth over the long-term. Investments, however,
may be made on occasion for the purpose of short-term capital appreciation if
the Fund believes that such investments will benefit its shareholders. The Fund
may make investments in securities regardless of whether or not such securities
are traded on a national securities exchange. The value of portfolio securities
and their yields are expected to fluctuate over time because of varying general
economic and market conditions. Accordingly, there can be no assurance that the
Fund's investment objective will be achieved. The Fund may invest up to 35% of
its total assets in equity securities of companies that at the time of purchase
have a total market capitalization of $500 million or more, and in excess of
that percentage during temporary defensive periods.

The Fund's portfolio will vary over time depending upon the economic
outlook and market conditions. The composition of its portfolio will be subject
to the discretion of the Fund's investment adviser. Ordinarily, the Fund
anticipates that most of its portfolio will consist of equity securities and
convertible debt securities. A significant portion of the equity investments,
however, will be income producing. If in the judgment of the Fund's investment
adviser a defensive position is appropriate, the Fund may take a defensive
position and invest without limit in debt securities or government securities or
hold its assets in cash or cash equivalents. The quality standards for debt
securities include: Obligations of banks and commercial paper rated no lower
than P-2 by Moody's Investor's Service ("Moody's"), A-2 by Standard and Poor's
Ratings Group ("S&P") or having a comparable rating from another nationally
recognized statistical rating organization ("SRO"); and non-convertible debt
securities rated no lower than Baa by Moody's or BBB by S&P.
Securities rated Baa or BBB may have speculative characteristics.

The Fund may invest in real estate investment trusts ("Reits"). Equity
Reits invest directly in real property while mortgage Reits invest in mortgages
on real property. The Fund does not intend to invest in Reits that are primarily
mortgage Reits. Equity Reits usually provide a high current yield plus the
opportunity of long-term price appreciation of real estate values. Reits may be
subject to certain risks associated with the direct ownership of real estate.
See "Investment Practices and Restrictions - Special Risk Considerations",
below.

It is anticipated that the annual portfolio turnover rate for the Fund
will not generally exceed 100%. The Fund may employ certain additional
investment strategies which are discussed in "Investment Practices and
Restrictions", and "Special Risk Considerations", below.

Evergreen Tax Strategic Foundation Fund

The investment objective of Evergreen Tax Strategic Foundation Fund is
to maximize the after-tax "total return" on its portfolio of investments. Total
return consists of current income and capital appreciation in the value of its
shares. The Fund seeks to achieve this objective by investing in common stocks,
preferred stocks and securities convertible into or exchangeable for common
stocks. It will also invest in debt obligations issued by states and possessions
of the United States and by the District of Columbia, and their political
subdivisions and duly constituted authorities, the interest from which is exempt
from Federal income tax. Such securities are generally known as Municipal
Securities. The Fund may also invest in taxable debt securities. (See
""Investment Practices and Restrictions - "Municipal Securities and Taxable
Investments). There can be no assurance that the Funds investment objective
will be achieved. The objective is fundamental and may not be changed without
shareholder approval.

The Fund's asset allocation will vary from time to time in accordance
with changing economic and market conditions, including: inflation rates,
business cycle trends, business regulations and tax law impacts on the
investment markets. The composition of its portfolio will be largely
unrestricted and subject to the discretion of the Fund's investment adviser.
Under normal circumstances, the Fund anticipates that, at the close of each
quarter of its taxable year, at least 50% of the value of its total assets will
be invested in Municipal Securities. The balance will be invested in equity
securities (including securities convertible into equity securities).

With respect to the fixed income portion of the Fund's portfolio,
emphasis will be placed on acquiring issues expected to fluctuate little in
value, except with changes in prevailing interest rates. The market value of the
Municipal Securities in the Fund's portfolio can be expected to vary inversely
to changes in prevailing interest rates. The Fund may at times emphasize the
generation of interest income by investing in high-yielding debt securities,
with short, medium or long-term maturities. Investment in medium (i.e., with
maturities from five to ten years) to long-term (i.e., with maturities over ten
years) debt securities may also be made with a view to realizing capital
appreciation when the Fund's investment adviser believes that interest rates on
such investments may decline, thereby increasing their market value.

In general, the Fund will invest in Municipal Securities only if they
are determined to be of high or upper medium quality. These include bonds rated
BBB or higher by S&P or Baa by Moody's or another SRO. For a description of such
ratings see the Statement of Additional Information. The Fund may purchase
Municipal Securities which are unrated at the time of purchase, if such
securities are determined by the Fund's investment adviser to be of comparable
quality. Certain Municipal Securities (primarily variable rate demand notes) may
be entitled to the benefit of standby letters of credit or similar commitments
issued by banks and, in such instances, the Fund's investment adviser will take
into account the obligation of the bank in assessing the quality of such
security. Medium grade bonds are more susceptible to adverse economic conditions
or changing circumstances than higher grade bonds.

Interest income on certain types of bonds issued after August 7, 1986
to finance nongovernmental activities is an item of "tax-preference" subject to
the Federal alternative minimum tax for individuals and corporations. To the
extent the Fund invests in these "private activity" bonds (some of which were
formerly referred to as "industrial development" bonds), individual and
corporate shareholders, depending on their status, may be subject to the
alternative minimum tax on the part of the Fund's distributions derived from the
bonds. As a matter of fundamental policy, 80% of the Fund's investments in
Municipal Securities will be invested in Municipal Securities the interest from
which is not subject to the Federal alternative minimum tax.

Evergreen Utility Fund

The investment objective of Evergreen Utility Fund is to achieve a
return consisting of high current income and moderate capital appreciation. The
Fund invests primarily in a diversified portfolio of equity and debt securities
of utility companies that produce, transmit or distribute gas or electrical
energy, as well as those companies which provide communications facilities, such
as telephone and telegraph companies. As a matter of investment policy, the Fund
will invest at least 65% of the value of its total assets in utility companies
that derive 50% of their revenues from utilities or assets relating to utility
industries. In addition, the Fund may invest up to 35% of its assets in common
stock of non-utility companies. There can be no assurance that the Fund's
investment objective will be achieved.

<PAGE>

The Fund may invest in:

common and preferred stocks, bonds and convertible preferred
stocks of utility companies selected by the Fund's investment adviser
on the basis of traditional research techniques, including assessment
of earnings and dividend growth prospects and of the risk and
volatility of the individual company's industry. However, other
factors, such as product position, market share or profitability may
also be considered by the Fund's investment adviser. The Fund will only
invest its assets in debt securities rated Baa or higher by Moody's or
BBB or higher by S&P or which, if unrated, are considered to be of
comparable quality by the Fund's investment adviser;

securities which are either issued or guaranteed by the U.S.
government, its agencies or instrumentalities. These securities include
direct obligations of the U.S. Treasury, such as U.S. Treasury bills,
notes and bonds; and notes, bonds and discount notes of U.S. government
agencies or instrumentaltiies such as the Farm Credit System, including
the National Bank for Cooperatives, Farm Credit Banks and Banks for
Cooperatives, Farmers Home Administration, Federal Home Loan Banks,
Federal Home Loan Mortgage Corporation, Federal National Mortgage
Association, Government National Mortgage Association, Student Loan
Marketing Association, Tennessee Valley Authority, Export-Import Bank
of the United State, Commodity Credit Corporation, Federal Financing
Bank and National Credit Union Administration. Some of these securities
are supported by the full faith and credit of the U.S. government, and
others are supported only by the full faith and credit of the agency or
instrumentality;

commercial paper, including master demand notes;

American Depositary Receipts ("ADRs") of foreign companies
traded on the New York or American Stock Exchanges or the
over-the-counter market;

foreign securities (either foreign or U.S. securities traded
in foreign markets). The Fund may also invest in other obligations
denominated in foreign currencies. In making these decisions, the
Fund's investment adviser will consider such factors as the condition
and growth potential of various economies and securities markets,
currency and taxation considerations and other pertinent financial,
social, national and political factors. (See "Investment Practices and
Restrictions" - "Other Investment Policies" and "Foreign Investments".)
The Fund will not invest more than 10% of its assets in foreign
securities;

obligations, including certificates of deposit and bankers'
acceptances, of banks or savings and loan associations having at least
$1 billion in deposits and insured by the Bank Insurance Fund or the
Savings Association Mortagage Fund, including U.S. branches of foreign
banks and foreign branches of U.S. banks; and

securities of other investment companies.

Bonds rated Baa by Moody's or BBB by S&P may have speculative
characteristics. Changes in economic conditions or other circumstances are more
likely to weaken such bonds' prospects for principal and interest payments than
higher rated bonds. However, like the higher rated bonds, these securities are
considered investment grade.

As of December 31, 1994 approximately 88% of the Fund's portfolio
consisted of equity securities. The Fund may employ certain additional
investment strategies which are discussed in "Investment Practices and
Restrictions", below.

INVESTMENT PRACTICES AND RESTRICTIONS

Portfolio Turnover and Brokerage. A portfolio turnover rate of 100% would occur
if all of a Fund's portfolio securities were replaced in one year. The portfolio
turnover rate experienced by a Fund directly affects brokerage commissions and
other transaction costs which the Fund must pay. A high rate of portfolio
turnover will increase such costs. It is contemplated that Lieber & Company, an
affiliate of Evergreen Asset and a member of the New York and American Stock
Exchanges, will to the extent practicable effect substantially all of the
portfolio transactions for the Evergreen Small Cap Equity Income Fund and
Evergreen Tax Strategic Foundation Fund on those exchanges. See the Statement of
Additional Information for further information regarding the brokerage
allocation practices of these Funds.

Borrowing. As a matter of fundamental policy, the Funds may not borrow money
except from banks as a temporary measure to facilitate redemption requests or
for extraordinary or emergency purposes. The proceeds from borrowings may be
used to facilitate redemption requests which might otherwise require the
untimely disposition of portfolio securities. The specific limits applicable to
borrowing by each Fund are set forth in the Statement of Additional Information.

Lending of Portfolio Securities. In order to generate income and to offset
expenses, the Funds may lend portfolio securities to brokers, dealers and other
financial institutions. The Funds' investment advisers will monitor the
creditworthiness of such borrowers. Loans of securities by the Funds, if and
when made, may not exceed 30% of the value of the total assets of the Evergreen
Small Cap Equity Income Fund and Evergreen Tax Strategic Foundation Fund, and
15% of the value of the total assets of Evergreen Utility Fund, and must be
collateralized by cash or U.S. Government securities that are maintained at all
times in an amount equal to at least 100% of the current market value of the
securities loaned, including accrued interest. While such securities are on
loan, the borrower will pay a Fund any income accruing thereon, and the Fund may
invest the cash collateral in portfolio securities, thereby increasing its
return. Any gain or loss in the market price of the loaned securities which
occurs during the term of the loan would affect a Fund and its investors. A Fund
has the right to call a loan and obtain the securities loaned at any time on
notice of not more than five business days. A Fund may pay reasonable fees in
connection with such loans.

There is the risk that when lending portfolio securities, the securities may not
be available to a Fund on a timely basis and the Fund may, therefore, lose the
opportunity to sell the securities at a desirable price. In addition, in the
event that a borrower of securities files for bankruptcy or becomes insolvent,
dispostion of the securities may be delayed pending court action.

Illiquid or Restricted Securities. Each Fund may invest up to 15% of its net
assets in illiquid securities and other securities which are not readily
marketable, except that Evergreen Small Cap Equity Income Fund and Evergreen Tax
Strategic Foundation Fund may only invest up to 10% of their assets in
repurchase agreements with maturities longer than seven days. Illiquid
securities include certain restricted securities not determined by the Trustees
to be liquid, non-negotiable time deposits and repurchase agreements providing
for settlement in more than seven days after notice. Securities eligible for
resale pursuant to Rule 144A under the Securities Act of 1933, which have been
determined to be liquid, will not be considered by the Funds' investment
advisers to be illiquid or not readily marketable and, therefore, are not
subject to the aforementioned 15% limit. The inability of a Fund to dispose of
illiquid or not readily marketable investments readily or at a reasonable price
could impair the Fund's ability to raise cash for redemptions or other purposes.
The liquidity of securities purchased by a Fund which are eligible for resale
pursuant to Rule 144A will be monitored by each Fund's investment adviser on an
ongoing basis, subject to the oversight of the Trustees. In the event that such
a security is deemed to be no longer liquid, a Fund's holdings will be reviewed
to determine what action, if any, is required to ensure that the retention of
such security does not result in a Fund having more than 15% of its assets
invested in illiquid or not readily marketable securities.

Repurchase Agreements and Reverse Repurchase Agreements. The Funds may enter
into repurchase agreements may be entered into with member banks of the Federal
Reserve System, including the Custodian or primary dealers in U.S. Government
securities. A repurchase agreement is an arrangement pursuant to which a buyer
purchases a security and simultaneously agrees to resell it to the vendor at a
price that results in an agreed-upon market rate of return which is effective
for the period of time (which is normally one to seven days, but may be longer)
the buyer's money is invested in the security. The arrangement results in a
fixed rate of return that is not subject to market fluctuations during the
holding period. A Fund requires continued maintenance of collateral with its
Custodian in an amount at least equal to the repurchase price (including accrued
interest). In the event a vendor defaults on its repurchase obligation, a Fund
might suffer a loss to the extent that the proceeds from the sale of the
collateral were less than the repurchase price. If the vendor becomes the
subject of bankruptcy proceedings, a Fund might be delayed in selling the
collateral. The Funds' investment advisers will review and continually monitor
the creditworthiness of each institution with which a Fund enters into a
repurchase agreement to evaluate these risks.

The Funds may borrow money by entering into a "reverse repurchase
agreement" by which a Fund may agree to sell portfolio securities to financial
institutions such as banks and broker-dealers, and to repurchase them at a
mutually agreed upon date and price, for temporary or emergency purposes. At the
time a Fund enters into a reverse repurchase agreement, it will place in a
segregated custodial account cash, U.S. government securities or liquid high
grade debt obligations having a value at least equal to the repurchase price
(including accrued interest) and will subsequently monitor the account to ensure
that such equivalent value is maintained. Reverse repurchase agreements involve
the risk that the market value of the securities sold by a Fund may decline
below the repurchase price of those securities. A Fund will not enter into
reverse repurchase agreements exceeding 5% of the value of its total assets.

Futures and Related Options. Evergreen Small Cap Equity Income Fund and
Evergreen Utility Fund may, to a limited extent, enter into financial futures
contracts, including futures contracts based on securities indices, purchase and
sell options on such futures contracts, and engage in related closing
transactions to the extent available to hedge all or a portion of its portfolio,
or as an efficient means of regulating its exposure to the equity markets. The
Funds will only use futures instruments for hedging, not speculative, purposes.
The Funds may not enter into futures contracts or related options if,
immediately thereafter, more than 30% of a Fund's total assets would be hedged
thereby or the amounts committed to margin and premiums paid for unexpired
options would exceed 5% of a Fund's total assets. These transactions include
brokerage costs and require each Fund to segregate liquid high grade debt or
cash to cover contracts which would require them to purchase securities. The
Funds may lose the expected benefit of the transactions if securities prices or
interest rates move in an unanticipated manner. In addition, if a Fund purchases
futures contract on indices of securities, their value may not fluctuate in
proportion to the value of the Fund's securities, limiting its ability to hedge
effectively.

While the Evergreen Small Cap Equity Income Fund and Evergreen Utility
Fund will enter into futures contracts only if there appears to be a liquid
secondary market for such contracts, there can be no assurance that the Funds
will be able to close out positions in a specific contract at a specific time.
Each Fund will not enter into a particular index-based futures contract unless
the Fund's investment adviser determines that a correlation exists between price
movements in the index-based futures contract and in securities in a Fund's
portfolio. Such correlation is not likely to be perfect, since each Fund's
portfolio is not likely to contain the same securities used in the index.

Evergreen Small Cap Equity Income Fund and Evergreen Utility Fund may
attempt to earn income from selling (writing) call options on futures contracts
in instances where each Fund's investment adviser believes that the long-term
investments held by the Fund which are the subjects of such contracts will
remain stable or experience a decline with respect to the U.S. dollar during the
term of the option. By selling such an option, a Fund forgoes all or part of the
appreciation potential involved in holding investments that are the subject of
the futures contract on which an option was written and may be forced to make
untimely liquidations of its investments to meet its obligations under the
option contract.

Options And Futures. Evergreen Utility Fund may deal in put and call options. A
call option gives the purchaser the right to buy, and the writer the obligation
to sell, the underlying asset at the exercise price during the option period. A
put option gives the purchaser the right to sell, and the writer the obligation
to buy, the underlying asset at the exercise price during the option period. The
writer of a covered call owns assets that are acceptable for escrow and the
writer of a secured put invests an amount not less than the exercise price in
eligible assets to the extent that it is obligated as a writer. If a call
written by a Fund is exercised, the Fund forgoes any possible profit from an
increase in the market price of the underlying asset over the exercise price
plus the premium received. In writing puts, there is a risk that a Fund may be
required to take delivery of the underlying asset at a disadvantageous price.

Municipal Securities. As noted above, Evergreen Tax Strategic Foundation Fund
may invest in Municipal Securities, which include municipal bonds, short-term
municipal notes and tax exempt commercial paper. "Municipal bonds" are debt
obligations issued to obtain funds for various public purposes that are exempt
from Federal income tax in the opinion of issuer's counsel. The two principal
classifications of municipal bonds are "general obligation" and "revenue" bonds.
General obligation bonds are secured by the issuer's pledge of its full faith,
credit and taxing power for the payment of principal and interest. Revenue bonds
are payable only from the revenues derived from a particular facility or class
of facilities or, in some cases, from the proceeds of a special excise tax or
other specific source such as from the user of the facility being financed. The
term "municipal bonds" also includes "moral obligation" issues which are
normally issued by special purpose authorities. Industrial development bonds
("IDBs") and private activity bonds ("PABs") are in most cases revenue bonds and
are not payable from the unrestricted revenues of the issuer. The credit quality
of IDBs and PABs is usually directly related to the credit standing of the
corporate user of the facilities being financed. Participation interests are
interests in municipal bonds, including IDBs and PABs, and floating and variable
rate obligations that are owned by banks. These interests carry a demand feature
permitting the holder to tender them back to the bank, which demand feature is
backed by an irrevocable letter of credit or guarantee of the bank. A put bond
is a municipal bond which gives the holder the unconditional right to sell the
bond back to the issuer at a specified price and exercise date, which is
typically well in advance of the bond's maturity date. "Short-term municipal
notes" and "tax exempt commercial paper" include tax anticipation notes, bond
anticipation notes, revenue anticipation notes and other forms of short-term
loans. Such notes are issued with a short-term maturity in anticipation of the
receipt of tax funds, the proceeds of bond placements and other revenues.

Floating Rate and Variable Rate Obligations. The Municipal Securities in which
Evergreen Tax Strategic Foundation Fund may invest also include certain variable
rate and floating rate municipal obligations with or without demand features.
These variable rate securities do not have fixed interest rates; rather, those
rates fluctuate based upon changes in specified market rates, such as the prime
rate, or are adjusted at predesignated periodic intervals. Certain of these
obligations may carry a demand feature that gives the Evergreen Tax Strategic
Foundation Fund the right to demand prepayment of the principal amount of the
security prior to its maturity date. The demand obligation may or may not be
backed by letters of credit or other guarantees of banks or other financial
institutions. Such guarantees may enhance the quality of the security. The
Evergreen Tax Strategic Foundation Fund will limit the value of its investments
in any floating or variable rate securities which are not readily marketable and
in all other not readily marketable securities to 5% or less of its total
assets.

When-Issued Securities. Evergreen Utility Fund and Evergreen Tax Strategic
Foundation Fund may purchase securities on a "when-issued" basis (i.e., for
delivery beyond the normal settlement date at a stated price and yield). The
Funds generally would not pay for such securities or start earning interest on
them until they are received. However, when the Funds purchase securities on a
when-issued basis, they assume the risks of ownership at the time of purchase,
not at the time of receipt. Failure of the issuer to deliver a security
purchased by a Fund on a when-issued basis may result in the Fund incurring a
loss or missing an opportunity to make an alternative investment. Commitments to
purchase when-issued securities will not exceed 25% of the total assets of
Evergreen Tax Strategic Foundation Fund and 20% of the total assets of Evergreen
Utility Fund. The Evergreen Tax Strategic Foundation Fund will maintain cash or
high quality short-term securities in a segregated account with its custodian in
an amount equal to such commitments. The Fund does not intend to purchase
when-issued securities for speculative purposes but only in furtherance of its
investment objective.

Stand-by Commitments. Evergreen Tax Strategic Foundation Fund may also acquire
"stand-by commitments" with respect to Municipal Securities held in its
portfolio. Under a stand-by commitment, a dealer agrees to purchase, at the
Fund's option, specified Municipal Securities at a specified price. Failure of
the dealer to purchase such Municipal Securities may result in a Fund incurring
a loss or missing an opportunity to make an alternative investment. The
Evergreen Tax Strategic Foundation Fund expects that stand-by commitments
generally will be available without the payment of direct or indirect
consideration. However, if necessary and advisable, the Fund may pay for
stand-by commitments either separately in cash or by paying a higher price for
portfolio securities which are acquired subject to such a commitment (thus
reducing the yield to maturity otherwise available for the same securities). The
total amount paid in either manner for outstanding stand-by commitments held in
the Evergreen Tax Strategic Foundation Fund's portfolio will not exceed 10% of
the value of the Fund's total assets calculated immediately after each stand-by
commitment is acquired. The Fund will maintain cash or high quality short-term
securities in a segregated account with its Custodian in an amount equal to such
commitments. The Fund will enter into stand-by commitments only with banks and
broker-dealers that, in the judgment of the Fund's investment adviser, present
minimal credit risks.

Taxable Fixed Income Investments. Evergreen Tax Strategic Foundation Fund may,
however, temporarily invest up to 20% of its total assets in taxable securities
under any one or more of the following circumstances: (a) pending investment of
proceeds of sale of Fund shares or of portfolio securities, (b) pending
settlement of purchases of portfolio securities, and (c) to maintain liquidity
for the purpose of meeting anticipated redemptions. In addition, the Fund may
temporarily invest more than 20% of its total assets in taxable securities for
defensive purposes. The Fund may invest for defensive purposes during periods
when the Fund's assets available for investment exceed the available Municipal
Securities that meet the Fund's quality and other investment criteria. Taxable
securities in which the Fund may invest on a short-term basis include
obligations of the U.S. government, its agencies or instrumentalities, including
repurchase agreements with banks or securities dealers involving such
securities; time deposits maturing in not more than seven days; other debt
securities rated within the two highest ratings assigned by any major rating
service; commercial paper rated in the highest grade by Moody's, S&P or any SRO;
and certificates of deposit issued by United States branches of U.S. banks with
assets of $1 billion or more.

Fixed-Income Securities -- Downgrades. If any security invested in by any of the
Funds loses its rating or has its rating reduced after the Fund has purchased
it, the Fund is not required to sell or otherwise dispose of the security, but
may consider doing so.

Special Risk Considerations

Investments in the Utility Industry. In view of the Evergreen Utility Fund's
investment concentration, investors should be aware of certain risks associated
with the utility industry in general. These include difficulties in earning
adequate returns on investments despite frequent rate increases, restrictions on
operations and increased costs and delays due to governmental regulations,
building or construction delays, environmental regulations, difficulty of the
capital markets in absorbing utility debt and equity securities, and
difficulties in obtaining fuel at reasonable prices.

The Fund's investment adviser believes that the risks of investing in
utility securities can be reduced. The professional portfolio management
techniques used by the Fund's investment adviser to attempt to reduce these
risks include credit research. The Fund's investment adviser will perform its
own credit analysis, in addition to using recognized rating agencies and other
sources, including discussions with an issuer's management, the judgment of
other investment analysts, and its own informed judgment. The credit analysis of
the Fund's investment adviser will consider an issuer's financial soundness, its
responsiveness to changes in interest rates and business conditions, its
anticipated cash flow, interest or dividend coverage, and earnings. In
evaluating an issuer, the Fund's investment adviser places special emphasis on
the estimated current value of the issuer's assets rather than historical costs.

Bond prices move inversely to interest rates, i.e., as interest rates
decline the value of the bonds increase and vice versa. The longer the maturity
of a bond, the greater the exposure to market price fluctuations. The same
market factors are reflected in the share price or net asset value of bond funds
which will vary with interest rates. There is no limit on the maturity of the
fixed income securities purchased by the Fund.

Investment in Foreign Securities. Investments by Evergreen Utility Fund in
foreign securities require consideration of certain factors not normally
associated with investments in securities of U.S. issuers. For example, a change
in the value of any foreign currency relative to the U.S. dollar will result in
a corresponding change in the U.S. dollar value of securities denominated in
that currency. Accordingly, a change in the value of any foreign currency
relative to the U.S. dollar will result in a corresponding change in the U.S.
dollar value of the assets of the Fund denominated or traded in that currency.
If the value of a particular foreign currency falls relative to the U.S. dollar,
the U.S. dollar value of the assets of a Fund denominated in such currency will
also fall. The performance of a Fund will be measured in U.S. dollars.

ADRs and European Depositary Receipts ("EDRs") and other securities
convertible into securities of foreign issuers may not necessarily be
denominated in the same currency as the securities into which they may be
converted but rather in the currency of the market in which they are traded.
ADRs are receipts typically issued by an American bank or trust company which
evidence ownership of underlying securities issued by a foreign corporation.
EDRs are receipts issued in Europe by banks or depositories which evidence a
similar ownership arrangement. Generally ADRs, in registered form, are designed
for use in United States securities markets and EDRs, in bearer form, are
designed for use in European securities markets.

Investments in Small Companies. Investment in the securities of small or newly
formed companies involves greater risk than investments in larger, more
established issuers. The Evergreen Small Cap Equity Income Fund may invest to a
large extent in small or newly formed companies which have limited product
lines, markets or financial resources and may lack management depth. The
securities of such companies may have limited marketability and may be subject
to more abrupt or erratic movements in price than securities of larger, more
established companies, or equity securities in general.

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MANAGEMENT OF THE FUNDS
- -------------------------------------------------------------------------------

INVESTMENT ADVISERS

The management of each Fund is supervised by the Trustees of the Trust
under which it has been established ("Trustees"). Evergreen Asset Management
Corp. ( "Evergreen Asset") has been retained by Evergreen Tax Strategic
Foundation Fund and Evergreen Small Cap Equity Income Fund as investment
adviser. Evergreen Asset succeeded on June 30, 1994 to the advisory business of
the same name, but under different ownership, which was organized in 1971.
Evergreen Asset, with its predecessors, has served as investment adviser to the
Evergreen mutual funds since 1971. Evergreen Asset is a wholly-owned subsidiary
of First Union National Bank of North Carolina ("FUNB"). The address of
Evergreen Asset is 2500 Westchester Avenue, Purchase, New York 10577. FUNB is a
subsidiary of First Union Corporation ("First Union"), one of the ten largest
bank holding companies in the United States. Stephen A. Lieber and Nola Maddox
Falcone serve as the chief investment officers of Evergreen Asset and, along
with Theodore J. Israel, Jr., were the owners of Evergreen Asset's predecessor
and the former general partners of Lieber & Company, which, as described below,
provides certain subadvisory services to Evergreen Asset in connection with its
duties as investment adviser to the Funds. The Capital Management Group of FUNB
("CMG") serves as investment adviser to Evergreen Utility Fund.

First Union is a bank holding company headquartered in Charlotte, North
Carolina, which had $77.9 billion in consolidated assets as of March 31, 1995.
First Union and its subsidiaries provide a broad range of financial services to
individuals and businesses through offices in 36 states. The Capital Management
Group of FUNB manages or otherwise oversees the investment of over $36 billion
in assets belonging to a wide range of clients, including all the series of
Evergreen Investment Trust (formerly known as First Union Funds). First Union
Brokerage Services, Inc., a wholly-owned subsidiary of FUNB, is a registered
broker-dealer that is principally engaged in providing retail brokerage services
consistent with its federal banking authorizations. First Union Capital Markets
Corp., a wholly-owned subsidiary of First Union, is a registered broker-dealer
principally engaged in providing, consistent with its federal banking
authorizations, private placement, securities dealing, and underwriting
services.

As investment adviser to Evergreen Tax Strategic Foundation Fund and
Evergreen Small Cap Equity Income Fund, Evergreen Asset manages each Fund's
investments, provides various administrative services and supervises each Fund's
daily business affairs, subject to the authority of the Trustees. Evergreen
Asset is entitled to receive from Evergreen Small Cap Equity Income Fund a fee
equal to 1% of average daily net assets on an annual basis on the first $750
million in assets, .9 of 1% of average daily net assets on an annual basis on
the next $250 million in assets, and .8 of 1% of average daily net assets on an
annual basis on assets over $1 billion. With respect to Evergreen Tax Strategic
Foundation Fund, Evergreen Asset is entitled to receive a fee equal to .875 of
1% of average daily net assets on an annual basis on the first $750 million in
assets, .75 of 1% of average daily net assets on an annual basis on the next
$250 million in assets, and .7 of 1% of average daily net assets on an annual
basis on assets over $1 billion. The fee paid by Evergreen Small Cap Equity
Income Fund and Evergreen Tax Strategic Foundation Fund is higher than the rate
paid by most other investment companies. Until Evergreen Small Cap Equity Income
Fund and Evergreen Tax Strategic Foundation Fund reach $15 million in net
assets, Evergreen Asset has agreed to reimburse such Funds to the extent that
their aggregate operating expenses exceed 1.50% of its average daily net assets
for any fiscal year. Any reimbursement pursuant to the foregoing will be
exclusive of interest, taxes, brokerage commissions, Rule 12b-1 distribution
fees and shareholder servicing fees and extraordinary expenses. The total
expenses as a percentage of average daily net assets on an annual basis of
Evergreen Small Cap Equity Income Fund and Evergreen Tax Strategic Foundation
Fund for the fiscal year ended December 31, 1994 are set forth in the section
entitled "Financial Highlights". The above-mentioned expense ratios for
Evergreen Small Cap Equity Income Fund and Evergreen Tax Strategic Retirement
Fund are net of voluntary advisory fee waivers and expense reimbursements by
Evergreen Asset which may, at its discretion, revise or cease this voluntary
waiver at any time.

CMG manages investments and supervises the daily business affairs of
Evergreen Utility Fund and, as compensation therefor, is entitled to receive an
annual fee equal to .50 of 1% of average daily net assets of the Fund. The total
expenses as a percentage of average daily net assets on an annual basis of
Evergreen Utility Fund for the fiscal year ended December 31, 1994 are set forth
in the section entitled "Financial Highlights". Evergreen Asset serves as
administrator to Evergreen Utility Fund and is entitled to receive a fee based
on the average daily net assets of the Fund at a rate based on the total assets
of the mutual funds administered by Evergreen Asset for which CMG or Evergreen
Asset also serve as investment adviser, calculated in accordance with the
following schedule: .050% of the first $7 billion; .035% on the next $3 billion;
.030% on the next $5 billion; .020% on the next $10 billion; .015% on the next
$5 billion; and .010% on assets in excess of $30 billion. Furman Selz
Incorporated, the parent of Evergreen Funds Distributor, Inc., distributor for
the Evergreen group of mutual funds, serves as sub-administrator to Evergreen
Utility Fund and is entitled to receive a fee from the Fund calculated on the
average daily net assets of the Fund at a rate based on the total assets of the
mutual funds administered by Evergreen Asset for which CMG or Evergreen Asset
also serve as investment adviser, calculated in accordance with the following
schedule: .0100% of the first $7 billion; .0075% on the next $3 billion; .0050%
on the next $15 billion; and .0040% on assets in excess of $25 billion. The
total assets of the mutual funds administered by Evergreen Asset for which CMG
or Evergreen Asset serve as investment adviser as of March 31, 1995 were
approximately $8 billion.

The portfolio manager for Evergreen Small Cap Equity Income Fund is
Nola Maddox Falcone, C.F.A., who is President and Co-Chief Executive Officer of
Evergreen Asset. Ms. Falcone has served as the principal manager of the Fund
since 1993. Stephen A. Lieber, who is Chairman and Co-Chief Executive Officer of
Evergreen Asset, together with James T. Colby, III, serve as the portfolio
managers for Evergreen Tax Strategic Foundation Fund. Mr. Lieber makes all
allocation decisions and investment decisions for the equity portion of the
portfolio and Mr. Colby manages the fixed-income portion. Mr. Colby has served
as a fixed-income portfolio manager with Evergreen Asset since 1992. Prior to
that, Mr. Colby served as Vice President-Investments at American Express Company
from 1987 to 1992. Both have served as the Fund's principal managers since
inception. The portfolio manager of Evergreen Utility Fund since its inception
is H. Bradley Donovan, who is an Assistant Vice President of FUNB, and has been
with First Union since 1992. Prior to that, Mr. Donovan had served as a
portfolio manager and equity analyst at The Bank of Boston.

SUB-ADVISER

Evergreen Asset has entered into sub-advisory agreements with Lieber &
Company which provides that Lieber & Company's research department and staff
will furnish Evergreen Asset with information, investment recommendations,
advice and assistance, and will be generally available for consultation on the
portfolios of Evergreen Tax Strategic Foundation Fund and Evergreen Small Cap
Equity Income Fund. Lieber & Company will be reimbursed by Evergreen Asset in
connection with the rendering of services on the basis of the direct and
indirect costs of performing such services. There is no additional charge to
Evergreen Tax Strategic Foundation Fund and Evergreen Small Cap Equity Income
Fund for the services provided by Lieber & Company. The address of Lieber &
Company is 2500 Westchester Avenue, Purchase, New York 10577.
Lieber & Company is an indirect, wholly-owned, subsidiary of First Union.

DISTRIBUTION PLANS AND AGREEMENTS

Rule 12b-1 under the Investment Company Act of 1940 permits an
investment company to pay expenses associated with the distribution of its
shares in accordance with a duly adopted plan. Each Fund has adopted for each of
its Class A, Class B and Class C shares a Rule 12b-1 plan (each, a "Plan" or
collectively the "Plans"). Under the Plans, each Fund may incur
distribution-related and shareholder servicing-related expenses which may not
exceed an annual rate of .75 of 1% of the aggregate average daily net assets
attributable to each Fund's Class A shares, 1.00% of the aggregate average daily
net assets attributable to the Class B and Class C shares of Evergreen Tax
Strategic Foundation Fund and Evergreen Small Cap Equity Income Fund, and .75 of
1% of the aggregate average daily net assets attributable to the Class B and
Class C shares of Evergreen Utility Fund. Payments under the Plans adopted with
respect to Class A shares are currently voluntarily limited to .25 of 1% of each
Fund's aggregate average daily net assets attributable to Class A shares. The
Plans provide that a portion of the fee payable thereunder may constitute a
service fee to be used for providing ongoing personal services and/or the
maintenance of shareholder accounts. Evergreen Utility Fund has, in addition to
the Plans adopted with respect to its Class B and Class C shares, adopted
shareholder service plans ("Service Plans") relating to the Class B and Class C
shares which permit the Fund to incur a fee of up to .25 of 1% of the aggregate
average daily net assets attributable to the Class B and Class C shares for
ongoing personal services and/or the maintenance of shareholder accounts. Such
service fee payments to financial intermediaries for such purposes, whether
pursuant to a Plan or Service Plan, will not to exceed .25% of the aggregate
average daily net assets attributable to each Class of shares of each Fund.

Each Fund has also entered into a distribution agreement (each a
"Distribution Agreement" or collectively the "Distribution Agreements") with
Evergreen Funds Distributor, Inc. ("EFD"). Pursuant to the Distribution
Agreements, each Fund will compensate EFD for its services as distributor at a
rate which may not exceed an annual rate of .25 of 1% of a Fund's aggregate
average daily net assets attributable to Class A shares, .75 of 1% of a Fund's
aggregate average daily net assets attributable to the Class B shares and .75 of
1% of a Fund's aggregate average daily net assets attributable to the Class C
shares. The Distribution Agreements provide that EFD will use the distribution
fee received from a Fund for payments (i) to compensate broker-dealers or other
persons for distributing shares of the Funds, including interest and principal
payments made in respect of amounts paid to broker-dealers or other persons that
have been financed (EFD may assign its rights to receive compensation under the
Plans to secure such financings), (ii) to otherwise promote the sale of shares
of the Fund, and (iii) to compensate broker-dealers, depository institutions and
other financial intermediaries for providing administrative, accounting and
other services with respect to the Fund's shareholders. The financing of
payments made by EFD to compensate broker-dealers or other persons for
distributing shares of the Funds may be provided by First Union or its
affiliates. The Funds may also make payments under the Plans ( and in the case
of Evergreen Utility Fund, the Service Plan), in amounts up to .25 of 1% of a
Fund's aggregate average daily net assets on an annual basis attributable to
Class B and Class C shares, to compensate organizations, which may include EFD
and each Fund's investment adviser or their affiliates, for personal services
rendered to shareholders and/or the maintenance of shareholder accounts.

<PAGE>

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

PURCHASE AND REDEMPTION OF SHARES
- -------------------------------------------------------------------------------

HOW TO BUY SHARES

Class A Shares-Front-End Sales Charge Alternative. You can purchase Class A
shares at net asset value plus an initial sales charge, as follows:

Initial Sales Charge

Year Since Purchase Contingent Deferred Sales Charge
FIRST 5%
SECOND 4%
THIRD and FOURTH 3%
FIFTH 2%
SIXTH and SEVENTH 1%

With respect to Class B Shares and Class C Shares, no CDSC will be
imposed on: (1) the portion of redemption proceeds attributable to increases in
the value of the account due to increases in the net asset value per Share, (2)
Shares acquired through reinvestment of dividends and capital gains, (3) Shares
held for more than seven years (in the case of Class B Shares) or one year (in
the case of Class C Shares) after the end of the calendar month of acquisition,
(4) accounts following the death or disability of a shareholder, or (5) minimum
required distributions to a shareholder over the age of 70 1/2 from an IRA or
other retirement plan.

General. The decision as to which Class of shares is more beneficial to you
depends on the amount of your investment and the length of time you will hold
it. If you are making a large investment, thus qualifying for a reduced sales
charge, you might consider Class A shares. If you are making a smaller
investment, you might consider Class B shares since 100% of your purchase is
invested immediately and since such shares will convert to Class A shares, which
incur lower ongoing distribution and/or shareholder service fees, after seven
years. If you are unsure of the time period of your investment, you might
consider Class C shares since there are no initial sales charges and, although
there is no conversion feature, the CDSC only applies to redemptions made during
the first year. Consult your financial intermediary for further information. The
compensation received by dealers and agents may differ depending on whether they
sell Class A, Class B or Class C shares. There is no size limit on purchases of
Class A shares.

In addition to the discount or commission paid to dealers, EFD will
from time to time pay to dealers additional cash or other incentives that are
conditioned upon the sale of a specified minimum dollar amount of shares of a
Fund and/or other Evergreen Mutual Funds. Such incentives will take the form of
payment for attendance at seminars, lunches, dinners, sporting events or theater
performances, or payment for travel, lodging and entertainment incurred in
connection with travel by persons associated with a dealer and their immediate
family members to urban or resort locations within or outside the United States.
Such a dealer may elect to receive cash incentives of equivalent amount in lieu
of such payments.

Additional Purchase Information. As a condition of this offering, if a purchase
is canceled due to nonpayment or because an investor's check does not clear, the
investor will be responsible for any loss a Fund or its investment adviser
incurs. If such investor is an existing shareholder, a Fund may redeem shares
from an investor's account to reimburse the Fund or or its investment adviser
for any loss. In addition, such investors may be prohibited or restricted from
making further purchases in any of the Evergreen mutual funds.

HOW TO REDEEM SHARES

Shareholders may withdraw amounts of $1,000 or more from their accounts
by calling the phone number on the front page of this Prospectus between the
hours of 8:00 a.m. and 5:30 p.m. (Eastern time) each business day (i.e., any
weekday exclusive of days on which the Exchange or State Street's offices are
closed). The Exchange is closed on New Year's Day, Presidents Day, Good Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day.
Redemption requests made after 4:00 p.m. (Eastern time) will be processed using
the net asset value determined on the next business day. Such redemption
requests must include the shareholder's account name, as registered with a Fund,
and the account number. During periods of drastic economic or market changes,
shareholders may experience difficulty in effecting telephone redemptions.
Shareholders who are unable to reach a Fund or State Street by telephone should
follow the procedures outlined above for redemption by mail.

General. The redemption of shares is a taxable transaction for Federal tax
purposes. Under unusual circumstances, a Fund may suspend redemptions or
postpone payment for up to seven days or longer, as permitted by Federal
securities law. The Funds reserve the right to close an account that through
redemption has remained below $1,000 for 30 days. Shareholders will receive
sixty days' written notice to increase the account value before the account is
closed. The Funds have elected to be governed by Rule 18f-1 under the Act
pursuant to which each Fund is obligated to redeem shares solely in cash, up to
the lesser of $250,000 or 1% of a Fund's total net assets during any ninety day
period for any one shareholder. See the Statement of Additional Information for
further details.

EXCHANGE PRIVILEGE

Exchanges by Telephone and Mail. You may exchange shares with a value of $1,000
or more by telephone by calling the telephone number on the front of this
Prospectus. Exchange requests made after 4:00 p.m. (Eastern time) will be
processed using the net asset value determined on the next business day. During
periods of drastic economic or market changes, shareholders may experience
difficulty in effecting telephone exchanges. You should follow the procedures
outlined below for exchanges by mail if you are unable to reach State Street by
telephone. If you wish to use the telephone exchange service you should indicate
this on the Share Purchase Application. As noted above, each Fund will employ
reasonable procedures to confirm that instructions for the redemption or
exchange of shares communicated by telephone are genuine. A telephone exchange
may be refused by a Fund or State Street if it is believed advisable to do so.
Procedures for exchanging Fund shares by telephone may be modified or terminated
at any time. Written requests for exchanges should follow the same procedures
outlined for written redemption requests in the section entitled "How to Redeem
Shares", however, no signature guarantee is required.

SHAREHOLDER SERVICES

Systematic Investment Plan. You may make monthly or quarterly investments into
an existing account automatically in amounts of not less than $25.

EFFECT OF BANKING LAWS

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

OTHER INFORMATION
- -------------------------------------------------------------------------------

DIVIDENDS, DISTRIBUTIONS AND TAXES

It is the policy of each Fund to distribute to shareholders its
investment company taxable and tax-exempt income, if any, quarterly and any net
realized capital gains annually or more frequently as required as a condition of
continued qualification as a regulated investment company by the Code. Dividends
and distributions generally are taxable in the year in which they are paid,
except any dividends paid in January that were declared in the previous calendar
quarter may be treated as paid in December of the previous year. Income
dividends and capital gain distributions are automatically reinvested in
additional shares of the Fund making the distribution at the net asset value per
share at the close of business on the record date, unless the shareholder has
made a written request for payment in cash.

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE

A discussion of the performance of Evergreen Tax Strategic Foundation
Fund and Evergreen Small Cap Equity Income Fund for their most recent fiscal
year is set forth below. A similar discussion relating to Evergreen Utility Fund
is contained in the annual report of the Fund for the fiscal year ended December
31, 1994.

Evergreen Small Cap Equity Income Fund.

The Fund's one year performance through December 31, 1994, of -.65% on
the Class Y no-load shares compared favorably with the performance of the NASDAQ
OTC Composite Index (unreinvested) of -3.20% and the Russell 2000 Index of
- -1.82%. The Fund invests in the shares of higher yielding entrepreneurial
companies of smaller size which the Adviser believes will provide faster growth
than the U.S. economy as a whole. The average market capitalization of the
Fund's portfolio holdings on December 31, 1994, was $160 million.

[CHART]

The Fund's portfolio at year-end was composed of 64.5% common stocks,
4.2% convertible preferreds, 19.5% convertible debentures, and 11.8% in cash
equivalents. Sharp downward swings in the 1994 bond market had a deleterious
effect on the interest sensitive sectors of the equity and convertible market.
The largest sector in the portfolio was in banking where Evergreen Asset
believes there are opportunities for gains from mergers and acquisitions.
However, the short-term performance of banks, finance and other interest
sensitive issues was a drag on the performance during the year. Convertible
bonds and preferred stocks which averaged between a 20-30% weighting in the
portfolio were especially hard hit in this rising interest rate environment.
Evergreen Asset maintained the Fund's holdings because it believed the equities
underlying the convertibles represented strong potential growth values. The
positive results in the portfolio were from gains from takeovers and in health
related issues and restructured companies. The Fund also benefited from gains in
companies that provide productivity enhancing services in computerization.

Evergreen Tax Strategic Foundation Fund

The Fund's total return of its Class Y no-load shares for the fiscal
year ended December 31, 1994, was +3.44%, which compared favorably with the S&P
500 Reinvested Index at +1.31% for the same period. Since inception, the Fund's
return has been +7.12% versus the S & P 500 Reinvested Index at +1.14%.

As described in the Fund's objective, the equity portion of the Fund
focused on specific undervalued sectors (including the health care sector),
producing a return of 12.60% during 1994. And since the Fund's investment policy
seeks to minimize taxable gains, the fixed income portion (which is invested in
municipal bonds) initiated year end swaps during the bond market's decline to
offset gains realized from equity sales. This strategy is central to the concept
of the Fund which is to produce significant after-tax returns to shareholders.
Even had Evergreen Asset not done the swaps, the objective of producing tax
advantaged returns would have been realized since the municipal bond portion of
the Fund yielded high current tax-free income. The fixed income portion of the
portfolio returned -7.20% during the fiscal year, reflecting the dramatic
decline in the fixed income markets. The Federal Reserve tightened short-term
rates several times in 1994 which set off a ripple effect in worldwide bond
markets. In addition, tax loss selling drove prices dramatically lower at year
end. The Lehman Municipal Bond Index was -5.14% for 1994.

[CHART]

GENERAL INFORMATION

Portfolio Transactions. Consistent with the Rules of Fair Practice of the
National Association of Securities Dealers, Inc., and subject to seeking best
price and execution, a Fund may consider sales of its shares as a factor in the
selection of dealers to enter into portfolio transactions with the Fund. and
Organization. The Evergreen Small Cap Equity Income Fund is a separate series of
The Evergreen American Retirement Trust, a Massachusetts business trust
organized in 1987. Evergreen Tax Strategic Foundation Fund is a separate series
of the Evergreen Foundation Trust, a Massachusetts business trust organized in
1989. Evergreen Utility Fund is a separate investment series of Evergreen
Investment Trust (formerly First Union Funds), which is a Massachusetts business
trust organized in 1984. The Funds do not intend to hold annual shareholder
meetings; shareholder meetings will be held only when required by applicable
law. Shareholders have available certain procedures for the removal of Trustees.

Principal Underwriter. EFD, a wholly-owned subsidiary of Furman Selz
Incorporated, located 237 Park Avenue, New York, New York 10017, is the
principal underwriter of the Funds. Furman Selz Incorporated, also acts as
sub-administrator to Evergreen Utility Fund and which provides certain
sub-administrative services to Evergreen Asset in connection with its role as
investment adviser to Evergreen Small Cap Equity Income Fund and Evergreen Tax
Strategic Foundation Fund, including providing personnel to serve as officers of
the Funds.

Other Classes of Shares. Each Fund currently offers four classes of shares,
Class A, Class B, Class C and Class Y, and may in the future offer additional
classes. Class Y shares are not offered by this Prospectus and are only
available to (i) all shareholders of record in one or more of the Funds for
which Evergreen Asset serves as investment adviser as of December 30, 1994, (ii)
certain institutional investors and (iii) investment advisory clients of CMG,
Evergreen Asset or their affiliates. The dividends payable with respect to Class
A, Class B and Class C shares will be less than those payable with respect to
Class Y shares due to the distribution and distribution and shareholder
servicing-related expenses borne by Class A, Class B and Class C shares and the
fact that such expenses are not borne by Class Y shares.

Performance Information. From time to time, the Funds may quote their "total
return" or "yield" for a specified period in advertisements, reports or other
communications to shareholders, Total return and yield are computed separately
for Class A, Class B and Class C shares. A Fund's total return for each such
period is computed by finding, through the use of a formula prescribed by the
Securities and Exchange Commission, the average annual compounded rate of return
over the period that would equate an assumed initial amount invested to the
value of the investment at the end of the period. For purposes of computing
total return, dividends and capital gains distributions paid on shares of a Fund
are assumed to have been reinvested when paid and the maximum sales charges
applicable to purchases of a Fund's shares are assumed to have been paid. Yield
is a way of showing the rate of income the Fund earns on its investments as a
percentage of the Fund's share price. The Fund's yield is calculated according
to accounting methods that are standardized by the SEC for all stock and bond
funds. Because yield accounting methods differ from the method used for other
accounting purposes, the Fund's yield may not equal its distribution rate, the
income paid to your account or the net investment income reported in the Fund's
financial statements. To calculate yield, the Fund takes the interest income it
earned from its portfolio of investments (as defined by the SEC formula) for a
30-day period (net of expenses), divides it by the average number of shares
entitled to receive dividends, and expresses the result as an annualized
percentage rate based on the Fund's share price at the end of the 30-day period.
This yield does not reflect gains or losses from selling securities

<PAGE>
INVESTMENT ADVISER
Evergreen Asset Management Corp., 2500 Westchester Avenue, Purchase, New York
10577
EVERGREEN TAX STRATEGIC FOUNDATION FUND, EVERGREEN SMALL CAP EQUITY INCOME
FUND
Capital Management Group of First Union National Bank, 201 South College
Street, Charlotte, North Carolina 28288
EVERGREEN UTILITY FUND
CUSTODIAN & TRANSFER AGENT
State Street Bank & Trust Company, Box 9021, Boston, Massachusetts 02205-9827
LEGAL COUNSEL
Sullivan & Worcester, 1025 Connecticut Avenue, N.W., Washington, D.C. 20036
INDEPENDENT ACCOUNTANTS
KPMG Peat Marwick LLP, One Mellon Bank Plaza, Pittsburgh, Pennsylvania 15219
EVERGREEN UTILITY FUND
Price Waterhouse LLP, 1177 Avenue of the Americas, New York, New York 10036
EVERGREEN TAX STRATEGIC FOUNDATION FUND
Ernst & Young LLP, 200 Clarendon Street, Boston, Massachusetts 02116-5072
EVERGREEN SMALL CAP INCOME EQUITY FUND
DISTRIBUTOR
Evergreen Funds Distributor, Inc., 237 Park Avenue, New York, New York 10017
536116

<PAGE>
PROSPECTUS July 7, 1995
EVERGREEN(SM) SPECIALTY GROWTH AND INCOME FUNDS (Evergreen logo appears here)
EVERGREEN UTILITY FUND
EVERGREEN TAX STRATEGIC FOUNDATION FUND
EVERGREEN SMALL CAP EQUITY INCOME FUND
CLASS Y SHARES
The Evergreen Specialty Growth and Income Funds (the "Funds") are
designed to provide investors with a selection of investment alternatives
which seek to provide current income, capital appreciation or after-tax
"total return". This Prospectus provides information regarding the Class Y
shares offered by the Funds. Each Fund is, or is a series of, an open-end,
diversified, management investment company. This Prospectus sets forth
concise information about the Funds that a prospective investor should know
before investing. The address of the Funds is 2500 Westchester Avenue,
Purchase, New York 10577.
A "Statement of Additional Information" for the Funds and certain
other funds in the Evergreen Group of mutual funds dated July 7, 1995 has
been filed with the Securities and Exchange Commission and is incorporated
by reference herein. The Statement of Additional Information provides
information regarding certain matters discussed in this Prospectus and
other matters which may be of interest to investors, and may be obtained
without charge by calling the Funds at (800) 235-0064. There can be no
assurance that the investment objective of any Fund will be achieved.
Investors are advised to read this Prospectus carefully.
THE SHARES OFFERED BY THIS PROSPECTUS ARE NOT DEPOSITS OR OBLIGATIONS OF
FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, ARE NOT ENDORSED OR
GUARANTEED BY FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, AND ARE NOT
INSURED OR OTHERWISE PROTECTED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY AND
INVOLVE RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
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.
KEEP THIS PROSPECTUS FOR FUTURE REFERENCE
EVERGREEN(SM) is a Service Mark of Evergreen Asset Management Corp.
Copyright 1995, Evergreen Asset Management Corp.

The following table shows for the Fund the estimated annual operating
expenses (as a percentage of average net assets) attributable to Class Y Shares,
together with examples of the cumulative effect of such expenses on a
hypothetical $1,000 investment for the periods specified assuming (i) a 5%
annual return and (ii) redemption at the end of each period.
EVERGREEN UTILITY FUND (A)
<TABLE>
<CAPTION>
ANNUAL OPERATING
EXPENSES EXAMPLE
<S> <C> <C> <C>
Advisory Fees .50%
After 1 Year $ 8
Administrative Fees .06%
After 3 Years $ 24
12b-1 Fees --
After 5 Years $ 41
Other Expenses .18%
After 10 Years $ 92
Total .74%
</TABLE>

EVERGREEN TAX STRATEGIC FUND
<TABLE>
<CAPTION>
ANNUAL OPERATING
EXPENSES EXAMPLE
<S> <C> <C> <C>
Advisory Fees .875%
After 1 Year $ 15
12b-1 Fees --
After 3 Years $ 47
Other Expenses (after reimbursement)* .625%
After 5 Years $ 82
After 10 Years $ 179
Total 1.500%
</TABLE>

EVERGREEN SMALL CAP EQUITY INCOME FUND
<TABLE>
<CAPTION>
ANNUAL OPERATING
EXPENSES EXAMPLE
<S> <C> <C> <C>
Advisory Fees 1.00%
After 1 Year $ 15
12b-1 Fees --
After 3 Years $ 47
Other Expenses (after reimbursement)* .50%
After 5 Years $ 82
After 10 Years $ 179
Total 1.50%
</TABLE>

<PAGE>
(a) Estimated annual operating expenses reflect the combination of First Union
Utility Portfolio and ABT Utility Income Fund.
*Reflects agreements by Evergreen Asset to limit aggregate operating expenses
(including the Advisory Fees, but excluding interest, taxes, brokerage
commissions, Rule 12b-1 distribution fees and shareholder servicing fees and
extraordinary expenses) of EVERGREEN SMALL CAP EQUITY INCOME FUND and EVERGREEN
TAX STRATEGIC FOUNDATION FUND to 1.50% of average net assets until net assets
reach $15 million. Absent such agreements, the estimated annual operating
expenses for each Fund would be 2.50% of average net assets.
From time to time each Fund's investment adviser may, at its discretion,
reduce or waive its fees or reimburse the Funds for certain of their expenses in
order to reduce their expense ratios. Each Fund's investment adviser may cease
these voluntary waivers and reimbursements at any time.
The purpose of the foregoing table is to assist an investor in
understanding the various costs and expenses that an investor in each Class of
Shares of the Funds will bear directly or indirectly. The amounts set forth both
in the tables and in the examples are estimated amounts based on the experience
of each Fund for the year ended December 31, 1994. Such amounts have been
restated to reflect current fee arrangements. THE EXAMPLES SHOULD NOT BE
CONSIDERED A REPRESENTATION OF PAST OR FUTURE EXPENSES OR ANNUAL RETURN. ACTUAL
EXPENSES AND ANNUAL RETURN MAY BE GREATER OR LESS THAN THOSE SHOWN. For a more
complete description of the various costs and expenses borne by the Funds see
"Management of the Funds". As a result of asset-based sales charges, long-term
shareholders may pay more than the economic equivalent of the maximum front-end
sales charges permitted under the rules of the National Association of
Securities Dealers, Inc.
4

<PAGE>
FINANCIAL HIGHLIGHTS
The tables on the following pages present, for each Fund, financial
highlights for a share outstanding throughout each period indicated. The
information in the tables for the five most recent fiscal years or the life of
the Fund if shorter for EVERGREEN UTILITY FUND has been audited by KPMG Peat
Marwick LLP, the Fund's independent auditors, for EVERGREEN TAX STRATEGIC
FOUNDATION FUND has been audited by Price Waterhouse LLP, the Fund's independent
auditors and for EVERGREEN SMALL CAP EQUITY INCOME FUND has been audited by
Ernst & Young LLP, the Fund's independent auditors. A report of KPMG Peat
Marwick LLP, Price Waterhouse LLP, or Ernst & Young LLP, as the case may be, on
the audited information with respect to each Fund is incorporated by reference
in the Fund's Statement of Additional Information. The following information for
each Fund should be read in conjunction with the financial statements and
related notes which are incorporated by reference in the Fund's Statement of
Additional Information.
No financial highlights are shown for Class A, B or C Shares of EVERGREEN
TAX STRATEGIC FOUNDATION FUND and EVERGREEN SMALL CAP EQUITY INCOME FUND since
these classes did not have any operations prior to December 31, 1994.
Further information about a Fund's performance is contained in the Fund's
annual report to shareholders, which may be obtained without charge.
EVERGREEN UTILITY FUND
<TABLE>
<CAPTION>
CLASS A CLASS B CLASS C CLASS Y
SHARES SHARES SHARES SHARES
JANUARY 4, JANUARY 4, SEPTEMBER 2, FEBRUARY 28,
1994* 1994* 1994* 1994*
THROUGH THROUGH THROUGH THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1994 1994 1994
<S> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period.......................... $10.00 $10.00 $9.33 $9.51
Income (loss) from investment operations:
Net investment income......................................... .45 .39 .12 .37
Net realized and unrealized loss on investments............... (1.01) (1.01) (.33) (.50)
Total from investment operations............................ (.56) (.62) (.21) (.13)
Less distributions to shareholders from:
Net investment income......................................... (.44) (.38) (.11) (.37)
In excess of net investment income............................ -- -- -- (.01)(b)
Total distributions......................................... (.44) (.38) (.11) (.38)
Net asset value, end of period................................ $9.00 $9.00 $9.01 $9.00
TOTAL RETURN+................................................. (5.6%) (6.2%) (2.2%) (1.6%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)..................... $4,190 $28,792 $128 $5,201
Ratios to average net assets:
Expenses(a)................................................. .53%++ 1.27%++ 1.94%++ .40%++
Net investment income(a).................................... 5.07%++ 4.19%++ 3.96%++ 4.93%++
Portfolio turnover rate....................................... 23% 23% 23% 23%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
CLASS A CLASS B CLASS C CLASS Y
SHARES SHARES SHARES SHARES
JANUARY 4, JANUARY 4, SEPTEMBER 2, FEBRUARY 28,
1994 1994 1994 1994
THROUGH THROUGH THROUGH THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1994 1994 1994
<S> <C> <C> <C> <C>
Expenses............................ 1.43% 2.11% 2.78% 1.24%
Net investment income............... 4.17% 3.35% 3.12% 4.09%
</TABLE>

<PAGE>
EVERGREEN TAX STRATEGIC FOUNDATION FUND -- CLASS Y SHARES
<TABLE>
<CAPTION>
NOVEMBER 2, 1993*
YEAR ENDED THROUGH
DECEMBER 31, 1994 DECEMBER 31, 1993
<S> <C> <C>
PER SHARE DATA
Net asset value, beginning of period................................................ $10.31 $ 10.00
Income from investment operations:
Net investment income............................................................... .27 .05
Net realized and unrealized gain on investments..................................... .08 .31
Total from investment operations.................................................. .35 .36
Less distributions to shareholders from:
Net investment income............................................................... (.27) (.05)
Net realized gains.................................................................. (.12) --
Total distributions............................................................... (.39) (.05)
Net asset value, end of period...................................................... $10.27 $ 10.31
TOTAL RETURN+....................................................................... 3.4% 3.5%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)........................................... $10,575 $5,424
Ratios to average net assets:
Expenses(a)....................................................................... 1.49% 0%++
Net investment income(a).......................................................... 2.87% 3.65%++
Portfolio turnover rate............................................................. 245% 25%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
YEAR ENDED NOVEMBER 2, 1993
DECEMBER 31, THROUGH
1994 DECEMBER 31, 1993
<S> <C> <C>
Expenses.................................................. 2.41% 3.10%
Net investment income..................................... 1.95% .54%
</TABLE>

<PAGE>
EVERGREEN SMALL CAP EQUITY INCOME FUND -- CLASS Y SHARES
<TABLE>
<CAPTION>
OCTOBER 1, 1993*
YEAR ENDED THROUGH
DECEMBER 31, 1994 DECEMBER 31, 1993
<S> <C> <C>
PER SHARE DATA
Net asset value, beginning of period................................................ $ 10.15 $ 10.00
Income (loss) from investment operations:
Net investment income............................................................... .34 .10
Net realized and unrealized gain (loss) on investments.............................. (.41) .15
Total from investment operations.................................................. (.07) .25
Less distributions to shareholders from:
Net investment income............................................................... (.33) (.10)
Net realized gains.................................................................. (.05) --
Total distributions............................................................. (.38) (.10)
Net asset value, end of period...................................................... $ 9.70 $ 10.15
TOTAL RETURN+....................................................................... (.7%) 2.5%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)........................................... $3,613 $2,236
Ratios to average net assets:
Expenses(a)....................................................................... 1.48% 0%++
Net investment income(a).......................................................... 3.72% 4.07%++
Portfolio turnover rate............................................................. 9% 15%
</TABLE>

<PAGE>
8

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

DESCRIPTION OF THE FUNDS
- -------------------------------------------------------------------------------

INVESTMENT OBJECTIVES AND POLICIES

Evergreen Small Cap Equity Income Fund

The Fund's portfolio will vary over time depending upon the economic
outlook and market conditions. The composition of its portfolio will be subject
to the discretion of the Fund's investment adviser. Ordinarily, the Fund
anticipates that most of its portfolio will consist of equity securities and
convertible debt securities. A significant portion of the equity investments,
however, will be income producing. If in the judgment of the Fund's investment
adviser a defensive position is appropriate, the Fund may take a defensive
position and invest without limit in debt securities or government securities or
hold its assets in cash or cash equivalents. The quality standards for debt
securities include: Obligations of banks and commercial paper rated no lower
than P-2 by Moody's Investor's Service ("Moody's"), A-2 by Standard and Poor's
Ratings Group ("S&P") or having a comparable rating from another nationally
recognized statistical rating organization ("SRO"); and non-convertible debt
securities rated no lower than Baa by Moody's or BBB by S&P. Securities rated
Baa or BBB may have speculative characteristics.

Evergreen Tax Strategic Foundation Fund

The investment objective of Evergreen Tax Strategic Foundation Fund is
to maximize the after-tax "total return" on its portfolio of investments. Total
return consists of current income and capital appreciation in the value of its
shares. The Fund seeks to achieve this objective by investing in common stocks,
preferred stocks and securities convertible into or exchangeable for common
stocks. It will also invest in debt obligations issued by states and possessions
of the United States and by the District of Columbia, and their political
subdivisions and duly constituted authorities, the interest from which is exempt
from Federal income tax. Such securities are generally known as Municipal
Securities. The Fund may also invest in taxable debt securities. (See
""Investment Practices and Restrictions - "Municipal Securities" and "Taxable
Investments"). There can be no assurance that the Fund's investment objective
will be achieved. The objective is fundamental and may not be changed without
shareholder approval.

The Fund's asset allocation will vary from time to time in accordance
with changing economic and market conditions, including: inflation rates,
business cycle trends, business regulations and tax law impacts on the
investment markets. The composition of its portfolio will be largely
unrestricted and subject to the discretion of the Fund's investment adviser.
Under normal circumstances, the Fund anticipates that, at the close of each
quarter of its taxable year, at least 50% of the value of its total assets will
be invested in Municipal Securities. The balance will be invested in equity
securities (including securities convertible into equity securities).

Evergreen Utility Fund

<PAGE>

The Fund may invest in:

commercial paper, including master demand notes;

American Depositary Receipts ("ADRs") of foreign companies
traded on the New York or American Stock Exchanges or the
over-the-counter market;

obligations, including certificates of deposit and bankers'
acceptances, of banks or savings and loan associations having at least
$1 billion in deposits and insured by the Bank Insurance Fund or the
Savings Association Mortagage Fund, including U.S. branches of foreign
banks and foreign branches of U.S. banks; and

securities of other investment companies.

INVESTMENT PRACTICES AND RESTRICTIONS

Portfolio Turnover and Brokerage. A portfolio turnover rate of 100% would occur
if all of a Fund's portfolio securities were replaced in one year. The portfolio
turnover rate experienced by a Fund directly affects brokerage commissions and
other transaction costs which the Fund must pay. A high rate of portfolio
turnover will increase such costs. It is contemplated that Lieber & Company, an
affiliate of Evergreen Asset and a member of the New York and American Stock
Exchanges, will to the extent practicable effect substantially all of the
portfolio transactions for the Evergreen Small Cap Equity Income Fund and
Evergreen Tax Strategic Foundation Fund on those exchanges. See the Statement of
Additional Information for further information regarding the brokerage
allocation practices of these Funds.

Lending of Portfolio Securities. In order to generate income and to offset
expenses, the Funds may lend portfolio securities to brokers, dealers and other
financial institutions. The Funds' investment advisers will monitor the
creditworthiness of such borrowers. Loans of securities by the Funds, if and
when made, may not exceed 30% of the value of the total assets of the Evergreen
Small Cap Equity Income Fund and Evergreen Tax Strategic Foundation Fund, and
15% of the value of the total assets of Evergreen Utility Fund, and must be
collateralized by cash or U.S. Government securities that are maintained at all
times in an amount equal to at least 100% of the current market value of the
securities loaned, including accrued interest. While such securities are on
loan, the borrower will pay a Fund any income accruing thereon, and the Fund may
invest the cash collateral in portfolio securities, thereby increasing its
return. Any gain or loss in the market price of the loaned securities which
occurs during the term of the loan would affect a Fund and its investors. A Fund
has the right to call a loan and obtain the securities loaned at any time on
notice of not more than five business days. A Fund may pay reasonable fees in
connection with such loans.

There is the risk that when lending portfolio securities, the securities may not
be available to a Fund on a timely basis and the Fund may, therefore, lose the
opportunity to sell the securities at a desirable price. In addition, in the
event that a borrower of securities files for bankruptcy or becomes insolvent,
dispostion of the securities may be delayed pending court action.

Special Risk Considerations

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

MANAGEMENT OF THE FUNDS
- --------------------------------------------------------------------------------

INVESTMENT ADVISERS

First Union is a bank holding company headquartered in Charlotte, North
Carolina, which had $77.9 billion in consolidated assets as of March 31, 1995.
First Union and its subsidiaries provide a broad range of financial services to
individuals and businesses through offices in 36 states. The Capital Management
Group of FUNB manages or otherwise oversees the investment of over $36 billion
in assets belonging to a wide range of clients, including all the series of
Evergreen Investment Trust (formerly known as First Union Funds). First Union
Brokerage Services, Inc., a wholly-owned subsidiary of FUNB, is a registered
broker-dealer that is principally engaged in providing retail brokerage services
consistent with its federal banking authorizations. First Union Capital Markets
Corp., a wholly-owned subsidiary of First Union, is a registered broker-dealer
principally engaged in providing, consistent with its federal banking
authorizations, private placement, securities dealing, and underwriting
services.

SUB-ADVISER

Evergreen Asset has entered into sub-advisory agreements with Lieber &
Company which provides that Lieber & Company's research department and staff
will furnish Evergreen Asset with information, investment recommendations,
advice and assistance, and will be generally available for consultation on the
portfolios of Evergreen Tax Strategic Foundation Fund and Evergreen Small Cap
Equity Income Fund. Lieber & Company will be reimbursed by Evergreen Asset in
connection with the rendering of services on the basis of the direct and
indirect costs of performing such services. There is no additional charge to
Evergreen Tax Strategic Foundation Fund and Evergreen Small Cap Equity Income
Fund for the services provided by Lieber & Company. The address of Lieber &
Company is 2500 Westchester Avenue, Purchase, New York 10577. Lieber & Company
is an indirect, wholly-owned, subsidiary of First Union.

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

PURCHASE AND REDEMPTION OF SHARES
- -------------------------------------------------------------------------------

HOW TO BUY SHARES

Eligible investors may purchase Fund shares at net asset value by mail
or wire as described below. The Funds impose no sales charges on Class Y shares.
Class Y shares are the only class of shares offered by this Prospectus and are
only available to (i) all shareholders of record in one or more of the Evergreen
Funds as of December 30, 1994, (ii) certain institutional investors and (iii)
investment advisory clients of the Adviser and its affiliates. The minimum
initial investment is $1,000, which may be waived in certain situations. There
is no minimum for subsequent investments. Investors may make subsequent
investments by establishing a Systematic Investment Plan or a Telephone
Investment Plan.

How the Funds Value Their Shares. The net asset value of each Class of shares of
a Fund is calculated by dividing the value of the amount of the Fund's net
assets attributable to that Class by the number of outstanding shares of that
Class. Shares are valued each day the New York Stock Exchange (the "Exchange")
is open as of the close of regular trading (currently 4:00 p.m. Eastern time).
The securities in a Fund are valued at their current market value determined on
the basis of market quotations or, if such quotations are not readily available,
such other methods as a Fund's Trustees believe would accurately reflect fair
market value. Non-dollar denominated securities will be valued as of the close
of the Exchange at the closing price of such securities in their principal
trading market.

Additional Purchase Information. As a condition of this offering, if a purchase
is canceled due to nonpayment or because an investor's check does not clear, the
investor will be responsible for any loss a Fund or the Adviser incurs. If such
investor is an existing shareholder, a Fund may redeem shares from an investor's
account to reimburse the Fund or the Adviser for any loss. In addition, such
investors may be prohibited or restricted from making further purchases in any
of the Evergreen Funds.

HOW TO REDEEM SHARES

You may "redeem", i.e., sell your shares in a Fund to the Fund on any
day the Exchange is open, either directly or through your financial
intermediary. The price you will receive is the net asset value next calculated
after the Fund receives your request in proper form. Proceeds generally will be
sent to you within seven days. However, for shares recently purchased by check,
a Fund will not send proceeds until it is reasonably satisfied that the check
has been collected (which may take up to 15 days). Once a redemption request has
been telephoned or mailed, it is irrevocable and may not be modified or
canceled.

EXCHANGE PRIVILEGE

SHAREHOLDER SERVICES

Systematic Investment Plan. You may make monthly or quarterly investments into
an existing account automatically in amounts of not less than $25.

Retirement Plans. Eligible investors may invest in each Fund under the following
prototype retirement plans: (i) Individual Retirement Account (IRA); (ii)
Simplified Employee Pension (SEP) for sole proprietors, partnerships and
corporations; and (iii) Profit-Sharing and Money Purchase Pension Plans for
corporations and their employees.

EFFECT OF BANKING LAWS

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

OTHER INFORMATION
- -------------------------------------------------------------------------------

DIVIDENDS, DISTRIBUTIONS AND TAXES

It is the policy of each Fund to distribute to shareholders its
investment company taxable and tax-exempt income, if any, quarterly and any net
realized capital gains annually or more frequently as required as a condition of
continued qualification as a regulated investment company by the Code. Dividends
and distributions generally are taxable in the year in which they are paid,
except any dividends paid in January that were declared in the previous calendar
quarter may be treated as paid in December of the previous year. Income
dividends and capital gain distributions are automatically reinvested in
additional shares of the Fund making the distribution at the net asset value per
share at the close of business on the record date, unless the shareholder has
made a written request for payment in cash.

The foregoing discussion of Federal income tax consequences is based on
tax laws and regulations in effect on the date of this Prospectus,and is subject
to change by legislative or administrative action. As the foregoing discussion
is for general information only, you should also review the discussion of
"Additional Tax Information" contained in the Statement of Additional
Information. In addition, you should consult your own tax adviser as to the tax
consequences of investments in the Funds, including the application of state and
local taxes which may be different from Federal income tax consequences
described above.

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE

Evergreen Small Cap Equity Income Fund.

The Fund's portfolio at year-end was composed of 64.5% common stocks,
4.2% convertible preferreds, 19.5% convertible debentures, and 11.8% in cash
equivalents. Sharp downward swings in the 1994 bond market had a deleterious
effect on the interest sensitive sectors of the equity and convertible market.
The largest sector in the portfolio was in banking where Evergreen Asset
believes there are opportunities for gains from mergers and acquisitions.
However, the short-term performance of banks, finance and other interest
sensitive issues was a drag on the performance during the year. Convertible
bonds and preferred stocks which averaged between a 20-30% weighting in the
portfolio were especially hard hit in this rising interest rate environment.
Evergreen Assetr maintained the Fund's holdings because it believed the equities
underlying the convertibles represented strong potential growth values. The
positive results in the portfolio were from gains from takeovers and in health
related issues and restructured companies. The Fund also benefitted from gains
in companies that provide productivity enhancing services in computerization.

[CHART]

Evergreen Tax Strategic Foundation Fund

[CHART]

GENERAL INFORMATION

Principal Underwriter. EFD, a wholly-owned subsidiary of Furman Selz
Incorporated, located 237 Park Avenue, New York, New York 10017, is the
principal underwriter of the Funds. Furman Selz Incorporated, also acts as
sub-administrator to Evergreen Utility Fund and which provides certain
sub-administrative services to Evergreen Asset in connection with its role as
investment adviser to Evergreen Small Cap Equity Income Fund and Evergreen Tax
Strategic Foundation Fund, including providing personnel to serve as officers of
the Funds.

Other Classes of Shares. Each Fund currently offers four classes of shares,
Class A, Class B, Class C and Class Y, and may in the future offer additional
classes. Class Y shares are the only class of shares offered by this Prospectus
and are only available to (i) all shareholders of record in one or more of the
Funds for which Evergreen Asset serves as investment adviser as of December 30,
1994, (ii) certain institutional investors and (iii) investment advisory clients
of CMG, Evergreen Asset or their affiliates. The dividends payable with respect
to Class A, Class B and Class C shares will be less than those payable with
respect to Class Y shares due to the distribution and distribution and
shareholder servicing-related expenses borne by Class A, Class B and Class C
shares and the fact that such expenses are not borne by Class Y shares.

Performance Information. From time to time, the Funds may quote their "total
return" or "yield" for a specified period in advertisements, reports or other
communications to shareholders, Total return and yield are computed separately
for Class A, Class B and Class C shares. A Fund's total return for each such
period is computed by finding, through the use of a formula prescribed by the
Securities and Exchange Commission, the average annual compounded rate of return
over the period that would equate an assumed initial amount invested to the
value of the investment at the end of the period. For purposes of computing
total return, dividends and capital gains distributions paid on shares of a Fund
are assumed to have been reinvested when paid and the maximum sales charges
applicable to purchases of a Fund's shares are assumed to have been paid. Yield
is a way of showing the rate of income the Fund earns on its investments as a
percentage of the Fund's share price. The Fund's yield is calculated according
to accounting methods that are standardized by the SEC for all stock and bond
funds. Because yield accounting methods differ from the method used for other
accounting purposes, the Fund's yield may not equal its distribution rate, the
income paid to your account or the net investment income reported in the Fund's
financial statements. To calculate yield, the Fund takes the interest income it
earned from its portfolio of investments (as defined by the SEC formula) for a
30-day period (net of expenses), divides it by the average number of shares
entitled to receive dividends, and expresses the result as an annualized
percentage rate based on the Fund's share price at the end of the 30-day period.
This yield does not reflect gains or losses from selling securities

PROSPECTUS July 7, 1995
EVERGREEN(SM) INCOME FUNDS (Evergreen Logo appears here)
EVERGREEN U.S. GOVERNMENT FUND
EVERGREEN FIXED INCOME FUND
CLASS A SHARES
CLASS B SHARES
CLASS C SHARES
The Evergreen Income Funds (the "Funds") are designed to provide
investors with a selection of investment alternatives which seek to provide
a high level of current income. This Prospectus provides information
regarding the Class A, Class B and Class C shares offered by the Funds.
Each Fund is, or is a series of, an open-end, diversified, management
investment company. This Prospectus sets forth concise information about
the Funds that a prospective investor should know before investing. The
address of the Funds is 2500 Westchester Avenue, Purchase, New York 10577.
A "Statement of Additional Information" for the Funds dated July
7, 1995 has been filed with the Securities and Exchange Commission and is
incorporated by reference herein. The Statement of Additional Information
provides information regarding certain matters discussed in this Prospectus
and other matters which may be of interest to investors, and may be
obtained without charge by calling the Funds at (800) 807-2940. There can
be no assurance that the investment objective of any Fund will be achieved.
Investors are advised to read this Prospectus carefully.
THE SHARES OFFERED BY THIS PROSPECTUS ARE NOT DEPOSITS OR OBLIGATIONS OF
FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, ARE NOT ENDORSED OR
GUARANTEED BY FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, AND ARE NOT
INSURED OR OTHERWISE PROTECTED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY AND
INVOLVE RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
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.
KEEP THIS PROSPECTUS FOR FUTURE REFERENCE
EVERGREEN(SM) is a Service Mark of Evergreen Asset Management Corp.
Copyright 1995, Evergreen Asset Management Corp.

<PAGE>
TABLE OF CONTENTS
<TABLE>
<S> <C>
OVERVIEW OF THE FUNDS 2
EXPENSE INFORMATION 3
FINANCIAL HIGHLIGHTS 5
DESCRIPTION OF THE FUNDS
Investment Objectives and Policies 9
Investment Practices and Restrictions 11
MANAGEMENT OF THE FUNDS
Investment Adviser 14
Distribution Plans and Agreements 15
PURCHASE AND REDEMPTION OF SHARES
How to Buy Shares 16
How to Redeem Shares 18
Exchange Privilege 20
Shareholder Services 20
Effect of Banking Laws 21
OTHER INFORMATION
Dividends, Distributions and Taxes 21
Management's Discussion of Fund Performance 22
General Information 22
</TABLE>

OVERVIEW OF THE FUNDS
The following is qualified in its entirety by the more detailed
information contained elsewhere in this Prospectus. See "Description of the
Funds" and "Management of the Funds".
The Capital Management Group of First Union National Bank ("CMG") serves
as investment adviser to Evergreen Income Funds which include: EVERGREEN FIXED
INCOME FUND and EVERGREEN U.S. GOVERNMENT FUND. First Union National Bank of
North Carolina ("FUNB"), is a subsidiary of First Union Corporation, one of the
ten largest bank holding companies in the United States.
EVERGREEN FIXED INCOME FUND (formerly First Union Fixed Income Portfolio)
seeks to provide a high level of current income by investing in a broad range of
investment grade debt securities, with capital growth as a secondary objective.
EVERGREEN U.S. GOVERNMENT FUND (formerly First Union U.S. Government
Portfolio) seeks a high level of current income consistent with stability of
principal.
THERE IS NO ASSURANCE THAT THE INVESTMENT OBJECTIVE OF ANY FUND WILL BE
ACHIEVED.
2

<PAGE>
EXPENSE INFORMATION
The table set forth below summarizes the shareholder transaction costs
associated with an investment in each Class A, Class B and Class C Shares of a
Fund. For further information see "Purchase and Redemption of Shares" and
"General Information -- Other Classes of Shares".
<TABLE>
<CAPTION>
SHAREHOLDER TRANSACTION EXPENSES Class A Shares Class B Shares
<S> <C> <C>
Maximum Sales Charge Imposed on Purchases (as 4.75% None
a % of offering price)
Sales Charge on Dividend Reinvestments None None
Contingent Deferred Sales Charge (as a % of None 5% during the first year, 4% during the second
original purchase price or redemption year, 3% during the third and fourth year, 2%
proceeds, whichever is lower) during the fifth year, 1% during the sixth and
seventh years and 0% after the seventh year
Redemption Fee None None
Exchange Fee None None
<CAPTION>
SHAREHOLDER TRANSACTION EXPENSES Class C Shares
<S> <C>
Maximum Sales Charge Imposed on Purchases (as None
a % of offering price)
Sales Charge on Dividend Reinvestments None
Contingent Deferred Sales Charge (as a % of 1% during the
original purchase price or redemption first year and 0%
proceeds, whichever is lower) thereafter

Redemption Fee None
Exchange Fee None
</TABLE>

The following tables show for each Fund the estimated annual operating
expenses (as a percentage of average net assets) attributable to each Class of
Shares, together with examples of the cumulative effect of such expenses on a
hypothetical $1,000 investment in each Class for the periods specified assuming
(i) a 5% annual return, and (ii) redemption at the end of each period and,
additionally for Class B and C, no redemption at the end of each period.
In the following examples (i) the expenses for Class A Shares assume
deduction of the maximum 4.75% sales charge at the time of purchase, (ii) the
expenses for Class B Shares and Class C Shares assume deduction at the time of
redemption (if applicable) of the maximum contingent deferred sales charge
applicable for that time period, and (iii) the expenses for Class B Shares
reflect the conversion to Class A Shares eight years after purchase (years eight
through ten, therefore, reflect Class A expenses).
EVERGREEN U.S. GOVERNMENT FUND
<TABLE>
<CAPTION>
EXAMPLES
Assuming
Assuming Redemption no
ANNUAL OPERATING EXPENSES** at End of Period Redemption
Class B Class C Class A Class B Class C Class B
Class A
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Advisory Fees .50% .50% .50% After 1 Year $ 57 $ 68 $ 28 $ 18
Administrative Fees .06% .06% .06% After 3 Years $ 78 $ 85 $ 55 $ 55
12b-1 Fees* .25% .75% .75% After 5 Years $ 100 $ 115 $ 95 $ 95
Shareholder Service Fees -- .25% .25% After 10 Years $ 164 $ 177 $ 206 $ 177
Other Expenses .19% .19% .19%
Total 1.00% 1.75% 1.75%
<CAPTION>
Class C
<S> <C> <C>
Advisory Fees After 1 Year $ 18
Administrative Fees After 3 Years $ 55
12b-1 Fees* After 5 Years $ 95
Shareholder Service Fees After 10 Years $ 206
Other Expenses
Total
</TABLE>

EVERGREEN FIXED INCOME FUND
<TABLE>
<CAPTION>
EXAMPLES
Assuming Redemption Assuming no
ANNUAL OPERATING EXPENSES** at End of Period Redemption
Class B Class C Class A Class B Class C Class B Class C
Class A
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Advisory Fees .50% .50% .50% After 1 Year $ 55 $ 67 $ 27 $ 17 $ 17
Administrative Fees .06% .06% .06% After 3 Years $ 70 $ 81 $ 51 $ 51 $ 51
12b-1 Fees* .10% .75% .75% After 5 Years $ 86 $ 109 $ 89 $ 89 $ 89
Shareholder Service Fees -- .25% .25% After 10 Years $ 134 $ 158 $ 193 $ 158 $ 193
Other Expenses .07% .07% .07%
Total .73% 1.63% 1.63%
</TABLE>

*Class A Shares can pay up to .75 of 1% of average assets as a 12b-1 fee. For
the forseeable future, the Class A Shares 12b-1 fees will be limited to .25 of
1% of average net assets.
**The estimated annual operating expenses and examples do not reflect fee
waivers and expense reimbursements for the year ended December 31, 1994. Actual
expenses for Class A, B and C Shares net of fee waivers and expense
reimbursements for the year ended December 31, 1994 were as follows:
<TABLE>
<CAPTION>
CLASS A CLASS B CLASS C
<S> <C> <C> <C>
EVERGREEN U.S. GOVERNMENT FUND .96% 1.54% 1.71%
EVERGREEN FIXED INCOME FUND .75% 1.50% 1.65%
</TABLE>

<PAGE>
From time to time, each Fund's investment adviser may, at its discretion,
reduce or waive its fees or reimburse the Funds for certain of their expenses in
order to reduce their expense ratios. Each Fund's investment adviser may cease
these waivers and reimbursements at any time.
The purpose of the foregoing table is to assist an investor in
understanding the various costs and expenses that an investor in each Class of
Shares of the Funds will bear directly or indirectly. The amounts set forth both
in the tables and in the examples are estimated amounts based on the experience
of each Fund for the year ended December 31, 1994. Such expenses have been
restated to reflect current fee arrangements. THE EXAMPLES SHOULD NOT BE
CONSIDERED A REPRESENTATION OF PAST OR FUTURE EXPENSES OR ANNUAL RETURN. ACTUAL
EXPENSES AND ANNUAL RETURN MAY BE GREATER OR LESS THAN THOSE SHOWN. For a more
complete description of the various costs and expenses borne by the Funds see
"Management of the Funds". As a result of asset-based sales charges, long-term
shareholders may pay more than the economic equivalent of the maximum front-end
sales charges permitted under the rules of the National Association of
Securities Dealers, Inc.
4

<PAGE>
FINANCIAL HIGHLIGHTS
The tables on the following pages present, for each Fund, financial
highlights for a share outstanding throughout each period indicated. The
information in the tables for the five most recent fiscal years or the life of
the Fund if shorter for EVERGREEN FIXED INCOME FUND, AND EVERGREEN U.S.
GOVERNMENT FUND has been audited by KPMG Peat Marwick LLP, each Fund's
independent auditors. A report of KPMG Peat Marwick LLP on the audited
information with respect to each Fund is incorporated by reference in the Fund's
Statement of Additional Information. The following information for each Fund
should be read in conjunction with the financial statements and related notes
which are incorporated by reference in the Fund's Statement of Additional
Information.
Further information about a Fund's performance is contained in the Fund's
annual report to shareholders, which may be obtained without charge.
EVERGREEN U.S. GOVERNMENT FUND
<TABLE>
<CAPTION>
CLASS A CLASS B CLASS C CLASS
SHARES SHARES SHARES Y SHARES
JANUARY 11, JANUARY 11, SEPTEMBER 2, SEPTEMBER 2,
YEAR ENDED 1993* THROUGH YEAR ENDED 1993* THROUGH 1994* THROUGH YEAR ENDED 1993* THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1994 1993 1994 1994 1993
<S> <C> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value,
beginning of
period............... $10.05 $10.00 $10.05 $10.00 $9.39 $10.05 $10.25
Income (loss) from
investment
operations:
Net investment
income............... .66 .68 .61 .63 .20 .69 .25
Net realized and
unrealized gain
(loss) on
investments.......... (.98) .05 (.98) .05 (.32) (.98) (.20)
Total from investment
operations......... (.32) .73 (.37) .68 (.12) (.29) .05
Less distributions to
shareholders from:
Net investment
income............... (.66) (.68) (.61) (.63) (.20) (.69) (.25)
Net asset value, end of
period............... $ 9.07 $10.05 $ 9.07 $10.05 $9.07 $ 9.07 $10.05
TOTAL RETURN+.......... (3.2%) 7.4% (3.8%) 6.9% (1.3%) (2.9%) .5%
RATIOS & SUPPLEMENTAL
DATA
Net assets, end of
period (000's
omitted)............. $23,706 $38,851 $195,571 $ 236,696 $266 $15,595 $14,486
Ratios to average net
assets:
Expenses (a)......... .96% .68%++ 1.54% 1.19%++ 1.71%++ .71% .48%++
Net investment
income (a)......... 6.97% 6.93%++ 6.42% 6.44%++ 6.70%++ 7.27% 7.20%++
Portfolio turnover
rate................. 19% 39% 19% 39% 19% 19% 39%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
CLASS A SHARES CLASS B SHARES CLASS C SHARES CLASS Y SHARES
JANUARY 11, JANUARY 11, SEPTEMBER 2, SEPTEMBER 2,
YEAR ENDED 1993 THROUGH YEAR ENDED 1993 THROUGH 1994 THROUGH YEAR ENDED 1993 THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1994 1993 1994 1994 1993
<S> <C> <C> <C> <C> <C> <C> <C>
Expenses....... 1.00% .99% 1.58% 1.50% 1.75% .75% .79%
Net investment
income....... 6.93% 6.62% 6.38% 6.13% 6.66% 7.23% 6.89%
</TABLE>

<PAGE>
EVERGREEN FIXED INCOME FUND -- CLASS Y SHARES
<TABLE>
<CAPTION>
JANUARY 4, 1991*
YEAR ENDED DECEMBER 31, THROUGH
1994 1993 1992 DECEMBER 31, 1991
<S> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period................................... $10.43 $10.41 $10.54 $10.06
Income (loss) from investment operations:
Net investment income.................................................. .65 .69 .70 .71
Net realized and unrealized gain (loss) on investments................. (.91) .19 (.02) .56
Total from investment operations..................................... (.26) .88 .68 1.27
Less distributions to shareholders from:
Net investment income.................................................. (.65) (.68) (.70) (.71)
Net realized gains..................................................... -- (.18) (.11) (.07)
In excess of net investment income..................................... -- -- -- (.01)(b)
Total distributions.................................................. (.65) (.86) (.81) (.79)
Net asset value, end of period......................................... $9.52 $10.43 $10.41 $10.54
TOTAL RETURN +......................................................... (2.6%) 8.7% 6.6% 13.8%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted).............................. $345,025 $376,445 $324,068 $ 256,254
Ratios to average net assets:
Expenses............................................................. .65% .66% .69% .69%++(a)
Net investment income................................................ 6.56% 6.41% 6.67% 7.12%++(a)
Portfolio turnover rate................................................ 48% 73% 66% 55%
</TABLE>

* Commencement of class operations.
+ Total return is calculated on net asset value per share for the period and is
not annualized.
++ Annualized
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
JANUARY 4, 1991
THROUGH
DECEMBER 31, 1991
<S> <C>
Expenses....................................................................... .76%
Net investment income.......................................................... 7.05%
</TABLE>

(b) Distributions in excess of net investment income for the year ended December
31, 1991 were a result of certain book and tax timing differences. These
distributions did not represent a return of capital for federal income tax
purposes for the year ended December 31, 1991.
6

<PAGE>
EVERGREEN FIXED INCOME FUND -- CLASS A SHARES
<TABLE>
<CAPTION>
JANUARY 28,
NINE MONTHS YEAR 1989*
ENDED ENDED THROUGH
YEAR ENDED DECEMBER 31, DECEMBER 31, MARCH 31, MARCH 31,
1994 1993 1992 1991 1990** 1990 1989
<S> <C> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period....... $10.42 $10.41 $10.54 $9.99 $9.72 $9.50 $9.70
Income (loss) from investment operations:
Net investment income...................... .65 .65 .71 .73 .55 .79 .10
Net realized and unrealized gain (loss) on
investments.............................. (.91) .19 (.06) .60 .24 .20 (.14)
Total from investment operations......... (.26) .84 .65 1.33 .79 .99 (.04)
Less distributions to shareholders from:
Net investment income...................... (.64) (.65) (.67) (.70) (.52) (.77) (.16)
Net realized gains......................... -- (.18) (.11) (.07) -- -- --
In excess of net investment income......... -- -- -- (.01)(b) -- -- --
Total distributions...................... (.64) (.83) (.78) (.78) (.52) (.77) (.16)
Net asset value, end of period............. $9.52 $10.42 $10.41 $10.54 $9.99 $9.72 $9.50
TOTAL RETURN+.............................. (2.6%) 8.3% 6.4% 13.7% 8.3% 10.5% (.3%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's
omitted)................................. $19,127 $22,865 $21,488 $17,680 $ 11,765 $6,496 $11,580
Ratios to average net assets:
Expenses................................. .75% .93% .90% .80%(a) 1.01%++(a) 1.00%(a) 1.78%++
Net investment income.................... 6.46% 6.15% 6.79% 7.30%(a) 7.53%++(a) 7.57%(a) 6.10%++
Portfolio turnover rate.................... 48% 73% 66% 53% 27% 32% 18%
</TABLE>

* Commencement of operations.
** The Fund changed its fiscal year end to December 31.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge is not reflected.
++ Annualized.
(a) Net of voluntary expense waivers and reimbursements. If the Fund had borne
all expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
YEAR ENDED NINE MONTHS ENDED YEAR ENDED
DECEMBER 31, 1991 DECEMBER 31, 1990 MARCH 31, 1990
<S> <C> <C> <C>
Expenses............................ .89% 1.82% 1.50%
Net investment income............... 7.21% 6.72% 7.07%
</TABLE>

<PAGE>
EVERGREEN FIXED INCOME FUND -- CLASS B AND CLASS C SHARES
<TABLE>
<CAPTION>
CLASS B SHARES
JANUARY 25, CLASS C SHARES
1993* SEPTEMBER 2,
YEAR ENDED THROUGH 1993* THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1994
<S> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period.......................................... $10.44 $10.57 $9.85
Income (loss) from investment operations:
Net investment income......................................................... .58 .58 .18
Net realized and unrealized gain (loss) on investments........................ (.92) .05 (.30)
Total from investment operations............................................ (.34) .63 (.12)
Less distributions to shareholders from:
Net investment income......................................................... (.56) (.58) (.18)
Net realized gains............................................................ -- (.18) --
Total distributions......................................................... (.56) (.76) (.18)
Net asset value, end of period................................................ $9.54 $10.44 $9.55
TOTAL RETURN+................................................................. (3.3%) 6.1% (1.3%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)..................................... $ 17,625 $8,876 $512
Ratios to average net assets:
Expenses.................................................................... 1.50% 1.57%++ 1.65%++
Net investment income....................................................... 5.75% 5.42%++ 5.87%++
Portfolio turnover rate....................................................... 48% 73% 48%
</TABLE>

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

DESCRIPTION OF THE FUNDS
- --------------------------------------------------------------------------

INVESTMENT OBJECTIVES AND POLICIES

The investment objectives and policies of each Fund are stated below. Each
Fund's investment objective cannot be changed without shareholder approval.
While there is no assurance that each objective will be achieved, the Funds will
endeavor to do so by following the investment policies detailed below. Unless
otherwise indicated, the investment policies of a Fund may be changed by the
Trust's Board of Trustees ("Trustees") without the approval of shareholders.
Shareholders will be notified before any material change in these policies
becomes effective.

Evergreen Fixed Income Fund

The objective of Evergreen Fixed Income Fund is to attain a high level
of current income, with capital growth as a secondary objective, through
investment in a broad range of investment grade debt securities. The Fund is
suitable for conservative investors who want attractive income and permits them
to participate in a broad portfolio of fixed income securities rather than
purchasing a single issue. While the Fund may invest in securities rated BBB by
Standard & Poor's Ratings Group ("S&P") or Baa by Moody's Investors Service,
Inc. ("Moody's"), the investment adviser currently intends to limit the Fund's
investments to securities rated A or higher by Moody's or S&P, or which, if
unrated, are considered to be of comparable quality by the investment adviser. A
description of the rating categories is contained in an Appendix to the
Statement of Additional Information.

Debt securities may include fixed, adjustable rate, zero coupon, or
stripped securities, debentures, notes, U.S. government securities, and debt
securities convertible into, or exchangeable for, preferred or common stock.
Debt securities may also include mortgage-backed and asset-backed securities
(see "Investment Practices and Restrictions, below)." Stated final maturity for
these securities may range up to 30 years. The duration of the securities will
not exceed 10 years. The Fund intends to maintain a dollar-weighted average
maturity of 5 years or less. Market-expected average life will be used for
certain types of issues in computing the average maturity.

In normal market conditions the Fund may invest up to 20% of its assets
in money market instruments consisting of: (1) high grade commercial paper,
including master demand notes; (2) obligations of banks or savings and loan
associations having at least $1 billion in deposits, including certificates of
deposit and bankers' acceptances; (3) A-rated or better corporate obligations;
(4) obligations issued or guaranteed by the U.S. government or by any agency or
instrumentality of the U.S. government; and (5) repurchase agreements
collateralized by any security listed above.

The types of U.S. government securities in which the Fund may invest
include: direct obligations of the U.S. Treasury, such as U.S. Treasury bills,
notes and bonds; and notes, bonds, and discount notes of U.S. government
agencies or instrumentalities, such as the: Farm Credit System, including the
National Bank for Cooperatives, Farm Credit Banks, and Banks for Cooperatives;
Farmers Home Administration; Federal Home Loan Banks; Federal Home Loan Mortgage
Corporation; Federal National Mortgage Association; Government National Mortgage
Association; Student Loan Marketing Association; Tennessee Valley Authority;
Export-Import Bank of the United States; Commodity Credit Corporation; Federal
Financing Bank; and National Credit Union Administration (collectively, "U.S.
government securities"). Some U.S. government agency obligations are backed by
the full faith and credit of the U.S. Treasury. Others in which the Fund may
invest are supported by: the issuer's right to borrow an amount limited to a
specific line of credit from the U.S. Treasury; discretionary authority of the
U.S. government to purchase certain obligations of an agency or instrumentality;
or the credit of the agency or instrumentality.

The Fund may also invest up to 20% of its assets in foreign securities
or U.S. securities traded in foreign markets in order to provide further
diversification. The Fund may also invest in preferred stock; units which are
debt securities with stock or warrants attached; and obligations denominated in
foreign currencies. In making these decisions, the investment adviser will
consider such factors as the condition and growth potential of various economies
and securities markets, currency and taxation considerations and other pertinent
financial, social, national and political factors. (See "Investment Practices
and Restrictions " - "Foreign Investments.")

The Fund may employ certain additional investment strategies which are
discussed in "Investment Practices and Restrictions", below.

Evergreen U.S. Government Fund

The investment objective of Evergreen U.S. Government Fund is a high
level of current income consistent with stability of principal. The Fund will
invest in debt instruments issued or guaranteed by the U.S. government, its
agencies, or instrumentalities ("U.S. government securities"). Evergreen U.S.
Government Fund is suitable for conservative investors seeking high current
yields plus relative safety and permits an investor to participate in a
portfolio that benefits from active management of a blend of securities and
maturities to maximize the opportunities and minimize the risks created by
changing interest rates.

In addition to U.S. government securities, the Evergreen U.S. Government Fund
may invest in:

Securities representing ownership interests in mortgage pools
("mortgage-backed securities"). The yield and maturity characteristics
of mortgage-backed securities correspond to those of the underlying
mortgages, with interest and principal payments including prepayments
(i.e. paying remaining principal before the mortgage's scheduled
maturity) passed through to the holder of the mortgage-backed
securities. The yield and price of mortgage-backed securities will be
affected by prepayments which substantially shorten effective
maturities. Thus, during periods of declining interest rates,
prepayments may be expected to increase, requiring the Fund to reinvest
the proceeds at lower interest rates, making it difficult to
effectively lock in high interest rates. Conversely, mortgage-backed
securities may experience less pronounced declines in value during
periods of rising interest rates;

Securities representing ownership interests in a pool of
assets ("asset-backed securities"), for which automobile and credit
card receivables are the most common collateral. Because much of the
underlying collateral is unsecured, asset-backed securities are
structured to include additional collateral and/or additional credit
support to protect against default. The investment adviser evaluates
the strength of each particular issue of asset-backed security, taking
into account the structure of the issue and its credit support. (See
"Investment Practices and Restrictions - Risk Characteristics of
Asset-Backed Securities.");

Collateralized mortgage obligations ("CMOs") issued by
single-purpose, stand-alone entities. A CMO is a mortgage-backed
security that manages the risk of repayment by separating mortgage
pools into short, medium and long term portions. These portions are
generally retired in sequence as the underlying mortgage loans in the
mortgage pool are repaid. Similarly, as prepayments are made, the
portion of CMO first to mature will be retired prior to its maturity,
thus having the same effect as the prepayment of mortgages underlying a
mortgage-backed security. The issuer of a series of CMOs may elect to
be treated as a Real Estate Mortgage Investment Conduit (a "REMIC"),
which has certain special tax attributes. The Fund will invest only in
CMOs which are rated AAA by a nationally recognized statistical rating
organization and which may be: (a) collateralized by pools of mortgages
in which each mortgage is guaranteed as to payment of principal and
interest by an agency or instrumentality of the U.S. government; (b)
collateralized by pools of mortgages in which payment of principal and
interest is guaranteed by the issuer and such guarantee is
collateralized by U.S. government securities; or (c) securities in
which the proceeds of the issuance are invested in mortgage securities
and payment of the principal and interest are supported by the credit
of an agency or instrumentality of the U.S. government.

The Fund may invest up to 20% of its total assets in CMOs; Commercial
paper which matures in 270 days or less so long as at least two of its ratings
are high quality ratings by nationally recognized statistical rating
organizations. Such ratings would include A-1 or A-2 by S&P, Prime-1 or Prime-2
by Moody's, or F-1 or F-2 by Fitch Investors Service and bonds and other debt
securities rated Baa or higher by Moody's or BBB or higher by S&P, or which, if
unrated, are considered to be comparable quality by the investment adviser.

Bonds rated Baa by Moody's or BBB by S&P have speculative
characteristics. Changes in economic conditions or other circumstances are more
likely to lead to weakened capacity to make principal and interest payments than
higher rated bonds. However, like the higher rated bonds, these securities are
considered to be investment grade. (See the description of the rating categories
contained in the Statement of Additional Information).

The Fund may employ certain additional investment strategies which are
discussed in "Investment Practices and Restrictions", below.

<PAGE>

INVESTMENT PRACTICES AND RESTRICTIONS

Risk Factors. Bond prices move inversely to interest rates, i.e. as interest
rates decline, the values of the bonds increase and vice versa. The longer the
maturity of a bond, the greater the exposure to market price fluctuations. The
same market factors are reflected in the share price or net asset value of bond
funds which will vary with interest rates.

Defensive Investments. The Funds may invest without limitation in high quality
money market instruments, such as notes, certificates of deposit or bankers'
acceptances, or U.S. Government securities if, in the opinion of the Funds'
investment adviser, market conditions warrant a temporary defensive investment
strategy.

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

Repurchase Agreements. The Funds may invest in repurchase agreements. Repurchase
agreements are agreements by which a Fund purchases a security (usually U.S.
government securities) for cash and obtains a simultaneous commitment from the
seller (usually a bank or broker/dealer) to repurchase the security at an
agreed-upon price and specified future date. The repurchase price reflects an
agreed-upon interest rate for the time period of the agreement. The Fund's risk
is the inability of the seller to pay the agreed-upon price on delivery date.
However, this risk is tempered by the ability of the Fund to sell the security
in the open market in the case of a default. In such a case, the Fund may incur
costs in disposing of the security which would increase Fund expenses. The
investment adviser will monitor the creditworthiness of the firms with which the
Funds enter into repurchase agreements.

When-Issued And Delayed Delivery Transactions. The Funds may purchase securities
on a when-issued or delayed delivery basis. These transactions are arrangements
in which a Fund purchases securities with payment and delivery scheduled for a
future time. The seller's failure to complete these transactions may cause a
Fund to miss a price or yield considered to be advantageous. Settlement dates
may be a month or more after entering into these transactions, and the market
values of the securities purchased may vary from the purchase prices.
Accordingly, a Fund may pay more or less than the market value of the securities
on the settlement date. The Funds may dispose of a commitment prior to
settlement if the investment adviser deems it appropriate to do so. In addition,
the Funds may enter into transactions to sell their purchase commitments to
third parties at current market values and simultaneously acquire other
commitments to purchase similar securities at later dates. The Funds may realize
short-term profits or losses upon the sale of such commitments.

Lending Of Portfolio Securities. In order to generate additional income, the
Funds may lend portfolio securities on a short-term or long-term basis to
broker/dealers, banks, or other institutional borrowers of securities. The Funds
will only enter into loan arrangements with creditworthy borrowers and will
receive collateral in the form of cash or U.S. government securities equal to at
least 100% of the value of the securities loaned. As a matter of fundamental
investment policy which cannot be changed without shareholder approval, the
Funds will not lend any of their assets except portfolio securities up to 15%
(in the case of the Evergreen Fixed Income Fund) or one-third (in the case of
Evergreen U.S. Government Fund) of the value of their total assets. There is the
risk that when lending portfolio securities, the securities may not be available
to a Fund on a timely basis and the Fund may, therefore, lose the opportunity to
sell the securities at a desirable price. In addition, in the event that a
borrower of securities would file for bankruptcy or become insolvent,
disposition of the securities may be delayed pending court action.

Options And Futures. All of the Funds may engage in options and futures
transactions. Options and futures transactions are intended to enable a Fund to
manage market, interest rate or exchange rate risk, and the Funds do not use
these transactions for speculation or leverage.

The Funds may attempt to hedge all or a portion of their portfolios
through the purchase of both put and call options on their portfolio securities
and listed put options on financial futures contracts for portfolio securities.
The Funds may also write covered call options on their portfolio securities to
attempt to increase their current income. The Funds will maintain their
positions in securities, option rights, and segregated cash subject to puts and
calls until the options are exercised, closed, or have expired. An option
position may be closed out only on an exchange which provides a secondary market
for an option of the same series. The Funds may purchase listed put options on
financial futures contracts. These options will be used only to protect
portfolio securities against decreases in value resulting from market factors
such as an anticipated increase in interest rates.

<PAGE>

The Funds may write (i.e., sell) covered call and put options. By
writing a call option, a Fund becomes obligated during the term of the option to
deliver the securities underlying the option upon payment of the exercise price.
By writing a put option, a Fund becomes obligated during the term of the option
to purchase the securities underlying the option at the exercise price if the
option is exercised. The Funds also may write straddles (combinations of covered
puts and calls on the same underlying security). The Funds may only write
"covered" options. This means that so long as a Fund is obligated as the writer
of a call option, it will own the underlying securities subject to the option
or, in the case of call options on U.S. Treasury bills, the Fund might own
substantially similar U.S. Treasury bills. A Fund will be considered "covered"
with respect to a put option it writes if, so long as it is obligated as the
writer of the put option, it deposits and maintains with its custodian in a
segregated account liquid assets having a value equal to or greater than the
exercise price of the option.

The principal reason for writing call or put options is to obtain,
through a receipt of premiums, a greater current return than would be realized
on the underlying securities alone. The Funds receive a premium from writing a
call or put option which they retain whether or not the option is exercised. By
writing a call option, the Funds might lose the potential for gain on the
underlying security while the option is open, and by writing a put option, the
Funds might become obligated to purchase the underlying securities for more than
their current market price upon exercise.

A futures contract is a firm commitment by two parties: the seller, who
agrees to make delivery of the specific type of instrument called for in the
contract ("going short"), and the buyer, who agrees to take delivery of the
instrument ("going long") at a certain time in the future. Financial futures
contracts call for the delivery of particular debt instruments issued or
guaranteed by the U.S. Treasury or by specified agencies or instrumentalities of
the U.S. government. If a Fund would enter into financial futures contracts
directly to hedge its holdings of fixed income securities, it would enter into
contracts to deliver securities at an undetermined price (i.e., "go short") to
protect itself against the possibility that the prices of its fixed income
securities may decline during the Fund's anticipated holding period. A Fund
would "go long" (agree to purchase securities in the future at a predetermined
price) to hedge against a decline in market interest rates.

The Funds may also enter into currency and other financial futures
contracts and write options on such contracts. The Funds intend to enter into
such contracts and related options for hedging purposes. The Funds will enter
into futures on securities, currencies, or index-based futures contracts in
order to hedge against changes in interest or exchange rates or securities
prices. A futures contract on securities or currencies is an agreement to buy or
sell securities or currencies during a designated month at whatever price exists
at that time. A futures contract on a securities index does not involve the
actual delivery of securities, but merely requires the payment of a cash
settlement based on changes in the securities index. The Funds do not make
payment or deliver securities upon entering into a futures contract. Instead,
they put down a margin deposit, which is adjusted to reflect changes in the
value of the contract and which remains in effect until the contract is
terminated.

The Funds may enter into closing purchase and sale transactions in
order to terminate a futures contract and may buy or sell put and call options
for the purpose of closing out their options positions. The Funds' ability to
enter into closing transactions depends on the development and maintenance of a
liquid secondary market. There is no assurance that a liquid secondary market
will exist for any particular contract or at any particular time. As a result,
there can be no assurance that the Funds will be able to enter into an
offsetting transaction with respect to a particular contract at a particular
time. If the Funds are not able to enter into an offsetting transaction, the
Funds will continue to be required to maintain the margin deposits on the
contract and to complete the contract according to its terms, in which case the
Funds would continue to bear market risk on the transaction.

Risk Characteristics Of Options And Futures. Although options and futures
transactions are intended to enable the Funds to manage market, exchange, or
interest rate risks, these investment devices can be highly volatile, and the
Funds' use of them can result in poorer performance (i.e., the Funds' returns
may be reduced). The Funds' attempt to use such investment devices for hedging
purposes may not be successful. Successful futures strategies require the
ability to predict future movements in securities prices, interest rates and
other economic factors. When the Funds use financial futures contracts and
options on financial futures contracts as hedging devices, there is a risk that
the prices of the securities subject to the financial futures contracts and
options on financial futures contracts may not correlate perfectly with the
prices of the securities in the Funds' portfolios. This may cause the financial
futures contract and any related options to react to market changes differently
than the portfolio securities. In addition, the investment adviser could be
incorrect in its expectations and forecasts about the direction or extent of
market factors, such as interest rates, securities price movements, and other
economic factors. Even if the investment adviser correctly predicts interest
rate movements, a hedge could be unsuccessful if changes in the value of a
Fund's futures position did not correspond to changes in the value of its
investments. In these events, the Funds may lose money on the financial futures
contracts or the options on financial futures contracts. It is not certain that
a secondary market for positions in financial futures contracts or for options
on financial futures contracts will exist at all times. Although the investment
adviser will consider liquidity before entering into financial futures contracts
or options on financial futures contracts transactions, there is no assurance
that a liquid secondary market on an exchange will exist for any particular
financial futures contract or option on a financial futures contract at any
particular time. The Funds' ability to establish and close out financial futures
contracts and options on financial futures contract positions depends on this
secondary market. If a Fund is unable to close out its position due to
disruptions in the market or lack of liquidity, the Fund may lose money on the
futures contract or option, and the losses to the Fund could be significant.

Zero-Coupon And Stripped Securities. The Funds may invest in zero-coupon and
stripped securities. Zero- coupon securities in which the Fund may invest are
debt obligations which are generally issued at a discount and payable in full at
maturity, and which do not provide for current payments of interest prior to
maturity. Zero-coupon securities usually trade at a deep discount from their
face or par value and are subject to greater market value fluctuations from
changing interest rates than debt obligations of comparable maturities which
make current distributions of interest. As a result, the net asset value of
shares of the Funds may fluctuate over a greater range than shares of other
mutual funds investing in securities making current distributions of interest
and having similar maturities.

Zero-coupon securities may include U.S. Treasury bills issued directly
by the U.S. Treasury or other short-term debt obligations, and longer-term bonds
or notes and their unmatured interest coupons which have been separated by their
holder, typically a custodian bank or investment banking firm. A number of
securities firms and banks have stripped the interest coupons from the
underlying principal (the "corpus") of U.S. Treasury securities and resold them
in custodial receipt programs with a number of different names, including
Treasury Income Growth Receipts ("TIGRS") and Certificates of Accrual on
Treasuries ("CATS"). The underlying U.S. Treasury bonds and notes themselves are
held in book-entry form at the Federal Reserve Bank or, in the case of bearer
securities (i.e., unregistered securities which are owned ostensibly by the
bearer of holder thereof), in trust on behalf of the owners thereof.

In addition, the Treasury has facilitated transfers of ownership of
zero-coupon securities by accounting separately for the beneficial ownership of
particular interest coupons and corpus payments on Treasury securities through
the Federal Reserve book-entry record-keeping system. The Federal Reserve
program as established by the Treasury Department is known as "STRIPS" or
"Separate Trading of Registered Interest and Principal of Securities." Under the
STRIPS program, the Funds will be able to have their beneficial ownership of
U.S. Treasury zero-coupon securities recorded directly in the book-entry
record-keeping system in lieu of having to hold certificates or other evidence
of ownership of the underlying U.S. Treasury securities.

When debt obligations have been stripped of their unmatured interest
coupons by the holder, the stripped coupons are sold separately. The principal
or corpus is sold at a deep discount because the buyer receives only the right
to receive a future fixed payment on the security and does not receive any
rights to periodic cash interest payments. Once stripped or separated, the
corpus and coupons may be sold separately. Typically, the coupons are sold
separately or grouped with other coupons with like maturity dates and sold in
such bundled form. Purchasers of stripped obligations acquire, in effect,
discount obligations that are economically identical to the zero-coupon
securities issued directly by the obligor.

Foreign Investments. Evergreen Fixed Income Fund may invest in foreign
securities or securities denominated in or indexed to foreign currencies. In
addition, Evergreen Fixed Income Fund may invest in foreign currencies. These
may involve additional risks. Specifically, they may be affected by the strength
of foreign currencies relative to the U.S. dollar, or by political or economic
developments in foreign countries. Accounting procedures and government
supervision may be less stringent than those applicable to U.S. companies. There
may be less publicly available information about a foreign company than about a
U.S. company. Foreign markets may be less liquid or more volatile than U.S.
markets and may offer less protection to investors. It may also be more
difficult to enforce contractual obligations abroad than would be the case in
the United States because of differences in the legal systems. Foreign
securities may be subject to foreign taxes, which may reduce yield, and may be
less marketable than comparable U.S. securities. All these factors are
considered by the investment adviser before making any of these types of
investments.

Risk Characteristics Of Asset-Backed Securities. The Funds may invest in
asset-backed securities. Asset-backed securities are created by the grouping of
certain governmental, government-related and private loans, receivables and
other lender assets into pools. Interests in these pools are sold as individual
securities. Payments from the asset pools may be divided into several different
tranches of debt securities, with some tranches entitled to receive regular
installments of principal and interest, other tranches entitled to receive
regular installments of interest, with principal payable at maturity or upon
specified call dates, and other tranches only entitled to receive payments of
principal and accrued interest at maturity or upon specified call dates.
Different tranches of securities will bear different interest rates, which may
be fixed or floating.

Because the loans held in the asset pool often may be prepaid without
penalty or premium, asset-backed securities and mortgage backed securities are
generally subject to higher prepayment risks than most other types of debt
instruments. Prepayment risks on mortgage securities tend to increase during
periods of declining mortgage interest rates, because many borrowers refinance
their mortgages to take advantage of the more favorable rates. Depending upon
market conditions, the yield that Evergreen Fixed Income Fund and Evergreen U.S.
Government Fund receive from the reinvestment of such prepayments, or any
scheduled principal payments, may be lower than the yield on the original
mortgage security. As a consequence, mortgage securities may be a less effective
means of "locking in" interest rates than other types of debt securities having
the same stated maturity and may also have less potential for capital
appreciation. For certain types of asset pools, such as CMOs, prepayments may be
allocated to one tranche of securities ahead of other tranches, in order to
reduce the risk of prepayment for the other tranches.

Prepayments may result in a capital loss to Evergreen Fixed Income Fund
and Evergreen U.S. Government Fund to the extent that the prepaid mortgage
securities were purchased at a market premium over their stated amount.
Conversely, the prepayment of mortgage securities purchased at a market discount
from their stated principal amount will accelerate the recognition of interest
income by Evergreen Fixed Income Fund and Evergreen U.S. Government Fund which
would be taxed as ordinary income when distributed to the shareholders. The
credit characteristics of asset-backed securities also differ in a number of
respects from those of traditional debt securities. The credit quality of most
asset-backed securities depends primarily upon the credit quality of the assets
underlying such securities, how well the entity issuing the securities is
insulated from the credit risk of the originator or any other affiliated
entities, and the amount and quality of any credit enhancement to such
securities.

Borrowing. As a matter of fundamental policy, the Funds may not borrow money
except as a temporary measure to facilitate redemption requests or for
extraordinary or emergency purposes. The proceeds from borrowings may be used to
facilitate redemption requests which might otherwise require the untimely
disposition of portfolio securities. The specific limits applicable to borrowing
by each Fund are set forth in the Statement of Additional Information.

Restricted And Illiquid Securities. Evergreen Fixed Income Fund may invest up to
10% of its net assets and Evergreen U.S. Government Fund may invest up to 10% of
its total assets in securities which are subject to restrictions on resale under
federal securities law. In the case of the Evergreen Fixed Income Fund and
Evergreen U.S. Government Fund, this restriction is not applicable to commercial
paper issued under Section 4(2) of the Securities Act of 1933. The Evergreen
Fixed Income Fund may invest up to 10% of its net assets in illiquid securities.
Evergreen U.S. Government Fund may invest up to 15% of its net assets in
illiquid securities. Illiquid securities include certain restricted securities
not determined by the Trustees to be liquid, non-negotiable time deposits, and
repurchase agreements providing for settlement in more than seven days after
notice.

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

MANAGEMENT OF THE FUNDS
- -------------------------------------------------------------------------------

INVESTMENT ADVISER

The management of each Fund is supervised by the Trustees. The Capital
Management Group of First Union National Bank of North Carolina ("CMG") serves
as investment adviser to each Fund. First Union National Bank of North Carolina
("FUNB") is a subsidiary of First Union Corporation ("First Union"), one of the
ten largest bank holding companies in the United States. First Union is a bank
holding company headquartered in Charlotte, North Carolina, which had $77.9
billion in consolidated assets as of March 31, 1995. First Union and its
subsidiaries provide a broad range of financial services to individuals and
businesses through offices in 36 states. The Capital Management Group of FUNB
manages or otherwise oversees the investment of over $36 billion in assets
belonging to a wide range of clients, including all the series of Evergreen
Investment Trust (formerly known as First Union Funds). First Union Brokerage
Services, Inc., a wholly-owned subsidiary of FUNB, is a registered broker-dealer
that is principally engaged in providing retail brokerage services consistent
with its federal banking authorizations. First Union Capital Markets Corp., a
wholly-owned subsidiary of First Union, is a registered broker-dealer
principally engaged in providing, consistent with its federal banking
authorizations, private placement, securities dealing, and underwriting
services.

CMG manages investments and supervises the daily business affairs of
each Fund and, as compensation therefor, is entitled to receive an annual fee
equal to .50 of 1% of average daily net assets of each Fund. The total
annualized operating expenses of Evergreen Fixed Income Fund and Evergreen U.S.
Government Fund for the most recent fiscal year ended December 31, 1994, are set
forth in the section entitled "Financial Highlights". Evergreen Asset Management
Corp. ("Evergreen Asset"), a subsidiary of FUNB, serves as administrator to each
Fund and is entitled to receive a fee based on the average daily net assets of
each Fund at a rate based on the total assets of the mutual funds administered
by Evergreen Asset for which CMG or Evergreen Asset also serve as investment
adviser, calculated in accordance with the following schedule: .050% of the
first $7 billion; .035% on the next $3 billion; .030% on the next $5 billion;
.020% on the next $10 billion; .015% on the next $5 billion; and .010% on assets
in excess of $30 billion. Furman Selz Incorporated, the parent of Evergreen
Funds Distributor, Inc., distributor for the Evergreen group of mutual funds,
serves as sub-administrator for each Fund and is entitled to receive a fee from
each Fund calculated on the average daily net assets of the Funds at a rate
based on the total assets of the mutual funds administered by Evergreen Asset
for which CMG or Evergreen Asset also serve as investment adviser, calculated in
accordance with the following schedule: .0100% of the first $7 billion; .0075%
on the next $3 billion; .0050% on the next $15 billion; and .0040% on assets in
excess of $25 billion. The total assets of the mutual funds administered by
Evergreen Asset for which CMG or Evergreen Asset serve as investment adviser as
of March 31, 1995 were approximately $8 billion.

DISTRIBUTION PLANS AND AGREEMENTS

Rule 12b-1 under the Investment Company Act of 1940 permits an
investment company to pay expenses associated with the distribution of its
shares in accordance with a duly adopted plan. Each Fund has adopted for each of
its Class A and Class B shares a Rule 12b-1 plan (each, a "Plan" or collectively
the "Plans"). Under the Plans, each Fund may incur distribution-related and
shareholder servicing-related expenses which may not exceed an annual rate of
.75 of 1% of the aggregate average daily net assets attributable to each Fund's
Class A shares, .75 of 1.00% of the aggregate average daily net assets
attributable to the Class B and Class C shares of each Fund. Payments under the
Plans adopted with respect to Class A shares are currently voluntarily limited
to .25 of 1% of each Fund's aggregate average daily net assets attributable to
Class A shares. The Plans provide that a portion of the fee payable thereunder
may constitute a service fee to be used for providing ongoing personal services
and/or the maintenance of shareholder accounts. The Funds have, in addition to
the Plans adopted with respect to their Class B and Class C shares, adopted a
shareholder service plan ("Service Plans") relating to the Class B shares and
Class C shares which permit each Fund to incur a fee of up to .25 of 1% of the
aggregate average daily net assets attributable to the Class B and Class C
shares for ongoing personal services and/or the maintenance of shareholder
accounts. Such service fee payments to financial intermediaries for such
purposes, whether pursuant to a Plan or Service Plans, will not to exceed .25%
of the aggregate average daily net assets attributable to each Class of shares
of each Fund.

<PAGE>

Each Fund has also entered into a distribution agreement (each a
"Distribution Agreement" or collectively the "Distribution Agreements") with
Evergreen Funds Distributor, Inc. ("EFD"). Pursuant to the Distribution
Agreements, each Fund will compensate EFD for its services as distributor at a
rate which may not exceed an annual rate of .25 of 1% of a Fund's aggregate
average daily net assets attributable to Class A shares and .75 of 1% of a
Fund's aggregate average daily net assets attributable to the Class B and Class
C shares. The Distribution Agreements provide that EFD will use the distribution
fee received from a Fund for payments (i) to compensate broker-dealers or other
persons for distributing shares of the Funds, including interest and principal
payments made in respect of amounts paid to broker-dealers or other persons that
have been financed (EFD may assign its rights to receive compensation under the
Plans to secure such financings), (ii) to otherwise promote the sale of shares
of the Fund, and (iii) to compensate broker-dealers, depository institutions and
other financial intermediaries for providing administrative, accounting and
other services with respect to the Fund's shareholders. The financing of
payments made by EFD to compensate broker-dealers or other persons for
distributing shares of the Funds may be provided by First Union or its
affiliates. The Funds may also make payments under the Plans and the Service
Plans in amounts up to .25 of 1% of a Fund's aggregate average daily net assets
on an annual basis attributable to Class B and Class C shares, to compensate
organizations, which may include EFD and each Fund's investment adviser or their
affiliates, for personal services rendered to shareholders and/or the
maintenance of shareholder accounts.

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

PURCHASE AND REDEMPTION OF SHARES
- -------------------------------------------------------------------------------

HOW TO BUY SHARES

You can purchase shares of any of the Funds through broker-dealers,
banks or other financial intermediaries, or directly through EFD. The minimum
initial investment is $1,000, which may be waived in certain situations. There
is no minimum for subsequent investments. Investments of $25 or more are allowed
under the systematic investment plan. Share certificates are not issued for
Class A, Class B and Class C shares. In states where EFD is not registered as a
broker-dealer shares of a Fund will only be sold through other broker-dealers or
other financial institutions that are registered. See the Share Purchase
Application and Statement of Additional Information for more information. Only
Class A, Class B and Class C shares are offered through this Prospectus (See
"General Information" - "Other Classes of Shares").

Class A Shares-Front-End Sales Charge Alternative. You can purchase Class A
shares at net asset value plus an initial sales charge, as follows:

Initial Sales Charge

Year Since Purchase Contingent Deferred Sales Charge
FIRST 5%
SECOND 4%
THIRD and FOURTH 3%
FIFTH 2%
SIXTH and SEVENTH 1%

General. The decision as to which Class of shares is more beneficial to you
depends on the amount of your investment and the length of time you will hold
it. If you are making a large investment, thus qualifying for a reduced sales
charge, you might consider Class A shares. If you are making a smaller
investment, you might consider Class B shares since 100% of your purchase is
invested immediately and since such shares will convert to Class A shares, which
incur lower ongoing distribution and/or shareholder service fees, after seven
years. If you are unsure of the time period of your investment, you might
consider Class C shares since there are no initial sales charges and, although
there is no conversion feature, the CDSC only applies to redemptions made during
the first year. Consult your financial intermediary for further information. The
compensation received by dealers and agents may differ depending on whether they
sell Class A, Class B or Class C shares. There is no size limit on purchases of
Class A shares.

HOW TO REDEEM SHARES

Shareholders may withdraw amounts of $1,000 or more from their accounts
by calling the phone number on the front page of this Prospectus between the
hours of 8:00 a.m. and 5:30 p.m.(Eastern time) each business day (i.e., any
weekday exclusive of days on which the Exchange or State Street's offices are
closed). The Exchange is closed on New Year's Day, Presidents' Day, Good Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day.
Redemption requests made after 4:00 p.m. (Eastern time) will be processed using
the net asset value determined on the next business day. Such redemption
requests must include the shareholder's account name, as registered with a Fund,
and the account number. During periods of drastic economic or market changes,
shareholders may experience difficulty in effecting telephone redemptions.
Shareholders who are unable to reach a Fund or State Street by telephone should
follow the procedures outlined above for redemption by mail.

General. The redemption of shares is a taxable transaction for Federal tax
purposes. Under unusual circumstances, a Fund may suspend redemptions or
postpone payment for up to seven days or longer, as permitted by Federal
securities law. The Funds reserve the right to close an account that through
redemption has remained below $1,000 for 30 days. Shareholders will receive
sixty days' written notice to increase the account value before the account is
closed. The Funds have elected to be governed by Rule 18f-1 under the Investment
Company Act of 1940 pursuant to which each Fund is obligated to redeem shares
solely in cash, up to the lesser of $250,000 or 1% of a Fund's total net assets
during any ninety day period for any one shareholder. See the Statement of
Additional Information for further details.

<PAGE>

EXCHANGE PRIVILEGE

SHAREHOLDER SERVICES

The Funds offer the following shareholder services. For more
information about these services or your account, contact your financial
intermediary, EFD or the toll-free number on the front of this Prospectus. Some
services are described in more detail in the Share Purchase Application.

Systematic Investment Plan. You may make monthly or quarterly investments into
an existing account automatically in amounts of not less than $25.

EFFECT OF BANKING LAWS

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

OTHER INFORMATION
- -------------------------------------------------------------------------------

DIVIDENDS, DISTRIBUTIONS AND TAXES

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE

A discussion of the performance of each Fund for its most recent fiscal
year is contained in the annual report of each Fund for the fiscal year ended
December 31, 1994.

GENERAL INFORMATION

Organization. The Funds are each separate investment series of Evergreen
Investment Trust (formerly First Union Funds), which is a Massachusetts business
trust organized in 1984. The Funds do not intend to hold annual shareholder
meetings; shareholder meetings will be held only when required by applicable
law. Shareholders have available certain procedures for the removal of Trustees.

A shareholder in each class of a Fund will be entitled to his or her
share of all dividends and distributions from a Fund's assets, based upon the
relative value of such shares to those of other Classes of the Fund, and, upon
redeeming shares, will receive the then current net asset value of the Class of
shares of the Fund represented by the redeemed shares less any applicable CDSC.
The Trust named above is empowered to establish, without shareholder approval,
additional investment series, which may have different investment objectives,
and additional classes of shares for any existing or future series. If an
additional series or class were established in a Fund, each share of the series
or class would normally be entitled to one vote for all purposes. Generally,
shares of each series and class would vote together as a single class on
matters, such as the election of Trustees, that affect each series and class in
substantially the same manner. Class A, B, C and Y shares have identical voting,
dividend, liquidation and other rights, except that each class bears, to the
extent applicable, its own distribution and transfer agency expenses as well as
any other expenses applicable only to a specific class. Each class of shares
votes separately with respect to Rule 12b-1 distribution plans and other matters
for which separate class voting is appropriate under applicable law. Shares are
entitled to dividends as determined by the Trustees and, in liquidation of a
Fund, are entitled to receive the net assets of the Fund.

Other Classes of Shares. Each Fund currently offers four classes of shares,
Class A, Class B, Class C and Class Y, and may in the future offer additional
classes. Class Y shares are not offered by this Prospectus and are only
available to (i) all shareholders of record in one or more of the Funds for
which Evergreen Asset serves as investment adviser as of December 30, 1994, (ii)
certain institutional investors and (iii) investment advisory clients of CMG,
Evergreen Asset or their affiliates. The dividends payable with respect to Class
A, Class B and Class C shares will be less than those payable with respect to
Class Y shares due to the distribution and distribution and shareholder
servicing-related expenses borne by Class A, Class B and Class C shares and the
fact that such expenses are not borne by Class Y shares.

Performance Information. The Funds' performance may be quoted in advertising in
terms of "yield" or "total return". Both types of performance are based on
formulas prescribed by the Securities and Exchange Commission ("SEC") and are
not intended to indicate future performance. Yield is a way of showing the rate
of income a Fund earns on its investments as a percentage of a Fund's share
price. A Fund's yield is calculated according to accounting methods that are
standardized by the SEC for all stock and bond funds. Because yield accounting
methods differ from the method used for other accounting purposes, a Fund's
yield may not equal its distribution rate, the income paid to your account or
the net investment income reported in the Fund's financial statements. To
calculate yield, a Fund takes the interest income it earned from its portfolio
of investments (as defined by the SEC formula) for a 30-day period (net of
expenses), divides it by the average number of shares entitled to receive
dividends, and expresses the result as an annualized percentage rate based on
the Fund's share price at the end of the 30-day period. This yield does not
reflect gains or losses from selling securities.

Total returns are based on the overall dollar or percentage change in
the value of a hypothetical investment in a Fund. A Fund's total return shows
its overall change in value including changes in share prices and assumes all
the Fund's distributions are reinvested. A cumulative total return reflects a
Fund's performance over a stated period of time. An average annual total return
reflects the hypothetical annually compounded return that would have produced
the same cumulative total return if a Fund's performance had been constant over
the entire period. Because average annual total returns tend to smooth out
variations in the Fund's return, you should recognize that they are not the same
as actual year-by-year results. To illustrate the components of overall
performance, a Fund may separate its cumulative and average annual total returns
into income results and realized and unrealized gain or loss. Comparative
performance information may also be used from time to time in advertising or
marketing a Fund's shares, including data from Lipper Analytical Services, Inc.
and Morningstar, Inc. as well as other industry publications, and comparisons to
various indices.

A Fund may also advertise in items of sales literature an "actual
distribution rate" which is computed by dividing the total ordinary income
distributed (which may include the excess of short-term capital gains over
losses) to shareholders for the latest twelve month period by the maximum public
offering price per share on the last day of the period. Investors should be
aware that past performance may not be reflective of future results.

Liability Under Massachusetts Law. Under Massachusetts law, Trustees and
shareholders of a business trust may, in certain circumstances, be held
personally liable for its obligations. The Declaration of Trust under which each
Fund operates provide that no Trustee or shareholder will be personally liable
for the obligations of the Trust and that every written contract made by the
Trust contain a provision to that effect. If any Trustee or shareholder were
required to pay any liability of the Trust, that person would be entitled to
reimbursement from the general assets of the Trust.

Additional Information. This Prospectus and the Statement of Additional
Information, which has been incorporated by reference herein, do not contain all
the information set forth in the Registration Statements filed by the Trust with
the Commission under the Securities Act. Copies of the Registration Statements
may be obtained at a reasonable charge from the Commission or may be examined,
without charge, at the offices of the Commission in Washington, D.C.

<PAGE>

<PAGE>
PROSPECTUS July 7, 1995
EVERGREEN(SM) INCOME FUNDS (Evergreen Logo appears here)
EVERGREEN U.S. GOVERNMENT FUND
EVERGREEN FIXED INCOME FUND
EVERGREEN MANAGED BOND FUND
CLASS Y SHARES
The Evergreen Income Funds (the "Funds") are designed to provide
investors with a selection of investment alternatives which seek to provide
a high level of current income. This Prospectus provides information
regarding the Class Y shares offered by the Funds. Each Fund is, or is a
series of, an open-end, diversified, management investment company. This
Prospectus sets forth concise information about the Funds that a
prospective investor should know before investing. The address of the Funds
is 2500 Westchester Avenue, Purchase, New York 10577.
A "Statement of Additional Information" for the Funds dated July
7, 1995 has been filed with the Securities and Exchange Commission and is
incorporated by reference herein. The Statement of Additional Information
provides information regarding certain matters discussed in this Prospectus
and other matters which may be of interest to investors, and may be
obtained without charge by calling the Funds at (800) 235-0064. There can
be no assurance that the investment objective of any Fund will be achieved.
Investors are advised to read this Prospectus carefully.
THE SHARES OFFERED BY THIS PROSPECTUS ARE NOT DEPOSITS OR OBLIGATIONS OF
FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, ARE NOT ENDORSED OR
GUARANTEED BY FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, AND ARE NOT
INSURED OR OTHERWISE PROTECTED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY AND
INVOLVE RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
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.
KEEP THIS PROSPECTUS FOR FUTURE REFERENCE
EVERGREEN(SM) is a Service Mark of Evergreen Asset Management Corp.
Copyright 1995, Evergreen Asset Management Corp.

OVERVIEW OF THE FUNDS
The following is qualified in its entirety by the more detailed
information contained elsewhere in this Prospectus. See "Description of the
Funds" and "Management of the Funds".
The Capital Management Group of First Union National Bank ("CMG") serves
as investment adviser to Evergreen Income Funds which include: EVERGREEN FIXED
INCOME FUND, EVERGREEN MANAGED BOND FUND, and EVERGREEN U.S. GOVERNMENT FUND.
First Union National Bank of North Carolina ("FUNB"), is a subsidiary of First
Union Corporation, one of the ten largest bank holding companies in the United
States.
EVERGREEN FIXED INCOME FUND (formerly First Union Fixed Income Portfolio)
seeks to provide a high level of current income by investing in a broad range of
investment grade debt securities, with capital growth as a secondary objective.
EVERGREEN MANAGED BOND FUND (formerly First Union Managed Bond Portfolio)
seeks to achieve total return through investment in high grade corporate bonds
and U.S. Government and agency bonds.
EVERGREEN U.S. GOVERNMENT FUND (formerly First Union U.S. Government
Portfolio) seeks a high level of current income consistent with stability of
principal.
THERE IS NO ASSURANCE THAT THE INVESTMENT OBJECTIVE OF ANY FUND WILL BE
ACHIEVED.
2

The following table shows for the Fund the estimated annual operating
expenses (as a percentage of average net assets) attributable to Class Y Shares,
together with examples of the cumulative effect of such expenses on a
hypothetical $1,000 investment for the periods specified assuming (i) a 5%
annual return and (ii) redemption at the end of each period.
EVERGREEN U.S. GOVERNMENT FUND
<TABLE>
<CAPTION>
ANNUAL OPERATING
EXPENSES* EXAMPLE
<S> <C> <C> <C>
Advisory Fees .50%
After 1 Year $ 8
Administrative Fees .06%
After 3 Years $24
12b-1 Fees --
After 5 Years $41
Other Expenses .19%
After 10 Years $93
Total .75%
</TABLE>

EVERGREEN FIXED INCOME FUND
<TABLE>
<CAPTION>
ANNUAL OPERATING
EXPENSES* EXAMPLE
<S> <C> <C> <C>
Advisory Fees .50%
After 1 Year $ 6
Administrative Fees .06%
After 3 Years $20
12b-1 Fees --
After 5 Years $35
Other Expenses .07%
After 10 Years $79
Total .63%
</TABLE>

EVERGREEN MANAGED BOND FUND
<TABLE>
<CAPTION>
ANNUAL OPERATING
EXPENSES* EXAMPLE
<S> <C> <C> <C>
Advisory Fees .50%
After 1 Year $ 7
Administrative Fees .06%
After 3 Years $23
12b-1 Fees --
After 5 Years $40
Other Expenses .16%
After 10 Years $90
Total .72%
</TABLE>

*The estimated annual operating expenses and examples do not reflect fee waivers
and expense reimbursements for the year ended December 31, 1994. Actual expenses
for Class Y Shares net of fee waivers and expense reimbursements for the year
ended December 31, 1994 were as follows:
<TABLE>
<S> <C>
Evergreen U.S. Government Fund..................................................... .71%
Evergreen Fixed Income Fund........................................................ .65%
Evergreen Managed Bond Fund........................................................ .70%
</TABLE>

<PAGE>
From time to time, each Fund's investment adviser may, at its discretion,
reduce or waive its fees or reimburse the Funds for certain of their expenses in
order to reduce their expense ratios. Each Fund's investment adviser may cease
these waivers and reimbursements at any time.
The purpose of the foregoing table is to assist an investor in
understanding the various costs and expenses that an investor in each Class of
Shares of the Funds will bear directly or indirectly. The amounts set forth both
in the tables and in the examples are estimated amounts based on the experience
of each Fund for the year ended December 31, 1994. Such expenses have been
restated to reflect current fee arrangements. THE EXAMPLES SHOULD NOT BE
CONSIDERED A REPRESENTATION OF PAST OR FUTURE EXPENSES OR ANNUAL RETURN. ACTUAL
EXPENSES AND ANNUAL RETURN MAY BE GREATER OR LESS THAN THOSE SHOWN. For a more
complete description of the various costs and expenses borne by the Funds see
"Management of the Funds." As a result of asset-based sales charges, long-term
shareholders may pay more than the economic equivalent of the maximum front-end
sales charges permitted under the rules of the National Association of
Securities Dealers, Inc.
4

SEPTEMBER 2,
1993* THROUGH
DECEMBER 31,
1993
<S> <C>
PER SHARE DATA
Net asset value, beginning of
period........................ $10.25
Income from investment
operations:
Net investment income.......... .25
Net realized and unrealized
gain (loss) on investments.... (.20)
Total from investment
operations.................. .05
Less distributions to
shareholders from:
Net investment income.......... (.25)
Net asset value, end of
period........................ $10.05
TOTAL RETURN+.................. .5%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period
(000's omitted)............... $14,486
Ratios to average net assets:
Expenses (a).................. .48%++
Net investment income (a)..... 7.20%++
Portfolio turnover rate........ 39%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
CLASS C
CLASS A SHARES CLASS B SHARES SHARES CLASS Y SHARES
JANUARY 11, JANUARY 11, SEPTEMBER 2, SEPTEMBER 2,
YEAR ENDED 1993 THROUGH YEAR ENDED 1993 THROUGH 1994 THROUGH YEAR ENDED 1993 THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1994 1993 1994 1994 1993
<S> <C> <C> <C> <C> <C> <C> <C>
Expenses......... 1.00% .99% 1.58% 1.50% 1.75% .75% .79%
Net investment
income......... 6.93% 6.62% 6.38% 6.13% 6.66% 7.23% 6.89%
</TABLE>

* Commencement of class operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
JANUARY 4, 1991
THROUGH
DECEMBER 31, 1991
<S> <C>
Expenses....................................................................... .76%
Net investment income.......................................................... 7.05%
</TABLE>

* Commencement of class operations.
** The Fund changed its fiscal year end to December 31.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
YEAR ENDED NINE MONTHS ENDED YEAR ENDED
DECEMBER 31, 1991 DECEMBER 31, 1990 MARCH 31, 1990
<S> <C> <C> <C>
Expenses............................ .89% 1.82% 1.50%
Net investment income............... 7.21% 6.72% 7.07%
</TABLE>

<PAGE>
EVERGREEN FIXED INCOME FUND -- CLASS B AND CLASS C SHARES
<TABLE>
<CAPTION>
CLASS B SHARES CLASS C
JANUARY 25, SHARES
1993* SEPTEMBER 2,
YEAR ENDED THROUGH 1993* THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1994
<S> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period.......................................... $10.44 $10.57 $9.85
Income (loss) from investment operations:
Net investment income......................................................... .58 .58 .18
Net realized and unrealized gain (loss) on investments........................ (.92) .05 (.30)
Total from investment operations............................................ (.34) .63 (.12)
Less distributions to shareholders from:
Net investment income......................................................... (.56) (.58) (.18)
Net realized gains............................................................ -- (.18) --
Total distributions......................................................... (.56) (.76) (.18)
Net asset value, end of period................................................ $9.54 $10.44 $9.55
TOTAL RETURN+................................................................. (3.3%) 6.1% (1.3%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)..................................... $ 17,625 $8,876 $512
Ratios to average net assets:
Expenses.................................................................... 1.50% 1.57%++ 1.65%++
Net investment income....................................................... 5.75% 5.42%++ 5.87%++
Portfolio turnover rate....................................................... 48% 73% 48%
</TABLE>

<PAGE>
EVERGREEN MANAGED BOND FUND -- CLASS Y SHARES
<TABLE>
<CAPTION>
APRIL 1, 1991*
YEAR ENDED DECEMBER 31, THROUGH
1994 1993 1992 DECEMBER 31, 1991
<S> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period.................................... $10.46 $10.34 $10.60 $10.00
Income (loss) from investment operations:
Net investment income................................................... .66 .65 .66 .49
Net realized and unrealized gain (loss) on investments.................. (1.11) .43 (.08) .63
Total from investment operations...................................... (.45) 1.08 .58 1.12
Less distributions to shareholders from:
Net investment income................................................... (.66) (.65) (.66) (.49)
Net realized gains...................................................... -- (.31) (.18) (.03)
Total distributions................................................... (.66) (.96) (.84) (.52)
Net asset value, end of period.......................................... $9.35 $10.46 $10.34 $10.60
TOTAL RETURN+........................................................... (4.4%) 10.6% 5.7% 11.6%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)............................... $90,318 $109,067 $121,655 $ 112,984
Ratios to average net assets:
Expenses.............................................................. .70%(a) .70%(a) .70%(a) .70%++
Net investment income................................................. 6.68%(a) 6.02%(a) 6.30%(a) 6.57%++
Portfolio turnover rate................................................. 32% 53% 56% 17%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
YEAR ENDED
DECEMBER 31,
1994 1993 1992
<S> <C> <C> <C>
Expenses.................................................................. .71% .73% .75%
Net investment income..................................................... 6.67% 5.99% 6.25%
</TABLE>

<PAGE>
10

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

DESCRIPTION OF THE FUNDS
- -------------------------------------------------------------------------------

Investment Objectives and Policies

Evergreen Fixed Income Fund

The objective of Evergreen Fixed Income Fund is to attain a high level
of current income, with capital growth as a secondary objective, through
investment in a broad range of investment grade debt securities. The Fund is
suitable for conservative investors who want attractive income and permits them
to participate in a broad portfolio of fixed income securities rather than
purchasing a single issue. While the Fund may invest in securities rated BBB by
Standard & Poor's Ratings Group ("S&P") or Baa by Moody's Investors Service,
Inc. ("Moody's"), the Adviser currently intends to limit the Fund's investments
to securities rated A or higher by Moody's or S&P, or which, if unrated, are
considered to be of comparable quality by the Adviser. A description of the
rating categories is contained in an Appendix to the Statement of Additional
Information.

Debt securities may include fixed, adjustable rate, zero coupon, or
stripped securities, debentures, notes, U.S. government securities, and debt
securities convertible into, or exchangeable for, preferred or common stock.
Debt securities may also include mortgage-backed and asset-backed securities
(see"Investment Practices and Restrictions, below)." Stated final maturity for
these securities may range up to 30 years. The duration of the securities will
not exceed 10 years. The Fund intends to maintain a dollar-weighted average
maturity of 5 years or less. Market-expected average life will be used for
certain types of issues in computing the average maturity.

The Fund may also invest up to 20% of its assets in foreign securities
or U.S. securities traded in foreign markets in order to provide further
diversification. The Fund may also invest in preferred stock; units which are
debt securities with stock or warrants attached; and obligations denominated in
foreign currencies. In making these decisions, the Adviser will consider such
factors as the condition and growth potential of various economies and
securities markets, currency and taxation considerations and other pertinent
financial, social, national and political factors. (See "Investment Practices
and Restrictions " - "Foreign Investments.")

The Fund may employ certain additional investment strategies which are
discussed in "Investment Practices and Restrictions", below.

Evergreen Managed Bond Fund

The objective of Evergreen Managed Bond Fund is total return through
investment in high grade corporate bonds and U.S. government and agency bonds.
The Fund is suitable for conservative investors who seek both income and capital
appreciation. The Fund permits an investor to participate in a diversified
portfolio of investment grade bonds.

Investments for Evergreen Managed Bond Fund are selected with a view
towards total return. Total return of an investment consists of the income (net
of associated expenses) it generates, plus or minus any change in its principal
value. The Fund seeks capital appreciation during periods of falling interest
rates and protection against capital depreciation during periods of rising
rates. In seeking its objective, the Fund invests primarily in a professionally
managed, diversified portfolio of high grade bonds with maturities up to 30
years. Under normal conditions, at least 65% of the value of the Fund's total
assets will be invested in high grade corporate bonds and government and agency
bonds.
Financial futures may also be used depending upon the outlook for the economy.

The Fund may invest in:

domestic issues of corporate debt obligations rated A or
better by Moody's or S&P;

U.S. government securities as more fully described under
"Evergreen Fixed Income Fund";

commercial paper which matures in 270 days or less, with at
least two high quality ratings by nationally recognized statistical
rating organizations, e.g. A-1 or A-2 by S&P, or Prime-1 or Prime-2 by
Moody's (see the description of the rating categories contained in the
Statement of Additional Information);

time and savings deposits (including certificates of deposit)
in commercial or savings banks whose accounts are insured by the Bank
Insurance Fund ("BIF") or the Savings Association Insurance Fund
("SAIF") (both of which are administered by the Federal Deposit
Insurance Corp. ("FDIC")), including certificates of deposit and other
time deposits in foreign branches of banks insured by the BIF; bankers'
acceptances (maximum 0.25% of the bank's total deposits according to
the bank's last published statement of condition) issued by a bank
insured by the BIF, or issued by the bank's Edge Act subsidiary and
guaranteed by the bank, with remaining maturities of nine months or
less; and repurchase agreements collateralized by eligible investments.

The Fund may employ certain additional investment strategies which are
discussed in "Investment Practices and Restrictions", below.

Evergreen U.S. Government Fund

The investment objective of Evergreen U.S. government Fund is a high
level of current income consistent with stability of principal. The Fund will
invest in debt instruments issued or guaranteed by the U.S. government, its
agencies, or instrumentalities ("U.S. government securities"). Evergreen U.S.
Government Fund is suitable for conservative investors seeking high current
yields plus relative safety and permits an investor to participate in a
portfolio that benefits from active management of a blend of securities and
maturities to maximize the opportunities and minimize the risks created by
changing interest rates.

In addition to U.S. government securities, the Evergreen U.S. Government Fund
may invest in:

Securities representing ownership interests in a pool of
assets ("asset-backed securities"), for which automobile and credit
card receivables are the most common collateral. Because much of the
underlying collateral is unsecured, asset-backed securities are
structured to include additional collateral and/or additional credit
support to protect against default. The Adviser evaluates the strength
of each particular issue of asset-backed security, taking into account
the structure of the issue and its credit support. (See "Investment
Practices and Restrictions - Risk Characteristics of Asset-Backed
Securities.");

The Fund may employ certain additional investment strategies which are
discussed in "Investment Practices and Restrictions", below.

Investment Practices and Restrictions

Defensive Investments. The Funds may invest without limitation in high quality
money market instruments, such as notes, certificates of deposit or bankers'
acceptances, or U.S. Government securities if, in the opinion of the Funds'
investment adviser, market conditions warrant a temporary defensive investment
strategy.

Repurchase Agreements. The Funds may invest in repurchase agreements. Repurchase
agreements are agreements by which a Fund purchases a security (usually U.S.
government securities) for cash and obtains a simultaneous commitment from the
seller (usually a bank or broker/dealer) to repurchase the security at an
agreed-upon price and specified future date. The repurchase price reflects an
agreed-upon interest rate for the time period of the agreement. The Fund's risk
is the inability of the seller to pay the agreed-upon price on delivery date.
However, this risk is tempered by the ability of the Fund to sell the security
in the open market in the case of a default. In such a case, the Fund may incur
costs in disposing of the security which would increase Fund expenses. The
Adviser will monitor the creditworthiness of the firms with which the Funds
enter into repurchase agreements.

When-Issued And Delayed Delivery Transactions. The Funds may purchase securities
on a when-issued or delayed delivery basis. These transactions are arrangements
in which a Fund purchases securities with payment and delivery scheduled for a
future time. The seller's failure to complete these transactions may cause a
Fund to miss a price or yield considered to be advantageous. Settlement dates
may be a month or more after entering into these transactions, and the market
values of the securities purchased may vary from the purchase prices.
Accordingly, a Fund may pay more or less than the market value of the securities
on the settlement date. The Funds may dispose of a commitment prior to
settlement if the Adviser deems it appropriate to do so. In addition, the Funds
may enter into transactions to sell their purchase commitments to third parties
at current market values and simultaneously acquire other commitments to
purchase similar securities at later dates. The Funds may realize short-term
profits or losses upon the sale of such commitments.

Lending Of Portfolio Securities. In order to generate additional income, the
Funds may lend portfolio securities on a short-term or long-term basis to
broker/dealers, banks, or other institutional borrowers of securities. The Funds
will only enter into loan arrangements with creditworthy borrowers and will
receive collateral in the form of cash or U.S. government securities equal to at
least 100% of the value of the securities loaned. As a matter of fundamental
investment policy which cannot be changed without shareholder approval, the
Funds will not lend any of their assets except portfolio securities up to 15%
(in the case of the Evergreen Fixed Income Fund and Evergreen Managed Bond Fund)
or one-third (in the case of Evergreen U.S. Government Fund) of the value of
their total assets. There is the risk that when lending portfolio securities,
the securities may not be available to a Fund on a timely basis and the Fund
may, therefore, lose the opportunity to sell the securities at a desirable
price. In addition, in the event that a borrower of securities would file for
bankruptcy or become insolvent, disposition of the securities may be delayed
pending court action.

The principal reason for writing call or put options is to obtain,
through a receipt of premiums, a greater current return than would be realized
on the underlying securities alone. The Funds receive a premium from writing a
call or put option which they retain whether or not the option is exercised. By
writing a call option, the Funds might lose the potential for gain on the
underlying security while the option is open, and by writing a put option, the
Funds might become obligated to purchase the underlying securities for more than
their current market price upon exercise.

The Funds may also enter into currency and other financial futures
contracts and write options on such contracts. The Funds intend to enter into
such contracts and related options for hedging purposes. The Funds will enter
into futures on securities, currencies, or index-based futures contracts in
order to hedge against changes in interest or exchange rates or securities
prices. A futures contract on securities or currencies is an agreement to buy or
sell securities or currencies during a designated month at whatever price exists
at that time. A futures contract on a securities index does not involve the
actual delivery of securities, but merely requires the payment of a cash
settlement based on changes in the securities index. The Funds do not make
payment or deliver securities upon entering into a futures contract. Instead,
they put down a margin deposit, which is adjusted to reflect changes in the
value of the contract and which remains in effect until the contract is
terminated.

The Funds may enter into closing purchase and sale transactions in
order to terminate a futures contract and may buy or sell put and call options
for the purpose of closing out their options positions. The Funds' ability to
enter into closing transactions depends on the development and maintenance of a
liquid secondary market. There is no assurance that a liquid secondary market
will exist for any particular contract or at any particular time. As a result,
there can be no assurance that the Funds will be able to enter into an
offsetting transaction with respect to a particular contract at a particular
time. If the Funds are not able to enter into an offsetting transaction, the
Funds will continue to be required to maintain the margin deposits on the
contract and to complete the contract according to its terms, in which case the
Funds would continue to bear market risk on the transaction.

Risk Characteristics Of Options And Futures. Although options and futures
transactions are intended to enable the Funds to manage market, exchange, or
interest rate risks, these investment devices can be highly volatile, and the
Funds' use of them can result in poorer performance (i.e., the Funds' returns
may be reduced). The Funds' attempt to use such investment devices for hedging
purposes may not be successful. Successful futures strategies require the
ability to predict future movements in securities prices, interest rates and
other economic factors. When the Funds use financial futures contracts and
options on financial futures contracts as hedging devices, there is a risk that
the prices of the securities subject to the financial futures contracts and
options on financial futures contracts may not correlate perfectly with the
prices of the securities in the Funds' portfolios. This may cause the financial
futures contract and any related options to react to market changes differently
than the portfolio securities. In addition, the Adviser could be incorrect in
its expectations and forecasts about the direction or extent of market factors,
such as interest rates, securities price movements, and other economic factors.
Even if the Adviser correctly predicts interest rate movements, a hedge could be
unsuccessful if changes in the value of a Fund's futures position did not
correspond to changes in the value of its investments. In these events, the
Funds may lose money on the financial futures contracts or the options on
financial futures contracts. It is not certain that a secondary market for
positions in financial futures contracts or for options on financial futures
contracts will exist at all times. Although the Adviser will consider liquidity
before entering into financial futures contracts or options on financial futures
contracts transactions, there is no assurance that a liquid secondary market on
an exchange will exist for any particular financial futures contract or option
on a financial futures contract at any particular time. The Funds' ability to
establish and close out financial futures contracts and options on financial
futures contract positions depends on this secondary market. If a Fund is unable
to close out its position due to disruptions in the market or lack of liquidity,
the Fund may lose money on the futures contract or option, and the losses to the
Fund could be significant.

Zero-Coupon And Stripped Securities. The Evergreen Fixed Income Fund and
Evergreen U.S. Government Fund may invest in zero-coupon and stripped
securities. Zero- coupon securities in which the Fund may invest are debt
obligations which are generally issued at a discount and payable in full at
maturity, and which do not provide for current payments of interest prior to
maturity. Zero-coupon securities usually trade at a deep discount from their
face or par value and are subject to greater market value fluctuations from
changing interest rates than debt obligations of comparable maturities which
make current distributions of interest. As a result, the net asset value of
shares of Evergreen Fixed Income Fund may fluctuate over a greater range than
shares of other mutual funds investing in securities making current
distributions of interest and having similar maturities.

In addition, the Treasury has facilitated transfers of ownership of
zero-coupon securities by accounting separately for the beneficial ownership of
particular interest coupons and corpus payments on Treasury securities through
the Federal Reserve book-entry record-keeping system. The Federal Reserve
program as established by the Treasury Department is known as "STRIPS" or
"Separate Trading of Registered Interest and Principal of Securities." Under the
STRIPS program, the Evergreen Fixed Income Fund will be able to have its
beneficial ownership of U.S. Treasury zero-coupon securities recorded directly
in the book-entry record-keeping system in lieu of having to hold certificates
or other evidence of ownership of the underlying U.S. Treasury securities.

Foreign Investments. Evergreen Fixed Income Fund may invest in foreign
securities or securities denominated in or indexed to foreign currencies. In
addition, Evergreen Fixed Income Fund may invest in foreign currencies. These
may involve additional risks. Specifically, they may be affected by the strength
of foreign currencies relative to the U.S. dollar, or by political or economic
developments in foreign countries. Accounting procedures and government
supervision may be less stringent than those applicable to U.S. companies. There
may be less publicly available information about a foreign company than about a
U.S. company. Foreign markets may be less liquid or more volatile than U.S.
markets and may offer less protection to investors. It may also be more
difficult to enforce contractual obligations abroad than would be the case in
the United States because of differences in the legal systems. Foreign
securities may be subject to foreign taxes, which may reduce yield, and may be
less marketable than comparable U.S. securities. All these factors are
considered by the Adviser before making any of these types of investments.

Risk Characteristics Of Asset-Backed Securities. Evergreen Fixed Income Fund and
Evergreen U.S. Government Fund may invest in asset-backed securities.
Asset-backed securities are created by the grouping of certain governmental,
government-related and private loans, receivables and other lender assets into
pools. Interests in these pools are sold as individual securities. Payments from
the asset pools may be divided into several different tranches of debt
securities, with some tranches entitled to receive regular installments of
principal and interest, other tranches entitled to receive regular installments
of interest, with principal payable at maturity or upon specified call dates,
and other tranches only entitled to receive payments of principal and accrued
interest at maturity or upon specified call dates. Different tranches of
securities will bear different interest rates, which may be fixed or floating.

Restricted And Illiquid Securities. The Funds may invest up to 10% of their net
assets (in the Evergreen U.S. Government Fund) in securities which are subject
to restrictions on resale under federal securities law. In the case of the
Evergeen Fixed Income Fund and Evergreen U.S. Government Fund, this restriction
is not applicable to commercial paper issued under Section 4(2) of the
Securities Act of 1933. The Evergreen Fixed Income Fund and Evergreen Managed
Bond Fund may invest up to 10% of their net assets in illiquid securities.
Evergreen U.S. Government Fund may invest up to 15% of its net assets in
illiquid securities. With respect to the Evergreen Fixed Income Fund, Evergreen
Managed Bond Fund and Evergreen U.S. Government Fund, illiquid securities
include certain restricted securities not determined by the Trustees to be
liquid, non-negotiable time deposits, and repurchase agreements providing for
settlement in more than seven days after notice.

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

MANAGEMENT OF THE FUNDS
- -------------------------------------------------------------------------------

INVESTMENT ADVISER

The management of each Fund is supervised by the Trustees. The Capital
Management Group of First Union National Bank of North Carolina ("CMG") serves
as investment adviser to each Fund. First Union National Bank of North Carolina
("FUNB") is a subsidiary of First Union Corporation ("First Union"), one of the
ten largest bank holding companies in the United States. First Union is a bank
holding company headquartered in Charlotte, North Carolina, which had $74.2
billion in consolidated assets as of September 30, 1994. First Union and its
subsidiaries provide a broad range of financial services to individuals and
businesses through offices in 36 states. The Capital Management Group of FUNB
manages or otherwise oversees the investment of over $36 billion in assets
belonging to a wide range of clients, including all the series of Evergreen
Investment Trust (formerly known as First Union Funds). First Union Brokerage
Services, Inc., a wholly-owned subsidiary of FUNB, is a registered broker-dealer
that is principally engaged in providing retail brokerage services consistent
with its federal banking authorizations. First Union Capital Markets Corp., a
wholly-owned subsidiary of First Union, is a registered broker-dealer
principally engaged in providing, consistent with its federal banking
authorizations, private placement, securities dealing, and underwriting
services.

CMG manages investments and supervises the daily business affairs of
each Fund and, as compensation therefor, is entitled to receive an annual fee
equal to .50 of 1% of average daily net assets of each Fund. The total
annualized operating expenses of Evergreen Fixed Income Fund, Evergreen Managed
Bond Fund and Evergreen U.S. Government Fund for the most recent fiscal year
ended December 31, 1994, are set forth in the section entitled "Financial
Highlights". Evergreen Asset Management Corp. ("Evergreen Asset"), a subsidiary
of FUNB, serves as administrator to each Fund and is entitled to receive a fee
based on the average daily net assets of each Fund at a rate based on the total
assets of the mutual funds administered by Evergreen Asset for which CMG or
Evergreen Asset also serve as investment adviser, calculated in accordance with
the following schedule: .050% of the first $7 billion; .035% on the next $3
billion; .030% on the next $5 billion; .020% on the next $10 billion; .015% on
the next $5 billion; and .010% on assets in excess of $30 billion. Furman Selz
Incorporated, the parent of Evergreen Funds Distributor, Inc., distributor for
the Evergreen group of mutual funds, serves as sub-administrator for each Fund
and is entitled to receive a fee from each Fund calculated on the average daily
net assets of the Funds at a rate based on the total assets of the mutual funds
administered by Evergreen Asset for which CMG or Evergreen Asset also serve as
investment adviser, calculated in accordance with the following schedule: .0100%
of the first $7 billion; .0075% on the next $3 billion; .0050% on the next $15
billion; and .0040% on assets in excess of $25 billion. The total assets of the
mutual funds administered by Evergreen Asset for which CMG or Evergreen Asset
serve as investment adviser as of March 31, 1995 were approximately $8 billion.

The portfolio manager of Evergreen Fixed Income Fund is Thomas L.
Ellis, who is a Vice President of FUNB. Prior to joining FUNB in 1985, Mr. Ellis
had seventeen years of investment management and sales experience, including
eleven years marketing short and medium-term obligations to institutional
investors, plus three years as head trader for First Boston Corporation. Mr.
Ellis has managed the Fund since its inception in July 1988. The portfolio
manager of Evergreen Managed Bond Fund is Glen T. Insley who is a Senior Vice
President and Director of Fixed Income Portfolio Management for FUNB. Mr. Insley
served as Director of Fixed Income Management at One Federal Asset Management, a
subsidiary of Shawmut Bank, for six years prior to joining FUNB. Mr. Insley has
served as the portfolio manager for the Evergreen Managed Bond Fund since May
1993. The portfolio manager of Evergreen U.S. Government Fund is Rollin C.
Williams, a Vice President of FUNB, who has over 24 years of investment
management experience. Mr. Williams was the Head of Fixed Income Investments at
Dominion Trust Company from 1988 until its acquisition by First Union. Mr.
Williams has served as the portfolio manager for the Evergreen U.S. Government
Fund since its inception in December 1992.

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

PURCHASE AND REDEMPTION OF SHARES
- -------------------------------------------------------------------------------

HOW TO BUY SHARES

Eligible investors may purchase Fund shares at net asset value by mail
or wire as described below. The Fund imposes no sales charges on Class Y shares.
Class Y shares are the only class of shares offered by this Prospectus and are
only available to (i) all shareholders of record in one or more of the Evergreen
Funds as of December 30, 1994, (ii) certain institutional investors and (iii)
investment advisory clients of the Adviser and its affiliates. The minimum
initial investment is $1,000, which may be waived in certain situations. There
is no minimum for subsequent investments. Investors may make subsequent
investments by establishing a Systematic Investment Plan or a Telephone
Investment Plan.

When making subsequent investments, an investor should either enclose
the return remittance portion of the statement, or indicate on the face of the
check, the name of the Fund in which an investment is to be made, the exact
title of the account, the address, and the Fund account number. Purchase
requests should not be sent to the Fund in New York. If they are, the Fund must
forward them to State Street, and the request will not be effective until State
Street receives them.

How the Fund Values Its Shares. The net asset value of each Class of shares of
the Fund is calculated by dividing the value of the amount of the Fund's net
assets attributable to that Class by the number of outstanding shares of that
Class. Shares are valued each day the New York Stock Exchange (the "Exchange")
is open as of the close of regular trading (currently 4:00 p.m. Eastern time).
The securities in the Fund are valued at their current market value determined
on the basis of market quotations or, if such quotations are not readily
available, such other methods as the Fund's Trustees believe would accurately
reflect fair market value.

Additional Purchase Information. As a condition of this offering, if a purchase
is canceled due to nonpayment or because an investor's check does not clear, the
investor will be responsible for any loss the Fund or the Adviser incurs. If
such investor is an existing shareholder, the Fund may redeem shares from an
investor's account to reimburse the Fund or the Adviser for any loss. In
addition, such investors may be prohibited or restricted from making further
purchases in any of the Evergreen Funds.

The Share Purchase Application may not be used to invest in any of the
prototype retirement plans for which the Fund is an available investment. For
information about the requirements to make such investments, including copies of
the necessary application forms, please call the telephone number set forth on
the cover page of this Prospectus. The Fund cannot accept investments specifying
a certain price or date and reserves the right to reject any specific purchase
order, including orders in connection with exchanges from the other Evergreen
Funds. Although not currently anticipated, the Fund reserves the right to
suspend the offer of shares for a period of time.

Shares of the Fund are sold at the net asset value per share next
determined after a shareholder's order is received. Investments by federal funds
wire or by check will be effective upon receipt by State Street. Qualified
institutions may telephone orders for the purchase of Fund shares. Institutions
should telephone the Fund (800-235-0064) for additional information on purchases
by telephone. Investors may also purchase shares through a broker/dealer, which
may charge a fee for the service.

HOW TO REDEEM SHARES

You may "redeem", i.e., sell your shares in the Fund to the Fund on any day the
Exchange is open, either directly or through your financial intermediary. The
price you will receive is the net asset value next calculated after the Fund
receives your request in proper form. Proceeds generally will be sent to you
within seven days. However, for shares recently purchased by check, the Fund
will not send proceeds until it is reasonably satisfied that the check has been
collected (which may take up to 15 days). Once a redemption request has been
telephoned or mailed, it is irrevocable and may not be modified or canceled.

Redeeming Shares Directly by Mail or Telephone. Send a signed letter of
instruction or stock power form to State Street which is the registrar, transfer
agent and dividend-disbursing agent for the Fund. Stock power forms are
available from your financial intermediary, State Street, and many commercial
banks. Additional documentation is required for the sale of shares by
corporations, financial intermediaries, fiduciaries and surviving joint owners.
Signature guarantees are required for all redemption requests for shares with a
value of more than $10,000 or where the redemption proceeds are to be mailed to
an address other than that shown in the account registration. A signature
guarantee must be provided by a bank or trust company (not a Notary Public), a
member firm of a domestic stock exchange or by other financial institutions
whose guarantees are acceptable to State Street.

Shareholders may withdraw amounts of $1,000 or more from their accounts
by calling State Street (800-423-2615) between the hours of 9:00 a.m. and 4:00
p.m. (Eastern time) each business day (i.e., any weekday exclusive of days on
which the New York Stock Exchange or State Street's offices are closed). The New
York Stock Exchange is closed on New Year's Day, Presidents Day, Good Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day.
Redemption requests made after 4:00 p.m. (Eastern time) will be processed using
the net asset value determined on the next business day. Such redemption
requests must include the shareholder's account name, as registered with the
Fund, and the account number. During periods of drastic economic or market
changes, shareholders may experience difficulty in effecting telephone
redemptions. Shareholders who are unable to reach the Fund or State Street by
telephone should follow the procedures outlined above for redemption by mail.

The telephone redemption service is not made available to shareholders
automatically. Shareholders wishing to use the telephone redemption service must
indicate this on the Share Purchase Application and choose how the redemption
proceeds are to be paid. Redemption proceeds will either (i) be mailed by check
to the shareholder at the address in which the account is registered or (ii) be
wired to an account with the same registration as the shareholder's account in
the Fund at a designated commercial bank. State Street currently deducts a $5
wire charge from all redemption proceeds wired. This charge is subject to change
without notice. A shareholder who decides later to use this service, or to
change instructions already given, should fill out a Shareholder Services Form
and send it to State Street Bank and Trust Company, P.O. Box 9021, Boston,
Massachusetts 02205-9827, with such shareholder's signature guaranteed by a bank
or trust company (not a Notary Public), a member firm of a domestic stock
exchange or by other financial institutions whose guarantees are acceptable to
State Street. Shareholders should allow approximately ten days for such form to
be processed. The Fund will employ reasonable procedures to verify that
telephone requests are genuine. These procedures include requiring some form of
personal identification prior to acting upon instructions and tape recording of
conversations. If the Fund fails to follow such procedures, it may be liable for
any losses due to unauthorized or fraudulent instructions. The Fund shall not be
liable for following telephone instructions reasonably believed to be genuine.
Also, the Fund reserves the right to refuse a telephone redemption request, if
it is believed advisable to do so. Financial intermediaries may charge a fee for
handling telephonic requests. The telephone redemption option may be suspended
or terminated at any time without notice.

General. The sale of shares is a taxable transaction for Federal tax purposes.
Under unusual circumstances, the Fund may suspend redemptions or postpone
payment for up to seven days or longer, as permitted by Federal securities law.
The Fund reserves the right to close an account that through redemption has
remained below $1,000 for 30 days. Shareholders will receive 60 days' written
notice to increase the account value before the account is closed. The Fund has
elected to be governed by Rule 18f-1 under the Investment Company Act of 1940
pursuant to which the Fund is obligated to redeem shares solely in cash, up to
the lesser of $250,000 or 1% of the Fund's total net assets during any ninety
day period for any one shareholder. See the Statement of Additional Information
for further details.

EXCHANGE PRIVILEGE

Each of the Evergreen Funds have different investment objectives and
policies. For complete information, a prospectus of the fund into which an
exchange will be made should be read prior to the exchange. An exchange is
treated for Federal income tax purposes as a redemption and purchase of shares
and may result in the realization of a capital gain or loss. The Fund imposes a
fee of $5 per exchange on shareholders who exchange in excess of four times per
calendar year. This exchange privilege may be modified or discontinued at any
time by the Fund upon sixty days' notice to shareholders and is only available
in states in which shares of the fund being acquired may lawfully be sold.

Exchanges by Telephone and Mail. You may exchange shares with a value of $1,000
or more by telephone by calling State Street (800-423-2615). Exchange requests
made after 4:00 p.m. (Eastern time) will be processed using the net asset value
determined on the next business day. During periods of drastic economic or
market changes, shareholders may experience difficulty in effecting telephone
exchanges. You should follow the procedures outlined below for exchanges by mail
if you are unable to reach State Street by telephone. If you wish to use the
telephone exchange service you should indicate this on the Share Purchase
Application. As noted above, the Fund will employ reasonable procedures to
confirm that instructions for the redemption or exchange of shares communicated
by telephone are genuine. A telephone exchange may be refused by the Fund or
State Street if it is believed advisable to do so. Procedures for exchanging
Fund shares by telephone may be modified or terminated at any time. Written
requests for exchanges should follow the same procedures outlined for written
redemption requests in the section entitled "How to Redeem Shares", however, no
signature guarantee is required.

SHAREHOLDER SERVICES

The Fund offers the following shareholder services. For more
information about these services or your account, contact your financial
intermediary, Evergreen Funds Distributor, Inc.("EFD"), the distributor of the
Fund, or the toll-free number on the front page of this Prospectus. Some
services are described in more detail in the Share Purchase Application.

Systematic Investment Plan. You may make monthly or quarterly investments into
an existing account automatically in amounts of not less than $25.

Automatic Reinvestment Plan. For the convenience of investors, all dividends and
distributions are automatically reinvested in full and fractional shares of the
Fund at the net asset value per share on the last business day of each month,
unless otherwise requested by a shareholder in writing. If the transfer agent
does not receive a written request for subsequent dividends and/or distributions
to be paid in cash at least three full business days prior to a given record
date, the dividends and/or distributions to be paid to a shareholder will be
reinvested. If you elect to receive dividends and distributions in cash and the
U.S. Postal Service cannot deliver the checks, or if the checks remain uncashed
for six months, the checks will be reinvested into your account at the then
current net asset value.

EFFECT OF BANKING LAWS

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

OTHER INFORMATION
- -------------------------------------------------------------------------------

DIVIDENDS, DISTRIBUTIONS AND TAXES

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE

A discussion of the performance of each Fund for its most recent fiscal
year is contained in the annual report of each Fund for the fiscal year ended
December 31, 1994.

GENERAL INFORMATION

A shareholder in each class of a Fund will be entitled to his or her
share of all dividends and distributions from a Fund's assets, based upon the
relative value of such shares to those of other Classes of the Fund, and, upon
redeeming shares, will receive the then current net asset value of the Class of
shares of the Fund represented by the redeemed shares less any applicable CDSC.
The Trust named above is empowered to establish, without shareholder approval,
additional investment series, which may have different investment objectives,
and additional classes of shares for any existing or future series. If an
additional series or class were established in a Fund, each share of the series
or class would normally be entitled to one vote for all purposes. Generally,
shares of each series and class would vote together as a single class on
matters, such as the election of Trustees, that affect each series and class in
substantially the same manner. Class A, B, C and Y shares have identical voting,
dividend, liquidation and other rights, except that each class bears, to the
extent applicable, its own distribution and transfer agency expenses as well as
any other expenses applicable only to a specific class. Each class of shares
votes separately with respect to Rule 12b-1 distribution plans and other matters
for which separate class voting is appropriate under applicable law. Shares are
entitled to dividends as determined by the Trustees and, in liquidation of a
Fund, are entitled to receive the net assets of the Fund.

Other Classes of Shares. Each Fund other than Evergreen Managed Bond Fund, which
only offers class Y shares, currently offers four classes of shares, Class A,
Class B, Class C and Class Y, and may in the future offer additional classes.
Class Y shares are the only class of shares offered by this Prospectus and are
only available to (i) all shareholders of record in one or more of the Funds for
which Evergreen Asset serves as investment adviser as of December 30, 1994, (ii)
certain institutional investors and (iii) investment advisory clients of CMG,
Evergreen Asset or their affiliates. The dividends payable with respect to Class
A, Class B and Class C shares will be less than those payable with respect to
Class Y shares due to the distribution and distribution and shareholder
servicing-related expenses borne by Class A, Class B and Class C shares and the
fact that such expenses are not borne by Class Y shares.

Liability Under Massachusetts Law. Under Massachusetts law, Trustees and
shareholders of a business trust may, in certain circumstances, be held
personally liable for its obligations. The Declaration of Trust under which each
Fund operates provide that no Trustee or shareholder will be personally liable
for the obligations of the Trust and that every written contract made by the
Trust contain a provision to that effect. If any Trustee or shareholder were
required to pay any liability of the Trust, that person would be entitled to
reimbursement from the general assets of the Trust.

Additional Information. This Prospectus and the Statement of Additional
Information, which has been incorporated by reference herein, do not contain all
the information set forth in the Registration Statements filed by the Trust with
the Commission under the Securities Act. Copies of the Registration Statements
may be obtained at a reasonable charge from the Commission or may be examined,
without charge, at the offices of the Commission in Washington, D.C.

PROSPECTUS July 7, 1995
EVERGREEN(SM) INTERNATIONAL/GLOBAL GROWTH FUNDS (Evergreen Logo appears here)
EVERGREEN EMERGING MARKETS GROWTH FUND
EVERGREEN INTERNATIONAL EQUITY FUND
EVERGREEN GLOBAL REAL ESTATE EQUITY FUND
CLASS A SHARES
CLASS B SHARES
CLASS C SHARES
The Evergreen International/Global Growth Funds (the "Funds") are
designed to provide investors with a selection of investment alternatives
which seek to provide capital growth and diversification. This Prospectus
provides information regarding the Class A, Class B and Class C shares
offered by the Funds. Each Fund is, or is a series of, an open-end,
diversified, management investment company. This Prospectus sets forth
concise information about the Funds that a prospective investor should know
before investing. The address of the Funds is 2500 Westchester Avenue,
Purchase, New York 10577.
A "Statement of Additional Information" for the Funds dated July
7, 1995 has been filed with the Securities and Exchange Commission and is
incorporated by reference herein. The Statement of Additional Information
provides information regarding certain matters discussed in this Prospectus
and other matters which may be of interest to investors, and may be
obtained without charge by calling the Funds at (800) 807-2940. There can
be no assurance that the investment objective of any Fund will be achieved.
Investors are advised to read this Prospectus carefully.
THE SHARES OFFERED BY THIS PROSPECTUS ARE NOT DEPOSITS OR OBLIGATIONS OF
FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, ARE NOT ENDORSED OR
GUARANTEED BY FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, AND ARE NOT
INSURED OR OTHERWISE PROTECTED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY AND
INVOLVE RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
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.
KEEP THIS PROSPECTUS FOR FUTURE REFERENCE
EVERGREEN(SM) is a Service Mark of Evergreen Asset Management Corp.
Copyright 1995, Evergreen Asset Management Corp.

<PAGE>
TABLE OF CONTENTS
<TABLE>
<S> <C>
OVERVIEW OF THE FUNDS 2
EXPENSE INFORMATION 3
FINANCIAL HIGHLIGHTS 5
DESCRIPTION OF THE FUNDS
Investment Objectives and Policies 9
Investment Practices and Restrictions 10
MANAGEMENT OF THE FUNDS
Investment Adviser 15
Sub-Advisers 17
Distribution Plan and Agreements 17
PURCHASE AND REDEMPTION OF SHARES
How to Buy Shares 18
How to Redeem Shares 21
Exchange Privilege 22
Shareholder Services 23
Effect of Banking Laws 23
OTHER INFORMATION
Dividends, Distributions and Taxes 24
Management's Discussion of Fund Performance 25
General Information 26
</TABLE>

OVERVIEW OF THE FUNDS
The following summary is qualified in its entirety by the more detailed
information contained elsewhere in this Prospectus. See "Description of the
Funds" and "Management of the Funds".
The Investment Adviser to EVERGREEN GLOBAL REAL ESTATE EQUITY FUND is
Evergreen Asset Management Corp. ("Evergreen Asset") which, with its
predecessors, has served as an investment adviser to the Evergreen Funds since
1971. Evergreen Asset is a wholly-owned subsidiary of First Union National Bank
of North Carolina ("FUNB"), which in turn is a subsidiary of First Union
Corporation, one of the ten largest bank holding companies in the United States.
The Capital Management Group of FUNB ("CMG") serves as investment adviser to
EVERGREEN EMERGING MARKETS GROWTH FUND and EVERGREEN INTERNATIONAL EQUITY FUND.
EVERGREEN EMERGING MARKETS GROWTH FUND (formerly First Union Emerging
Markets Growth Portfolio) seeks to provide long-term capital appreciation. The
EVERGREEN EMERGING MARKETS GROWTH FUND invests in equity securities of issuers
located in countries with emerging markets.
EVERGREEN INTERNATIONAL EQUITY FUND (formerly First Union International
Equity Portfolio) seeks to provide long-term capital appreciation. The EVERGREEN
INTERNATIONAL EQUITY FUND invests in equity securities of non-U.S. issuers.
EVERGREEN GLOBAL REAL ESTATE EQUITY FUND seeks long-term capital growth.
Current income is a secondary objective. It invests primarily in equity
securities of United States and non-United States companies which are
principally engaged in the real estate industry or which own significant real
estate assets. It will not purchase direct interests in real estate.
THERE IS NO ASSURANCE THAT THE INVESTMENT OBJECTIVE OF ANY FUND WILL BE
ACHIEVED.
2

<PAGE>
EXPENSE INFORMATION
The table set forth below summarizes the shareholder transaction costs
associated with an investment in each Class A, Class B and Class C Shares of a
Fund. For further information see "Purchase and Redemption of Shares" and
"General Information -- Other Classes of Shares".
<TABLE>
<CAPTION>
SHAREHOLDER TRANSACTION EXPENSES Class A Shares Class B Shares Class C Shares
<S> <C> <C> <C>
Maximum Sales Charge Imposed on Purchases 4.75% None None
(as a % of offering price)
Sales Charge on Dividend Reinvestments None None None
Contingent Deferred Sales Charge (as a % of None 5% during the first year, 4% during the 1% during the
original purchase price or redemption second year, 3% during the third and fourth first year and
proceeds, whichever is lower) years, 2% during the fifth year, 1% during 0% thereafter
the sixth and seventh years and 0% after the
seventh year
Redemption Fee None None None
Exchange Fee None None None
</TABLE>

The following tables show for each Fund the estimated annual operating
expenses (as a percentage of average net assets) attributable to each Class of
Shares, together with examples of the cumulative effect of such expenses on a
hypothetical $1,000 investment in each Class for the periods specified assuming
(i) a 5% annual return, and (ii) redemption at the end of each period and,
additionally for Class B and C, no redemption at the end of each period.
In the following examples (i) the expenses for Class A Shares assume
deduction of the maximum 4.75% sales charge at the time of purchase, (ii) the
expenses for Class B Shares and Class C Shares assume deduction at the time of
redemption (if applicable) of the maximum contingent deferred sales charge
applicable for that time period, and (iii) the expenses for Class B Shares
reflect the conversion to Class A Shares eight years after purchase (years eight
through ten, therefore, reflect Class A expenses).
EVERGREEN EMERGING MARKETS GROWTH FUND
<TABLE>
<CAPTION>
EXAMPLES
Assuming
Assuming Redemption at End of no
ANNUAL OPERATING EXPENSES** Period Redemption
Class B Class C Class A Class B Class C Class B
Class A
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Advisory Fees 1.50% 1.50% 1.50% After 1 Year $ 71 $ 82 $ 42 $ 32
Administrative Fees .06% .06% .06% After 3 Years $ 119 $ 127 $ 97 $ 97
12b-1 Fees* .25% .75% .75% After 5 Years $ 169 $ 185 $ 165 $ 165
Shareholder Service Fees -- .25% .25% After 10 Years $ 308 $ 320 $ 346 $ 320
Other Expenses .59% .59% .59%
Total 2.40% 3.15% 3.15%
<CAPTION>
Class C
<S> <C> <C>
Advisory Fees After 1 Year $ 32
Administrative Fees After 3 Years $ 97
12b-1 Fees* After 5 Years $ 165
Shareholder Service Fees After 10 Years $ 346
Other Expenses
Total
</TABLE>

EVERGREEN INTERNATIONAL EQUITY FUND
<TABLE>
<CAPTION>
EXAMPLES
Assuming
Assuming Redemption at End of no
ANNUAL OPERATING EXPENSES** Period Redemption
Class B Class C Class A Class B Class C Class B
Class A
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Advisory Fees .82% .82% .82% After 1 Year $ 61 $ 72 $ 32 $ 22
Administrative Fees .06% .06% .06% After 3 Years $ 90 $ 98 $ 68 $ 68
12b-1 Fees* .25% .75% .75% After 5 Years $ 121 $ 136 $ 116 $ 116
Shareholder Service Fees -- .25% .25% After 10 Years $ 209 $ 272 $ 250 $ 222
Other Expenses .29% .29% .29%
Total 1.42% 2.17% 2.17%
<CAPTION>
Class C
<S> <C> <C>
Advisory Fees After 1 Year $ 22
Administrative Fees After 3 Years $ 68
12b-1 Fees* After 5 Years $ 116
Shareholder Service Fees After 10 Years $ 250
Other Expenses
Total
</TABLE>

EVERGREEN GLOBAL REAL ESTATE EQUITY FUND
<TABLE>
<CAPTION>
EXAMPLES
Assuming
Assuming Redemption at End of no
ANNUAL OPERATING EXPENSES** Period Redemption
Class B Class C Class A Class B Class C Class B
Class A
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Advisory Fees 1.00% 1.00% 1.00% After 1 Year $ 64 $ 75 $ 35 $ 25
12b-1 Fees* .25% 1.00% 1.00% After 3 Years $ 99 $ 107 $ 77 $ 77
Other Expenses .46% .46% .46% After 5 Years $ 136 $ 151 $ 131 $ 131
Total 1.71% 2.46% 2.46% After 10 Years $ 240 $ 252 $ 280 $ 252
<CAPTION>
Class C
<S> <C> <C>
Advisory Fees After 1 Year $ 25
12b-1 Fees* After 3 Years $ 77
Other Expenses After 5 Years $ 131
Total After 10 Years $ 280
</TABLE>

<PAGE>
*Class A Shares can pay up to .75 of 1% of average net assets as a 12b-1 Fee.
For the forseeable future, the Class A 12b-1 Fees will be limited to .25 of 1%
of average net assets. For Class B and Class C Shares of EVERGREEN GLOBAL REAL
ESTATE EQUITY FUND, a portion of the 12b-1 Fees equivalent to .25 of 1% of
average net assets will be shareholder servicing-related. Distribution-related
12b-1 Fees will be limited to .75 of 1% of average net assets as permitted under
the rules of the National Association of Securities Dealers, Inc.
**The annual operating expenses and examples do not reflect fee waivers and
expense reimbursements for the most recent fiscal period. Actual expenses net of
fee waivers and expense reimbursements for the fiscal period ended December 31,
1994 or September 30, 1994, as applicable, for Class A, B and C Shares were as
follows:
<TABLE>
<CAPTION>
CLASS A CLASS B CLASS C
<S> <C> <C> <C>
Evergreen Emerging Markets Growth Fund 1.78% 2.53% 2.53%
Evergreen International Equity Fund 1.26% 2.02% 2.01%
</TABLE>

From time to time, each Fund's investment adviser may, at its discretion,
reduce or waive its fees or reimburse the Funds for certain of their expenses in
order to reduce their expense ratios. Each Fund's investment adviser may cease
these waivers and reimbursements at any time.
The purpose of the foregoing table is to assist an investor in
understanding the various costs and expenses that an investor in each Class of
Shares of the Funds will bear directly or indirectly. The amounts set forth both
in the tables and in the examples are estimated amounts based on the experience
of each Fund for the most recent fiscal period. Such expenses have been restated
to reflect current fee arrangements and in the case of Funds that did not offer
all of the above-referenced Classes of shares during such periods, the amounts
set forth in the tables are based on the expenses incurred by the Classes which
were offered. THE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR
FUTURE EXPENSES OR ANNUAL RETURN. ACTUAL EXPENSES AND ANNUAL RETURN MAY BE
GREATER OR LESS THAN THOSE SHOWN. For a more complete description of the various
costs and expenses borne by the Funds see "Management of the Funds". As a result
of asset-based sales charges, long-term shareholders may pay more than the
economic equivalent of the maximum front-end sales charges permitted under the
rules of the National Association of Securities Dealers, Inc.
4

<PAGE>
FINANCIAL HIGHLIGHTS
The tables on the following pages present, for each Fund, financial
highlights for a share outstanding throughout each period indicated. The
information in the tables for the five most recent fiscal years or the life of
the Fund if shorter for EVERGREEN EMERGING MARKETS GROWTH FUND and EVERGREEN
INTERNATIONAL EQUITY FUND has been audited by KPMG Peat Marwick LLP, each Fund's
independent auditors, for EVERGREEN GLOBAL REAL ESTATE EQUITY FUND has, except
as noted otherwise, been audited by Price Waterhouse LLP, the Fund's independent
auditors. A report of KPMG Peat Marwick LLP or Price Waterhouse LLP, as the case
may be, on the audited information with respect to each Fund is incorporated by
reference in the Fund's Statement of Additional Information. The following
information for each Fund should be read in conjunction with the financial
statements and related notes which are incorporated by reference in the Fund's
Statement of Additional Information.
Further information about a Fund's performance is contained in the Fund's
annual report to shareholders, which may be obtained without charge.
EVERGREEN EMERGING MARKETS GROWTH FUND
<TABLE>
<CAPTION>
SEPTEMBER 6, 1994*
THROUGH DECEMBER 31, 1994
CLASS A CLASS B CLASS C CLASS Y
SHARES SHARES SHARES SHARES
<S> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period............................................. $10.00 $10.00 $10.00 $ 10.00
Income (loss) from investment operations:
Net investment income (loss)..................................................... -- (.02) (.02) .01
Net realized and unrealized loss on investments and foreign currency
transactions................................................................... (1.83) (1.82) (1.82) (1.84)
Total from investment operations............................................... (1.83) (1.84) (1.84) (1.83)
Net asset value, end of period................................................... $8.17 $8.16 $8.16 $8.17
TOTAL RETURN+.................................................................... (18.3%) (18.4%) (18.4%) (18.3%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)........................................ $867 $1,589 $89 $5,878
Ratios to average net assets:
Expenses (a)................................................................... 1.78%++ 2.53%++ 2.53%++ 1.53%++
Net investment income (loss) (a)............................................... (.12%)++ (.84%)++ (.82%)++ .43%++
Portfolio turnover rate.......................................................... 17% 17% 17% 17%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income (loss) to average
net assets, exclusive of any applicable state expense limitations, for the
period from September 6, 1994 through December 31, 1994 would have been the
following:
<TABLE>
<CAPTION>
CLASS A CLASS B CLASS C CLASS Y
SHARES SHARES SHARES SHARES
<S> <C> <C> <C> <C>
Expenses..................................................... 3.96% 4.71% 4.71% 3.71%
Net investment income (loss)................................. (2.30%) (3.02%) (3.00%) (1.75%)
</TABLE>

<PAGE>
EVERGREEN INTERNATIONAL EQUITY FUND
<TABLE>
<CAPTION>
CLASS A CLASS C
SHARES CLASS B SHARES SHARES
<S> <C> <C> <C>
SEPTEMBER 2, 1994*
THROUGH DECEMBER 31, 1994
PER SHARE DATA
Net asset value, beginning of period.............................................. $10.00 $ 10.00 $10.00
Income (loss) from investment operations:
Net investment income............................................................. .02 -- .03
Net realized and unrealized loss on investments................................... (.52) (.50 ) (.54)
Total from investment operations................................................ (.50) (.50 ) (.51)
Less distributions to shareholders from:
Net investment income............................................................. -- -- --
Net asset value, end of period.................................................... $9.50 $9.50 $9.49
TOTAL RETURN+..................................................................... (5.1%) (5.2% ) (5.2%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)......................................... $2,545 $5,602 $163
Ratios to average net assets:
Expenses (a).................................................................... 1.26%++ 2.02% ++ 2.01%++
Net investment income (a)....................................................... .91%++ .10% ++ .85%++
Portfolio turnover rate........................................................... 1% 1% 1%
<CAPTION>
CLASS Y
SHARES
<S> <C>

PER SHARE DATA
Net asset value, beginning of period.............................................. $10.00
Income (loss) from investment operations:
Net investment income............................................................. .02
Net realized and unrealized loss on investments................................... (.51 )
Total from investment operations................................................ (.49 )
Less distributions to shareholders from:
Net investment income............................................................. (.01 )
Net asset value, end of period.................................................... $9.50
TOTAL RETURN+..................................................................... (5.0% )
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)......................................... $23,830
Ratios to average net assets:
Expenses (a).................................................................... 1.06% ++
Net investment income (a)....................................................... 1.03% ++
Portfolio turnover rate........................................................... 1%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income (loss) to average
net assets, exclusive of any applicable state expense limitations, for the
period from September 2, 1994 through December 31, 1994 would have been the
following:
<TABLE>
<CAPTION>
CLASS A CLASS B CLASS C CLASS Y
SHARES SHARES SHARES SHARES
<S> <C> <C> <C> <C>
Expenses..................................................... 2.09% 2.85% 2.84% 1.89%
Net investment income (loss)................................. .08% (.73%) .02% .20%
</TABLE>

<PAGE>
EVERGREEN GLOBAL REAL ESTATE EQUITY FUND -- CLASS Y SHARES
<TABLE>
<CAPTION>
SIX MONTHS NINE MONTHS FEBRUARY 1, 1989*
ENDED MARCH ENDED THROUGH
31, 1995 SEPTEMBER 30, YEAR ENDED DECEMBER 31, DECEMBER 31,
(UNAUDITED) 1994# 1993 1992 1991 1990 1989
<S> <C> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of
period............................ $ 13.81 $ 14.75 $9.86 $9.16 $8.10 $10.03 $10.00
Income (loss) from investment
operations:
Net investment income (loss)........ .01 .07 -- (.01) (.02) (.03) .17
Net realized and unrealized gain
(loss) on investments............. (2.48) (1.01) 5.07 .94 1.08 (1.90) .03
Total from investment
operations.................... (2.47) (.94) 5.07 .93 1.06 (1.93) .20
Less distributions to shareholders
from:
Net investment income............... (.10) -- -- -- -- -- (.17)
Net realized gains.................. (.52) -- (.18) (.23) -- -- --
Total distributions............. (.62) -- (.18) (.23) -- -- (.17)
Net asset value, end of period...... $ 10.72 $ 13.81 $14.75 $9.86 $9.16 $8.10 $10.03
TOTAL RETURN+....................... (18.4%) (6.4%) 51.4% 10.2% 13.1% (19.2%) 2.0%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's
omitted).......................... $74,001 $132,294 $146,173 $8,618 $7,557 $6,004 $7,336
Ratios to average net assets:
Operating expenses................ 1.51%++ 1.46%++ 1.56%(a) 2.00%(a) 2.00%(a) 2.00%(a) 2.00%(a)++
Interest expense.................. .08%++ .08%++ -- -- -- -- --
Net investment income (loss)...... .39%++ .56%++ .03%(a) (.10%)(a) (.27%)(a) (.39%)(a) 2.23%(a)++
Portfolio turnover rate............. 17% 63% 88% 245% 207% 325% 151%
</TABLE>

# On September 21, 1994, the Fund changed its fiscal year end from December 31
to September 30.
* Commencement of operations.
+ Total return is calculated on net asset value per share and is not
annualized.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income (loss) to average
net assets, exclusive of any applicable state expense limitations, would
have been the following:
<TABLE>
<CAPTION>
FEBRUARY 1,
1989 THROUGH
YEAR ENDED DECEMBER 31, DECEMBER 31,
1993 1992 1991 1990 1989
<S> <C> <C> <C> <C> <C>
Operating expenses................................ 1.64% 3.72% 3.76% 3.99% 3.17%
Net investment income (loss)...................... (.05%) (1.82%) (2.02%) (2.38%) 1.06%
</TABLE>

<PAGE>
EVERGREEN GLOBAL REAL ESTATE EQUITY FUND -- CLASS A, B AND C SHARES
<TABLE>
<CAPTION>
CLASS A SHARES CLASS B SHARES CLASS C SHARES
FEBRUARY 10, 1995* FEBRUARY 8, 1995* FEBRUARY 9, 1995*
THROUGH THROUGH THROUGH
MARCH 31, 1995 MARCH 31, 1995 MARCH 31, 1995
(UNAUDITED) (UNAUDITED) (UNAUDITED)
<S> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period.............................. $11.46 $ 11.44 $ 11.43
Income (loss) from investment operations:
Net investment income............................................. .02 .02 .01
Net realized and unrealized loss on investments................... (.76) (.75) (.73)
Total from investment operations................................ (.74) (.73) (.72)
Net asset value, end of period.................................... $10.72 $ 10.71 $ 10.71
TOTAL RETURN+..................................................... (6.5%) (6.4%) (6.3%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)......................... $2,531 $ 3,362 $ 1,146
Ratios to average net assets:
Operating expenses (a).......................................... 1.51%++ 2.27%++ 2.31%++
Interest expense................................................ .02%++ .01%++ .01%++
Net investment income (a)....................................... 3.21%++ 1.53%++ .87%++
Portfolio turnover rate#.......................................... 17% 17% 17%
</TABLE>

* Commencement of class operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized. Due to the recent commencement of their offering, the ratios for
Class A, Class B and Class C shares are not necessarily comparable to that
of the Class Y shares, and are not necessarily indicative of future ratios.
# Portfolio turnover rate is calculated for the six months ended March 31,
1995.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income (loss) to average
net assets, exclusive of any applicable state expense limitations, would
have been the following:
<TABLE>
<CAPTION>
CLASS A SHARES CLASS B SHARES CLASS C SHARES
FEBRUARY 10, 1995 FEBRUARY 8, 1995 FEBRUARY 9, 1995
THROUGH THROUGH THROUGH
MARCH 31, 1995 MARCH 31, 1995 MARCH 31, 1995
(UNAUDITED) (UNAUDITED) (UNAUDITED)
<S> <C> <C> <C>
Operating expenses........................ 2.73% 3.49% 3.49%
Net investment income (loss).............. 1.99% .31% (.31%)
</TABLE>

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

DESCRIPTION OF THE FUNDS
- --------------------------------------------------------------------------------

INVESTMENT OBJECTIVES AND POLICIES

Evergreen Emerging Markets Growth Fund

The objective of Evergreen Emerging Markets Growth Fund is long-term
capital appreciation. In seeking this objective, the Fund invests in equity
securities of issuers located in emerging markets. The Fund is suitable for
aggressive investors interested in the investment opportunities offered by
securities of issuers located in emerging or developing markets and the
resulting potential for growth opportunities resulting from political change,
economic deregulation and liberalized trade policies. The objective is
fundamental and may not be changed without shareholder approval.

The Fund seeks long-term capital appreciation. The Fund invests
primarily in a diversified portfolio of equity securities of issuers located in
countries with emerging markets. As a matter of policy, the Fund will invest at
least 65% of the value of its total assets in securities of emerging market
issuers.

A country will be considered to have an "emerging market" if it has
relatively low gross national product per capita compared to the world's major
economies and the potential for rapid economic growth. Countries with emerging
markets include those that have an emerging stock market (as defined by the
International Finance Corporation), those with low-to middle income economies
(according to the World Bank), and those listed in World Bank publications as
"developing." The Fund will normally invest in at least six different countries,
although it may invest all of its assets in a single country. At the present
time, the Fund has no intention of investing all of its assets in a single
country. The Fund focuses on equity securities, but may also invest in other
types of instruments, including debt securities. Marvin & Palmer Associates, the
Sub-Adviser to the Fund, will make investment decisions regarding equity
securities based on its analysis of returns, price momentum, business and
industry considerations, and management quality.

The Fund may employ certain additional investment strategies which are
discussed in "Investment Practices and Restrictions", below.

Evergreen International Equity Fund

The objective of Evergreen International Equity Fund is long-term
capital appreciation. The Fund invests primarily in equity securities of
non-U.S. issuers and is suitable for investors who want to pursue their
investment goals in markets outside the United States. The Fund provides
investors with a vehicle to pursue investment opportunities in countries outside
the U.S. whose securities markets may benefit from differing economic and
political cycles. The objective is fundamental and may not be changed without
shareholder approval.

The Fund invests primarily in foreign equity securities that Boston
International Advisers, Inc., the Sub-Adviser to the Fund, determines, through
both fundamental and technical analysis, to be undervalued compared to other
securities in their industries and countries. In most market conditions, the
stocks comprising the Fund's assets will exhibit traditional value
characteristics, such as higher than average dividend yields, lower than average
price to book value, and will include stocks of companies with unrecognized or
undervalued assets. As a matter of policy, the Fund will invest at least 65% of
the value of its total assets in equity securities of issuers located in at
least three countries outside of the United States.

The Fund will emphasize value stocks, primarily of companies which are
listed on one or more of thirty-two stock markets: twenty developed markets and
twelve emerging markets. While the current intention of the Fund is to invest in
32 stock markets, the Fund may invest in more or less, depending upon market
conditions as determined by the Sub-Adviser. The Fund will invest substantially
in industrialized companies throughout the world that comprise the Morgan
Stanley Capital International EAFE (Europe, Australia and the Far East) Index.
In addition, the Fund intends to invest up to 10% of its assets in emerging
country equity securities, as described above under "Evergreen Emerging Markets
Growth Fund."

The Fund may employ certain additional investment strategies which are
discussed in "Investment Practices and Restrictions", below.

<PAGE>

Evergreen Global Real Estate Equity Fund

The Evergreen Global Real Estate Equity Fund seeks to achieve its
investment objective of long-term capital growth through investment primarily in
equity securities of domestic and foreign companies which are principally
engaged in the real estate industry or which own significant real estate assets;
the Fund will not purchase direct interests in real estate. Current income will
be a secondary objective. Equity securities will include common stock, preferred
stock and securities convertible into common stock. The objective is fundamental
and may not be changed without shareholder approval.

The Fund will, under normal conditions, invest at least 65% of its
total assets in equity securities of domestic and foreign exchange or NASDAQ
listed companies which are principally engaged in the real estate industry. A
company is deemed to be "principally engaged" in the real estate industry if at
least 50% of its assets (marked to market), gross income or net profits are
attributable to ownership, construction, management or sale of residential,
commercial or industrial real estate. Real estate industry companies may include
among others: equity real estate investment trusts, which pool investors' funds
for investment primarily in commercial real estate properties; mortgage real
estate investment trusts, which invest pooled funds in real estate related
loans; brokers or real estate developers; and companies with substantial real
estate holdings, such as paper and lumber producers and hotel and entertainment
companies. The Fund will only invest in real estate equity trusts and limited
partnerships which are traded on major exchanges. As a matter of fundamental
policy, the Fund will also invest at least 65% of its total assets in the equity
securities of companies of at least three countries, including the United
States, except when abnormal market or financial conditions warrant the
assumption of a temporary defensive position. See "Investment Practices and
Restrictions" and "Special Risk Considerations".

The remainder of the Fund's investments may be made in equity
securities of issuers whose products and services are related to the real estate
industry, such as manufacturers and distributors of building supplies and
financial institutions which issue or service mortgages. The Fund may invest
more than 25% of its total assets in any one sector of the real estate or real
estate related industries. In addition, the Fund may, from time to time, invest
in the securities of companies unrelated to the real estate industry whose real
estate assets are substantial relative to the price of the companies'
securities.

The Fund pursues a flexible strategy of investing in a diversified
portfolio of securities of companies throughout the world. The Fund's investment
adviser anticipates that the Fund will give particular consideration to
investments in the United Kingdom, Western Europe, Australia, Canada, the Far
East (Japan, Hong Kong, Singapore, Malaysia and Thailand) and the United States.
The percentage of the Fund's assets invested in particular geographic regions
will shift from time to time in accordance with the judgment of the Fund's
investment adviser. Generally, a substantial portion of the assets of the Fund
will be denominated or traded in foreign currencies.

Investments may also be made in securities of issuers unrelated to the
real estate industry believed by the Fund's investment adviser to be undervalued
and to have capital appreciation potential. Also, consistent with the secondary
objective of current income, investments may also be made in nonconvertible debt
securities of such companies. The debt securities purchased (except for those
described below) will be of investment grade or better quality (e.g., rated no
lower than A by Moody's Investors Service ("Moody's") or Standard & Poor's
Ratings Group ("S&P")or if not so rated, believed by the Fund's investment
adviser to be of comparable quality). However, up to 10% of total assets may be
invested in unrated debt securities of issuers secured by real estate assets
where the Fund's investment adviser believes that the securities are trading at
a discount and the underlying collateral will ensure repayment of principal. In
such situations, it is conceivable that the Fund could, in the event of default,
end up holding the underlying real estate directly.

INVESTMENT PRACTICES AND RESTRICTIONS

General. The Funds primarily invest in:

common and preferred stocks, convertible securities and warrants of
foreign corporations. Common stocks represent an equity interest in a
corporation. This ownership interest often gives the Funds the right to
vote on measures affecting the company's organization and operations.
Although common stocks have a history of long-term growth in value,
their prices tend to fluctuate in the short-term, particularly those of
smaller capitalization companies. Smaller capitalization companies may
have limited product lines, markets, or financial resources. These
conditions may make them more susceptible to setbacks and reversals.
Therefore, their securities may have limited marketability and may be
subject to more abrupt or erratic market movements than securities of
larger companies;

obligations of foreign governments and supranational organizations;

corporate and foreign government fixed income securities denominated in
currencies other than U.S. dollars, rated, at the time of purchase, Baa
or higher by Moody's or BBB or higher by S&P, or which, if unrated, are
considered to be of comparable quality by the Fund's investment adviser
or sub-advisers. Bonds rated Baa by Moody's or BBB by S&P have
speculative characteristics. Changes in economic conditions or other
circumstances are more likely to lead to weakened capacity to make
principal and interest payments than higher rated bonds. Although the
Funds do not intend to invest significantly in debt securities, it
should be noted that the prices of fixed income securities fluctuate
inversely to the direction of interest rates;

strategic investments, such as options and futures contracts on
currency transactions, securities index futures contracts, and forward
foreign currency exchange contracts. The Funds can use these techniques
to increase or decrease their exposure to changing security prices,
interest rates, currency exchange rates, or other factors that affect
security values. (Although, of course, there can be no assurance that
these strategic investments will be successful in protecting the value
of the Funds' securities.); and

securities of closed-end investment companies.

Defensive Investments. The Funds may invest without limitation in high quality
money market instruments, such as notes, certificates of deposit or bankers'
acceptances, or U.S. government securities if, in the opinion of a Fund's
investment adviser or sub-adviser, market conditions warrant a temporary
defensive investment strategy.

Portfolio Turnover and Brokerage. A portfolio turnover rate of 100% would occur
if all of a Fund's portfolio securities were replaced in one year. The portfolio
turnover rate experienced by a Fund directly affects brokerage commissions and
other transaction costs which the Fund bears directly. A high rate of portfolio
turnover will increase such costs. It is contemplated that Lieber & Company, an
affiliate of Evergreen Asset and a member of the New York and American Stock
Exchanges, will to the extent practicable effect substantially all of the
portfolio transactions for Evergreen Global Real Estate Equity Fund effected on
those exchanges. See the Statement of Additional Information for further
information regarding the brokerage allocation practices of the Funds. The
portfolio turnover rate for each Fund is set forth in the tables contained in
the section entitled "Financial Highlights".

Repurchase Agreements. The Funds may invest in repurchase agreements. Repurchase
agreements are agreements by which a Fund purchases a security for cash and
obtains a simultaneous commitment from the seller (usually a bank or
broker/dealer) to repurchase the security at an agreed-upon price and specified
future date. The repurchase price reflects an agreed-upon interest rate for the
time period of the agreement. The Funds' risk is the inability of the seller to
pay the agreed-upon price on the delivery date. However, this risk is tempered
by the ability of the Funds to sell the security in the open market in the case
of a default. In such a case, the Funds may incur costs in disposing of the
security which would increase Fund expenses. Each Fund's investment adviser will
monitor the creditworthiness of the firms with which the Funds enter into
repurchase agreements.

When-Issued And Delayed Delivery Transactions. Evergreen International Equity
Fund and Evergreen Emerging Markets Growth Fund may purchase securities on a
when-issued or delayed delivery basis. These transactions are arrangements in
which the Funds purchase securities with payment and delivery scheduled for a
future time. The seller's failure to complete these transactions may cause the
Funds to miss a price or yield considered to be advantageous. Settlement dates
may be a month or more after entering into these transactions, and the market
values of the securities purchased may vary from the purchase prices.
Accordingly, the Funds may pay more or less than the market value of the
securities on the settlement date. A Fund may dispose of a commitment prior to
settlement if the Fund's investment adviser deems it appropriate to do so. In
addition, Evergreen International Equity Fund and Evergreen Emerging Markets
Growth Fund may enter into transactions to sell their purchase commitments to
third parties at current market values and simultaneously acquire other
commitments to purchase similar securities at later dates. The Funds may realize
short-term profits or losses upon the sale of such commitments.

Temporary Investments. The Funds may invest in U.S. and foreign short-term money
market instruments (denominated in U.S. and/or foreign currencies), including
interest-bearing call deposits with banks, government obligations, certificates
of deposit, bankers' acceptances, commercial paper, short-term corporate debt
securities, and repurchase agreements. These investments may be used to
temporarily invest cash received from the sale of Fund shares, to establish and
maintain reserves for temporary defensive purposes, or to take advantage of
market opportunities.

Illiquid or Restricted Securities. Each Fund may invest up to 15% of its net
assets in illiquid securities and other securities which are not readily
marketable. Illiquid securities include certain restricted securities not
determined by the Trustees to the liquid, non-negotiable time deposits and
repurchase agreements providing for settlement in more than seven days after
notice. Securities eligible for resale pursuant to Rule 144A under the
Securities Act of 1933, which have been determined to be liquid, will not be
considered by the Funds' investment advisers to be illiquid or not readily
marketable and, therefore, are not subject to the aforementioned 15% limit. The
inability of a Fund to dispose of illiquid or not readily marketable investments
readily or at a reasonable price could impair the Fund's ability to raise cash
for redemptions or other purposes. The liquidity of securities purchased by a
Fund which are eligible for resale pursuant to Rule 144A will be monitored by
the each Fund's investment adviser on an ongoing basis, subject to the oversight
of the Trustees. In the event that such a security is deemed to be no longer
liquid, a Fund's holdings will be reviewed to determine what action, if any, is
required to ensure that the retention of such security does not result in a Fund
having more than 15% of its assets invested in illiquid or not readily
marketable securities.

Lending of Portfolio Securities. In order to generate income and to offset
expenses, the Funds may lend portfolio securities to brokers, dealers and other
financial institutions. The Funds' investment advisers or sub-advisers will
monitor the creditworthiness of such borrowers. Loans of securities by the
Funds, if and when made, may not exceed 30% of the value of the total assets of
the Evergreen Global Real Estate Equity Fund, and must be collateralized by cash
or U.S. Government securities that are maintained at all times in an amount
equal to at least 100% of the current market value of the securities loaned,
including accrued interest. While such securities are on loan, the borrower will
pay a Fund any income accruing thereon, and the Fund may invest the cash
collateral in portfolio securities, thereby increasing its return. Any gain or
loss in the market price of the loaned securities which occurs during the term
of the loan would affect a Fund and its investors. A Fund has the right to call
a loan and obtain the securities loaned at any time on notice of not more than
five business days. A Fund may pay reasonable fees in connection with such
loans.

Foreign Currency Transactions. The Funds will enter into foreign currency
transactions to obtain the necessary currencies to settle securities
transactions. Currency transactions may be conducted either on a spot or cash
basis at prevailing rates or through forward foreign currency exchange
contracts. The Funds may also enter into foreign currency transactions to
protect Fund assets against adverse changes in foreign currency exchange rates
or exchange control regulations. Such changes could unfavorably affect the value
of Fund assets which are denominated in foreign currencies, such as foreign
securities or funds deposited in foreign banks, as measured in U.S. dollars.
Although foreign currency exchanges may be used by a Fund to protect against a
decline in the value of one or more currencies, such efforts may also limit any
potential gain that might result from a relative increase in the value of such
currencies and might, in certain cases, result in losses to the Fund.

Forward Foreign Currency Exchange Contracts. A forward foreign currency exchange
contract ("forward contract") is an obligation to purchase or sell an amount of
a particular currency at a specific price and on a future date agreed upon by
the parties. Generally, no commission charges or deposits are involved. At the
time a Fund enters into a forward contract, Fund assets with a value equal to
the Fund's obligation under the forward contract are segregated and are
maintained until the contract has been settled. The Funds will not enter into a
forward contract with a term of more than one year. The Funds will generally
enter into a forward contract to provide the proper currency to settle a
securities transaction at the time the transaction occurs ("trade date"). The
period between trade date and settlement date will vary between 24 hours and 60
days, depending upon local custom.

<PAGE>

The Funds may also protect against the decline of a particular foreign currency
by entering into a forward contract to sell an amount of that currency
approximating the value of all or a portion of the Funds' assets denominated in
that currency ("hedging"). The success of this type of short-term hedging
strategy is highly uncertain due to the difficulties of predicting short-term
currency market movements and of precisely matching forward contract amounts and
the constantly changing value of the securities involved. Although each Fund's
investment adviser or sub-adviser will consider the likelihood of changes in
currency values when making investment decisions, each Fund's investment adviser
or sub-adviser believes that it is important to be able to enter into forward
contracts when it believes the interests of a Fund will be served. The Funds
will not enter into forward contracts for hedging purposes in a particular
currency in an amount in excess of the Funds' assets denominated in that
currency, but as consistent with their other investment policies and as not
otherwise limited in their ability to use this strategy.

Options And Futures. The Funds may deal in options on foreign currencies, and
portfolio securities, and, in the case of Evergreen International Equity Fund
and Evergreen Emerging Markets Growth Fund, securities indices, which options
may be listed for trading on an international securities exchange. The Funds
will use these options to manage interest rate and currency risks. The Funds
also may write covered call options and secured put options to generate income
or to lock in gains. Each Fund may write covered call options and secured put
options on up to 25% of its net assets in the case of Evergreen International
Equity Fund and Evergreen Emerging Markets Growth Fund and 15% of its net assets
in the case of Evergreen Global Real Estate Equity Fund, and Evergreen
International Equity Fund and Evergreen Emerging Markets Growth Fund may
purchase put and call options provided that no more than 5% of the fair market
value of its net assets may be invested in premiums on such options.

A call option gives the purchaser the right to buy, and the writer the
obligation to sell, the underlying asset at the exercise price during the option
period. A put option gives the purchaser the right to sell, and the writer the
obligation to buy, the underlying asset at the exercise price during the option
period. The writer of a covered call owns assets that are acceptable for escrow
and the writer of a secured put invests an amount not less than the exercise
price in eligible assets to the extent that it is obligated as a writer. If a
call written by a Fund is exercised, the Fund forgoes any possible profit from
an increase in the market price of the underlying asset over the exercise price
plus the premium received. In writing puts, there is a risk that a Fund may be
required to take delivery of the underlying asset at a disadvantageous price.

The Funds may enter into futures contracts involving foreign currency
and, in the case of Evergreen International Equity Fund and Evergreen Emerging
Markets Growth Fund, securities indices,, or options on currency, for bona fide
hedging purposes The Funds may not enter into futures contracts or related
options if, immediately thereafter, the amounts committed to margin and premiums
paid for unexpired options would exceed 5% of a Fund's total assets and, in the
case of Evergreen Global Real Estate Equity Fund, more than 30% of the Fund's
net assets would be hedged thereby. Evergreen International Equity Fund and
Evergreen Emerging Markets Growth Fund, may also enter into such futures
contracts or related options for purposes other than bona fide hedging if the
aggregate amount of initial margin deposits on a Fund's futures and related
options positions would not exceed 5% of the net liquidation value of the Fund's
assets, provided further that in the case of an option that is in-the-money at
the time of the purchase, the in-the-money amount may be excluded in calculating
the 5% limitation. In addition, a Fund may not sell futures contracts if the
value of such futures contracts exceeds the total market value of the Fund's
portfolio securities. Futures contracts sold by a Fund are generally subject to
segregation and coverage requirements established by either the Commodity
Futures Trading Commission ("CFTC") or the Securities and Exchange Commission
("SEC"), with the result that, if a Fund does not hold the instrument underlying
the futures contract or option, the Fund will be required to segregate, on an
ongoing basis with its custodian, cash, U.S. government securities, or other
liquid high grade debt obligations in an amount at least equal to the Fund's
obligations with respect to such instruments.

Evergreen International Equity Fund and Evergreen Emerging Markets
Growth Fund may enter into securities index futures contracts and purchase and
write put and call options on securities index futures contracts that are traded
on regulated exchanges, including non-U.S. exchanges, to the extent permitted by
the CFTC. Securities index futures contracts are based on indices that reflect
the market value of securities of the firms included in the indices. An index
futures contract is an agreement pursuant to which two parties agree to take or
make delivery of an amount of cash equal to the differences between the value of
the index at the close of the last trading day of the contract and the price at
which the index contract was originally written.

Evergreen International Equity Fund and Evergreen Emerging Markets
Growth Fund may enter into securities index futures contracts to sell a
securities index in anticipation of or during a market decline to attempt to
offset the decrease in market value of securities in its portfolio that might
otherwise result. When a Fund is not fully invested and anticipates a
significant market advance, it may enter into futures contracts to purchase the
index in order to gain rapid market exposure that may in part or entirely offset
increases in the cost of securities that it intends to purchase. In many of
these transactions, a Fund will purchase such securities upon termination of the
futures position but, depending on market conditions, a futures position may be
terminated without the corresponding purchases of common stock. A Fund may also
invest in securities index futures contracts when its investment adviser or
sub-adviser believes such investment is more efficient, liquid or cost-effective
than investing directly in the securities underlying the index.

The use of futures and related options involves special considerations
and risks, including: (1) the ability of a Fund to utilize futures successfully
will depend on its investment adviser's or sub-adviser's ability to predict
pertinent market movements; and (2) there might be an imperfect correlation (or
conceivably no correlation) between the change in the market value of the
securities held by a Fund and the prices of the futures relating to the
securities purchased or sold by the Fund. The use of futures and related options
may reduce risk of loss by wholly or partially offsetting the negative effect of
unfavorable price movements, but these instruments can also reduce the
opportunity for gain by offsetting the positive effect of favorable price
movements in positions. No assurance can be given that the investment adviser's
or sub-adviser's judgment in this respect will be correct.

It is not certain that a secondary market for positions in futures
contracts or for options will exist at all times. Although each investment
adviser or sub-adviser will consider liquidity before entering into these
transactions, there is no assurance that a liquid secondary market on an
exchange or otherwise will exist for any particular futures contract or option
at any particular time. A Fund's ability to establish and close out futures and
options positions depends on this secondary market.

Risk Characteristics Of Foreign Securities. Investing in non-U.S. securities
carries substantial risks in addition to those associated with domestic
investments. In an attempt to reduce some of these risks, the Funds diversify
their investments broadly among foreign countries which may include both
developed and developing countries. With respect to Evergreen International
Equity Fund, at least three different countries will always be represented. The
Funds may take advantage of the unusual opportunities for higher returns
available from investing in developing countries. As discussed in detail below
under "Emerging Markets," however, these investments carry considerably more
volatility and risk because they generally are associated with less mature
economies and less stable political systems.

Foreign securities are denominated in foreign currencies. Therefore,
the value in U.S. dollars of a Fund's assets and income may be affected by
changes in exchange rates and regulations. Although the Funds value their assets
daily in U.S. dollars, they will not convert their holdings of foreign
currencies to U.S. dollars daily. When a Fund converts its holdings to another
currency, it may incur conversion costs. Foreign exchange dealers realize a
profit on the difference between the prices at which such dealers buy and sell
currencies.

To the extent that securities purchased by the Funds are denominated in
currencies other than the U.S. dollar, changes in foreign currency exchange
rates will affect the Funds' net asset values; the value of interest earned;
gains and losses realized on the sale of securities; and net investment income
and capital gains, if any, to be distributed to shareholders by a Fund. If the
value of a foreign currency rises against the U.S. dollar, the value of a Fund's
assets denominated in that currency will increase; correspondingly, if the value
of a foreign currency declines against the U.S.
dollar, the value of a Fund's assets denominated in that currency will decrease.

Other differences between investing in foreign and U.S. companies
include: less publicly available information about foreign companies; the lack
of uniform financial accounting standards applicable to foreign companies; less
readily available market quotations on foreign companies; differences in
government regulation and supervision of foreign stock exchanges, brokers,
listed companies, and banks; differences in legal systems which may affect the
ability to enforce contractual obligations or obtain court judgments; generally
lower foreign stock market volume; the likelihood that foreign securities may be
less liquid or more volatile; foreign brokerage commissions may be higher;
unreliable mail service between countries; and political or financial changes
which adversely affect investments in some countries. In the past, U.S.
government policies have discouraged or restricted certain investments abroad by
investors such as the Funds. Although the Funds are unaware of any current
restrictions, investors are advised that these policies could be reinstituted.

Emerging Markets. The economies of individual emerging countries may differ
favorably or unfavorably from the U.S. economy in such respects as growth of
gross domestic product, rate of inflation, currency depreciation, capital
reinvestment, resource self-sufficiency and balance of payments position.
Further, the economies of developing countries generally are heavily dependent
on international trade and, accordingly, have been, and may continue to be,
adversely affected by trade barriers, exchange controls, managed adjustments in
relative currency values and other protectionist measures imposed or negotiated
by the countries with which they trade. These economies also have been, and may
continue to be, adversely affected by economic conditions in the countries with
which they trade.

Prior governmental approval for foreign investments may be required
under certain circumstances in some emerging countries, and the extent of
foreign investment in certain debt securities and domestic companies may be
subject to limitation in other emerging countries. Foreign ownership limitations
also may be imposed by the charters of individual companies in emerging
countries to prevent, among other concerns, violation of foreign investment
limitations.

Repatriation of investment income, capital and the proceeds of sales by
foreign investors may require governmental registration and/or approval in some
emerging countries. A Fund could be adversely affected by delays in, or a
refusal to grant, any required governmental registration or approval for such
repatriation. Any investment subject to such repatriation controls will be
considered illiquid if it appears reasonably likely that this process will take
more than seven days.

With respect to any emerging country, there is the possibility of
nationalization, expropriation or confiscatory taxation, political changes,
governmental regulation, social instability or diplomatic developments
(including war) which could affect adversely the economics of such countries or
the value of the Funds' investments in those countries. In addition, it may be
difficult to obtain and enforce a judgment in a court outside of the U.S.

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

MANAGEMENT OF THE FUNDS
- -------------------------------------------------------------------------------

INVESTMENT ADVISERS

The management of each Fund is supervised by the Trustees of the Trust
under which the Fund has been established ("Trustees").. Evergreen Asset
Management Corp. (the "Evergreen Asset") has been retained by Evergreen Global
Real Estate Equity Fund as investment adviser. Evergreen Asset succeeded on June
30, 1994 to the advisory business of the same name, but under different
ownership, which was organized in 1971. Evergreen Asset, with its predecessors,
has served as investment adviser to the Evergreen mutual funds since 1971.
Evergreen Asset is a wholly-owned subsidiary of First Union National Bank of
North Carolina ("FUNB"). The address of Evergreen Asset is 2500 Westchester
Avenue, Purchase, New York 10577. FUNB is a subsidiary of First Union
Corporation ("First Union"), one of the ten largest bank holding companies in
the United States. Stephen A. Lieber and Nola Maddox Falcone serve as the chief
investment officers of Evergreen Asset and, along with Theodore J. Israel, Jr.,
were the owners of Evergreen Asset's predecessor and the former general partners
of Lieber & Company, which, as described below, provides certain subadvisory
services to Evergreen Asset in connection with its duties as investment adviser
to the Fund. The Capital Management Group of FUNB ("CMG") serves as investment
adviser to Evergreen International Equity Fund and Evergreen Emerging Markets
Growth Fund. Boston International Advisers, Inc. ("BIA") is Sub-Adviser to
Evergreen International Equity Fund and Marvin & Palmer Associates, Inc.
("Marvin & Palmer") is Sub-Adviser to Evergreen Emerging Markets Growth Fund

First Union is a bank holding company headquartered in Charlotte, North
Carolina, which had $77.9 billion in consolidated assets as of March 31, 1995.
First Union and its subsidiaries provide a broad range of financial services to
individuals and businesses through offices in 36 states. The Capital Management
Group of FUNB manages or otherwise oversees the investment of over $36 billion
in assets belonging to a wide range of clients, including all the series of
Evergreen Investment Trust (formerly known as First Union Funds). First Union
Brokerage Services, Inc., a wholly-owned subsidiary of FUNB, is a registered
broker-dealer that is principally engaged in providing retail brokerage services
consistent with its federal banking authorizations. First Union Capital Markets
Corp., a wholly-owned subsidiary of First Union, is a registered broker-dealer
principally engaged in providing, consistent with its federal banking
authorizations, private placement, securities dealing, and underwriting
services.

As investment adviser to Evergreen Global Real Estate Equity Fund,
Evergreen Asset manages each Fund's investments, provides various administrative
services and supervises each Fund's daily business affairs, subject to the
authority of the Trustees. Evergreen Asset is entitled to receive a fee equal to
1% of average daily net assets on an annual basis from Evergreen Global Real
Estate Equity Fund. The fee paid by Evergreen Global Real Estate Equity Fund is
higher than the rate paid by most other investment companies. The total expenses
as a percentage of average daily net assets on an annual basis of Evergreen
Global Real Estate Equity Fund for the fiscal period ended September 30, 1994
are set forth in the section entitled "Financial Highlights". The
above-mentioned expense ratios for Evergreen Global Real Estate Equity Fund is
net of voluntary advisory fee waivers and expense reimbursements by Evergreen
Asset which may, at its discretion, revise or cease this voluntary waiver at any
time.

CMG, along with BIA and Marvin & Palmer, respectively, manages
investments and supervises the daily business affairs of Evergreen International
Equity Fund and Evergreen Emerging Markets Growth Fund. As compensation
therefor, CMG is entitled to receive an annual fee from Evergreen International
Equity Fund equal to: .82 of 1% of the first $20 million of average daily net
assets; .79 of 1% of the next $30 million of average daily net assets; .76 of 1%
of the next $50 million of average daily net assets; and .73 of 1% of average
daily net assets in excess of $100 million. From Evergreen Emerging Markets
Growth Fund, CMG is entitled to receive an annual fee equal to: 1.50% of the
first $100 million of average daily net assets; 1.45% of the next $100 million
of average daily net assets; 1.40% of the next $100 million of average daily net
assets; and 1.35% of average daily net assets in excess of $300 million. The
fees paid by Evergreen International Equity Fund and Evergreen Emerging Markets
Growth Fund are higher than the rate paid by most other investment companies,
but are not higher than the fee paid by many funds with similar investment
objectives. The total expenses as a percentage of average daily net assets on an
annual basis of Evergreen International Equity Fund and Evergreen Emerging
Markets Growth Fund for the fiscal year ended December 31, 1994 are set forth in
the section entitled "Financial Highlights". CMG has agreed to pay the sub
adviser to Evergreen International Equity Fund, BIA, a fee equal to: .32 of 1%
of the first $20 million of average daily net assets; .29 of 1% of the next $30
million of average daily net assets; .26 of 1% of the next $50 million of
average daily net assets; and .23 of 1% of average daily net assets in excess of
$100 million. For its services as sub-adviser to Evergreen Emerging Markets
Growth Fund, Marvin & Palmer receives from CMG a fee equal to: 1.00% of the
first $100 million of average daily net assets; .95 of 1% of the next $100
million of average daily net assets; .90 of 1% of the next $100 million of
average daily net assets; and .85 of 1% of average daily net assets in excess of
$300 million. Evergreen Asset serves as administrator to Evergreen International
Equity Fund and Evergreen Emerging Markets Growth Fund and is entitled to
receive a fee based on the average daily net assets of these Funds at a rate
based on the total assets of the mutual funds administered by Evergreen Asset
for which CMG or Evergreen Asset also serve as investment adviser, calculated in
accordance with the following schedule: .050% of the first $7 billion; .035% on
the next $3 billion; .030% on the next $5 billion; .020% on the next $10
billion; .015% on the next $5 billion; and .010% on assets in excess of $30
billion. Furman Selz Incorporated, the parent of Evergreen Funds Distributor,
Inc., distributor for the Evergreen group of mutual funds, serves as
sub-administrator to Evergreen International Equity Fund and Evergreen Emerging
Markets Growth Fund and is entitled to receive a fee from each Fund calculated
on the average daily net assets of each Fund at a rate based on the total assets
of the mutual funds administered by Evergreen Asset for which CMG or Evergreen
Asset also serve as investment adviser, calculated in accordance with the
following schedule: .0100% of the first $7 billion; .0075% on the next $3
billion; .0050% on the next $15 billion; and .0040% on assets in excess of $25
billion. The total assets of the mutual funds administered by Evergreen Asset
for which CMG or Evergreen Asset serve as investment adviser as of March 31,
1995 were approximately $8 billion.

The portfolio manager for Evergreen Global Real Estate Equity Fund is
Samuel A. Lieber. Mr. Samuel Lieber has been the Fund's principal manager since
inception and has been associated with the Evergreen Asset since prior to 1989.
The portfolio managers for Evergreen International Equity Fund are Maureen
Ghublikian and David A. Umstead, who are Managing Directors of BIA and have been
associated therewith since prior to 1989.

The portfolio managers for Evergreen Emerging Markets Growth Fund, all
of whom have served since its inception in September 1994, are David F. Marvin,
who is Chairman of Marvin & Palmer and is primarily responsible for Latin
America and currency management, Stanley Palmer, who is President of Marvin &
Palmer and primarily responsible for Southeast Asia and the India subcontinent,
Terry B. Mason, who is a Vice President of Marvin & Palmer and is primarily
responsible for Eastern Europe and Africa, Jay F. Middleton, who is a portfolio
manager for Marvin & Palmer and primarily responsible for Latin America and the
Middle East, and Todd D. Marvin, who is a portfolio manager for Marvin & Palmer
and, along with Mr. Palmer, primarily responsible for Southeast Asia and the
India subcontinent. David F. Marvin, and Stanley Palmer, President, founded
Marvin & Palmer in 1986. Mr. Mason and Mr. Middleton both joined Marvin & Palmer
in 1990. Mr. Todd Marvin joined Marvin & Palmer in 1991 and, prior thereto, was
employed by Oppenheimer & Company as an analyst in its investment banking
department from 1989 until 1991.

SUB-ADVISERS

Evergreen Asset has entered into sub-advisory agreements with Lieber &
Company with respect to Evergreen Global Real Estate Equity Fund which provides
that Lieber & Company's research department and staff will furnish Evergreen
Asset with information, investment recommendations, advice and assistance, and
will be generally available for consultation on each such Fund's portfolio.
Lieber & Company will be reimbursed by Evergreen Asset in connection with the
rendering of services on the basis of the direct and indirect costs of
performing such services. There is no additional charge to Evergreen Global Real
Estate Equity Fund for the services provided by Lieber & Company. It is
contemplated that Lieber & Company will, to the extent practicable, effect
substantially all of the portfolio transactions for this Fund on the New York
and American Stock Exchanges. The address of Lieber & Company is 2500
Westchester Avenue, Purchase, New York 10577. Lieber & Company is an indirect,
wholly-owned, subsidiary of First Union.

The sub-adviser to the Evergreen International Equity Fund, BIA, has
been in operation since 1986 and specializes in the management of international
equity portfolios. BIA currently manages twenty international portfolios,
including five group trust funds, for pension fund sponsors and endowment plans
worldwide. Messrs. Lyle H. Davis, Norman H. Meltz and David A. Umstead are the
principal executive officers of BIA and each own more than 25% of the
outstanding voting securities thereof. As of March 31, 1995 BIA managed a total
of $2.7 billion in assets and served as sub-adviser to one other investment
company with total assets of $148 million.

Marvin & Palmer, Sub-Adviser for Evergreen Emerging Markets Growth Fund
was founded in 1986 and is engaged in the management of global, non-United
States and emerging markets equity portfolios for institutional accounts. At
March 31, 1995, Marvin & Palmer managed a total of $2.5 billion in investments
for 34 institutional investors and 5 commingled funds and served as sub-adviser
to another investment company with total assets of $33 million.

DISTRIBUTION PLANS AND AGREEMENTS

Rule 12b-1 under the Investment Company Act of 1940 permits an
investment company to pay expenses associated with the distribution of its
shares in accordance with a duly adopted plan. Each Fund has adopted for each of
its Class A, Class B and Class C shares a Rule 12b-1 plan (each, a "Plan" or
collectively the "Plans"). Under the Plans, each Fund may incur
distribution-related and shareholder servicing-related expenses which may not
exceed an annual rate of .75 of 1% of the aggregate average daily net assets
attributable to each Fund's Class A shares, 1.00% of the aggregate average daily
net assets attributable to the Class B and Class C shares of Evergreen Global
Real Estate Equity Fund, and .75 of 1% of the aggregate average daily net assets
attributable to the Class B and Class C shares of Evergreen International Equity
Fund and Evergreen Emerging Markets Growth Fund. Payments under the Plans
adopted with respect to Class A shares are currently voluntarily limited to .25
of 1% of each Fund's aggregate average daily net assets attributable to Class A
shares. The Plans provide that a portion of the fee payable thereunder may
constitute a service fee to be used for providing ongoing personal services
and/or the maintenance of shareholder accounts. Evergreen International Equity
Fund and Evergreen Emerging Markets Growth Fund have each, in addition to the
Plans adopted with respect to their Class B and Class C shares, adopted
shareholder service plans ("Service Plans") relating to the Class B and Class C
shares which permit each Fund to incur a fee of up to .25 of 1% of the aggregate
average daily net assets attributable to the Class B and Class C shares for
ongoing personal services and/or the maintenance of shareholder accounts. Such
service fee payments to financial intermediaries for such purposes, whether
pursuant to a Plan or Service Plan, will not to exceed .25% of the aggregate
average daily net assets attributable to each Class of shares of each Fund.

Each Fund has also entered into a distribution agreement (each a
"Distribution Agreement" or collectively the "Distribution Agreements") with
Evergreen Funds Distributor, Inc. ("EFD"). Pursuant to the Distribution
Agreements, each Fund will compensate EFD for its services as distributor at a
rate which may not exceed an annual rate of .25 of 1% of a Fund's aggregate
average daily net assets attributable to Class A shares, .75 of 1% of a Fund's
aggregate average daily net assets attributable to the Class B shares and .75 of
1% of a Fund's aggregate average daily net assets attributable to the Class C
shares. The Distribution Agreements provide that EFD will use the distribution
fee received from a Fund for payments (i) to compensate broker-dealers or other
persons for distributing shares of the Funds, including interest and principal
payments made in respect of amounts paid to broker-dealers or other persons that
have been financed (EFD may assign its rights to receive compensation under the
Plans to secure such financings), (ii) to otherwise promote the sale of shares
of the Fund, and (iii) to compensate broker-dealers, depository institutions and
other financial intermediaries for providing administrative, accounting and
other services with respect to the Fund's shareholders. The financing of
payments made by EFD to compensate broker-dealers or other persons for
distributing shares of the Funds may be provided by First Union or its
affiliates. The Funds may also make payments under the Plans ( and in the case
of Evergreen International Equity Fund and Evergreen Emerging Markets Growth
Fund, the Service Plans), in amounts up to .25 of 1% of a Fund's aggregate
average daily net assets on an annual basis attributable to Class B and Class C
shares, to compensate organizations, which may include EFD and each Fund's
investment adviser or their affiliates, for personal services rendered to
shareholders and/or the maintenance of shareholder accounts.

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

PURCHASE AND REDEMPTION OF SHARES
------------------------------------------------------------------------------

HOW TO BUY SHARES

You can purchase shares of any of the Funds through broker-dealers,
banks or other financial intermediaries, or directly through EFD. The minimum
initial investment is $1,000, which may be waived in certain situations. There
is no minimum for subsequent investments. Investments of $25 or more are allowed
under the systematic investment plan. Share certificates are not issued. In
states where EFD is not registered as a broker-dealer shares of a Fund will only
be sold through other broker-dealers or other financial institutions that are
registered. See the Share Purchase Application and Statement of Additional
Information for more information. Only Class A, Class B and Class C shares are
offered through this Prospectus (See "General Information" - "Other Classes of
Shares").

Class A Shares-Front-End Sales Charge Alternative. You can purchase Class A
shares at net asset value plus an initial sales charge, as follows:

<PAGE>

Initial Sales Charge

<PAGE>

Year Since Purchase Contingent Deferred Sales Charge
FIRST 5%
SECOND 4%
THIRD and FOURTH 3%
FIFTH 2%
SIXTH and SEVENTH 1%

General. The decision as to which Class of shares is more beneficial to you
depends on the amount of your investment and the length of time you will hold
it. If you are making a large investment, thus qualifying for a reduced sales
charge, you might consider Class A shares. If you are making a smaller
investment, you might consider Class B shares since 100% of your purchase is
invested immediately and since such shares will convert to Class A shares, which
incur lower ongoing distribution and/or shareholder service fees, after seven
years. If you are unsure of the time period of your investment, you might
consider Class C shares since there are no initial sales charges and, although
there is no conversion feature, the CDSC only applies to redemptions made during
the first year. Consult your financial intermediary for further information. The
compensation received by dealers and agents may differ depending on whether they
sell Class A, Class B or Class C shares. There is no size limit on purchases of
Class A shares.

<PAGE>

Additional Purchase Information. As a condition of this offering, if a purchase
is canceled due to nonpayment or because an investor's check does not clear, the
investor will be responsible for any loss a Fund or the Fund's investment
adviser incurs. If such investor is an existing shareholder, a Fund may redeem
shares from an investor's account to reimburse the Fund or its investment
adviser for any loss. In addition, such investors may be prohibited or
restricted from making further purchases in any of the Evergreen mutual funds.

HOW TO REDEEM SHARES

Shareholders may withdraw amounts of $1,000 or more from their accounts
by calling the phone number on the front page of this Prospectus between the
hours of 8:00 a.m. and 5:30 p.m. (Eastern time) each business day (i.e., any
weekday exclusive of days on which the Exchange or State Street's offices are
closed). The Exchange is closed on New Year's Day, Presidents' Day, Good Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day.
Redemption requests made after 4:00 p.m. (Eastern time) will be processed using
the net asset value determined on the next business day. Such redemption
requests must include the shareholder's account name, as registered with a Fund,
and the account number. During periods of drastic economic or market changes,
shareholders may experience difficulty in effecting telephone redemptions.
Shareholders who are unable to reach a Fund by telephone should follow the
procedures outlined above for redemption by mail.

EXCHANGE PRIVILEGE

SHAREHOLDER SERVICES

Systematic Investment Plan. You may make monthly or quarterly investments into
an existing account automatically in amounts of not less than $25.

EFFECT OF BANKING LAWS

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

OTHER INFORMATION
- -------------------------------------------------------------------------------

DIVIDENDS, DISTRIBUTIONS AND TAXES

It is the policy of each Fund to distribute to shareholders its
investment company taxable and tax-exempt income, if any, quarterly and any net
realized capital gains annually or more frequently as required as a condition of
continued qualification as a regulated investment company by the Code. Dividends
and distributions generally are taxable in the year in which they are paid,
except any dividends paid in January that were declared in the previous calendar
quarter may be treated as paid in December of the previous year. Income
dividends and capital gain distributions are automatically reinvested in
additional shares of the Fund making the distribution at the net asset value per
share at the close of business on the record date, unless the shareholder has
made a written request for payment in cash.

If more than 50% of the value of a Fund's assets at the end of the tax
year is represented by stock or securities of foreign corporations, the Fund
intends to qualify for certain Code stipulations that would allow shareholders
to claim a foreign tax credit or deduction on their U.S. income tax returns. The
Code may limit a shareholder's ability to claim a foreign tax credit.
Furthermore, shareholders who elect to deduct their portion of a Fund's foreign
taxes rather than take the foreign tax credit must itemize deductions on their
income tax returns.

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE

A discussion of the performance of Evergreen Global Real Estate Equity
Fund for its most recent fiscal year is set forth below. A similar discussion
relating to Evergreen International Equity Fund and Evergreen Emerging Markets
Growth Fund is contained in the annual report of each Fund for the fiscal year
ended December 31, 1994.

Evergreen Global Real Estate Equity Fund. For the nine month period ending
September 30, 1994, the Evergreen Global Real Estate Equity Fund was
significantly impacted by a combination of rising interest rates worldwide
leading to a performance decline of -6.4%. The relative indices performance was
similar, as the Morgan Stanley Global Real Estate Sub Index fell -9.9% and the
Wall Street Journal/Dow Jones World Sub Index of real estate stocks lost -11.5%.
The rise in interest rates in Europe was significantly higher than it was in the
U.S., despite little prospect of imminent inflation due to continued slow
economic recovery. We believe that both property and stock markets viewed rising
rates as a brake on economic growth. This resulted in weak performance for
European property shares. Japan also remained a relatively dull performer after
the first quarter as little evidence of economic growth was visible. Only
Southeast Asia and Latin America provided the Fund with significant
opportunities for capital appreciation during this period.

[CHART]

<PAGE>

GENERAL INFORMATION

Organization. The Evergreen Global Real Estate Equity Fund is a separate series
of the Evergreen Real Estate Equity Trust, a Massachusetts business trust
organized in 1988. Evergreen International Equity Fund and Evergreen Emerging
Markets Growth Fund are separate investment series of Evergreen Investment Trust
(formerly First Union Funds), which is a Massachusetts business trust organized
in 1984. The Funds do not intend to hold annual shareholder meetings;
shareholder meetings will be held only when required by applicable law.
Shareholders have available certain procedures for the removal of Trustees.

Principal Underwriter. EFD, a wholly-owned subsidiary of Furman Selz
Incorporated, located 237 Park Avenue, New York, New York 10017, is the
principal underwriter of the Funds. Furman Selz Incorporated, also acts as
sub-administrator to Evergreen International Equity Fund and Evergreen Emerging
Markets Growth Fund and which provides certain sub-administrative services to
Evergreen Asset in connection with its role as investment adviser Evergreen
Global Real Estate Equity Fund, including providing personnel to serve as
officers of the Funds.

<PAGE>
INVESTMENT ADVISER
Capital Management Group of First Union National Bank, 201 South College
Street, Charlotte, North Carolina 28288
EVERGREEN EMERGING MARKETS GROWTH FUND, EVERGREEN INTERNATIONAL EQUITY
FUND
Evergreen Asset Management Corp., 2500 Westchester Avenue, Purchase, New York
10577
EVERGREEN GLOBAL REAL ESTATE EQUITY FUND
CUSTODIAN & TRANSFER AGENT
State Street Bank & Trust Company, Box 9021, Boston, Massachusetts 02205-9827
LEGAL COUNSEL
Sullivan & Worcester, 1025 Connecticut Avenue, N.W., Washington, D.C. 20036
INDEPENDENT ACCOUNTANTS
KPMG Peat Marwick LLP, One Mellon Bank Center, Pittsburgh, Pennsylvania 15219
EVERGREEN EMERGING MARKETS GROWTH FUND, EVERGREEN INTERNATIONAL EQUITY
FUND
Price Waterhouse LLP, 1177 Avenue of the Americas, New York, New York 10036
EVERGREEN GLOBAL REAL ESTATE EQUITY FUND
DISTRIBUTOR
Evergreen Funds Distributor, Inc., 237 Park Avenue, New York, New York 10017
536113

<PAGE>
PROSPECTUS July 7, 1995
EVERGREEN(SM mark) INTERNATIONAL GROWTH FUNDS (Evergreen Logo appears here)
EVERGREEN EMERGING MARKETS GROWTH FUND
EVERGREEN INTERNATIONAL EQUITY FUND
EVERGREEN GLOBAL REAL ESTATE EQUITY FUND
CLASS Y SHARES
The Evergreen International Growth Funds (the "Funds") are
designed to provide investors with a selection of investment alternatives
which seek to provide capital growth and diversification. This Prospectus
provides information regarding the Class Y shares offered by the Funds.
Each Fund is, or is a series of, an open-end, diversified, management
investment company. This Prospectus sets forth concise information about
the Funds that a prospective investor should know before investing. The
address of the Funds is 2500 Westchester Avenue, Purchase, New York 10577.
A "Statement of Additional Information" for the Funds dated July
7, 1995 has been filed with the Securities and Exchange Commission and is
incorporated by reference herein. The Statement of Additional Information
provides information regarding certain matters discussed in this Prospectus
and other matters which may be of interest to investors, and may be
obtained without charge by calling the Funds at (800) 235-0064. There can
be no assurance that the investment objective of any Fund will be achieved.
Investors are advised to read this Prospectus carefully.
THE SHARES OFFERED BY THIS PROSPECTUS ARE NOT DEPOSITS OR OBLIGATIONS OF
FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, ARE NOT ENDORSED OR
GUARANTEED BY FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, AND ARE NOT
INSURED OR OTHERWISE PROTECTED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY AND
INVOLVE RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
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.
KEEP THIS PROSPECTUS FOR FUTURE REFERENCE
EVERGREEN(SM mark) is a Service Mark of Evergreen Asset
Management Corp. Copyright 1995, Evergreen Asset Management Corp.

OVERVIEW OF THE FUNDS
The following summary is qualified in its entirety by the more detailed
information contained elsewhere in this Prospectus. See "Description of the
Funds" and "Management of the Funds".
The Investment Adviser to EVERGREEN GLOBAL REAL ESTATE EQUITY FUND is
Evergreen Asset Management Corp. ("Evergreen Asset") which, with its
predecessors, has served as an investment adviser to the Evergreen Funds since
1971. Evergreen Asset is a wholly-owned subsidiary of First Union National Bank
of North Carolina ("FUNB"), which in turn is a subsidiary of First Union
Corporation, one of the ten largest bank holding companies in the United States.
The Capital Management Group of FUNB ("CMG") serves as investment adviser to
EVERGREEN EMERGING MARKETS GROWTH FUND and EVERGREEN INTERNATIONAL EQUITY FUND.
EVERGREEN EMERGING MARKETS GROWTH FUND (formerly First Union Emerging
Markets Growth Portfolio) seeks to provide long-term capital appreciation. The
EMERGING MARKETS GROWTH FUND invests in equity securities of issuers located in
countries with emerging markets.
EVERGREEN INTERNATIONAL EQUITY FUND (formerly First Union International
Equity Portfolio) seeks to provide long-term capital appreciation. The EVERGREEN
INTERNATIONAL EQUITY FUND invests in equity securities of non-U.S. issuers.
EVERGREEN GLOBAL REAL ESTATE EQUITY FUND seeks long-term capital growth.
Current income is a secondary objective. It invests primarily in equity
securities of United States and non-United States companies which are
principally engaged in the real estate industry or which own significant real
estate assets. It will not purchase direct interests in real estate.
THERE IS NO ASSURANCE THAT THE INVESTMENT OBJECTIVE OF ANY FUND WILL BE
ACHIEVED.
2

The following table shows for the Fund the estimated annual operating
expenses (as a percentage of average net assets) attributable to Class Y Shares,
together with examples of the cumulative effect of such expenses on a
hypothetical $1,000 investment for the periods specified assuming (i) a 5%
annual return and (ii) redemption at the end of each period.
EVERGREEN EMERGING MARKETS GROWTH FUND
<TABLE>
<CAPTION>
ANNUAL OPERATING
EXPENSES* EXAMPLE
<S> <C> <C> <C>
Advisory Fees 1.50%
After 1 Year $ 22
Administrative Fees .06%
After 3 Years $ 67
12b-1 Fees --
After 5 Years $ 115
Other Expenses .59%
After 10 Years $ 248
Total 2.15%
</TABLE>

EVERGREEN INTERNATIONAL EQUITY FUND
<TABLE>
<CAPTION>
ANNUAL OPERATING
EXPENSES* EXAMPLE
<S> <C> <C> <C>
Advisory Fees .82%
After 1 Year $ 12
Administrative Fees .06%
After 3 Years $ 37
12b-1 Fees --
After 5 Years $ 64
Other Expenses .29%
After 10 Years $ 142
Total 1.17%
</TABLE>

EVERGREEN GLOBAL REAL ESTATE EQUITY FUND
<TABLE>
<CAPTION>
ANNUAL OPERATING
EXPENSES* EXAMPLE
<S> <C> <C> <C>
Advisory Fees 1.00%
After 1 Year $ 15
12b-1 Fees --
After 3 Years $ 46
Other Expenses .46%
After 5 Years $ 80
After 10 Years $ 175
Total 1.46%
</TABLE>

*The estimated annual operating expenses and examples do not reflect fee waivers
and expense reimbursements for the most recent fiscal period. Actual expenses
for Class Y Shares net of fee waivers and expense reimbursements for the fiscal
periods ended December 31, 1994 or September 30, 1994, as applicable, were as
follows:
<TABLE>
<CAPTION>
Evergreen Emerging Markets Growth Fund 1.53%
<S> <C>
Evergreen International Equity Fund 1.06%
Evergreen Global Real Estate Equity Fund 1.46%
</TABLE>

<PAGE>
From time to time, each Fund's investment adviser may, at its discretion,
reduce or waive its fees or reimburse the Funds for certain of their expenses in
order to reduce their expense ratios. Each Fund's investment adviser may cease
these waivers and reimbursements at any time.
The purpose of the foregoing table is to assist an investor in
understanding the various costs and expenses that an investor in each Class of
Shares of the Funds will bear directly or indirectly. The amounts set forth both
in the tables and in the examples are estimated amounts based on the experience
of each Fund for the most recent fiscal period. Such expenses have been restated
to reflect current fee arrangements. THE EXAMPLES SHOULD NOT BE CONSIDERED A
REPRESENTATION OF PAST OR FUTURE EXPENSES OR ANNUAL RETURN. ACTUAL EXPENSES AND
ANNUAL RETURN MAY BE GREATER OR LESS THAN THOSE SHOWN. For a more complete
description of the various costs and expenses borne by the Funds see "Management
of the Funds". As a result of asset-based sales charges, long-term shareholders
may pay more than the economic equivalent of the maximum front-end sales charges
permitted under the rules of the National Association of Securities Dealers,
Inc.
4

<PAGE>
FINANCIAL HIGHLIGHTS
The tables on the following pages present, for each Fund, financial
highlights for a share outstanding throughout each period indicated. The
information in the tables for the five most recent fiscal years or the life of
the Fund if shorter for EVERGREEN EMERGING MARKETS GROWTH FUND and EVERGREEN
INTERNATIONAL EQUITY FUND has been audited by KPMG Peat Marwick LLP, each Fund's
independent auditors, for EVERGREEN GLOBAL REAL ESTATE EQUITY FUND has, except
as noted otherwise, been audited by Price Waterhouse LLP, the Fund's independent
auditors. A report of KPMG Peat Marwick LLP or Price Waterhouse LLP, as the case
may be, on the audited information with respect to each Fund is incorporated by
reference in the Fund's Statement of Additional Information. The following
information for each Fund should be read in conjuction with the financial
statements and related notes which are incorporated by reference in the Fund's
Statement of Additional Information.
Further information about a Fund's performance is contained in the Fund's
annual report to shareholders, which may be obtained without charge.
EVERGREEN EMERGING MARKETS GROWTH FUND
<TABLE>
<CAPTION>
CLASS B CLASS C CLASS Y
SHARES SHARES SHARES
CLASS A
SHARES
SEPTEMBER 6, 1994*
THROUGH DECEMBER 31, 1994
<S> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period................................................. $10.00 $10.00 $10.00 $10.00
Income (loss) from investment operations:
Net investment income (loss)......................................................... -- (.02 ) (.02 ) .01
Net realized and unrealized loss on investments and foreign currency transactions.... (1.83 ) (1.82 ) (1.82 ) (1.84 )
Total from investment operations................................................... (1.83 ) (1.84 ) (1.84 ) (1.83 )
Net asset value, end of period....................................................... $8.17 $8.16 $8.16 $8.17
TOTAL RETURN+........................................................................ (18.3% ) (18.4% ) (18.4% ) (18.3% )
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)............................................ $867 $1,589 $89 $5,878
Ratios to average net assets:
Expenses (a)....................................................................... 1.78% ++ 2.53% ++ 2.53% ++ 1.53% ++
Net investment income (loss)(a).................................................... (.12% )++ (.84% )++ (.82% )++ .43% ++
Portfolio turnover rate.............................................................. 17% 17% 17% 17%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income (loss) to average
net assets, exclusive of any applicable state expense limitations, for the
period from September 6, 1994 through December 31, 1994 would have been the
following:
<TABLE>
<CAPTION>
CLASS A CLASS B CLASS C CLASS Y
SHARES SHARES SHARES SHARES
<S> <C> <C> <C> <C>
Expenses..................................................... 3.96% 4.71% 4.71% 3.71%
Net investment income (loss)................................. (2.30%) (3.02%) (3.00%) (1.75%)
</TABLE>

<PAGE>
EVERGREEN INTERNATIONAL EQUITY FUND
<TABLE>
<CAPTION>
CLASS A CLASS B CLASS C
SHARES SHARES SHARES
SEPTEMBER 2, 1994*
THROUGH DECEMBER 31, 1994
<S> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period............................................... $10.00 $10.00 $10.00
Income (loss) from investment operations:
Net investment income.............................................................. .02 -- .03
Net realized and unrealized loss on investments.................................... (.52) (.50) (.54)
Total from investment operations................................................. (.50) (.50) (.51)
Less distributions to shareholders from:
Net investment income.............................................................. -- -- --
Net asset value, end of period..................................................... $9.50 $9.50 $9.49
TOTAL RETURN+...................................................................... (5.1%) (5.2%) (5.2%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted).......................................... $2,545 $5,602 $163
Ratios to average net assets:
Expenses (a)..................................................................... 1.26%++ 2.02%++ 2.01%++
Net investment income (a)........................................................ .91%++ .10%++ .85%++
Portfolio turnover rate............................................................ 1% 1% 1%
<CAPTION>
CLASS Y
SHARES

<S> <C>
PER SHARE DATA
Net asset value, beginning of period............................................... $10.00
Income (loss) from investment operations:
Net investment income.............................................................. .02
Net realized and unrealized loss on investments.................................... (.51 )
Total from investment operations................................................. (.49 )
Less distributions to shareholders from:
Net investment income.............................................................. (.01 )
Net asset value, end of period..................................................... $9.50
TOTAL RETURN+...................................................................... (5.0% )
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted).......................................... $23,830
Ratios to average net assets:
Expenses (a)..................................................................... 1.06% ++
Net investment income (a)........................................................ 1.03% ++
Portfolio turnover rate............................................................ 1%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income (loss) to average
net assets, exclusive of any applicable state expense limitations, for the
period from September 2, 1994 through December 31, 1994 would have been the
following:
<TABLE>
<CAPTION>
CLASS A CLASS B CLASS C CLASS Y
SHARES SHARES SHARES SHARES
<S> <C> <C> <C> <C>
Expenses..................................................... 2.09% 2.85% 2.84% 1.89%
Net investment income (loss)................................. .08% (.73% ) .02% .20%
</TABLE>

<PAGE>
EVERGREEN GLOBAL REAL ESTATE EQUITY FUND -- CLASS Y SHARES
<TABLE>
<CAPTION>
SIX MONTHS NINE MONTHS FEBRUARY 1, 1989*
ENDED ENDED THROUGH
MARCH 31, 1995 SEPTEMBER 30, YEAR ENDED DECEMBER 31, DECEMBER 31,
(UNAUDITED) 1994# 1993 1992 1991 1990 1989
<S> <C> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning
of period................ $13.81 $14.75 $9.86 $9.16 $8.10 $10.03 $10.00
Income (loss) from
investment operations:
Net investment income
(loss)................... .01 .07 -- (.01) (.02) (.03) .17
Net realized and unrealized
gain (loss) on
investments.............. (2.48) (1.01) 5.07 .94 1.08 (1.90) .03
Total from investment
operations........... (2.47) (.94) 5.07 .93 1.06 (1.93) .20
Less distributions to
shareholders from:
Net investment income...... (.10) -- -- -- -- -- (.17)
Net realized gains......... (.52) -- (.18) (.23) -- -- --
Total distributions.... (.62) -- (.18) (.23) -- -- (.17)
Net asset value, end of
period................... $10.72 $13.81 $14.75 $9.86 $9.16 $8.10 $10.03
TOTAL RETURN+.............. (18.4%) (6.4%) 51.4% 10.2% 13.1% (19.2%) 2.0%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period
(000's omitted).......... $74,001 $132,294 $146,173 $8,618 $7,557 $6,004 $7,336
Ratios to average net
assets:
Operating expenses....... 1.51%++ 1.46%++ 1.56%(a) 2.00%(a) 2.00%(a) 2.00%(a) 2.00%(a)++
Interest expense......... .08%++ .08%++ -- -- -- -- --
Net investment income
(loss)................. .39%++ .56%++ .03%(a) (.10%)(a) (.27%)(a) (.39%)(a) 2.23%(a)++
Portfolio turnover rate.... 17% 63% 88% 245% 207% 325% 151%
</TABLE>

# On September 21, 1994, the Fund changed its fiscal year end from December 31
to September 30.
* Commencement of operations.
+ Total return is calculated on net asset value per share and is not
annualized.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income (loss) to average
net assets, exclusive of any applicable state expense limitations, would
have been the following:
<TABLE>
<CAPTION>
FEBRUARY 1, 1989
THROUGH
YEAR ENDED DECEMBER 31, DECEMBER 31,
1993 1992 1991 1990 1989
<S> <C> <C> <C> <C> <C>
Operating expenses............................. 1.64% 3.72% 3.76% 3.99% 3.17%
Net investment income (loss)................... (.05%) (1.82%) (2.02%) (2.38%) 1.06%
</TABLE>

<PAGE>
EVERGREEN GLOBAL REAL ESTATE EQUITY FUND -- CLASS A, B AND C SHARES
<TABLE>
<CAPTION>
CLASS A SHARES CLASS B SHARES CLASS C SHARES
FEBRUARY 10, 1995* FEBRUARY 8, 1995* FEBRUARY 9, 1995*
THROUGH THROUGH THROUGH
MARCH 31, 1995 MARCH 31, 1995 MARCH 31, 1995
(UNAUDITED) (UNAUDITED) (UNAUDITED)
<S> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period.............................. $11.46 $ 11.44 $ 11.43
Income (loss) from investment operations:
Net investment income............................................. .02 .02 .01
Net realized and unrealized loss on investments................... (.76) (.75) (.73)
Total from investment operations.............................. (.74) (.73) (.72)
Net asset value, end of period.................................... $10.72 $ 10.71 $ 10.71
TOTAL RETURN+..................................................... (6.5%) (6.4%) (6.3%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)......................... $2,531 $ 3,362 $ 1,146
Ratios to average net assets:
Operating expenses (a).......................................... 1.51%++ 2.27%++ 2.31%++
Interest expense................................................ .02%++ .01%++ .01%++
Net investment income (a)....................................... 3.21%++ 1.53%++ .87%++
Portfolio turnover rate #......................................... 17% 17% 17%
</TABLE>

* Commencement of class operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized. Due to the recent commencement of their offering, the ratios for
Class A, Class B and Class C shares are not necessarily comparable to that
of the Class Y shares, and are not necessarily indicative of future ratios.
# Portfolio turnover rate is calculated for the six months ended March 31,
1995.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income (loss) to average
net assets, exclusive of any applicable state expense limitations, would
have been the following:
<TABLE>
<CAPTION>
CLASS A SHARES CLASS B SHARES CLASS C SHARES
FEBRUARY 10, 1995 FEBRUARY 8, 1995 FEBRUARY 9, 1995
THROUGH THROUGH THROUGH
MARCH 31, 1995 MARCH 31, 1995 MARCH 31, 1995
(UNAUDITED) (UNAUDITED) (UNAUDITED)
<S> <C> <C> <C>
Operating expenses.......................... 2.73% 3.49% 3.49%
Net investment income (loss)................ 1.99% .31% (.31%)
</TABLE>

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

DESCRIPTION OF THE FUNDS
- -------------------------------------------------------------------------------

INVESTMENT OBJECTIVES AND POLICIES

Evergreen Emerging Markets Growth Fund

The Fund may employ certain additional investment strategies which are
discussed in "Investment Practices and Restrictions", below.

Evergreen International Equity Fund

The Fund may employ certain additional investment strategies which are
discussed in "Investment Practices and Restrictions", below.

<PAGE>

Evergreen Global Real Estate Equity Fund

INVESTMENT PRACTICES AND RESTRICTIONS

General. The Funds primarily invest in:

obligations of foreign governments and supranational organizations;

securities of closed-end investment companies.

Defensive Investments. The Funds may invest without limitation in high quality
money market instruments, such as notes, certificates of deposit or bankers'
acceptances, or U.S. government securities if, in the opinion of a Fund's
investment adviser or sub-adviser, market conditions warrant a temporary
defensive investment strategy.

Portfolio Turnover and Brokerage. A portfolio turnover rate of 100% would occur
if all of a Fund's portfolio securities were replaced in one year. The portfolio
turnover rate experienced by a Fund directly affects brokerage commissions and
other transaction costs which the Fund bears directly. A high rate of portfolio
turnover will increase such costs. It is contemplated that Lieber & Company, an
affiliate of Evergreen Asset and a member of the New York and American Stock
Exchanges, will to the extent practicable effect substantially all of the
portfolio transactions for Evergreen Global Real Estate Equity Fund effected on
those exchanges. See the Statement of Additional Information for further
information regarding the brokerage allocation practices of the Funds. The
portfolio turnover rate for each Fund is set forth in the tables contained in
the section entitled "Financial Highlights".

Lending of Portfolio Securities. In order to generate income and to offset
expenses, the Funds may lend portfolio securities to brokers, dealers and other
financial institutions. The Funds' investment advisers or sub-advisers will
monitor the creditworthiness of such borrowers. Loans of securities by the
Funds, if and when made, may not exceed 30% of the value of the total assets of
the Evergreen Global Real Estate Equity Fund, and must be collateralized by cash
or U.S. Government securities that are maintained at all times in an amount
equal to at least 100% of the current market value of the securities loaned,
including accrued interest. While such securities are on loan, the borrower will
pay a Fund any income accruing thereon, and the Fund may invest the cash
collateral in portfolio securities, thereby increasing its return. Any gain or
loss in the market price of the loaned securities which occurs during the term
of the loan would affect a Fund and its investors. A Fund has the right to call
a loan and obtain the securities loaned at any time on notice of not more than
five business days. A Fund may pay reasonable fees in connection with such
loans.

<PAGE>

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

MANAGEMENT OF THE FUNDS
- -------------------------------------------------------------------------------

INVESTMENT ADVISERS

The management of each Fund is supervised by the Trustees of the Trust
under which the Fund has been established ("Trustees"). Evergreen Asset
Management Corp. (the "Evergreen Asset") has been retained by Evergreen Global
Real Estate Equity Fund as investment adviser. Evergreen Asset succeeded on June
30, 1994 to the advisory business of the same name, but under different
ownership, which was organized in 1971. Evergreen Asset, with its predecessors,
has served as investment adviser to the Evergreen mutual funds since 1971.
Evergreen Asset is a wholly-owned subsidiary of First Union National Bank of
North Carolina ("FUNB"). The address of Evergreen Asset is 2500 Westchester
Avenue, Purchase, New York 10577. FUNB is a subsidiary of First Union
Corporation ("First Union"), one of the ten largest bank holding companies in
the United States. Stephen A. Lieber and Nola Maddox Falcone serve as the chief
investment officers of Evergreen Asset and, along with Theodore J. Israel, Jr.,
were the owners of Evergreen Asset's predecessor and the former general partners
of Lieber & Company, which, as described below, provides certain subadvisory
services to Evergreen Asset in connection with its duties as investment adviser
to the Fund. The Capital Management Group of FUNB ("CMG") serves as investment
adviser to Evergreen International Equity Fund and Evergreen Emerging Markets
Growth Fund. Boston International Advisers, Inc. ("BIA") is Sub-Adviser to
Evergreen International Equity Fund and Marvin & Palmer Associates, Inc.
("Marvin & Palmer") is Sub-Adviser to Evergreen Emerging Markets Growth Fund

First Union is a bank holding company headquartered in Charlotte, North
Carolina, which had $77.9 billion in consolidated assets as of March 31, 1995.
First Union and its subsidiaries provide a broad range of financial services to
individuals and businesses through offices in 36 states. The Capital Management
Group of FUNB manages or otherwise oversees the investment of over $36 billion
in assets belonging to a wide range of clients, including all the series of
Evergreen Investment Trust (formerly known as First Union Funds). First Union
Brokerage Services, Inc., a wholly-owned subsidiary of FUNB, is a registered
broker-dealer that is principally engaged in providing retail brokerage services
consistent with its federal banking authorizations. First Union Capital Markets
Corp., a wholly-owned subsidiary of First Union, is a registered broker-dealer
principally engaged in providing, consistent with its federal banking
authorizations, private placement, securities dealing, and underwriting
services.

SUB-ADVISERS

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

PURCHASE AND REDEMPTION OF SHARES
- -------------------------------------------------------------------------------

HOW TO BUY SHARES

How the Funds Value Their Shares. The net asset value of each Class of shares of
a Fund is calculated by dividing the value of the amount of the Fund's net
assets attributable to that Class by the number of outstanding shares of that
Class. Shares are valued each day the New York Stock Exchange (the "Exchange")
is open as of the close of regular trading (currently 4:00 p.m. Eastern time).
The securities in a Fund are valued at their current market value determined on
the basis of market quotations or, if such quotations are not readily available,
such other methods as a Fund's Trustees believe would accurately reflect fair
market value. Non-dollar denominated securities will be valued as of the close
of the Exchange at the closing price of such securities in their principal
trading market.

Additional Purchase Information. As a condition of this offering, if a purchase
is canceled due to nonpayment or because an investor's check does not clear, the
investor will be responsible for any loss a Fund or the Adviser incurs. If such
investor is an existing shareholder, a Fund may redeem shares from an investor's
account to reimburse the Fund or the Adviser for any loss. In addition, such
investors may be prohibited or restricted from making further purchases in any
of the Evergreen Funds.

HOW TO REDEEM SHARES

You may "redeem", i.e., sell your shares in a Fund to the Fund on any
day the Exchange is open, either directly or through your financial
intermediary. The price you will receive is the net asset value next calculated
after the Fund receives your request in proper form. Proceeds generally will be
sent to you within seven days. However, for shares recently purchased by check,
a Fund will not send proceeds until it is reasonably satisfied that the check
has been collected (which may take up to 15 days). Once a redemption request has
been telephoned or mailed, it is irrevocable and may not be modified or
canceled.

EXCHANGE PRIVILEGE

SHAREHOLDER SERVICES

Systematic Investment Plan. You may make monthly or quarterly investments into
an existing account automatically in amounts of not less than $25.

EFFECT OF BANKING LAWS

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

OTHER INFORMATION
- -------------------------------------------------------------------------------

DIVIDENDS, DISTRIBUTIONS AND TAXES

It is the policy of each Fund to distribute to shareholders its
investment company taxable and tax-exempt income, if any, quarterly and any net
realized capital gains annually or more frequently as required as a condition of
continued qualification as a regulated investment company by the Code. Dividends
and distributions generally are taxable in the year in which they are paid,
except any dividends paid in January that were declared in the previous calendar
quarter may be treated as paid in December of the previous year. Income
dividends and capital gain distributions are automatically reinvested in
additional shares of the Fund making the distribution at the net asset value per
share at the close of business on the record date, unless the shareholder has
made a written request for payment in cash.

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE

[CHART]

<PAGE>

GENERAL INFORMATION

Principal Underwriter. EFD, a wholly-owned subsidiary of Furman Selz
Incorporated, located 237 Park Avenue, New York, New York 10017, is the
principal underwriter of the Funds. Furman Selz Incorporated, also acts as
sub-administrator to Evergreen International Equity Fund and Evergreen Emerging
Markets Growth Fund and which provides certain sub-administrative services to
Evergreen Asset in connection with its role as investment adviser Evergreen
Global Real Estate Equity Fund, including providing personnel to serve as
officers of the Funds.

PROSPECTUS July 7, 1995

EVERGREEN(SM) MONEY MARKET FUNDS (Evergreen logo appears here)

EVERGREEN MONEY MARKET FUND
EVERGREEN TAX EXEMPT MONEY MARKET FUND
EVERGREEN TREASURY MONEY MARKET FUND

CLASS A SHARES
CLASS B SHARES

The EVERGREEN MONEY MARKET FUNDS (the "Funds") are designed to
provide investors with current income, stability of principal and
liquidity. This Prospectus provides information regarding the Class A
offered by the Funds and the Class B shares offered by the EVERGREEN MONEY
MARKET FUND. Each Fund is, or is a series of, an open-end, diversified,
management investment company. This Prospectus sets forth concise
information about the Funds that a prospective investor should know before
investing. The address of the Funds is 2500 Westchester Avenue, Purchase,
New York 10577.

A "Statement of Additional Information" for the Funds dated July
7, 1995 has been filed with the Securities and Exchange Commission and is
incorporated by reference herein. The Statement of Additional Information
provides information regarding certain matters discussed in this Prospectus
and other matters which may be of interest to investors, and may be
obtained without charge by calling the Funds at (800) 807-2940. There can
be no assurance that the investment objective of any Fund will be achieved.
Investors are advised to read this Prospectus carefully.

THE SHARES OFFERED BY THIS PROSPECTUS ARE NOT DEPOSITS OR OBLIGATIONS OF
FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, ARE NOT ENDORSED OR
GUARANTEED BY FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, AND ARE NOT
INSURED OR OTHERWISE PROTECTED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY AND
INVOLVE RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.

AN INVESTMENT IN THE FUNDS IS NEITHER INSURED NOR GUARANTEED BY THE U.S.
GOVERNMENT, AND THERE CAN BE NO ASSURANCE THAT THE FUNDS 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.

KEEP THIS PROSPECTUS FOR FUTURE REFERENCE

EVERGREEN(SM) is a Service Mark of Evergreen Asset Management Corp.
Copyright 1995, Evergreen Asset Management Corp.

<PAGE>
TABLE OF CONTENTS
<TABLE>
<S> <C>
OVERVIEW OF THE FUNDS 2
EXPENSE INFORMATION 3
FINANCIAL HIGHLIGHTS 5
DESCRIPTION OF THE FUNDS
Investment Objectives and Policies 10
Investment Practices and Restrictions 13
MANAGEMENT OF THE FUNDS
Investment Advisers 14
Sub-Adviser 15
Distribution Plans and Agreements 16
PURCHASE AND REDEMPTION OF SHARES
How to Buy Shares 16
How to Redeem Shares 18
Exchange Privilege 19
Shareholder Services 20
Effect of Banking Laws 21
OTHER INFORMATION
Dividends, Distributions and Taxes 21
General Information 22
</TABLE>

<PAGE>
EXPENSE INFORMATION
The table set forth below summarizes the shareholder transaction costs
associated with an investment in Class A shares of each Fund, and in the case of
EVERGREEN MONEY MARKET FUND, Class B Shares. For further information see
"Purchase and Redemption of Fund Shares" and "General Information -- Other
Classes of Shares".
<TABLE>
<CAPTION>
Class B Shares
SHAREHOLDER TRANSACTION EXPENSES Class A Shares (Evergreen Money Market Fund only)
<S> <C> <C> <C>
Maximum Sales Charge Imposed on Purchases None None
Sales Charge on Dividend Reinvestments None None
Contingent Deferred Sales Charge (as a % of None 5% during the first year, 4% during the
original purchase price or redemption second year, 3% during the third and fourth
proceeds, whichever is lower) years, 2% during the fifth year, 1% during
the sixth and seventh years and 0% after the
seventh year
Redemption Fee None None
Exchange Fee None None
</TABLE>

The following tables show for each Fund the estimated annual operating
expenses (as a percentage of average net assets) attributable to each Class of
Shares, together with examples of the cumulative effect of such expenses on a
hypothetical $1,000 investment in each Class for the periods specified assuming
(i) a 5% annual return, and (ii) redemption at the end of each period and,
additionally for Class B shares, no redemption at the end of each period.
In the following examples (i) the expenses for Class B Shares assume
deduction at the time of redemption (if applicable) of the maximum contingent
deferred sales charge applicable for that time period and (ii) the expenses for
Class B Shares reflect the conversion to Class A Shares eight years after
purchase (years eight through ten, therefore, reflect Class A expenses).
EVERGREEN MONEY MARKET FUND (A)
<TABLE>
<CAPTION>
EXAMPLES
Assuming Assuming
ANNUAL OPERATING Redemption no
EXPENSES* at End of Period Redemption
Class A Class B Class A Class B Class B
<S> <C> <C> <C> <C> <C> <C>
Advisory Fees .50% .50%
After 1 Year $ 10 $ 67 $ 17
12b-1 Fees ** .30% 1.00%
After 3 Years $ 32 $ 84 $ 54
Other Expenses .21% .21%
After 5 Years $ 56 $ 113 $ 93
After 10 Years $ 123 $ 175 $175
Total 1.01% 1.71%
</TABLE>

EVERGREEN TAX EXEMPT MONEY MARKET FUND (B)
<TABLE>
<CAPTION>
EXAMPLES
ANNUAL OPERATING Assuming Redemption
EXPENSES* at End of Period
Class A Class A
<S> <C> <C> <C> <C>
Advisory Fees .50%
After 1 Year $ 9
12b-1 Fees ** .30%
After 3 Years $ 27
Other Expenses .05%
After 5 Years $ 47
After 10 Years $105
Total .85%
</TABLE>

EVERGREEN TREASURY MONEY MARKET FUND
<TABLE>
<CAPTION>
EXAMPLES
ANNUAL OPERATING Assuming Redemption
EXPENSES* at End of Period
Class A Class A
<S> <C> <C> <C> <C>
Advisory Fees .35%
After 1 Year $ 7
Administrative Fees .06%
After 3 Years $ 23
12b-1 Fees** .30%
After 5 Years $ 40
Other Expenses .05%
After 10 Years $ 90
Total .76%
</TABLE>

<PAGE>
(a) Estimated annual operating expenses reflect the combination of EVERGREEN
MONEY MARKET FUND and FIRST UNION MONEY MARKET PORTFOLIO.
(b) Estimated annual operating expenses reflect the combination of EVERGREEN TAX
EXEMPT MONEY MARKET FUND and FIRST UNION TAX EXEMPT MONEY MARKET PORTFOLIO.
Evergreen Asset has agreed to reimburse EVERGREEN MONEY MARKET FUND and
EVERGREEN TAX EXEMPT MONEY MARKET FUND to the extent that the Fund's aggregate
annual operating expenses (including the Adviser's fee, but excluding taxes,
interest, brokerage commissions, Rule 12b-1 distribution fees and shareholder
services fees and extraordinary expenses) exceed 1% of the average net assets
for any fiscal year.
*The annual operating expenses and examples do not reflect the voluntary fee
waivers of .39 of 1% of average net assets for EVERGREEN MONEY MARKET FUND and
.30 of 1% of average net assets for EVERGREEN TAX EXEMPT MONEY MARKET FUND for
the fiscal period ended August 31, 1994, and .28 of 1% of average net assets for
EVERGREEN TREASURY MONEY MARKET FUND for the fiscal period ended December 31,
1994.
**Class A Shares can pay up to .75 of 1% of average net assets as a 12b-1 Fee.
For the foreseeable future, the Class A Share's 12b-1 Fees will be limited to
.30 of 1% of average net assets. For Class B Shares of EVERGREEN MONEY MARKET
FUND, a portion of the 12b-1 Fees equivalent to .25 of 1% of average net assets
will be shareholder servicing related. Distribution related 12b-1 fees will be
limited to .75 of 1% of average net assets as permitted under the rules of the
National Association of Securities Dealers, Inc.
From time to time, each Fund's investment adviser may, at its discretion, waive
its fee or reimburse a Fund for certain of its expenses in order to reduce a
Fund's expense ratio. The investment adviser may cease these voluntary waivers
or reimbursements at any time.
The purpose of the foregoing table is to assist an investor in
understanding the various costs and expenses that an investor in each Class of
Shares of the Funds will bear directly or indirectly. The amounts set forth both
in the tables and in the examples are estimated amounts based on the experience
of each Fund for the most recent fiscal period. Such expenses have been restated
to reflect current fee arrangements and in the case of Funds that did not offer
all of the above-referenced Classes of shares during such periods, the amounts
set forth in the tables are based on the expenses incurred by the Classes which
were offered. THE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR
FUTURE EXPENSES OR ANNUAL RETURN. ACTUAL EXPENSES AND ANNUAL RETURN MAY BE
GREATER OR LESS THAN THOSE SHOWN. For a more complete description of the various
costs and expenses borne by the Funds see "Management of the Funds". As a result
of asset-based sales charges, long-term shareholders may pay more than the
economic equivalent of the maximum front-end sales charges permitted under the
rules of the National Association of Securities Dealers, Inc.
4

<PAGE>
FINANCIAL HIGHLIGHTS
The tables on the following pages present, for each Fund, financial
highlights for a share outstanding throughout each period indicated. The
information in the tables for the five most recent fiscal years or the life of
the fund if shorter for EVERGREEN TREASURY MONEY MARKET FUND has been audited by
KPMG Peat Marwick LLP, the Fund's independent auditors, for EVERGREEN MONEY
MARKET FUND and EVERGREEN TAX EXEMPT MONEY MARKET FUND has, except as noted
otherwise, been audited by Price Waterhouse LLP, each Fund's independent
auditors. A report of KPMG Peat Marwick LLP or Price Waterhouse LLP, as the case
may be, on the audited information with respect to each Fund is incorporated by
reference in the Fund's Statement of Additional Information. The following
information for each Fund should be read in conjunction with the financial
statements and related notes which are incorporated by reference in the Fund's
Statement of Additional Information.
Further information about a Fund's performance is contained in the Fund's
annual report to shareholders, which may be obtained without charge.
EVERGREEN MONEY MARKET FUND -- Y SHARES
<TABLE>
<CAPTION>
NOVEMBER 2,
TEN MONTHS 1987*
SIX MONTHS ENDED ENDED THROUGH
FEBRUARY 28, 1995 AUGUST 31, YEAR ENDED OCTOBER 31, OCTOBER 31,
(UNAUDITED) 1994 # 1993 1992 1991 1990 1989 1988
<S> <C> <C> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period............... $1.00 $ 1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
Income from investment operations:
Net investment income.............................. .02 .03 .03 .04 .07 .08 .09 .07
Total from investment operations................. .02 .03 .03 .04 .07 .08 .09 .07
Less distributions to shareholders from net
investment income................................ (.02) (.03) (.03) (.04) (.07) (.08) (.09) (.07)
Net asset value, end of period..................... $1.00 $ 1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
TOTAL RETURN+...................................... 2.4% 2.9% 3.2% 4.2% 6.7% 8.4% 9.4% 7.4%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (in millions)............ $244 $273 $299 $358 $438 $458 $408 $161
Ratios to average net assets:
Expenses (a)..................................... .54%++ .32%++ .39% .36% .30% .35% .38% .43%++
Net investment income (a)........................ 4.88%++ 3.46%++ 3.19% 4.18% 6.53% 8.08% 9.42% 7.26%++
</TABLE>

# On September 21, 1994, the Fund changed its fiscal year end from October 31
to August 31.
* Commencement of operations.
+ Total return is calculated for the periods indicated and is not annualized.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
SIX MONTHS
ENDED TEN MONTHS
FEBRUARY 28, ENDED NOVEMBER 2, 1987
1995 AUGUST 31, YEAR ENDED OCTOBER 31, THROUGH
(UNAUDITED) 1994 1993 1992 1991 1990 1989 OCTOBER 31, 1988
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Expenses.............................. .74% .71% .71% .72% .70% .69% .75% .93%
Net investment income................. 4.68% 3.07% 2.87% 3.82% 6.13% 7.74% 9.05% 6.76%
</TABLE>

<PAGE>
EVERGREEN MONEY MARKET FUND -- CLASS A AND B SHARES
<TABLE>
<CAPTION>
CLASS A SHARES CLASS B SHARES
JANUARY 4, 1995* JANUARY 26, 1995*
THROUGH THROUGH
FEBRUARY 28, 1995 FEBRUARY 28, 1995
(UNAUDITED) (UNAUDITED)
<S> <C> <C>
PER SHARE DATA
Net asset value, beginning of period.................................................. $ 1.000 $ 1.000
Income from investment operations:
Net investment income............................................................... .008 .004
Total income from investment operations............................................. .008 .004
Less distributions to shareholders from net investment income......................... (.008) (.004)
Net asset value, end of period........................................................ $ 1.000 $ 1.000
TOTAL RETURN+......................................................................... .8% .4%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)............................................. $668 $35
Ratios to average net assets:
Expenses (a)........................................................................ .85%++ 1.56%++
Net investment income (a)........................................................... 5.40%++ 5.03%++
</TABLE>

* Commencement of class operations.
+ Total return is calculated on net asset value. Contingent deferred sales
charge is not reflected. Total return is calculated for the periods indicated
and is not annualized.
++ Annualized. Due to the recent commencement of their offering, the ratios for
Class A and Class B shares are not necessarily comparable to that of the
Class Y shares, and are not necessarily indicative of future ratios.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
CLASS A SHARES CLASS B SHARES
JANUARY 4, 1995 JANUARY 26, 1995
THROUGH THROUGH
FEBRUARY 28, 1995 FEBRUARY 28, 1995
(UNAUDITED) (UNAUDITED)
<S> <C> <C>
Expenses................................................... 1.30% 2.00%
Net investment income...................................... 4.95% 4.59%
</TABLE>

<PAGE>
EVERGREEN TAX EXEMPT MONEY MARKET FUND -- CLASS Y SHARES
<TABLE>
<CAPTION>
SIX MONTHS ENDED
FEBRUARY 28, 1995 YEAR ENDED AUGUST 31,
(UNAUDITED) 1994 1993 1992 1991 1990
<S> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
Income from investment operations:
Net investment income................ .02 .02 .03 .04 .05 .06
Total from investment operations... .02 .02 .03 .04 .05 .06
Less distributions to shareholders from
net investment income................ (.02 ) (.02) (.03) (.04) (.05) (.06)
Net asset value, end of period......... $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
TOTAL RETURN+.......................... 1.7% 2.5% 2.6% 3.7% 5.5% 6.2%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (in
millions)............................ $387 $402 $401 $417 $510 $311
Ratios to average net assets:
Expenses (a)......................... .51% ++ .34% .34% .32% .28% .31%
Net investment income (a)............ 3.34% ++ 2.47% 2.58% 3.72% 5.23% 5.94%
<CAPTION>
NOVEMBER 2,
1988* THROUGH
AUGUST 31, 1989
<S> <C>
PER SHARE DATA
Net asset value, beginning of period $1.00
Income from investment operations:
Net investment income................ .05
Total from investment operations... .05
Less distributions to shareholders from
net investment income................ (.05)
Net asset value, end of period......... $1.00
TOTAL RETURN+.......................... 5.5%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (in
millions)............................ $109
Ratios to average net assets:
Expenses (a)......................... .24%++
Net investment income (a)............ 6.77%++
</TABLE>

* Commencement of operations.
+ Total return is calculated for the period indicated and is not annualized.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
SIX MONTHS ENDED NOVEMBER 2, 1988
FEBRUARY 28, 1995 YEAR ENDED AUGUST 31, THROUGH AUGUST 31,
(UNAUDITED) 1994 1993 1992 1991 1990 1989
<S> <C> <C> <C> <C> <C> <C> <C>
Expenses............................... .64% .64% .63% .63% .66% .71% .79%
Net investment income.................. 3.21% 2.17% 2.29% 3.41% 4.85% 5.54% 6.22%
</TABLE>

<PAGE>
EVERGREEN TAX EXEMPT MONEY MARKET FUND -- CLASS A SHARES
<TABLE>
<CAPTION>
JANUARY 5, 1995*
THROUGH
FEBRUARY 28, 1995
(UNAUDITED)
<S> <C>
PER SHARE DATA
Net asset value, beginning of period...................................................................... $ 1.000
Income from investment operations:
Net investment income................................................................................... .005
Total from investment operations........................................................................ .005
Distributions to shareholders from net investment income.................................................. (.005)
Net asset value, end of period............................................................................ $ 1.000
TOTAL RETURN+............................................................................................. .5%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)................................................................. $144
Ratios to average net assets:
Expenses (a)............................................................................................ .83%++
Net investment income (a)............................................................................... 3.53%++
</TABLE>

* Commencement of class operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized.
++ Annualized. Due to the recent commencement of its offering, the ratios for
Class A shares are not necessarily comparable to that of the Class Y shares,
and are not necessarily indicative of future ratios.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
JANUARY 5, 1995
THROUGH FEBRUARY 28, 1995
(UNAUDITED)
<S> <C>
Expenses................................................................ 1.30%
Net investment income................................................... 3.06%
</TABLE>

<PAGE>
EVERGREEN TREASURY MONEY MARKET FUND
<TABLE>
<CAPTION>
CLASS A SHARES CLASS Y SHARES
MARCH 6, 1991* MARCH 6, 1991*
THROUGH THROUGH
YEAR ENDED DECEMBER 31, DECEMBER 31, YEAR ENDED DECEMBER 31, DECEMBER 31,
1994 1993 1992 1991 1994 1993 1992 1991
<S> <C> <C> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning
of period................ $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
Income from investment
operations:
Net investment income...... .04 .03 .03 .04 .04 .03 .04 .05
Less distributions to
shareholders from net
investment income........ (.04) (.03) (.03) (.04) (.04) (.03) (.04) (.05)
Net asset value, end of
period................... $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
TOTAL RETURN+.............. 3.8% 2.7% 3.4% 4.5% 4.1% 3.0% 3.7% 4.7%
Net assets, end of period
(000's omitted).......... $755,050 $261,475 $208,792 $ 99,549 $162,921 $366,109 $286,230 $265,109
Ratios to average net
assets:
Expenses (a)............. .50% .48% .48% .47%++ .20% .18% .17% 0.20%++
Net investment
income (a)............. 3.91% 2.70% 3.22% 4.95%++ 3.78% 3.00% 3.61% 5.53%++
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
CLASS A SHARES CLASS Y SHARES
YEAR ENDED MARCH 6, 1991 YEAR ENDED MARCH 6, 1991
DECEMBER 31, THROUGH DECEMBER 31, DECEMBER 31, THROUGH DECEMBER 31,
1994 1993 1992 1991 1994 1993 1992 1991
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Expenses................ .78% .82% .82% 1.08% .48% .52% .52% .52%
Net investment income... 3.63% 2.36% 2.88% 4.34% 3.50% 2.66% 3.26% 5.21%
</TABLE>

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

DESCRIPTION OF THE FUNDS
- -------------------------------------------------------------------------------

INVESTMENT OBJECTIVES AND POLICIES

Evergreen Money Market Fund

The investment objective of Evergreen Money Market Fund is to achieve
as high a level of current income as is consistent with preserving capital and
providing liquidity. This objective is a fundamental policy and may not be
changed without shareholder approval. The Fund invests in high quality money
market instruments, which are determined to be of eligible quality under
Securities and Exchange Commission ("SEC") rules and to present minimal credit
risk. Under SEC rules, eligible securities include First Tier Securities (i.e.,
securities rated in the highest short-term rating category) and Second Tier
Securities (i.e., securities which are not in the First Tier). The rules
prohibit the Fund from holding more than 5% of its value in Second Tier
Securities. The Fund's permitted investments include:

1. Marketable obligations of, or guaranteed by, the United States
Government, its agencies or instrumentalities, including issues of the United
States Treasury, such as bills, certificates of indebtedness, notes and bonds,
and issues of agencies and instrumentalities established under the authority of
an act of Congress. Some of these securities are supported by the full faith and
credit of the United States Government, others are supported by the right of the
issuer to borrow from the Treasury, and still others are supported only by the
credit of the agency or instrumentality. Agencies or instrumentalities whose
securities are supported by the full faith and credit of the United States
include, but are not limited to, the Federal Housing Administration, Farmers
Home Administration, Export-Import Bank of the United States, Small Business
Administration and Government National Mortgage Association. Examples of
agencies or instrumentalities whose securities are supported by the right of the
issuer to borrow from the Treasury include, but are not limited to, the Federal
Home Loan Bank, Federal Intermediate Credit Banks, Federal National Mortgage
Association and Tennessee Valley Authority. Agencies or instrumentalities whose
securities are supported only by the credit of the agency or instrumentality
include the Interamerican Development Bank and the International Bank for
Reconstruction and Development. These obligations are supported by appropriated
but unpaid commitments of its member countries. There are no assurances that the
commitments will be undertaken in the future.

2. Commercial paper, including variable amount master demand notes,
that is rated in one of the two highest short-term rating categories by any two
of Standard & Poor's Ratings Group ("S&P") or Moody's Investors Service, Inc.
("Moody's") or any other nationally recognized statistical rating organization
("SRO") (or by a single rating agency if only one of these agencies has assigned
a rating). The Fund will not invest more than 10% of its total assets, at the
time of the investment in question, in variable amount master demand notes. For
a description of these ratings see the Statement of Additional Information.

3. Corporate debt securities and bank obligations that are rated in one
of the two highest short-term rating categories by any two of S&P, Moody's and
any other SRO (or by a single rating agency if only one of these agencies has
assigned a rating).

4. Unrated corporate debt securities, commercial paper and bank
obligations that are issued by an issuer that has outstanding a class of
short-term debt instruments (i.e., instruments having a maturity of 366 days or
less) that (A) is comparable in priority and security to the unrated securities
and (B) meets the rating requirements of paragraphs 2 or 3 above.

5. Unrated corporate debt securities, commercial paper and bank
obligations issued by domestic and foreign companies which have an outstanding
long-term debt issue rated in the top two rating categories by a SRO and
determined by the Trustees to be of comparable quality.

6. Unrated corporate debt securities, commercial paper and bank
obligations otherwise determined by the Trustees to be of comparable quality.

7. Repurchase agreements with respect to the securities described
in paragraphs 1 through 6 above.

The Fund may invest up to 30% of its total assets in bank certificates
of deposit and bankers' acceptances payable in U.S. dollars and issued by
foreign banks (including U.S. branches of foreign banks) or by foreign branches
of U.S. banks. These investments involve risks that are different from
investments in domestic securities. These risks may include future unfavorable
political and economic developments, possible withholding taxes, seizure of
foreign deposits, currency controls, interest limitations or other governmental
restrictions which might affect the payment of principal or interest on the
securities in the Fund's portfolio. Additionally, there may be less publicly
available information about foreign issuers.

The Fund may invest in commercial paper and other short-term corporate
obligations which meet the rating criteria specified in paragraphs 3 and 4 above
which are issued in private placements pursuant to Section 4(2) of the
Securities Act of 1933 (the "Act"). Such securities are not registered for
purchase and sale by the public under the Act. The Fund has been informed that
the staff of the SEC does not consider such securities to be readily marketable.
The Fund will not invest more than 10% of its total assets in securities which
are not readily marketable (including private placement securities) and in
repurchase agreements maturing in more than seven days.

The Fund may employ certain additional investment strategies which are
discussed in "Investment Practices and Restrictions", below.

Evergreen Tax Exempt Money Market Fund

The investment objective of Evergreen Tax Exempt Money Market Fund is
to achieve as high a level of current income exempt from Federal income tax, as
is consistent with preserving capital and providing liquidity. This objective is
a fundamental policy and may not be changed without shareholder approval. The
Fund will seek to achieve its objective by investing substantially all of its
assets in a diversified portfolio of short-term (i.e., with remaining maturities
not exceeding 397 days) debt obligations issued by states, territories and
possessions of the United States and by the District of Columbia, and their
political subdivisions and duly constituted authorities, the interest from which
is exempt from Federal income tax. Such securities are generally known as
Municipal Securities (see "Municipal Securities" below.)

The Fund will invest in Municipal Securities only if they are
determined to be of eligible quality under SEC rules and to present minimum
credit risk. Municipal Securities in which the Fund may invest include: (i)
municipal securities that are rated in one of the top two short-term rating
categories by any two of S&P, Moody's or any other nationally recognized SRO (or
by a single rating agency if only one of these agencies has assigned a rating);
(ii) municipal securities that are issued by an issuer that has outstanding a
class of short-term debt instruments (i.e., having a maturity of 366 days or
less) that (A) is comparable in priority and security to such instruments and
(B) meets the rating requirements above; and (iii) bonds with a remaining
maturity of 397 days or less that are rated no lower than one of the top two
long-term rating categories by any SRO and determined by the Trustees to be of
comparable quality. For a description of such ratings see the Statement of
Additional Information. The Fund may also purchase Municipal Securities which
are unrated at the time of purchase up to a maximum of 20% of its total assets,
if such securities are determined by the Fund's Trustees to be of comparable
quality. Certain Municipal Securities (primarily variable rate demand notes) may
be entitled to the benefit of standby letters of credit or similar commitments
issued by banks or other financial institutions and, in such instances, the
Trustees will take into account the obligation of the bank in assessing the
quality of such security. The ability of the Fund to meet its investment
objective is necessarily subject to the ability of municipal issuers to meet
their payment obligations.

Interest income on certain types of bonds issued after August 7, 1986
to finance nongovernmental activities is an item of "tax-preference" subject to
the Federal alternative minimum tax for individuals and corporations. To the
extent the Fund invests in these "private activity" bonds (some of which were
formerly referred to as "industrial development" bonds), individual and
corporate shareholders, depending on their status, may be subject to the
alternative minimum tax on the part of the Fund's distributions derived from the
bonds. As a matter of fundamental policy, which may not be changed without
shareholder approval, the Fund will invest at least 80% of its net assets in
Municipal Securities, the interest from which is not subject to the Federal
alternative minimum tax.

Municipal Securities. As noted above, the Fund will invest substantially all of
its assets in Municipal Securities. These include municipal bonds, short-term
municipal notes and tax exempt commercial paper. "Municipal bonds" are debt
obligations issued to obtain funds for various public purposes that are exempt
from Federal income tax in the opinion of issuer's counsel. The two principal
classifications of municipal bonds are "general obligation" and "revenue" bonds.
General obligation bonds are secured by the issuer's pledge of its full faith,
credit and taxing power for the payment of principal and interest. Revenue bonds
are payable only from the revenues derived from a particular facility or class
of facilities or, in some cases, from the proceeds of a special excise tax or
other specific source such as from the user of the facility being financed. The
term "municipal bonds" also includes "moral obligation" issues which are
normally issued by special purpose authorities. Industrial development bonds
("IDBs") and private activity bonds ("PABs") are in most cases revenue bonds and
are not payable from the unrestricted revenues of the issuer. The credit quality
of IDBs and PABs is usually directly related to the credit standing of the
corporate user of the facilities being financed. Participation interests are
interests in municipal bonds, including IDBs and PABs, and floating and variable
rate obligations that are owned by banks. These interests carry a demand feature
permitting the holder to tender them back to the bank, which demand feature is
backed by an irrevocable letter of credit or guarantee of the bank. A put bond
is a municipal bond which gives the holder the unconditional right to sell the
bond back to the issuer at a specified price and exercise date, which is
typically well in advance of the bond's maturity date. "Short-term municipal
notes" and "tax exempt commercial paper" include tax anticipation notes, bond
anticipation notes, revenue anticipation notes and other forms of short-term
loans. Such notes are issued with a short-term maturity in anticipation of the
receipt of tax funds, the proceeds of bond placements and other revenues.

Floating Rate and Variable Rate Obligations. Municipal Securities also include
certain variable rate and floating rate municipal obligations with or without
demand features. These variable rate securities do not have fixed interest
rates; rather, those rates fluctuate based upon changes in specified market
rates, such as the prime rate, or are adjusted at predesignated periodic
intervals. Such securities must comply with conditions established by the SEC
under which they may be considered to have remaining maturities of 397 days or
less. Certain of these obligations may carry a demand feature that gives the
Fund the right to demand prepayment of the principal amount of the security
prior to its maturity date. The demand obligation may or may not be backed by
letters of credit or other guarantees of banks or other financial institutions.
Such guarantees may enhance the quality of the security. As a matter of
fundamental policy, which may not be changed without shareholder approval, the
Fund will limit the value of its investments in any floating or variable rate
securities which are not readily marketable and in all other not readily
marketable securities to 10% or less of its total assets.

Stand-by Commitments. The Fund may also acquire "stand-by commitments" with
respect to Municipal Securities held in its portfolio. Under a stand-by
commitment, a dealer agrees to purchase, at the Fund's option, specified
Municipal Securities at a specified price. The Fund expects that stand-by
commitments generally will be available without the payment of direct or
indirect consideration. However, if necessary and advisable, the Fund may pay
for stand-by commitments either separately in cash or by paying a higher price
for portfolio securities which are acquired subject to such a commitment (thus
reducing the yield to maturity otherwise available for the same securities). The
total amount paid in either manner for outstanding stand-by commitments held in
the Fund's portfolio will not exceed 10% of the value of the Fund's total assets
calculated immediately after each stand-by commitment is acquired. The Fund will
enter into stand-by commitments only with banks and broker-dealers that, in the
judgment of the Fund's investment adviser, present minimal credit risks.

Taxable Investments. The Fund may temporarily invest up to 20% of the Fund's net
assets in taxable securities under any one or more of the following
circumstances: (a) pending investment of proceeds of sale of Fund shares or of
portfolio securities, (b) pending settlement of purchases of portfolio
securities, and (c) to maintain liquidity for the purpose of meeting anticipated
redemptions. In addition, the Fund may temporarily invest more than 20% of its
total assets in taxable securities for defensive purposes. The Fund may invest
for defensive purposes during periods when the Fund's assets available for
investment exceed the available Municipal Securities that meet the Fund's
quality and other investment criteria. Taxable securities in which the Fund may
invest on a short-term basis include obligations of the United States
Government, its agencies or instrumentalities, including repurchase agreements
with banks or securities dealers involving such securities; time deposits
maturing in not more than seven days; other debt securities rated within the two
highest ratings assigned by an SRO; commercial paper rated in the highest grade
by Moody's or S&P; and certificates of deposit issued by United States branches
of United States banks with assets of $1 billion or more.

The Fund may employ certain additional investment strategies which are
discussed in "Investment Practices and Restrictions", below.

Evergreen Treasury Money Market Fund

The investment objective of Evergreen Treasury Money Market Fund, which
is a matter of fundamental policy that may not be changed without shareholder
approval, is to maintain stability of principal while earning current income.
However, the Fund will only attempt to seek income to the extent consistent with
stability of principal and, therefore, investments will only be made in
short-term United States Treasury obligations with an average dollar-weighted
maturity of 90 days or less. As a matter of investment strategy, the Fund's
investment adviser intends to maintain a dollar-weighted average maturity for
the Fund of 60 days or less.

Evergreen Treasury Money Market Fund is suitable for conservative
investors seeking high current yields plus relative safety. The Fund provides a
reasonable means of maximizing opportunities and minimizing risks resulting from
changing interest rates.

The short-term United States Treasury obligations in which the Fund
invests are issued by the U.S. Government and are fully guaranteed as to
principal and interest by the United States. Such securities will have a
maturity date that is 397 days or less from the date of acquisition unless they
are purchased under an agreement that provides for repurchase of the securities
from the Fund within 397 days from the date of acquisition. The Fund may also
retain Fund assets in cash.

The Fund may employ certain additional investment strategies which are
discussed in "Investment Practices and Restrictions", below.

INVESTMENT PRACTICES AND RESTRICTIONS

General. The Funds invest only in securities that have remaining maturities of
397 days (thirteen months) or less at the date of purchase. For this purpose,
floating rate or variable rate obligations (described under Evergreen Tax Exempt
Money Market Fund, above), which are payable on demand, but which may otherwise
have a stated maturity in excess of this period, will be deemed to have
remaining maturities of less than 397 days pursuant to conditions established by
the SEC. The Funds maintain a dollar-weighted average portfolio maturity of
ninety days or less. The Funds follow these policies to maintain a stable net
asset value of $1.00 per share, although there is no assurance they can do so on
a continuing basis. The market value of the obligations in a Fund's portfolio
can be expected to vary inversely to changes in prevailing interest rates. If a
portfolio security is no longer of eligible quality, a Fund shall dispose of
such security in an orderly fashion as soon as reasonably practicable, unless
the Trustees determine, in light of market conditions or other factors, that
disposal of the instrument would not be in the best interests of the Fund and
its shareholders.

The ability of each Fund to meet its investment objective is
necessarily subject to the ability of the issuers of securities in which the
Funds invest to meet their payment obligations. In addition, the portfolio of
each Fund will be affected by general changes in interest rates which will
result in increases or decreases in the value of the obligations held by the
Fund. Investors should recognize that, in periods of declining interest rates,
the yield of a Fund will tend to be somewhat higher than prevailing market
rates, and in periods of rising interest rates, the yield of a Fund will tend to
be somewhat lower. Also, when interest rates are falling, the inflow of net new
money to a Fund from the continuous sale of its shares will likely be invested
in portfolio instruments producing lower yields than the balance of the Fund's
portfolio, thereby reducing the current yield of the Fund. In periods of rising
interest rates, the opposite can be expected to occur.

Repurchase Agreements. The Funds may enter into repurchase agreements. A
repurchase agreement is an arrangement pursuant to which a buyer purchases a
security and simultaneously agrees to resell it to the vendor at a price that
results in an agreed-upon market rate of return which is effective for the
period of time (which is normally one to seven days, but may be longer) the
buyer's money is invested in the security. The arrangement results in a fixed
rate of return that is not subject to market fluctuations during a Fund's
holding period. Repurchase agreements may be entered into with member banks of
the Federal Reserve System, including, the Fund's custodian or "primary dealers"
(as designated by the Federal Reserve Bank of New York) in United States
Government securities. Each Fund will require continued maintenance of
collateral with its Custodian in an amount equal to, or in excess of, the
repurchase price (including accrued interest). In the event a vendor defaults on
its repurchase obligation, a Fund might suffer a loss to the extent that the
proceeds from the sale of the collateral were less than the repurchase price. If
the vendor becomes the subject of bankruptcy proceedings, a Fund might be
delayed in selling the collateral. Each Fund's investment adviser will review
and continually monitor the creditworthiness of each institution with which the
Fund enters into a repurchase agreement to evaluate these risks. A Fund may not
enter into repurchase agreements if, as a result, more than 10% of a Fund's
total assets would be invested in repurchase agreements maturing in more than
seven days and in other securities that are not readily marketable.

Securities Lending. In order to generate income and to offset expenses,
Evergreen Tax Exempt Money Market Fund and Evergreen Money Market Fund may lend
portfolio securities to brokers, dealers and other financial organizations. Each
Fund's investment adviser will monitor the creditworthiness of such borrowers.
Loans of securities by Evergreen Tax Exempt Money Market Fund or Evergreen Money
Market Fund, if and when made, may not exceed 30% of a Fund's total assets and
will be collateralized by cash, letters of credit or United States Government
securities that are maintained at all times in an amount equal to at least 100%
of the current market value of the loaned securities, including accrued
interest. While such securities are on loan, the borrower will pay a Fund any
income accruing thereon, and the Fund may invest the cash collateral in
portfolio securities, thereby increasing its return. A Fund will have the right
to call any such loan and obtain the securities loaned at any time on five days'
notice. Any gain or loss in the market price of the loaned securities which
occurs during the term of the loan would affect a Fund and its investors. A Fund
may pay reasonable fees in connection with such loans.

When-Issued Securities. Evergreen Tax Exempt Money Market Fund and Evergreen
Treasury Money Market Fund may purchase securities on a "when-issued" basis
(i.e., for delivery beyond the normal settlement date at a stated price and
yield). A Fund generally would not pay for such securities or start earning
interest on them until they are received. However, when a Fund purchases
securities on a when-issued basis, it assumes the risks of ownership at the time
of purchase, not at the time of receipt. Failure of the issuer to deliver a
security purchased by a Fund on a when-issued basis may result in the Fund
incurring a loss or missing an opportunity to make an alternative investment.
Evergreen Tax Exempt Money Market Fund does not expect that commitments to
purchase when-issued securities will normally exceed 25% of its total assets and
Evergreen Treasury Money Market Fund does not expect that such commitments will
exceed 20% of its total assets. The Funds do not intend to purchase when-issued
securities for speculative purposes but only in furtherance of their investment
objective.

Illiquid Securities. The Funds may invest up to 10% of their net assets in
illiquid securities and other securities which are not readily marketable,
including repurchase agreements with maturities longer than seven days. In the
case of Evergreen Tax Exempt Money Market Fund and Evergreen Money Market Fund,
securities eligible for resale pursuant to Rule 144A under the Securities Act of
1933, which have been determined to be liquid, will not be considered by each
Fund's investment adviser to be illiquid or not readily marketable and,
therefore, are not subject to the aforementioned 10% limit. The inability of a
Fund to dispose of illiquid or not readily marketable investments readily or at
a reasonable price could impair the Fund's ability to raise cash for redemptions
or other purposes. The liquidity of securities purchased by a Fund which are
eligible for resale pursuant to Rule 144A will be monitored by each Fund's
investment adviser on an ongoing basis, subject to the oversight of the
Trustees. In the event that such a security is deemed to be no longer liquid, a
Fund's holdings will be reviewed to determine what action, if any, is required
to ensure that the retention of such security does not result in a Fund having
more than 10% of its assets invested in illiquid or not readily marketable
securities.

Other Investment Policies. The Funds may borrow money for temporary or emergency
purposes in amounts not in excess of 10% of the value of a Fund's total assets
in the case of Evergreen Tax Exempt Money Market Fund and Evergreen Money Market
Fund and one-third of the value of Evergreen Treasury Money Market Fund's total
assets, including the amount borrowed. As another means of borrowing both
Evergreen Tax Exempt Money Market Fund and Evergreen Money Market Fund may agree
to sell portfolio securities to financial institutions such as banks and
broker-dealers and to repurchase them at a mutually agreed upon date and price
(a "reverse repurchase agreement") at the time of such borrowing in amounts up
to 5% of the value of their total assets. A Fund will not purchase any
securities whenever any borrowings (including reverse repurchase agreements) are
outstanding. If either Evergreen Tax Exempt Money Market Fund or Evergreen Money
Market Fund enter into a reverse repurchase agreement, they will place in a
segregated custodial account cash, United States Government securities or liquid
high grade debt obligations having a value equal to the repurchase price
(including accrued interest) and will subsequently monitor the account to ensure
that such equivalent value is maintained. Reverse repurchase agreements involve
the risk that the market value of the securities sold by a Fund may decline
below the repurchase price of those securities.

Other Investment Restrictions. Each Fund has adopted additional investment
restrictions that are set forth in the Statement of Additional Information.

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MANAGEMENT OF THE FUNDS
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INVESTMENT ADVISERS

The management of each Fund is supervised by the Trustees of the Trust
under which the Fund has been established ("Trustees"). Evergreen Asset
Management Corp. ("Evergreen Asset") has been retained to serve as investment
adviser to Evergreen Money Market Fund and Evergreen Tax Exempt Money Market
Fund. Evergreen Asset succeeded on June 30, 1994 to the advisory business of the
same name, but under different ownership, which was organized in 1971. Evergreen
Asset, with its predecessors, has served as investment adviser to the Evergreen
Group of Mutual Funds since 1971. Evergreen Asset is a wholly-owned subsidiary
of First Union National Bank of North Carolina ("FUNB"). The address of
Evergreen Asset is 2500 Westchester Avenue, Purchase, New York 10577. FUNB is a
subsidiary of First Union Corporation ("First Union"), one of the ten largest
bank holding companies in the United States. Stephen A. Lieber and Nola Maddox
Falcone serve as the chief investment officers of Evergreen Asset and, along
with Theodore J. Israel, Jr., were the owners of Evergreen Asset's predecessor
and the former general partners of Lieber & Company, which, as described below,
provides certain subadvisory services to Evergreen Asset in connection with its
duties as investment adviser to the aforementioned Funds. The Capital Management
Group of FUNB ("CMG") serves as investment adviser to Evergreen Treasury Money
Market Fund.

First Union is a bank holding company headquartered in Charlotte, North
Carolina, and had $77.9 billion in consolidated assets as of March 31, 1995.
First Union and its subsidiaries provide a broad range of financial services to
individuals and businesses through offices in 36 states. The Capital Management
Group of FUNB manages or otherwise oversees the investment of over $36 billion
in assets belonging to a wide range of clients, including all the series of
Evergreen Investment Trust (formerly known as First Union Funds). First Union
Brokerage Services, Inc., a wholly-owned subsidiary of FUNB, is a registered
broker-dealer that is principally engaged in providing retail brokerage services
consistent with its federal banking authorizations. First Union Capital Markets
Corp., a wholly-owned subsidiary of First Union, is a registered broker-dealer
principally engaged in providing, consistent with its federal banking
authorizations, private placement, securities dealing, and underwriting
services.

Evergreen Asset manages investments, provides various administrative
services and supervises the daily business affairs of Evergreen Money Market
Fund and Evergreen Tax Exempt Money Market Fund, subject to the authority of the
Trustees. Evergreen Asset is entitled to receive from each Fund an annual fee
equal to .50 of 1% of average daily net assets of each Fund on the first $1
billion in assets and .45 of 1% of average daily net assets in excess of $1
billion. However, Evergreen Asset has in the past, and may in the future,
voluntarily waive all or a portion of its fee for the purpose of reducing each
Fund's expense ratio. For the fiscal period ended August 31, 1994 Evergreen
Asset waived a portion of the advisory fee payable by the Evergreen Money Market
Fund and Evergreen Tax Exempt Money Market Fund as set forth in the section
entitled "Financial Highlights". The total expenses as a percentage of average
daily net assets on an annualized basis for Evergreen Money Market Fund and
Evergreen Tax Exempt Money Market Fund for the fiscal period ended August 31,
1994 are also set forth in the section entitled "Financial Highlights". CMG
manages investments and supervises the daily business affairs of Evergreen
Treasury Money Market Fund and, as compensation therefor, is entitled to receive
an annual fee equal to .35 of 1% of average daily net assets of Evergreen
Treasury Money Market Fund. For the fiscal period ended December 31, 1994 CMG
waived a portion of the advisory fee payable by the Evergreen Treasury Money
Market Fund as set forth in the section entitled "Financial Highlights". The
total annualized operating expenses of Evergreen Treasury Money Market Fund for
its most recent fiscal year ended December 31, 1994 are also set forth in the
section entitled "Financial Highlights". Evergreen Asset serves as administrator
to Evergreen Treasury Money Market Fund and is entitled to receive a fee based
on the average daily net assets of the Fund at a rate based on the total assets
of the mutual funds administered by Evergreen Asset for which CMG or Evergreen
Asset also serve as investment adviser, calculated in accordance with the
following schedule: .050% of the first $7 billion; .035% on the next $3 billion;
.030% on the next $5 billion; .020% on the next $10 billion; .015% on the next
$5 billion; and .010% on assets in excess of $30 billion. Furman Selz
Incorporated, the parent of Evergreen Funds Distributor, Inc., distributor for
the Evergreen group of mutual funds, serves as sub-administrator to Evergreen
Treasury Money Market Fund and is entitled to receive a fee from the Fund
calculated on the average daily net assets of the Fund at a rate based on the
total assets of the mutual funds administered by Evergreen Asset for which CMG
or Evergreen Asset also serve as investment adviser, calculated in accordance
with the following schedule: .0100% of the first $7 billion; .0075% on the next
$3 billion; .0050% on the next $15 billion; and .0040% on assets in excess of
$25 billion. The total assets of the mutual funds administered by Evergreen
Asset for which CMG or Evergreen Asset serve as investment adviser as of March
31, 1995 were approximately $8 billion.

SUB-ADVISER

Evergreen Asset has entered into sub-advisory agreements with Lieber &
Company which provides that Lieber & Company's research department and staff
will furnish Evergreen Asset with information, investment recommendations,
advice and assistance, and will be generally available for consultation on the
portfolios of Evergreen Money Market Fund and Evergreen Tax Exempt Money Market
Fund. Lieber & Company will be reimbursed by Evergreen Asset in connection with
the rendering of services on the basis of the direct and indirect costs of
performing such services. There is no additional charge to Evergreen Money
Market Fund and Evergreen Tax Exempt Money Market Fund for the services provided
by Lieber & Company. The address of Lieber & Company is 2500 Westchester Avenue,
Purchase, New York 10577. Lieber & Company is an indirect, wholly-owned,
subsidiary of First Union.

<PAGE>

DISTRIBUTION PLANS AND AGREEMENTS

Rule 12b-1 under the Investment Company Act of 1940 permits an
investment company to pay expenses associated with the distribution of its
shares in accordance with a duly adopted plan. Each Fund has adopted for its
Class A shares and Evergreen Money Market Fund for its Class B shares, a "Rule
12b-1 plan" (each, a "Plan" or collectively the "Plans"). Pursuant to each Plan,
a Fund may incur distribution-related and shareholder servicing-related expenses
which may not exceed an annual rate of .75 of 1% of the Fund's aggregate average
daily net assets attributable to Class A shares and 1.00% of the Fund's
aggregate average daily net assets attributable to the Class B shares. Payments
with respect to Class A shares under the Plan are currently voluntarily limited
to .30 of 1% of each Fund's aggregate average daily net assets attributable to
Class A shares. The Plans provide that a portion of the fee payable thereunder
may constitute a service fee to be used for providing ongoing personal services
and/or the maintenance of shareholder accounts. Service fee payments to
financial intermediaries for such purposes will not to exceed .25% of the
aggregate average daily net assets attributable to each Class of shares of each
Fund.

Each Fund has also entered into a distribution agreement (each a
"Distribution Agreement" or collectively the "Distribution Agreements") with,
Evergreen Funds Distributor, Inc. ("EFD"). Pursuant to the Distribution
Agreements, each Fund will compensate EFD for its services as EFD at a rate
which may not exceed an annual rate of .30 of 1% of a Fund's aggregate average
daily net assets attributable to Class A shares and .75 of 1% of aggregate
average daily net assets attributable to the Class B shares of the Evergreen
Money Market Fund. The Distribution Agreements provide that EFD will use the
distribution fee received from a Fund for payments (i) to compensate
broker-dealers or other persons for distributing shares of the Funds, including
interest and principal payments made in respect of amounts paid to
broker-dealers or other persons that have been financed (EFD may assign its
rights to receive compensation under the Plans to secure such financings), (ii)
to otherwise promote the sale of shares of the Fund, and (iii) to compensate
broker-dealers, depository institutions and other financial intermediaries for
providing administrative, accounting and other services with respect to the
Fund's shareholders. The financing of payments made by EFD to compensate
broker-dealers or other persons for distributing shares of the Funds may be
provided by First Union or its affiliates. The Evergreen Money Market Fund may
also make payments under its Class B Plan, in amounts up to .25 of 1% of the
Fund's aggregate average daily net assets on an annual basis attributable to
Class B shares, to compensate organizations, which may include EFD and Evergreen
Asset or its affiliates, for personal services rendered to shareholders and/or
the maintenance of shareholder accounts or for engaging other to render such
services.

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PURCHASE AND REDEMPTION OF SHARES
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HOW TO BUY SHARES

You can purchase shares of any of the Funds through broker-dealers,
banks or other financial intermediaries, or directly through EFD. The minimum
initial investment is $1,000, which may be waived in certain situations. There
is no minimum for subsequent investments. Share certificates are not issued. In
states where EFD is not registered as a broker-dealer shares of a Fund will only
be sold through other broker-dealers or other financial institutions that are
registered. See the Share Purchase Application and Statement of Additional
Information for more information. Only Class A shares of Evergreen Money Market
Fund, Evergreen Treasury Money Market Fund and Evergreen Tax Exempt Money Market
Fund, and Class B shares of Evergreen Money Market Fund are offered through this
Prospectus (See "General Information" - Other Classes of Shares).

Class A Shares. Class A shares of the Evergreen Money Market Funds can be
purchased at net asset value without an initial sales charge. Certain
broker-dealers or other financial institutions may impose a fee in connection
with purchases at net asset value.

Class B Shares-Deferred Sales Charge Alternative. You can purchase Class B
shares of the Evergreen Money Market Fund at net asset value without an initial
sales charge. However, you may pay a contingent deferred sales charge ("CDSC")
if you redeem shares within seven years after purchase. Shares obtained from
dividend or distribution reinvestment are not subject to the CDSC. The amount of
the CDSC (expressed as a percentage of the lesser of the current net asset value
or original cost) will vary according to the number of years from the purchase
of Class B shares as set forth below.

Year Since Purchase Contingent Deferred Sales Charge
FIRST 5%
SECOND 4%
THIRD and FOURTH 3%
FIFTH 2%
SIXTH and SEVENTH 1%

The CDSC is deducted from the amount of the redemption and is paid to EFD. The
CDSC will be waived on redemptions of shares following the death or disability
of a shareholder, to meet distribution requirements for certain qualified
retirement plans or in the case of certain redemptions made under a Fund's
Systematic Cash Withdrawal Plan, and may be waived in other situations. Class B
shares are subject to higher distribution and/or shareholder service fees than
Class A shares for a period of seven years (after which they convert to Class A
shares) . The higher fees mean a higher expense ratio, so Class B shares pay
correspondingly lower dividends and may have a lower net asset value than Class
A shares. See the Statement of Additional Information for further details.

With respect to Class B shares, no CDSC will be imposed on: (1) the
portion of redemption proceeds attributable to increases in the value of the
account due to increases in the net asset value per Share, (2) Shares acquired
through reinvestment of dividends and capital gains, (3) Shares held for more
than seven years after the end of the calendar month of acquisition, (4)
accounts following the death or disability of a shareholder, or (5) minimum
required distributions to a shareholder over the age of 70 1/2 from an IRA or
other retirement plan.

How the Funds Value Their Shares. The net asset value of each Fund's shares for
purposes of both purchases and redemptions is determined twice daily, at 12 noon
(Eastern time) and promptly after the regular close of the New York Stock
Exchange (the "Exchange") (usually 4 p.m. Eastern time) each business day (i.e.,
any weekday exclusive of days on which the Exchange or State Street is closed).
The Exchange is closed on New Year's Day, Presidents' Day, Good Friday, Memorial
Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day. The net
asset value per share is calculated by taking the sum of the values of a Fund's
investments and any cash and other assets, subtracting liabilities, and dividing
by the total number of shares outstanding. All expenses, including the fees
payable to each Fund's investment adviser, are accrued daily. The securities in
a Fund's portfolio are valued on an amortized cost basis. Under this method of
valuation, a security is initially valued at its acquisition cost, and
thereafter, a constant straight-line amortization of any discount or premium is
assumed each day regardless of the impact of fluctuating interest rates on the
market value of the security. The market value of the obligations in a Fund's
portfolio can be expected to vary inversely to changes in prevailing interest
rates. As a result, the market value of the obligations in a Fund's portfolio
may vary from the value determined using the amortized cost method. Securities
which are not rated are normally valued on the basis of valuations provided by a
pricing service when such prices are believed to reflect the fair value of such
securities. Other assets and securities for which no quotations are readily
available are valued at the fair value as determined in good faith by the
Trustees.

Each Fund attempts to maintain its net asset value at $1.00 per share.
Under most conditions, management believes this will be possible, although there
can be no assurance that this will be achieved. Calculations are periodically
made to compare the value of a Fund's portfolio valued at amortized cost with
market values. If a deviation of 1/2 of 1% or more were to occur between the net
asset value calculated by reference to market values and a Fund's $1.00 per
share net asset value, or if there were other deviations which the Trustees
believed would result in a material dilution to shareholders or purchasers, the
Trustees would promptly consider what action, if any, should be initiated.

Additional Purchase Information. As a condition of this offering, if a purchase
is canceled due to nonpayment or because an investor's check does not clear, the
investor will be responsible for any loss a Fund or its investment adviser
incurs. If such investor is an existing shareholder, a Fund may redeem shares
from his or her account to reimburse a Fund or its investment adviser for any
loss. In addition, such investors may be prohibited or restricted from making
further purchases in any of the Evergreen mutual funds.

Shares of the Funds are sold at the net asset value per share next
determined after a shareholder's investment has been received. Investments by
federal funds wire will be effective upon receipt. Qualified institutions may
telephone orders for the purchase of Fund shares. Shares purchased by
institutions via telephone will receive the dividend declared on that day if the
telephone order is placed by 12 noon (Eastern time), and federal funds are
received the same day by 4 p.m. (Eastern time). Institutions should telephone
the Fund at the phone number on the front page of this Prospectus for additional
information on same day purchases by telephone. Investment checks received at
State Street will be invested on the date of receipt. Shareholders will begin
earning dividends the following business day.

General. The decision as to which Class of shares of Evergreen Money Market Fund
is more beneficial to you depends primarily on whether or not you wish to
exchange all or part of any Class B shares you purchase for Class B shares of
another Evergreen Fund at some future date. If you are not contemplating such an
exchange, it would probably be in your best interest to purchase Class A shares.
Consult your financial intermediary for further information. The compensation
received by dealers and agents may differ depending on whether they sell Class A
or Class B shares. There is no size limit on purchases of Class A shares.

In addition to any discount or commission paid to dealers, EFD will
from time to time pay to dealers additional cash or other incentives that are
conditioned upon the sale of a specified minimum dollar amount of shares of a
Fund and/or other Evergreen Mutual Funds. Such incentives will take the form of
payment for attendance at seminars, lunches, dinners, sporting events or theater
performances, or payment for travel, lodging and entertainment incurred in
connection with travel by persons associated with a dealer and their immediate
family members to urban or resort locations within or outside the United States.
Such a dealer may elect to receive cash incentives of equivalent amount in lieu
of such payments.

HOW TO REDEEM SHARES

You may "redeem", i.e., sell your shares in a Fund to the Fund on any
day the Exchange is open, either directly or through your financial
intermediary. The price you will receive is the net asset value (less any
applicable CDSC for Class B shares) next calculated after the Fund receives your
request in proper form. Proceeds generally will be sent to you within seven
days. However, for shares recently purchased by check, a Fund will not send
proceeds until it is reasonably satisfied that the check has been collected
(which may take up to 15 days).

Redeeming Shares Through Your Financial Intermediary. A Fund must receive
instructions from your financial intermediary before 4:00 p.m. Eastern time for
you to receive that day's net asset value (less any applicable CDSC for Class B
shares). Your financial intermediary is responsible for furnishing all necessary
documentation to a Fund and may charge you for this service. Certain financial
intermediaries may require that you give instructions earlier than 4:00 p.m.

Shareholders may withdraw amounts of $1,000 or more from their accounts
by calling the phone number on the front page of this Prospectus between the
hours of 8:00 a.m. and 5:30 p.m. (Eastern time) each business day (i.e., any
weekday exclusive of days on which the Exchange or State Street's offices are
closed). The Exchange is closed on New Year's Day, Presidents' Day, Good Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day.
Redemption requests made after 4:00 p.m. (Eastern time) will be processed using
the net asset value determined on the next business day. Such redemption
requests must include the shareholder's account name, as registered with a Fund,
and the account number. During periods of drastic economic or market changes,
shareholders may experience difficulty in effecting telephone redemptions.
Shareholders who are unable to reach a Fund by telephone should follow the
procedures outlined above for redemption by mail.

The telephone redemption service is not made available to shareholders
automatically. Shareholders wishing to use the telephone redemption service must
indicate this on the enclosed Share Purchase Application and choose how the
redemption proceeds are to be paid. Redemption proceeds will either (i) be
mailed by check to the shareholder at the address in which the account is
registered or (ii) be wired to an account with the same registration as the
shareholder's account in a Fund at a designated commercial bank. State Street
currently deducts a $5.00 wire charge from all redemption proceeds wired. This
charge is subject to change without notice. Redemption proceeds will be wired on
the same day if the request is made prior to 12 noon (Eastern time). Such
shares, however, will not earn dividends for that day. Redemption requests
received after 12 noon will earn dividends for that day, and the proceeds will
be wired on the following business day. A shareholder who decides later to use
this service, or to change instructions already given, should fill out a
Shareholder Services Form and send it to State Street Bank and Trust Company,
P.O. Box 9021, Boston, Massachusetts 02205-9827, with such shareholder's
signature guaranteed by a bank or trust company (not a Notary Public), a member
firm of a domestic stock exchange or by other financial institutions whose
guarantees are acceptable to State Street. Shareholders should allow
approximately 10 days for such form to be processed. The Funds will employ
reasonable procedures to confirm that instructions communicated by telephone are
genuine. These procedures include requiring some form of personal identification
prior to acting upon instructions and tape recording of telephone instructions.
If a Fund fails to follow such procedures, it may be liable for any losses due
to unauthorized or fraudulent instructions. The Funds will not be liable for
following telephone instructions reasonably believed to be genuine. The Funds
reserve the right to refuse a telephone redemption if it is believed advisable
to do so. Procedures for redeeming Fund shares by telephone may be modified or
terminated without notice at any time.

Redemptions by Check. Upon request, each Fund will provide holders of Class A
shares, without charge, with checks drawn on the Fund that will clear through
State Street. Class B shares cannot be redeemed by check. Shareholders will be
subject to State Street's rules and regulations governing such checking
accounts. Checks will be sent usually within ten business days following the
date the account is established. Checks may be made payable to the order of any
payee in an amount of $250 or more. The payee of the check may cash or deposit
it like a check drawn on a bank. (Investors should be aware that, as in the case
with regular bank checks, certain banks may not provide cash at the time of
deposit, but will wait until they have received payment from State Street.) When
such a check is presented to State Street for payment, State Street, as the
shareholder's agent, causes the Fund to redeem a sufficient number of full and
fractional shares in the shareholder's account to cover the amount of the check.
Checks will be returned by State Street if there are insufficient or
uncollectable shares to meet the withdrawal amount. The check writing procedure
for withdrawal enables shareholders to continue earning income on the shares to
be redeemed up to but not including the date the redemption check is presented
to State Street for payment.

Shareholders wishing to use this method of redemption, should fill out
the appropriate part of the Share Purchase Application (including the Signature
Card) and mail the completed form to State Street Bank and Trust Company, P.O.
Box 9021, Boston, Massachusetts 02205-9827. Shareholders requesting this service
after an account has been opened must contact State Street since additional
documentation will be required. Currently, there is no charge either for checks
or for the clearance of any checks. This service may be terminated or altered at
any time.

General. Under unusual circumstances, a Fund may suspend redemptions or postpone
payment for up to seven days or longer, as permitted by Federal securities law.
The Funds reserve the right to close an account that through redemption has
remained below $1,000 for 30 days. Shareholders will receive 60 days' written
notice to increase the account value before the account is closed. See the
Statement of Additional Information for further details.

EXCHANGE PRIVILEGE

How To Exchange Shares. You may exchange some or all of your shares for shares
of the other Evergreen mutual funds through your financial intermediary, or by
telephone or mail as described below. An exchange which represents an initial
investment in another Evergreen mutual fund must amount to at least $1,000. Once
an exchange request has been telephoned or mailed, it is irrevocable and may not
be modified or canceled. Exchanges will be made on the basis of the relative net
asset values of the shares exchanged next determined after an exchange request
is received. Exchanges are subject to minimum investment and suitability
requirements.

Each of the Evergreen mutual funds has different investment objectives
and policies. For complete information, a prospectus of the fund into which an
exchange will be made should be read prior to the exchange. An exchange is
treated for Federal income tax purposes as a redemption and purchase of shares
and may result in the realization of a capital gain or loss. Shareholders are
limited to five exchanges per calendar year, with a maximum of three per
calendar quarter. This exchange privilege may be materially modified or
discontinued at any time by the Fund upon sixty days' notice to shareholders and
is only available in states in which shares of the fund being acquired may
lawfully be sold.

No CDSC will be imposed in the event Class B shares of the Evergreen
Money Market Fund are exchanged for Class B shares of other Evergreen mutual
funds. If you redeem shares, the CDSC applicable to the Class B shares of the
Evergreen Mutual Fund originally purchased for cash is applied. Also, Class B
shares will continue to age following an exchange for purposes of conversion to
Class A shares. An exchange of Class A shares of the Funds for Class A shares of
other Evergreen mutual funds not offered in this Prospectus would, to the extent
a waiver or reduction were not available, require the payment of the applicable
front-end sales charge.

Exchanges by Telephone and Mail. You may exchange shares by telephone by calling
the telephone number on the front of this Prospectus. Exchange requests made
after 4:00 p.m. (Eastern time) will be processed using the net asset value
determined on the next business day. During periods of drastic economic or
market changes, shareholders may experience difficulty in effecting telephone
exchanges. You should follow the procedures outlined below for exchanges by mail
if you are unable to reach State Street by telephone. If you wish to use the
telephone exchange service you should indicate this on the enclosed Share
Purchase Application. As noted above, each Fund will employ reasonable
procedures to confirm that instructions for the redemption or exchange of shares
communicated by telephone are genuine. A telephone exchange may be refused by a
Fund or State Street if it is believed advisable to do so. Procedures for
exchanging Fund shares by telephone may be modified or terminated at any time.
Written requests for exchanges should follow the same procedures outlined for
written redemption requests in the section entitled "How to Redeem Shares",
however, no signature guarantee is required.

SHAREHOLDER SERVICES

The Funds offer the following shareholder services. For more
information about these services or your account, contact EFD or the toll-free
number on the front page of this Prospectus. Some services are described in more
detail in the Share Purchase Application.

Systematic Investment Plan. You may make monthly or quarterly investments into
an existing account automatically in amounts of not less than $25.

Telephone Investment Plan. You may make investments into an existing account
electronically in amounts of not less than $100 or more than $25,000 per
investment. Telephone investment requests received by 3:00 p.m. (Eastern time)
will be credited to a shareholder's account two business days after the request
is received.

Investments Through Employee Benefit and Savings Plans. Certain qualified and
non-qualified benefit and savings plans may make shares of the Funds and the
other Evergreen mutual funds available to their participants. Each Fund's
investment adviser may provide compensation to organizations providing
administrative and recordkeeping services to plans which make shares of the
Evergreen mutual funds available to their participants.

Automatic Reinvestment Plan. For the convenience of investors, all dividends and
distributions are automatically reinvested in full and fractional shares of the
Fund at the net asset value per share at the close of business on the last
business day of each month, unless otherwise requested by a shareholder in
writing. If the transfer agent does not receive a written request for subsequent
dividends and/or distributions to be paid in cash at least three full business
days prior to a given record date, the dividends and/or distributions to be paid
to a shareholder will be reinvested. If you elect to receive dividends and
distributions in cash and the U.S. Postal Service cannot deliver the checks, or
if the checks remain uncashed for six months, the checks will be reinvested into
your account at the then current net asset value.

EFFECT OF BANKING LAWS

OTHER INFORMATION
- -------------------------------------------------------------------------------

DIVIDENDS, DISTRIBUTIONS AND TAXES

The Funds declare substantially all of their net income as dividends on
each business day. Such dividends are paid monthly. Net income, for dividend
purposes, includes accrued interest and any market discount or premium that day,
less the estimated expenses of a Fund. Gains or losses realized upon the sale of
portfolio securities are not included in net income, but are reflected in the
net asset value of a Fund's shares. Distributions of any net realized capital
gains will be made annually or more frequently as required by the provisions of
the Internal Revenue Code of 1986, as amended (the "Code"). The amount of
dividends may fluctuate from day to day, and the dividend may be omitted on a
day where Fund expenses exceed net investment income. Dividends and
distributions generally are taxable in the year in which they are paid, except
any dividends paid in January that were declared in the previous calendar
quarter may be treated as paid in the immediately preceding December.

Such dividends will be automatically reinvested in full and fractional
shares of a Fund on the last business day of each month. However, shareholders
who so inform the transfer agent in writing may have their dividends paid out in
cash monthly. Shareholders who invest by check will be credited with a dividend
on the business day following initial investment. Shareholders will receive
dividends on investments made by federal funds bank wire the same day the wire
is received provided that wire purchases are received by State Street by 12 noon
(Eastern time). Shares purchased by qualified institutions via telephone as
described in "How to Purchase Shares" will receive the dividend declared on that
day if the telephone order is placed by 12 noon (Eastern time), and federal
funds are received by 4 p.m. (Eastern time). All other wire purchases received
after 12 noon (Eastern time) will earn dividends beginning the following
business day. Dividends accruing on the day of redemption will be paid to
redeeming shareholders except for redemptions by check and where proceeds are
wired the same day. (See "How to Redeem Shares".)

Each Fund has qualified and intends to continue to qualify to be
treated as a regulated investment company under the Code. While so qualified, it
is expected that each Fund will not be required to pay any Federal income taxes
on that portion of its investment company taxable income and any net realized
capital gains it distributes to shareholders. The Code imposes a 4%
nondeductible excise tax on regulated investment companies, such as the Funds,
to the extent they do not meet certain distribution requirements by the end of
each calendar year. Each Fund anticipates meeting such distribution
requirements. The excise tax generally does not apply to the tax exempt income
of a regulated investment company (such as Evergreen Tax Exempt Money Market
Fund) that pays exempt interest dividends. Except as noted below with respect to
Evergreen Tax Exempt Money Market Fund, most shareholders of the Funds normally
will have to pay Federal income taxes and any state or local taxes on the
dividends and distributions they receive from a Fund.

Evergreen Tax Exempt Money Market Fund will designate and pay
exempt-interest dividends derived from interest earned on qualifying tax exempt
obligations. Such exempt-interest dividends may be excluded by shareholders of
the Fund from their gross income for Federal income tax purposes, however, (1)
all or a portion of such exempt-interest dividends may be a specific preference
item for purposes of the Federal individual and corporate alternative minimum
taxes to the extent that they are derived from certain types of private activity
bonds issued after August 7, 1986, and (2) all exempt-interest dividends will be
a component of "adjusted current earnings" for purposes of the Federal corporate
alternative minimum tax. Dividends paid from taxable income, if any, and
distributions of any net realized short-term capital gains (whether from tax
exempt or taxable obligations) are taxable as ordinary income, even though
received in additional Fund shares. Market discount recognized on taxable and
tax-free bonds is taxable as ordinary income, not as excludable income.

Following the end of each calendar year, every shareholder of the Funds
will be sent applicable tax information and information regarding the dividends
and capital gain distributions made during the calendar year. Under current law,
the highest Federal income tax rate applicable to net long-term capital gains
realized by individuals is 28%. The rate applicable to corporations is 35%.
Since the Funds' gross income is ordinarily expected to be interest income, it
is not expected that the 70% dividends-received deduction for corporations will
be applicable. Specific questions should be addressed to the investor's own tax
adviser.

GENERAL INFORMATION

Organization. The Evergreen Money Market Fund (formerly Evergreen Money Market
Trust) is a Massachusetts business trust organized in 1987, the Evergreen Tax
Exempt Money Market Fund is a separate investment series of the Evergreen
Municipal Trust, which is a Massachusetts business trust organized in 1988, and
the Evergreen Treasury Money Market Fund is a separate investment series of
Evergreen Investment Trust (formerly First Union Funds), which is a
Massachusetts business trust organized in 1984.

The Funds do not intend to hold annual shareholder meetings;
shareholder meetings will be held only when required by applicable law.
Shareholders have available certain procedures for the removal of Trustees.

A shareholder in each class of a Fund will be entitled to his or her
share of all dividends and distributions from a Fund's assets, based upon the
relative value of such shares to those of other Classes of the Fund, and, upon
redeeming shares, will receive the then current net asset value of the Class of
shares of the Fund represented by the redeemed shares less any applicable CDSC.
The Trusts are empowered to establish, without shareholder approval, additional
investment series, which may have different investment objectives, and
additional classes of shares for any existing or future series. If an additional
series or class were established in a Fund, each share of the series or class
would normally be entitled to one vote for all purposes. Generally, shares of
each series and class would vote together as a single class on matters, such as
the election of Trustees, that affect each series and class in substantially the
same manner. Class A, B and Y shares have identical voting, dividend,
liquidation and other rights, except that each class bears, to the extent
applicable, its own distribution and transfer agency expenses as well as any
other expenses applicable only to a specific class. Each class of shares votes
separately with respect to Rule 12b-1 distribution plans and other matters for
which separate class voting is appropriate under applicable law. Shares are
entitled to dividends as determined by the Trustees and, in liquidation of a
Fund, are entitled to receive the net assets of the Fund.

Registrar, Transfer Agent And Dividend-Disbursing Agent. State Street Bank and
Trust Company, P.O. Box 9021, Boston, Massachusetts 02205-9827 acts as each
Fund's registrar, transfer agent and dividend-disbursing agent for a fee based
upon the number of shareholder accounts maintained for the Funds. The transfer
agency fee with respect to the Class B shares will be higher than the transfer
agency fee with respect to the Class A shares.

Principal Underwriter. EFD, a wholly-owned subsidiary of Furman Selz
Incorporated, located 237 Park Avenue, New York, New York 10017, is the
principal underwriter of the Funds. Furman Selz Incorporated, also acts as
sub-administrator to Evergreen Treasury Money Market Fund and which provides
certain sub-administrative services to Evergreen Asset in connection with its
role as investment adviser to Evergreen Tax Exempt Money Market Fund and
Evergreen Treasury Money Market Fund, including providing personnel to serve as
officers of the Funds.

Other Classes of Shares. Evergreen Money Market Fund offers three classes of
shares, Class A, Class B, and Class Y. Evergreen Tax Exempt Money Market Fund
and Evergreen Treasury Money Market Fund each offer two classes of shares, Class
A and Class Y. Class Y shares are not offered by this Prospectus and are only
available to (i) all shareholders of record in one or more of the Funds for
which Evergreen Asset serves as investment adviser as of December 30, 1994, (ii)
certain institutional investors and (iii) investment advisory clients of CMG,
Evergreen Asset or their affiliates. The dividends payable with respect to Class
A and Class B shares will be less than those payable with respect to Class Y
shares due to the distribution and distribution and shareholder servicing
related expenses borne by Class A and Class B shares and the fact that such
expenses are not borne by Class Y shares.

Performance Information. From time to time, a Fund may quote its yield in
advertisements or in reports to shareholders. Yield information may be useful in
reviewing the performance of a Fund and for providing a basis for comparison
with other investment alternatives. However, since net investment income of a
Fund changes in response to fluctuations in interest rates and Fund expenses,
any given yield quotation should not be considered representative of a Fund's
yields for any future period.

The method of calculating each Fund's yield is set forth in the
Statement of Additional Information. Before investing in the Evergreen Tax
Exempt Money Market Fund, the investor may want to determine which investment --
tax-free or taxable -- will result in a higher after-tax return. To do this, the
yield on the tax-free investment should be divided by the decimal determined by
subtracting from 1 the highest Federal tax rate to which the investor currently
is subject. For example, if the tax-free yield is 6% and the investor's maximum
tax bracket is 36%, the computation is:

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

In this example, the investor's after-tax return will be higher from
the 6% tax-free investment if available taxable yields are below 9.38%.
Conversely, the taxable investment will provide a higher return when taxable
yields exceed 9.38%. This is only an example and is not necessarily reflective
of a Fund's yield. The tax equivalent yield will be lower for investors in the
lower income brackets.

Comparative performance information may also be used from time to time
in advertising or marketing the Fund's shares, including data from Lipper
Analytical Services, Inc., IBC/Donoghue's Money Fund Report, Bank Rate Monitor
and other industry publications.

Liability Under Massachusetts Law. Under Massachusetts law, trustees and
shareholders of a business trust may, in certain circumstances, be held
personally liable for its obligations. The Declarations of Trust under which
Funds operate provide that no trustee or shareholder will be personally liable
for the obligations of the trust and that every written contract made by the
trust contain a provision to that effect. If any trustee or shareholder were
required to pay any liability of the trust, that person would be entitled to
reimbursement from the general assets of the trust.

Additional Information. This Prospectus and the Statement of Additional
Information, which have been incorporated by reference herein, do not contain
all the information set forth in the Registration Statements filed by the Trusts
with the Commission under the Securities Act. Copies of the Registration
Statements may be obtained at a reasonable charge from the Commission or may be
examined, without charge, at the offices of the Commission in Washington, D.C.

<PAGE>
INVESTMENT ADVISER
Evergreen Asset Management Corp., 2500 Westchester Avenue, Purchase, New York
10577
EVERGREEN MONEY MARKET FUND, EVERGREEN TAX EXEMPT MONEY MARKET FUND
Capital Management Group of First Union National Bank, 201 South College
Street, Charlotte, North Carolina 28288
EVERGREEN TREASURY MONEY MARKET FUND
CUSTODIAN & TRANSFER AGENT
State Street Bank & Trust Company, Box 9021, Boston, Massachusetts 02205-9827
LEGAL COUNSEL
Sullivan & Worcester, 1025 Connecticut Avenue, N.W., Washington, D.C. 20036
INDEPENDENT ACCOUNTANTS
Price Waterhouse LLP, 1177 Avenue of the Americas, New York, New York 10036
EVERGREEN MONEY MARKET FUND, EVERGREEN TAX EXEMPT MONEY MARKET FUND
KPMG Peat Marwick, LLP One Mellon Bank Center Pittsburgh, Pennsylvania 15219
EVERGREEN TREASURY MONEY MARKET FUND
DISTRIBUTOR
Evergreen Funds Distributor, Inc., 237 Park Avenue, New York, New York 10017
536120

<PAGE>
PROSPECTUS July 7, 1995
EVERGREEN(SM) MONEY MARKET FUNDS (Evergreen logo appears here)
EVERGREEN MONEY MARKET FUND
EVERGREEN TAX EXEMPT MONEY MARKET FUND
EVERGREEN TREASURY MONEY MARKET FUND
CLASS Y SHARES
The Evergreen Money Market Funds (the "Funds") are designed to
provide investors with current income, stability of principal and
liquidity. This Prospectus provides information regarding the Class Y
shares offered by the Funds. Each Fund is, or is a series of, an open-end,
diversified, management investment company. This Prospectus sets forth
concise information about the Funds that a prospective investor should know
before investing. The address of the Funds is 2500 Westchester Avenue,
Purchase, New York 10577.
A "Statement of Additional Information" for the Funds dated July
7, 1995 has been filed with the Securities and Exchange Commission and is
incorporated by reference herein. The Statement of Additional Information
provides information regarding certain matters discussed in this Prospectus
and other matters which may be of interest to investors, and may be
obtained without charge by calling the Funds at (800) 235-0064. There can
be no assurance that the investment objective of any Fund will be achieved.
Investors are advised to read this Prospectus carefully.
THE SHARES OFFERED BY THIS PROSPECTUS ARE NOT DEPOSITS OR OBLIGATIONS OF
FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, ARE NOT ENDORSED OR
GUARANTEED BY FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, AND ARE NOT
INSURED OR OTHERWISE PROTECTED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY AND
INVOLVE RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
AN INVESTMENT IN THE FUNDS IS NEITHER INSURED NOR GUARANTEED BY THE U.S.
GOVERNMENT, AND THERE CAN BE NO ASSURANCE THAT THE FUNDS 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.
KEEP THIS PROSPECTUS FOR FUTURE REFERENCE
EVERGREEN(SM) is a Service Mark of Evergreen Asset Management Corp.
Copyright 1995, Evergreen Asset Management Corp.

<PAGE>
TABLE OF CONTENTS
<TABLE>
<S> <C>
OVERVIEW OF THE FUNDS 2
EXPENSE INFORMATION 3
FINANCIAL HIGHLIGHTS 5
DESCRIPTION OF THE FUNDS
Investment Objectives and Policies 10
Investment Practices and Restrictions 13
MANAGEMENT OF THE FUNDS
Investment Advisers 14
Sub-Adviser 15
PURCHASE AND REDEMPTION OF SHARES
How to Buy Shares 16
How to Redeem Shares 17
Exchange Privilege 18
Shareholder Services 19
Effect of Banking Laws 19
OTHER INFORMATION
Dividends, Distributions and Taxes 20
General Information 21
</TABLE>

The following table shows for the Fund the estimated annual operating
expenses (as a percentage of average net assets) attributable to Class Y Shares,
together with examples of the cumulative effect of such expenses on a
hypothetical $1,000 investment for the periods specified assuming (i) a 5%
annual return and (ii) redemption at the end of each period.
EVERGREEN MONEY MARKET FUND (A)
<TABLE>
<CAPTION>
ANNUAL OPERATING EXAMPLE
EXPENSES Class Y
<S> <C> <C> <C>
Advisory Fees .50%
After 1 Year $ 7
12b-1 Fees -- After 3 Years
After 3 Years $23
Other Expenses .21%
After 5 Years $40
After 10 Years $88
Total .71%
</TABLE>

EVERGREEN TAX EXEMPT MONEY MARKET FUND (B)
<TABLE>
<CAPTION>
ANNUAL OPERATING EXAMPLE
EXPENSES Class Y
<S> <C> <C> <C>
Advisory Fees .50%
After 1 Year $ 6
12b-1 Fees --
After 3 Years $18
Other Expenses .05%
After 5 Years $31
After 10 Years $69
Total .55%
</TABLE>

EVERGREEN TREASURY MONEY MARKET FUND
<TABLE>
<CAPTION>
ANNUAL OPERATING EXAMPLE
EXPENSES Class Y
<S> <C> <C> <C>
Advisory Fees .35%
After 1 Year $ 5
Administrative Fees .06%
After 3 Years $15
12b-1 Fees --
After 5 Years $26
Other Expenses .05%
After 10 Years $58
Total .46%
</TABLE>

(a) Estimated annual operating expenses reflect the combination of EVERGREEN
MONEY MARKET FUND and First Union Money Market Portfolio.
(b) Estimated annual operating expenses reflect the combination of EVERGREEN TAX
EXEMPT MONEY MARKET FUND and First Union Tax Free Money Market Portfolio.
3

<PAGE>
Evergreen Asset has agreed to reimburse EVERGREEN MONEY MARKET FUND and
EVERGREEN TAX EXEMPT MONEY MARKET FUND to the extent that the Fund's aggregate
annual operating expenses (including the Adviser's fee, but excluding interest,
taxes, brokerage commissions, Rule 12b-1 distribution fees and shareholder
services fees, and extraordinary expenses) exceed 1% of the Fund's average net
assets.
The estimated operating expenses and examples do not reflect fee waivers
and expense reimbursements for the most recent fiscal year. Actual expenses, net
of fee waivers and expense reimbursements for the fiscal year ended December 31,
1994 or August 31, 1994, as applicable for Class Y Shares were as follows:
<TABLE>
<S> <C>
EVERGREEN MONEY MARKET FUND .32%
EVERGREEN TAX EXEMPT MONEY MARKET FUND .34%
EVERGREEN TREASURY MONEY MARKET FUND .20%
</TABLE>

From time to time, each Fund's investment adviser may, at its discretion,
waive its fee or reimburse a Fund for certain of its expenses in order to reduce
a Fund's expense ratio. The Adviser may cease these voluntary waivers or
reimbursements at any time.
The purpose of the foregoing table is to assist an investor in
understanding the various costs and expenses that an investor in Class Y Shares
of the Funds will bear directly or indirectly. The amounts set forth under
"Other Expenses" as well as the amounts set forth in the examples are estimated
amounts based on historical experience for the most recent fiscal period. Such
expenses have been restated to reflect current fee arrangements. THE EXAMPLES
SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE EXPENSES OR ANNUAL
RETURN. ACTUAL EXPENSES AND ANNUAL RETURN MAY BE GREATER OR LESS THAN THOSE
SHOWN. For a more complete description of the various costs and expenses borne
by the Funds see "Management of the Funds".
4

NOVEMBER 2, 1987*
THROUGH
OCTOBER 31, 1988
<S> <C>
PER SHARE DATA
Net asset value, beginning of
period........................... $1.00
Income from investment operations:
Net investment income.............. .07
Total from investment
operations..................... .07
Less distributions to shareholders
from net investment income....... (.07)
Net asset value, end of period..... $1.00
TOTAL RETURN+...................... 7.4%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period
(in millions).................... $161
Ratios to average net assets:
Expenses (a)..................... .43%++
Net investment income (a)........ 7.26%++
</TABLE>

# On September 21, 1994, the Fund changed its fiscal year end from October 31
to August 31.
* Commencement of operations.
+ Total return is calculated for the periods indicated and is not annualized.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
SIX MONTHS
ENDED TEN MONTHS
FEBRUARY 28, ENDED YEAR ENDED NOVEMBER 2, 1987
1995 AUGUST 31, OCTOBER 31, THROUGH
(UNAUDITED) 1994 1993 1992 1991 1990 1989 OCTOBER 31, 1988
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Expenses........................ .74% .71% .71% .72% .70% .69% .75% .93%
Net investment income........... 4.68% 3.07% 2.87% 3.82% 6.13% 7.74% 9.05% 6.76%
</TABLE>

<PAGE>
EVERGREEN MONEY MARKET FUND -- CLASS A AND B SHARES
<TABLE>
<CAPTION>
CLASS A SHARES CLASS B SHARES
JANUARY 4, 1995* JANUARY 26, 1995*
THROUGH THROUGH
FEBRUARY 28, 1995 FEBRUARY 28, 1995
(UNAUDITED) (UNAUDITED)
<S> <C> <C>
PER SHARE DATA
Net asset value, beginning of period.................................................. $ 1.000 $ 1.000
Income from investment operations:
Net investment income................................................................. .008 .004
Total income from investment operations............................................. .008 .004
Less distributions to shareholders from net investment income......................... (.008) (.004)
Net asset value, end of period........................................................ $ 1.000 $ 1.000
TOTAL RETURN+......................................................................... .8% .4%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)............................................. $668 $35
Ratios to average net assets:
Expenses (a)........................................................................ .85%++ 1.56%++
Net investment income (a)........................................................... 5.40%++ 5.03%++
</TABLE>

* Commencement of class operations.
+ Total return is calculated on net asset value. Contingent deferred sales
charge is not reflected. Total return is calculated for the periods indicated
and is not annualized.
++ Annualized. Due to the recent commencement of their offering, the ratios for
Class A and Class B shares are not necessarily comparable to that of the
Class Y shares, and are not necessarily indicative of future ratios.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
CLASS A SHARES CLASS B SHARES
JANUARY 4, 1995 JANUARY 26, 1995
THROUGH THROUGH
FEBRUARY 28, 1995 FEBRUARY 28, 1995
(UNAUDITED) (UNAUDITED)
<S> <C> <C>
Expenses...................................................... 1.30% 2.00%
Net investment income......................................... 4.95% 4.59%
</TABLE>

<PAGE>
EVERGREEN TAX EXEMPT MONEY MARKET FUND -- CLASS Y SHARES
<TABLE>
<CAPTION>
SIX MONTHS
ENDED NOVEMBER 2,
FEBRUARY 28, 1995 YEAR ENDED AUGUST 31, 1988* THROUGH
(UNAUDITED) 1994 1993 1992 1991 1990 AUGUST 31, 1989
<S> <C> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period... $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
Income from investment operations:
Net investment income................ .02 .02 .03 .04 .05 .06 .05
Total from investment operations... .02 .02 .03 .04 .05 .06 .05
Less distributions to shareholders from
net investment income................ (.02) (.02) (.03) (.04) (.05) (.06) (.05)
Net asset value, end of period......... $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
TOTAL RETURN........................... 1.7% 2.5% 2.6% 3.7% 5.5% 6.2% 5.5%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (in
millions)............................ $387 $402 $401 $417 $510 $311 $109
Ratios to average net assets:
Expenses (a)......................... .51++ .34% .34% .32% .28% .31% .24%++
Net investment income (a)............ 3.34++ 2.47% 2.58% 3.72% 5.23% 5.94% 6.77%++
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value for the period indicated and is
not annualized.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
SIX MONTHS ENDED
FEBRUARY 28, NOVEMBER 2, 1988
1995 YEAR ENDED AUGUST 31, THROUGH AUGUST 31,
(UNAUDITED) 1994 1993 1992 1991 1990 1989
<S> <C> <C> <C> <C> <C> <C> <C>
Expenses.............................. .64% .64% .63% .63% .66% .71% .79%
Net investment income................. 3.21% 2.17% 2.29% 3.41% 4.85% 5.54% 6.22%
</TABLE>

<PAGE>
EVERGREEN TAX EXEMPT MONEY MARKET FUND -- CLASS A SHARES
<TABLE>
<CAPTION>
JANUARY 5, 1995*
THROUGH
FEBRUARY 28, 1995
(UNAUDITED)
<S> <C>
PER SHARE DATA
Net asset value, beginning of period...................................................................... $ 1.000
Income from investment operations:
Net investment income..................................................................................... .005
Total from investment operations........................................................................ .005
Distributions to shareholders from net investment income.................................................. (.005)
Net asset value, end of period............................................................................ $ 1.000
TOTAL RETURN+............................................................................................. .5%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)................................................................. $144
Ratios to average net assets:
Expenses (a)............................................................................................ .83%++
Net investment income (a)............................................................................... 3.53%++
</TABLE>

* Commencement of class operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized.
++ Annualized. Due to the recent commencement of its offering, the ratios for
Class A shares are not necessarily comparable to that of the Class Y shares,
and are not necessarily indicative of future ratios.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
JANUARY 5, 1995
THROUGH
FEBRUARY 28, 1995
(UNAUDITED)
<S> <C>
Expenses.......................................................................... 1.30%
Net investment income............................................................. 3.06%
</TABLE>

<PAGE>
EVERGREEN TREASURY MONEY MARKET FUND
<TABLE>
<CAPTION>
CLASS A SHARES CLASS Y SHARES
MARCH 6, MARCH 6,
1991* 1991*
THROUGH THROUGH
YEAR ENDED DECEMBER 31, DECEMBER 31, YEAR ENDED DECEMBER 31, DECEMBER 31,
1994 1993 1992 1991 1994 1993 1992 1991
<S> <C> <C> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning
of period............... $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
Income from investment
operations:
Net investment income..... .04 .03 .03 .04 .04 .03 .04 .05
Less distributions to
shareholders from net
investment income....... (.04) (.03) (.03) (.04) (.04) (.03) (.04) (.05)
Net asset value, end of
period.................. $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
TOTAL RETURN+............. 3.8% 2.7% 3.4% 4.5% 4.1% 3.0% 3.7% 4.7%
Net assets, end of period
(000's omitted)......... $755,050 $261,475 $208,792 $ 99,549 $162,921 $366,109 $286,230 $265,109
Ratios to average net
assets:
Expenses (a)............ .50% .48% .48% .47%++ .20% .18% .17% .20%++
Net investment
income (a)............ 3.91% 2.70% 3.22% 4.95%++ 3.78% 3.00% 3.61% 5.53%++
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
CLASS A SHARES CLASS Y SHARES
YEAR ENDED MARCH 6, 1991 YEAR ENDED MARCH 6, 1991
DECEMBER 31, THROUGH DECEMBER 31, DECEMBER 31, THROUGH DECEMBER 31,
1994 1993 1992 1991 1994 1993 1992 1991
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Expenses................ .78% .82% .82% 1.08% .48% .52% .52% .52%
Net investment income... 3.63% 2.36% 2.88% 4.34% 3.50% 2.66% 3.26% 5.21%
</TABLE>
9

<PAGE>

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

DESCRIPTION OF THE FUNDS
- -------------------------------------------------------------------------------

INVESTMENT OBJECTIVES AND POLICIES

Evergreen Money Market Fund

6. Unrated corporate debt securities, commercial paper and bank
obligations otherwise determined by the Trustees to be of comparable quality.

7. Repurchase agreements with respect to the securities described in
paragraphs 1 through 6 above.

The Fund may employ certain additional investment strategies which are
discussed in "Investment Practices and Restrictions", below.

Evergreen Tax Exempt Money Market Fund

Interest income on certain types of bonds issued after August 7, 1986
to finance nongovernmental activities is an item of "tax-preference" subject to
the Federal alternative minimum tax for individuals and corporations. To the
extent the Fund invests in these "private activity" bonds (some of which were
formerly referred to as "industrial development" bonds), individual and
corporate shareholders, depending on their status, may be subject to the
alternative minimum tax on the part of the Fund's distributions derived from the
bonds. As a matter of fundamental policy, which may not be changed without
shareholder approval, the Fund will invest at least 80% of its net assets in
Municipal Securities, the interest from which is not subject to the Federal
alternative minimum tax.

The Fund may employ certain additional investment strategies which are
discussed in "Investment Practices and Restrictions", below.

Evergreen Treasury Money Market Fund

The Fund may employ certain additional investment strategies which are
discussed in "Investment Practices and Restrictions", below.

INVESTMENT PRACTICES AND RESTRICTIONS

Other Investment Restrictions. Each Fund has adopted additional investment
restrictions that are set forth in the Statement of Additional Information.

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

MANAGEMENT OF THE FUNDS
- -------------------------------------------------------------------------------

INVESTMENT ADVISERS

The management of each Fund is supervised by the Trustees of the Trust
under which the Fund has been established ("Trustees"). Evergreen Asset
Management Corp. ("Evergreen Asset") has been retained to serve as investment
adviser to Evergreen Money Market Fund and Evergreen Tax Exempt Money Market
Fund. Evergreen Asset succeeded on June 30, 1994 to the advisory business of the
same name, but under different ownership, which was organized in 1971. Evergreen
Asset, with its predecessors, has served as investment adviser to the Evergreen
Group of Mutual Funds since 1971. Evergreen Asset is a wholly-owned subsidiary
of First Union National Bank of North Carolina ("FUNB"). The address of
Evergreen Asset is 2500 Westchester Avenue, Purchase, New York 10577. FUNB is a
subsidiary of First Union Corporation ("First Union"), one of the ten largest
bank holding companies in the United States. Stephen A. Lieber and Nola Maddox
Falcone serve as the chief investment officers of Evergreen Asset and, along
with Theodore J. Israel, Jr., were the owners of Evergreen Asset's predecessor
and the former general partners of Lieber & Company, which, as described below,
provides certain subadvisory services to Evergreen Asset in connection with its
duties as investment adviser to the aforementioned Funds. The Capital Management
Group of FUNB ("CMG") serves as investment adviser to Evergreen Treasury Money
Market Fund.

SUB-ADVISER

Evergreen Asset has entered into sub-advisory agreements with Lieber &
Company which provides that Lieber & Company's research department and staff
will furnish Evergreen Asset with information, investment recommendations,
advice and assistance, and will be generally available for consultation on the
portfolios of Evergreen Money Market Fund and Evergreen Tax Exempt Money Market
Fund. Lieber & Company will be reimbursed by Evergreen Asset in connection with
the rendering of services on the basis of the direct and indirect costs of
performing such services. There is no additional charge to Evergreen Money
Market Fund and Evergreen Tax Exempt Money Market Fund for the services provided
by Lieber & Company. The address of Lieber & Company is 2500 Westchester Avenue,
Purchase, New York 10577. Lieber & Company is an indirect, wholly-owned,
subsidiary of First Union.

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

PURCHASE AND REDEMPTION OF SHARES
- -------------------------------------------------------------------------------

HOW TO BUY SHARES

Initial investments may also be made by wire by (i) calling State
Street at (800) 423-2615 and (ii) instructing your bank, which may charge a fee,
to wire federal funds to State Street, as follows: State Street Bank and Trust
Company, ABA No.0110-0002-8, Attn: Custodian and Shareholder Services. The wire
must include references to the Fund in which an investment is being made,
account registration, and the account number. A completed Application must also
be sent to State Street indicating that the shares have been purchased by wire,
giving the date the wire was sent and referencing the account number. Subsequent
wire investments may be made by existing shareholders by following the
instructions outlined above. It is not necessary, however, for existing
shareholders to call for another account number.

How the Funds Value Their Shares. The net asset value of each Fund's shares for
purposes of both purchases and redemptions is determined twice daily, at 12 noon
(Eastern time) and promptly after the regular close of the New York Stock
Exchange (usually 4 p.m. New York time) each business day (i.e., any weekday
exclusive of days on which the New York Stock Exchange or State Street is
closed). The New York Stock Exchange is closed on New Year's Day, Presidents
Day, Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving Day
and Christmas Day. The net asset value per share is calculated by taking the sum
of the values of a Fund's investments and any cash and other assets, subtracting
liabilities, and dividing by the total number of shares outstanding. All
expenses, including the fees payable to the Adviser, are accrued daily. The
securities in a Fund's portfolio are valued on an amortized cost basis. Under
this method of valuation, a security is initially valued at its acquisition
cost, and thereafter, a constant straight-line amortization of any discount or
premium is assumed each day regardless of the impact of fluctuating interest
rates on the market value of the security. The market value of the obligations
in a Fund's portfolio can be expected to vary inversely to changes in prevailing
interest rates. As a result, the market value of the obligations in a Fund's
portfolio may vary from the value determined using the amortized cost method.
Securities which are not rated are normally valued on the basis of valuations
provided by a pricing service when such prices are believed to reflect the fair
value of such securities. Other assets and securities for which no quotations
are readily available are valued at the fair value as determined in good faith
by the Trustees.

Additional Purchase Information. As a condition of this offering, if a purchase
is canceled due to nonpayment or because a investor's check does not clear, the
investor will be responsible for any loss a Fund or the Adviser incurs. If such
investor is an existing shareholder, a Fund may redeem shares from his or her
account to reimburse a Fund or the Adviser for any loss. In addition, such
investors may be prohibited or restricted from making further purchases in any
of the Evergreen Funds.

Shares of the Funds are sold at the net asset value per share next
determined after a shareholder's investment has been converted to federal funds.
Investments by federal funds wire will be effective upon receipt. Qualified
institutions may telephone orders for the purchase of Fund shares. Shares
purchased by institutions via telephone will receive the dividend declared on
that day if the telephone order is placed by 12 noon (Eastern time), and federal
funds are received the same day by 4 p.m. (Eastern time). Institutions should
telephone the Fund at the number on the front page of this Prospectus for
additional information on same day purchases by telephone. Investment checks
received at State Street will be invested on the date of receipt. Shareholders
will begin earning dividends the following business day.

The Share Purchase Application may not be used to invest in any of the
prototype retirement plans for which the Evergreen Money Market Fund is an
available investment. For information about the requirements to make such
investments, including copies of the necessary application forms, please call
the telephone number set forth on the cover page of this Prospectus. A Fund
cannot accept investments specifying a certain price or date and reserves the
right to reject any specific purchase order, including orders in connection with
exchanges from the other Evergreen Funds. Although not currently anticipated,
each Fund reserves the right to suspend the offer of shares for a period of
time.

HOW TO REDEEM SHARES

You may "redeem", i.e., sell your shares in a Fund to the Fund on any
day the Exchange is open, either directly or through your financial
intermediary. The price you will receive is the net asset value next calculated
after the Fund receives your request in proper form. Proceeds generally will be
sent to you within seven days. However, for shares recently purchased by check,
a Fund will not send proceeds until it is reasonably satisfied that the check
has been collected (which may take up to 10 days).

Shareholders may withdraw amounts of $1,000 or more from their accounts
by calling State Street at (800) 423-2615 between the hours of 8:00 a.m. and
5:30 p.m. (Eastern time) each business day (i.e., any weekday exclusive of days
on which the New York Stock Exchange or State Street's offices are closed). The
New York Stock Exchange is closed on New Year's Day, Presidents Day, Good
Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and
Christmas Day. Redemption requests made after 4:00 p.m. (Eastern time) will be
processed using the net asset value determined on the next business day. Such
redemption requests must include the shareholder's account name, as registered
with a Fund, and the account number. During periods of drastic economic or
market changes, shareholders may experience difficulty in effecting telephone
redemptions. Shareholders who are unable to reach a Fund or State Street by
telephone should follow the procedures outlined above for redemption by mail.

The telephone redemption service is not made available to shareholders
automatically. Shareholders wishing to use the telephone redemption service must
indicate this on the enclosed Share Purchase Application and choose how the
redemption proceeds are to be paid. Redemption proceeds will either (i) be
mailed by check to the shareholder at the address in which the account is
registered or (ii) be wired to an account with the same registration as the
shareholder's account in a Fund at a designated commercial bank. State Street
currently deducts a $5.00 wire charge from all redemption proceeds wired. This
charge is subject to change without notice. Redemption proceeds will be wired on
the same day if the request is made prior to 12 noon (Eastern time). Such
shares, however, will not earn dividends for that day. Redemption requests
received after 12 noon will earn dividends for that day, and the proceeds will
be wired on the following business day. A shareholder who decides later to use
this service, or to change instructions already given, should fill out a
Shareholder Services Form and send it to State Street Bank and Trust Company,
P.O. Box 9021, Boston, Massachusetts 02205-9827, with such shareholder's
signature guaranteed by a bank or trust company (not a Notary Public), a member
firm of a domestic stock exchange or by other financial institutions whose
guarantees are acceptable to State Street. Shareholders should allow
approximately 10 days for such form to be processed. The Funds will employ
reasonable procedures to confirm that instructions communicated by telephone are
genuine. These procedures include requiring some form of personal identification
prior to acting upon instructions and tape recording of telephone instructions.
If a Fund fails to follow such procedures, it may be liable for any losses due
to unauthorized or fraudulent instructions. The Funds will not be liable for
following telephone instructions reasonably believed to be genuine. The Funds
reserve the right to refuse a telephone redemption if it is believed advisable
to do so. Procedures for redeeming Fund shares by telephone may be modified or
terminated without notice at any time.

Redemptions by Check. Upon request, each Fund will provide holders of Class Y
shares, without charge, with checks drawn on the Fund that will clear through
State Street. Shareholders will be subject to State Street's rules and
regulations governing such checking accounts. Checks will be sent usually within
ten business days following the date the account is established. Checks may be
made payable to the order of any payee in an amount of $250 or more. The payee
of the check may cash or deposit it like a check drawn on a bank. (Investors
should be aware that, as in the case with regular bank checks, certain banks may
not provide cash at the time of deposit, but will wait until they have received
payment from State Street.) When such a check is presented to State Street for
payment, State Street, as the shareholder's agent, causes the Fund to redeem a
sufficient number of full and fractional shares in the shareholder's account to
cover the amount of the check. Checks will be returned by State Street if there
are insufficient or uncollectable shares to meet the withdrawal amount. The
check writing procedure for withdrawal enables shareholders to continue earning
income on the shares to be redeemed up to but not including the date the
redemption check is presented to State Street for payment.

EXCHANGE PRIVILEGE

How To Exchange Shares. You may exchange some or all of your shares for shares
of the other Evergreen Funds by telephone or mail as described below. An
exchange which represents an initial investment in another Evergreen Fund must
amount to at least $1,000. Once an exchange request has been telephoned or
mailed, it is irrevocable and may not be modified or canceled. Exchanges will be
made on the basis of the relative net asset values of the shares exchanged next
determined after an exchange request is received. Exchanges are subject to
minimum investment and suitability requirements.

Each of the Evergreen Funds have different investment objectives and
policies. For complete information, a prospectus of the fund into which an
exchange will be made should be read prior to the exchange. An exchange is
treated for Federal income tax purposes as a redemption and purchase of shares
and may result in the realization of a capital gain or loss. Each Fund imposes a
fee of $5 per exchange on shareholders who exchange in excess of four times per
calendar year. This exchange privilege may be materially modified or
discontinued at any time by the Fund upon sixty days' notice to shareholders and
is only available in states in which shares of the fund being acquired may
lawfully be sold.

Exchanges by Telephone and Mail. You may exchange shares by telephone by calling
State Street at (800) 423-2615. Exchange requests made after 4:00 p.m. (Eastern
time) will be processed using the net asset value determined on the next
business day. During periods of drastic economic or market changes, shareholders
may experience difficulty in effecting telephone exchanges. You should follow
the procedures outlined below for exchanges by mail if you are unable to reach
State Street by telephone. If you wish to use the telephone exchange service you
should indicate this on the enclosed Share Purchase Application. As noted above,
each Fund will employ reasonable procedures to confirm that instructions for the
redemption or exchange of shares communicated by telephone are genuine. A
telephone exchange may be refused by a Fund or State Street if it is believed
advisable to do so. Procedures for exchanging Fund shares by telephone may be
modified or terminated at any time. Written requests for exchanges should follow
the same procedures outlined for written redemption requests in the section
entitled "How to Redeem Shares", however, no signature guarantee is required..

SHAREHOLDER SERVICES

The Funds offer the following shareholder services. For more
information about these services or your account, contact your financial
intermediary, Evergreen Funds Distributor, Inc.("EFD"), the distributor of the
Funds, or the number on the front page of this Prospectus. Some services are
described in more detail in the Share Purchase Application.

Systematic Investment Plan. You may make monthly or quarterly investments into
an existing account automatically in amounts of not less than $25.

Retirement Plans. Eligible investors may invest in Evergreen Money Market Fund
under the following prototype retirement plans: (i) Individual Retirement
Account (IRA); (ii) Simplified Employee Pension (SEP) for sole proprietors,
partnerships and corporations; and (iii) Profit-Sharing and Money Purchase
Pension Plans for corporations and their employees.

Automatic Reinvestment Plan. For the convenience of investors, all dividends and
distributions are automatically reinvested in full and fractional shares of the
Fund at the net asset value per share at the close of business on the last
business day of each month, unless otherwise requested by a shareholder in
writing. If the transfer agent does not receive a written request for subsequent
dividends and/or distributions to be paid in cash at least three full business
days prior to a given record date, the dividends and/or distributions to be paid
to a shareholder will be reinvested. If you elect to receive dividends and
distributions in cash and the U.S. Postal Service cannot deliver the checks, or
if the checks remain uncashed for six months, the checks will be reinvested into
your account at the then current net asset value.

EFFECT OF BANKING LAWS

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

OTHER INFORMATION
- -------------------------------------------------------------------------------

DIVIDENDS, DISTRIBUTIONS AND TAXES

Each Fund has qualified and intends to continue to qualify to be
treated as a regulated investment company under the Code. While so qualified, it
is expected that each Fund will not be required to pay any Federal income taxes
on that portion of its investment company taxable income and any net realized
capital gains it distributes to shareholders. The Code imposes a 4%
nondeductible excise tax on regulated investment companies, such as the Funds,
to the extent they do not meet certain distribution requirements by the end of
each calendar year. Each Fund anticipates meeting such distribution
requirements. The excise tax generally does not apply to the tax exempt income
of a regulated investment company (such as Evergreen Tax Exempt Money Market
Fund) that pays exempt interest dividends. Except as noted below with respect to
Evergreen Tax Exempt Money Market Fund, most shareholders of the Funds normally
will have to pay Federal income taxes and any state or local taxes on the
dividends and distributions they receive from a Fund.

GENERAL INFORMATION

A shareholder in each class of a Fund will be entitled to his or her
share of all dividends and distributions from a Fund's assets, based upon the
relative value of such shares to those of other Classes of the Fund, and, upon
redeeming shares, will receive the then current net asset value of the Class of
shares of the Fund represented by the redeemed shares less any applicable CDSC.
The Trusts are empowered to establish, without shareholder approval, additional
investment series, which may have different investment objectives, and
additional classes of shares for any existing or future series. If an additional
series or class were established in a Fund, each share of the series or class
would normally be entitled to one vote for all purposes. Generally, shares of
each series and class would vote together as a single class on matters, such as
the election of Trustees, that affect each series and class in substantially the
same manner. Class A, B and Y shares have identical voting, dividend,
liquidation and other rights, except that each class bears, to the extent
applicable, its own distribution and transfer agency expenses as well as any
other expenses applicable only to a specific class. Each class of shares votes
separately with respect to Rule 12b-1 distribution plans and other matters for
which separate class voting is appropriate under applicable law. Shares are
entitled to dividends as determined by the Trustees and, in liquidation of a
Fund, are entitled to receive the net assets of the Fund.

Principal Underwriter. EFD, a wholly-owned subsidiary of Furman Selz
Incorporated, located 237 Park Avenue, New York, New York 10017, is the
principal underwriter of the Funds. Furman Selz Incorporated, also acts as
sub-administrator to Evergreen Treasury Money Market Fund and which provides
certain sub-administrative services to Evergreen Asset in connection with its
role as investment adviser to Evergreen Tax Exempt Money Market Fund and
Evergreen Treasury Money Market Fund, including providing personnel to serve as
officers of the Funds.

Other Classes of Shares. Evergreen Money Market Fund offers three classes of
shares, Class A, Class B, and Class Y. Evergreen Tax Exempt Money Market Fund
and Evergreen Treasury Money Market Fund each offer two classes of shares, Class
A and Class Y. Class Y shares are the only Class offered by this Prospectus and
are only available to (i) all shareholders of record in one or more of the Funds
for which Evergreen Asset serves as investment adviser as of December 30, 1994,
(ii) certain institutional investors and (iii) investment advisory clients of
CMG, Evergreen Asset or their affiliates. The dividends payable with respect to
Class A and Class B shares will be less than those payable with respect to Class
Y shares due to the distribution and distribution and shareholder servicing
related expenses borne by Class A and Class B shares and the fact that such
expenses are not borne by Class Y shares.

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

PROSPECTUS July 7, 1995
EVERGREEN(SM) TAX FREE FUNDS (Evergreen Logo appears here)
EVERGREEN HIGH GRADE TAX FREE FUND
EVERGREEN SHORT-INTERMEDIATE MUNICIPAL FUND
EVERGREEN SHORT-INTERMEDIATE MUNICIPAL FUND-CALIFORNIA
CLASS A SHARES
CLASS B SHARES
The Evergreen Tax-Free Funds (the "Funds") are designed to provide
investors with income exempt from Federal income taxes. This Prospectus
provides information regarding the Class A and Class B shares offered by
the Funds. Each Fund is, or is a series of, an open-end, diversified,
management investment company. This Prospectus sets forth concise
information about the Funds that a prospective investor should know before
investing. The address of the Funds is 2500 Westchester Avenue, Purchase,
New York 10577.
A "Statement of Additional Information" for the Funds and certain
other funds in the Evergreen Group of mutual funds dated July 7, 1995 has
been filed with the Securities and Exchange Commission and is incorporated
by reference herein. The Statement of Additional Information provides
information regarding certain matters discussed in this Prospectus and
other matters which may be of interest to investors, and may be obtained
without charge by calling the Funds at (800) 807-2940. There can be no
assurance that the investment objective of any Fund will be achieved.
Investors are advised to read this Prospectus carefully.
THE SHARES OFFERED BY THIS PROSPECTUS ARE NOT DEPOSITS OR OBLIGATIONS OF
FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, ARE NOT ENDORSED OR
GUARANTEED BY FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, AND ARE NOT
INSURED OR OTHERWISE PROTECTED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY AND
INVOLVE RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
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.
KEEP THIS PROSPECTUS FOR FUTURE REFERENCE
EVERGREEN(SM) is a Service Mark of Evergreen Asset Management Corp.
Copyright 1995, Evergreen Asset Management Corp.

<PAGE>
TABLE OF CONTENTS
<TABLE>
<S> <C>
OVERVIEW OF THE FUNDS 2
EXPENSE INFORMATION 3
FINANCIAL HIGHLIGHTS 5
DESCRIPTION OF THE FUNDS
Investment Objectives and Policies 9
Investment Practices and Restrictions 10
MANAGEMENT OF THE FUNDS
Investment Advisers 13
Sub-Adviser 14
Distribution Plans and Agreements 14
PURCHASE AND REDEMPTION OF SHARES
How to Buy Shares 15
How to Redeem Shares 17
Exchange Privilege 18
Shareholder Services 19
Effect of Banking Laws 19
OTHER INFORMATION
Dividends, Distributions and Taxes 20
Management's Discussion of Fund Performance 21
General Information 22
APPENDIX -- California Risk Considerations 25
</TABLE>

<PAGE>
EXPENSE INFORMATION
The table set forth below summarizes the shareholder transaction costs
associated with an investment in Class A and Class B Shares of a Fund. For
further information see "Purchase and Redemption of Fund Shares" and "General
Information -- Other Classes of Shares".
<TABLE>
<CAPTION>
SHAREHOLDER TRANSACTION EXPENSES Class A Shares Class B Shares
<S> <C> <C>
Maximum Sales Charge Imposed on Purchases 4.75% None
(as a % of offering price)
Sales Charge on Dividend Reinvestments None None
Contingent Deferred Sales Charge (as a % of original purchase None 5% during the first year, 4% during the
price or redemption proceeds, whichever is lower) second year, 3% during the third and fourth
year, 2% during the fifth year, 1% during the
sixth and seventh years and 0% after the
seventh year
Redemption Fee None None
Exchange Fee None None
</TABLE>

The following tables show for each Fund the estimated annual operating
expenses (as a percentage of average net assets) attributable to each Class of
Shares, together with examples of the cumulative effect of such expenses on a
hypothetical $1,000 investment in each Class for the periods specified assuming
(i) a 5% annual return and (ii) redemption at the end of each period and,
additionally for Class B shares, no redemption at the end of each period.
In the following examples (i) the expenses for Class A Shares assume
deduction of the maximum 4.75% sales charge at the time of purchase, (ii) the
expenses for Class B Shares assume deduction at the time of redemption (if
applicable) of the maximum contingent deferred sales charge applicable for that
time period, and (iii) the expenses for Class B Shares reflect the conversion to
Class A Shares eight years after purchase (years eight through ten, therefore,
reflect Class A expenses).
EVERGREEN HIGH GRADE TAX FREE FUND (A)
<TABLE>
<CAPTION>
EXAMPLES
Assuming Assuming
ANNUAL OPERATING Redemption no
EXPENSES** at End of Period Redemption
Class A Class B Class A Class B Class B
<S> <C> <C> <C> <C> <C> <C>
Advisory Fees .37% .37%
After 1 Year $ 56 $ 67 $ 17
Administrative Fees .06% .06%
After 3 Years $ 75 $ 82 $ 52
12b-1 Fees* .25% .75%
After 5 Years $ 95 $ 110 $ 90
Shareholder Service Fees -- .25%
After 10 Years $ 154 $ 167 $167
Other Expenses .23% .23%
Total .91% 1.66%
</TABLE>

EVERGREEN SHORT INTERMEDIATE MUNICIPAL FUND
<TABLE>
<CAPTION>
EXAMPLES
Assuming Assuming
ANNUAL OPERATING Redemption no
EXPENSES*** at End of Period Redemption
Class A Class B Class A Class B Class B
<S> <C> <C> <C> <C> <C> <C>
Advisory Fees .50% .50%
After 1 Year $ 57 $ 69 $ 19
12b-1 Fees* .10% 1.00%
After 3 Years $ 76 $ 88 $ 58
Other Expenses .33% .33%
After 5 Years $ 97 $ 119 $ 99
After 10 Years $ 156 $ 180 $180
Total .93% 1.83%
</TABLE>

EVERGREEN SHORT INTERMEDIATE MUNICIPAL FUND -- CALIFORNIA
<TABLE>
<CAPTION>
EXAMPLES
Assuming Assuming
ANNUAL OPERATING Redemption no
EXPENSES*** at End of Period Redemption
Class A Class B Class A Class B Class B
<S> <C> <C> <C> <C> <C> <C>
Advisory Fees .55% .55%
After 1 Year $ 58 $ 70 $ 20
12b-1 Fees* .10% 1.00%
After 3 Years $ 79 $ 91 $ 61
Other Expenses .40% .40%
After 5 Years $ 103 $ 125 $105
After 10 Years $ 170 $ 193 $193
Total 1.05% 1.95%
</TABLE>

<PAGE>
(a) Estimated annual operating expenses reflect the combination of Evergreen
National Tax Free Fund and First Union High Grade Tax Free Portfolio.
*Class A Shares can pay up to .75 of 1% of average net assets as a 12b-1 fee.
For the forseeable future, the Class A Shares 12b-1 fees will be limited to .25
of 1% of average net assets. For Class B Shares for EVERGREEN SHORT INTERMEDIATE
MUNICIPAL FUND and EVERGREEN SHORT INTERMEDIATE MUNICIPAL FUND -- CALIFORNIA, a
portion of the 12b-1 Fees equivalent to .25 of 1% of average net assets will be
shareholder servicing-related. Distribution-related 12b-1 Fees will be limited
to .75 of 1% of average net assets as permitted under the rules of the National
Association of Securities Dealers, Inc.
**CMG has agreed to limit the expenses (including the Adviser's fee, but
excluding taxes, interest, brokerage commissions, Rule 12b-1 distribution fees,
shareholder-service fees and extraordinary expenses) of EVERGREEN HIGH GRADE TAX
FREE FUND to .66 of 1% for a period of at least one year from the date of this
Prospectus and to consult with the Trustees of the Fund prior to discontinuing
such limitation after the one year period.
***Estimated annual expenses for EVERGREEN SHORT INTERMEDIATE MUNICIPAL FUND do
not reflect a fee waiver of .25 of 1% of average net assets for the year ended
August 31, 1994. Estimated expenses for EVERGREEN SHORT INTERMEDIATE MUNICIPAL
FUND -- CALIFORNIA do not reflect a fee waiver of .43 of 1% for the year ended
August 31, 1994.
Evergreen Asset has agreed to reimburse EVERGREEN SHORT-INTERMEDIATE MUNICIPAL
FUND and EVERGREEN SHORT-INTERMEDIATE MUNICIPAL FUND -- CALIFORNIA to the extent
that their aggregate operating expenses (including the Adviser's fee, but
excluding taxes, interest, brokerage commissions, Rule 12b-1 distribution fees
and shareholder servicing fees and extraordinary expenses) exceed 1% of the
average net assets.
From time to time each Fund's adviser may, at its discretion, reduce or waive
its fees or reimburse these Funds for certain of their other expenses in order
to reduce their expense ratios. Each Fund's adviser may cease these voluntary
waivers and reimbursements at any time.
The purpose of the foregoing table is to assist an investor in
understanding the various costs and expenses that an investor in each Class of
Shares of the Funds will bear directly or indirectly. The amounts set forth both
in the tables and in the examples are estimated amounts based on the experience
of each Fund for its most recent fiscal period. Such expenses have been restated
to reflect current fee arrangements and in the case of Funds that did not offer
all of the above-referenced Classes of shares during such periods, the amounts
set forth in the tables are based on the expenses incurred by the Classes which
were offered. THE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR
FUTURE EXPENSES OR ANNUAL RETURN. ACTUAL EXPENSES AND ANNUAL RETURN MAY BE
GREATER OR LESS THAN THOSE SHOWN. For a more complete description of the various
costs and expenses borne by the Funds see "Management of the Funds." As a result
of asset-based sales charges, long-term shareholders may pay more than the
economic equivalent of the maximum front-end sales charges permitted under the
rules of the National Association of Securities Dealers, Inc.
4

<PAGE>
FINANCIAL HIGHLIGHTS
The tables on the following pages present, for each Fund, financial
highlights for a share outstanding throughout each period indicated. The
information in the tables for the five most recent fiscal years or life of the
fund if shorter for EVERGREEN HIGH GRADE TAX FREE FUND has been audited by KPMG
Peat Marwick LLP, the Fund's independent auditors, for EVERGREEN
SHORT-INTERMEDIATE MUNICIPAL FUND and EVERGREEN SHORT-INTERMEDIATE MUNICIPAL
FUND -- CALIFORNIA has, except as noted otherwise, been audited by Price
Waterhouse LLP, each Fund's independent auditors. A report of KPMG Peat Marwick
LLP or Price Waterhouse LLP, as the case may be, on the audited information with
respect to each Fund is incorporated by reference in the Fund's Statement of
Additional Information. The following information for each Fund should be read
in conjunction with the financial statements and related notes which are
incorporated by reference in the Fund's Statement of Additional Information.
No Financial Highlights are shown for Class A or B of EVERGREEN
SHORT-INTERMEDIATE MUNICIPAL FUND -- CALIFORNIA since these classes did not have
any operations prior to February 28, 1995.
Further information about a Fund's performance is contained in the Fund's
annual report to shareholders, which may be obtained without charge.
EVERGREEN HIGH GRADE TAX FREE FUND
<TABLE>
<CAPTION>
CLASS A SHARES
CLASS Y SHARES
FEBRUARY 21, CLASS B SHARES FEBRUARY 28,
YEAR ENDED 1992* JANUARY 11, 1993* 1994*
DECEMBER 31, THROUGH YEAR ENDED THROUGH THROUGH
1994 1993 DECEMBER 31, 1992 DECEMBER 31, 1994 DECEMBER 31, 1993 DECEMBER 31, 1994
<S> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning
of period................. $11.16 $10.42 $10.00 $11.16 $10.42 $10.93
Income (loss) from
investment operations:
Net investment income....... .52 .54 .51 .46 .47 .46
Net realized and unrealized
gain (loss) on
investments............... (1.37) .81 .42 (1.37) .81 (1.14)
Total from investment
operations.............. (.85) 1.35 .93 (.91) 1.28 (.68)
Less distributions to
shareholders from:
Net investment income....... (.52) (.54) (.51) (.46) (.47) (.46)
Net realized gains.......... -- (.07) -- -- (.07) --
Total distributions....... (.52) (.61) (.51) (.46) (.54) (.46)
Net asset value, end of
period.................... $9.79 $11.16 $10.42 $9.79 $11.16 $9.79
TOTAL RETURN+............... (7.71%) 13.25% 9.37% (8.24%) 12.41% (6.31%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period
(000's omitted)........... $57,676 $101,352 $90,738 $32,435 $41,030 $4,318
Ratios to average net
assets:
Expenses (a).............. 1.01% .85% .49%++ 1.58% 1.35%++ .76%++
Net investment
income (a).............. 5.04% 4.99% 5.79%++ 4.47% 4.44%++ 5.46%++
Portfolio turnover rate..... 53% 14% 7% 53% 14% 53%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income, exclusive of any
applicable state expense limitations, to average net assets would have been
the following:
<TABLE>
<CAPTION>
CLASS A SHARES
CLASS B SHARES CLASS Y SHARES
FEBRUARY 21, JANUARY 11, FEBRUARY 28,
YEAR ENDED 1992 THROUGH YEAR ENDED 1993 THROUGH 1994 THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1992 1994 1993 1994
<S> <C> <C> <C> <C> <C> <C>
Expenses............................ 1.02% 1.07% 1.11% 1.59% 1.57% .77%
Net investment income............... 5.03% 4.77% 5.17% 4.46% 4.22% 5.45%
</TABLE>

<PAGE>
EVERGREEN SHORT INTERMEDIATE MUNICIPAL FUND -- CLASS Y SHARES
<TABLE>
<CAPTION>
SIX MONTHS ENDED
FEBRUARY 28, 1995 YEAR ENDED AUGUST 31,
(UNAUDITED) 1994 1993 1992**
<S> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period............................ $10.21 $10.58 $10.33 $10.00
Income (loss) from investment operations:
Net investment income........................................... .23 .47 .49 .51
Net realized and unrealized gain (loss) on investments.......... (.16) (.32) .25 .33
Total from investment operations.............................. .07 .15 .74 .84
Less distributions to shareholders from:
Net investment income........................................... (.23) (.47) (.49) (.51)
Net realized gains.............................................. -- (.03) -- --
In excess of net realized gains................................. -- (.02)(b) -- --
Total distributions........................................... (.23) (.52) (.49) (.51)
Net asset value, end of period.................................. $10.05 $10.21 $10.58 $10.33
TOTAL RETURN+................................................... .7% 1.4% 7.4% 8.6%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)....................... $44,408 $53,417 $66,607 $54,470
Ratios to average net assets:
Expenses (a).................................................. .72%++ .58% .40% .17%
Net investment income (a)..................................... 4.54%++ 4.54% 4.73% 4.85%
Portfolio turnover rate......................................... 8% 32% 37% 57%
<CAPTION>
JULY 17, 1991*
THROUGH
AUGUST 31, 1991**
<S> <C>
PER SHARE DATA
Net asset value, beginning of period............................ $10.00
Income (loss) from investment operations:
Net investment income........................................... .06
Net realized and unrealized gain (loss) on investments.......... --
Total from investment operations.............................. .06
Less distributions to shareholders from:
Net investment income........................................... (.06)
Net realized gains.............................................. --
In excess of net realized gains................................. --
Total distributions........................................... (.06)
Net asset value, end of period.................................. $10.00
TOTAL RETURN+................................................... .6%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)....................... $4,025
Ratios to average net assets:
Expenses (a).................................................. 0%++
Net investment income (a)..................................... 4.93%++
Portfolio turnover rate......................................... --
</TABLE>

* Commencement of operations.
** On November 18, 1991, the Fund was changed to a diversified municipal bond
fund with a fluctuating net asset value per share from a non-diversified
money market fund with a stable net asset value per share. The shares
outstanding at August 31, 1991 and the related per share data are restated
to reflect both a 1 for 2 reverse share split on October 30, 1991 and a 1
for 5 reverse share split on August 19, 1992. Total return calculated after
November 18, 1991 reflects the fluctuation in net asset value per share.
+ Total return is calculated on net asset value for the period indicated and is
not annualized.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
SIX MONTHS ENDED JULY 17, 1991
FEBRUARY 28, 1995 YEAR ENDED AUGUST 31, THROUGH AUGUST 31,
(UNAUDITED) 1994 1993 1992 1991
<S> <C> <C> <C> <C> <C>
Expenses......................... .84% .83% .81% .86% 1.40%
Net investment income............ 4.42% 4.29% 4.32% 4.16% 3.53%
</TABLE>

(b) Distributions in excess of realized gains were the result of certain book
and tax timing differences. These distributions did not represent a return
of capital for federal income tax purposes.
6

<PAGE>
EVERGREEN SHORT-INTERMEDIATE MUNICIPAL FUND -- CLASS A AND B SHARES
<TABLE>
<CAPTION>
CLASS A SHARES CLASS B SHARES
<S> <C> <C>
JANUARY 5, 1995*
THROUGH
FEBRUARY 28, 1995
(UNAUDITED)
PER SHARE DATA
Net asset value, beginning of period....................................................... $ 9.97 $ 9.97
Income from investment operations:
Net investment income...................................................................... .07 .06
Net realized and unrealized gain on investments............................................ .09 .08
Total from investment operations......................................................... .16 .14
Less distributions to shareholders from net investment income.............................. (.07) (.06)
Net asset value, end of period............................................................. $10.06 $10.05
TOTAL RETURN+.............................................................................. 1.6% 1.4%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted).................................................. $7,736 $2,564
Ratios to average net assets:
Expenses (a)............................................................................. .61%++ 1.41%++
Net investment income (a)................................................................ 3.81%++ 3.30%++
Portfolio turnover rate**.................................................................. 8% 8%
</TABLE>

* Commencement of class operations.
** Portfolio turnover rate is calculated for the six months period February 28,
1995.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized. Due to the recent commencement of their offering, the ratios for
Class A and Class B shares are not necessarily comparable to that of the
Class Y shares, and are not necessarily indicative of future ratios.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income, exclusive of any
applicable state expense limitations, would have been the following:
<TABLE>
<CAPTION>
CLASS A SHARES CLASS B SHARES
<S> <C> <C>
JANUARY 5, 1995
THROUGH
FEBRUARY 28, 1995
(UNAUDITED)
Expenses......................................................... .88% 1.98%
Net investment income............................................ 3.54% 2.73%
</TABLE>

<PAGE>
EVERGREEN SHORT INTERMEDIATE MUNICIPAL FUND -- CALIFORNIA -- CLASS Y SHARES
<TABLE>
<CAPTION>
SIX MONTHS ENDED NOVEMBER 2,
FEBRUARY 28, 1995 YEAR ENDED AUGUST 31, 1988* THROUGH
(UNAUDITED) 1994 1993** 1992** 1991** 1990** AUGUST 31, 1989**
<S> <C> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of
period........................... $10.09 $10.34 $10.00 $10.00 $10.00 $10.00 $10.00
Income (loss) from investment
operations:
Net investment income.............. .20 .43 .41 .33 .47 .55 .51
Net realized and unrealized gain
(loss) on investments............ (.15) (.24) .34 -- -- -- --
Total from investment
operations..................... .05 .19 .75 .33 .47 .55 .51
Less distributions to shareholders
from:
Net investment income.............. (.20) (.43) (.41) (.33) (.47) (.55) (.51)
Net realized gains................. (.03) (.01) -- -- -- -- --
Total distributions.............. (.23) (.44) (.41) (.33) (.47) (.55) (.51)
Net asset value, end of period..... $9.91 $10.09 $10.34 $10.00 $10.00 $10.00 $10.00
TOTAL RETURN+...................... .6% 1.8% 7.6% 3.4% 4.8% 5.7% 5.2%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's
omitted)......................... $23,426 $28,433 $30,136 $34,452 $42,022 $37,291 $28,266
Ratios to average net assets:
Expenses (a)..................... .79%++ .52% .30% .40% .37% .29% .24%++
Net investment income (a)........ 4.15%++ 4.20% 3.96% 3.36% 4.66% 5.52% 6.40%++
Portfolio turnover rate............ 13% 12% 37% -- -- -- --
</TABLE>

* Commencement of operations.
** On October 16, 1992, the Fund was converted to a short-intermediate
municipal fund with a fluctuating net asset value per share from a money
market fund with a stable net asset value per share. The shares outstanding
and the related per share data for the fiscal years ended August 31, 1990
through August 31, 1992 are restated to reflect the 1 for 10 reverse share
split on October 21, 1992. Total return calculated after October 16, 1992
reflects the fluctuation in net asset value per share.
+ Total return is calculated on net asset value for the period indicated and is
not annualized.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
SIX MONTHS
ENDED NOVEMBER 2, 1988
FEBRUARY 28, 1995 YEAR ENDED AUGUST 31, THROUGH AUGUST 31,
(UNAUDITED) 1994 1993 1992 1991 1990 1989
<S> <C> <C> <C> <C> <C> <C> <C>
Expenses............................... .99% .95% .98% .84% .85% .88% .93%
Net investment income.................. 3.95% 3.77% 3.28% 2.92% 4.18% 4.93% 5.71%
</TABLE>

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

DESCRIPTION OF THE FUNDS
- -------------------------------------------------------------------------------

INVESTMENT OBJECTIVES AND POLICIES

Evergreen High Grade Tax Free Fund

The Evergreen High Grade Tax Free Fund seeks a high level of federally
tax free income that is consistent with preservation of capital. At least 65% of
the value of the total assets of Evergreen High Grade Tax Free Fund will be
invested in high grade bonds. High grade bonds mean: bonds insured by a
municipal bond insurance company which is rated AAA by Standard & Poor's Ratings
Group ("S&P") and/or Aaa by Moody's Investors Service, Inc. ("Moody's"); bonds
rated A or better by S&P or Moody's; or, if unrated, of comparable quality as
determined by the Fund's investment adviser. The insurance guarantees the timely
payment of principal and interest, but not the value of the municipal bonds or
the shares of the Fund. See the section "Investment Practices and Restrictions"
- - "Municipal Bond Insurance" for further information.

The Evergreen High Grade Tax Free Fund may also purchase instruments
having variable rates of interest. One example is variable amount demand master
notes. These notes represent a borrowing arrangement between a commercial paper
issuer (borrower) and an institutional lender, such as the Fund and are payable
upon demand. The underlying amount of the loan may vary during the course of the
contract, as may the interest on the outstanding amount, depending on a stated
short-term interest rate index.

The Fund may employ certain additional investment strategies which are
discussed in "Investment Practices and Restrictions", below.

Evergreen Short-Intermediate Municipal Fund

The investment objective of Evergreen Short-Intermediate Municipal Fund
is to achieve as high a level of current income, exempt from Federal income tax
other than the Federal alternative minimum tax("AMT") for individuals and
corporations, as is consistent with preserving capital and providing liquidity.
Under normal circumstances, it is anticipated that the Fund will invest its
assets so that at least 80% of its annual interest income is exempt from Federal
income tax other than the AMT. The Fund will seek to achieve its objective by
investing substantially all of its assets in a diversified portfolio of short
and intermediate-term debt obligations issued by states, territories and
possessions of the United States and by the District of Columbia, and their
political subdivisions and duly constituted authorities, the interest from which
is exempt from Federal income tax other than the AMT. Such securities are
generally known as Municipal Securities (See "Investment Practices and
Restrictions" - "Municipal Securities" below). As a matter of policy, the
Trustees will not change the Fund's investment objective without shareholder
approval.

Under current tax law, a distinction is drawn between Municipal
Securities issued to finance certain "private activities" and other Municipal
Securities. Such private activity bonds include bonds issued to finance such
projects as airports, housing projects, resource recovery programs, solid waste
disposal facilities, student loan programs, and water and sewage projects.
Interest income from such "private activity bonds" ("AMT-Subject Bonds") becomes
an item of "tax preference" which is subject to the alternative minimum tax when
received by a person in a tax year during which he is subject to that tax.
Because interest income on AMT-Subject Bonds is taxable to certain investors, it
is expected, although there can be no guarantee, that such Municipal Securities
generally will provide somewhat higher yields than other Municipal Securities of
comparable quality and maturity. The Fund may invest up to 50% of its total
assets in AMT-Subject Bonds.

The Fund intends to maintain a dollar-weighted average portfolio
maturity of two to five years. The Fund may consider an obligation's maturity to
be shorter than its stated maturity if the Fund has the right to sell the
obligation at a price approximating par value before its stated maturity date.
This is a liquidity put and is exercisable to the issuer or some third party.

The Fund may employ certain additional investment strategies which are
discussed in "Investment Practices and Restrictions", below.

Evergreen Short-Intermediate Municipal Fund-California

The investment objective of Evergreen Short-Intermediate Municipal
Fund-California is to achieve as high a level of current income exempt from
Federal and California income taxes, as is consistent with preserving capital
and providing liquidity. The Fund will seek to achieve its objective by
investing at least 80% of the value of its assets in a diversified portfolio of
short and intermediate-term debt obligations issued by the State of California,
its political subdivisions and duly constituted authorities, the interest from
which is exempt from Federal and California income taxes. Such securities are
generally known as Municipal Securities (see "Investment Practices and
Restrictions" - "Municipal Securities" below).

Interest income on certain types of bonds issued after August 7, 1986,
to finance nongovernmental activities is an item of "tax preference" subject to
AMT . To the extent the Fund invests in these "private activity" bonds (some of
which were formerly referred to as "industrial development" bonds), individual
and corporate shareholders, depending on their status, may be subject to AMT on
the part of the Fund's distributions derived from the bonds. As a matter of
fundamental policy, which may not be changed without shareholder approval, the
Fund will invest at least 80% of its net assets in Municipal Securities, the
interest from which is not subject to AMT .

The Fund may employ certain additional investment strategies which are
discussed in "Investment Practices and Restrictions", below.

INVESTMENT PRACTICES AND RESTRICTIONS

Except where noted, each Fund may engage in the investment practices
described below. Each Fund is also subject to certain investment restrictions
more fully described in the Statement of Additional Information.

General. Evergreen High Grade Tax Free Fund, Evergreen Short-Intermediate
Municipal Fund and Evergreen Short-Intermediate Municipal Fund-California will
invest in Municipal Securities so long as they are determined to be of high or
upper medium quality. Municipal Securities meeting this criteria include bonds
rated A or higher by S&P, Moody's or another nationally recognized statistical
rating organization ("SRO"); notes rated SP-1 or SP-2 by S&P or MIG-1 or MIG-2
by Moody's or rated VMIG-1 or VMIG-2 by Moody's in the case of variable rate
demand notes or having comparable ratings from another SRO; and commercial paper
rated A-1 or A-2 by S&P or Prime-1 or Prime-2 by Moody's or having comparable
ratings from another SRO. Evergreen High Grade Tax Free Fund may also invest in
general obligation bonds which are rated BBB by S&P, Baa by Moody's or bear a
similar rating from another SRO. Medium grade bonds are more susceptible to
adverse economic conditions or changing circumstances than higher grade bonds.
However, like the higher rated bonds, these securities are considered to be
investment grade. For a description of such ratings see the Statement of
Additional Information. The Funds may also purchase Municipal Securities which
are unrated at the time of purchase, if such securities are determined by the
Fund's investment adviser to be of comparable quality. Certain Municipal
Securities (primarily variable rate demand notes) may be entitled to the benefit
of standby letters of credit or similar commitments issued by banks and, in such
instances, the Fund's investment adviser will take into account the obligation
of the bank in assessing the quality of such security. Investments by Evergreen
Short-Intermediate Municipal Fund-California in unrated securities are limited
to 20% of total assets.

The ability of the Funds to meet their investment objectives is
necessarily subject to the ability of municipal issuers to meet their payment
obligations. In addition, the portfolios of the Funds will be affected by
general changes in interest rates which will result in increases or decreases in
the value of the obligations held by the Funds. Investors should recognize that,
in periods of declining interest rates, the yield of the Funds will tend to be
somewhat higher than prevailing market rates, and in periods of rising interest
rates, the yield of the Funds will tend to be somewhat lower. Also, when
interest rates are falling, the inflow of net new money to the Funds from the
continuous sale of its shares will likely be invested in portfolio instruments
producing lower yields than the balance of each Fund's portfolio, thereby
reducing the current yield of the Funds. In periods of rising interest rates,
the opposite can be expected to occur. In addition since Evergreen
Short-Intermediate Municipal Fund-California will invest primarily in California
Municipal Securities, there are certain specific factors and considerations
concerning California which may affect the credit and market risk of the
Municipal Securities that Evergreen Short-Intermediate Municipal Fund-California
purchases. These factors are described in the Appendix to this Prospectus.

Municipal Securities. As noted above, the Funds will invest substantially all of
their assets in Municipal Securities. These include Municipal Securities,
short-term municipal notes and tax exempt commercial paper. "Municipal
Securities" are debt obligations issued to obtain funds for various public
purposes that are exempt from Federal income tax in the opinion of issuer's
counsel. The two principal classifications of Municipal Securities are "general
obligation" and "revenue" bonds. General obligation bonds are secured by the
issuer's pledge of its full faith, credit and taxing power for the payment of
principal and interest. Revenue bonds are payable only from the revenues derived
from a particular facility or class of facilities or, in some cases, from the
proceeds of a special excise tax or other specific source such as from the user
of the facility being financed. The term "Municipal Securities" also includes
"moral obligation" issues which are normally issued by special purpose
authorities. Industrial development bonds ("IDBs") and private activity bonds
("PABs") are in most cases revenue bonds and are not payable from the
unrestricted revenues of the issuer. The credit quality of IDBs and PABs is
usually directly related to the credit standing of the corporate user of the
facilities being financed. Participation interests are interests in Municipal
Securities, including IDBs and PABs, and floating and variable rate obligations
that are owned by banks. These interests carry a demand feature permitting the
holder to tender them back to the bank, which demand feature is backed by an
irrevocable letter of credit or guarantee of the bank. A put bond is a municipal
bond which gives the holder the unconditional right to sell the bond back to the
issuer at a specified price and exercise date, which is typically well in
advance of the bond's maturity date. "Short-term municipal notes" and "tax
exempt commercial paper" include tax anticipation notes, bond anticipation
notes, revenue anticipation notes and other forms of short-term loans. Such
notes are issued with a short-term maturity in anticipation of the receipt of
tax funds, the proceeds of bond placements and other revenues.

Municipal Bond Insurance. The Evergreen High Grade Tax Free Fund will require
municipal bond insurance when purchasing Municipal Securities which would not
otherwise meet the Fund's quality standards. The Evergreen High Grade Tax Free
Fund may also require insurance when, in the opinion of the Fund's investment
adviser, such insurance would benefit the Fund (for example, through improvement
of portfolio quality or increased liquidity of certain securities). The purpose
of municipal bond insurance is to guarantee the timely payment of principal at
maturity and interest.

Securities in the Evergreen High Grade Tax Free Fund's portfolio may be
insured in one of two ways: (1) by a policy applicable to a specific security,
obtained by the issuer of the security or by a third party ("Issuer-Obtained
Insurance") or (2) under master insurance policies issued by municipal bond
insurers, purchased by the Fund (the "Policies"). If a security's coverage is
Issuer-Obtained, then that security does not need to be covered in the Policies.
The Fund may purchase Policies from Municipal Bond Investors Assurance Corp.,
AMBAC Indemnity Corporation, and Financial Guaranty Insurance Company, or any
other municipal bond insurer which is rated Aaa by Moody's or AAA by S&P. A more
detailed description of these insurers may be found in the Statement of
Additional Information. Annual premiums for these Policies are paid by the Fund
and are estimated to range from 0.10% to 0.25% of the value of the municipal
securities covered under the Policies, with an average annual premium rate of
approximately 0.175%. While the insurance feature reduces financial risk, the
cost thereof and the restrictions on investments imposed by the guidelines in
the Policies reduce the yield to shareholders.

Floating Rate and Variable Rate Obligations. Municipal Securities also include
certain variable rate and floating rate municipal obligations with or without
demand features. These variable rate securities do not have fixed interest
rates; rather, those rates fluctuate based upon changes in specified market
rates, such as the prime rate, or are adjusted at predesignated periodic
intervals. Certain of these obligations may carry a demand feature that gives
the Funds the right to demand prepayment of the principal amount of the security
prior to its maturity date. The demand obligation may or may not be backed by
letters of credit or other guarantees of banks or other financial institutions.
Such guarantees may enhance the quality of the security. The Funds will limit
the value of their investments in any floating or variable rate securities which
are not readily marketable to 10% or less of their total assets.

When-Issued Securities. The Funds may purchase securities on a "when-issued"
basis (i.e., for delivery beyond the normal settlement date at a stated price
and yield). A Fund generally would not pay for such securities or start earning
interest on them until they are received. However, when a Fund purchases
securities on a when-issued basis, it assumes the risks of ownership at the time
of purchase, not at the time of receipt. Failure of the issuer to deliver a
security purchased by a Fund on a when-issued basis may result in the Fund
incurring a loss or missing an opportunity to make an alternative investment.
Evergreen Short-Intermediate Municipal Fund-California and Evergreen
Short-Intermediate Municipal Fund do not expect that commitments to purchase
when-issued securities will normally exceed 25% of their total assets and
Evergreen High Grade Tax Free Fund does not expect that such commitments will
exceed 20% of its assets. The Funds do not intend to purchase when-issued
securities for speculative purposes but only in furtherance of their investment
objective.

Stand-by Commitments. The Funds may also acquire "stand-by commitments" with
respect to Municipal Securities held in their portfolio. Under a stand-by
commitment, a dealer agrees to purchase, at a Fund's option, specified Municipal
Securities at a specified price. Failure of the dealer to purchase such
Municipal Securities may result in a Fund incurring a loss or missing an
opportunity to make an alternative investment. Each Fund expects that stand-by
commitments generally will be available without the payment of direct or
indirect consideration. However, if necessary and advisable, a Fund may pay for
stand-by commitments either separately in cash or by paying a higher price for
portfolio securities which are acquired subject to such a commitment (thus
reducing the yield to maturity otherwise available for the same securities). The
total amount paid in either manner for outstanding stand-by commitments held in
each Fund's portfolio will not exceed 10% of the value of the Fund's total
assets calculated immediately after each stand-by commitment is acquired. The
Funds will maintain cash or liquid high grade debt obligations in a segregated
account with its custodian in an amount equal to such commitments. The Funds
will enter into stand-by commitments only with banks and broker-dealers that, in
the judgment of the Fund's investment adviser, present minimal credit risks.

Taxable Investments. Evergreen High Grade Tax Free Fund and Evergreen
Short-Intermediate Municipal Fund-California may temporarily invest up to 20% of
their assets in taxable securities, and Evergreen Short-Intermediate Municipal
Fund may temporarily invest its assets so that not more than 20% of its annual
interest income will be derived from taxable securities, under any one or more
of the following circumstances: (a) pending investment of proceeds of sale of
Fund shares or of portfolio securities, (b) pending settlement of purchases of
portfolio securities, and (c) to maintain liquidity for the purpose of meeting
anticipated redemptions. In addition, each such Fund may temporarily invest more
than 20% of its total assets in taxable securities for defensive purposes. Each
Fund may invest for defensive purposes during periods when each Fund's assets
available for investment exceed the available Municipal Securities that meet
each Fund's quality and other investment criteria. Taxable securities in which
the Funds may invest on a short-term basis include obligations of the United
States Government, its agencies or instrumentalities, including repurchase
agreements with banks or securities dealers involving such securities; time
deposits maturing in not more than seven days; other debt securities rated
within the two highest ratings assigned by any major rating service; commercial
paper rated in the highest grade by Moody's, S&P or any SRO; and certificates of
deposit issued by United States branches of United States banks with assets of
$1 billion or more.

Repurchase Agreements. The Funds may enter into repurchase agreements with
member banks of the Federal Reserve System, including State Street Bank and
Trust Company, the Funds' custodian ("State Street" or the "Custodian"), or
"primary dealers" (as designated by the Federal Reserve Bank of New York) in
United States Government securities. A repurchase agreement is an arrangement
pursuant to which a buyer purchases a security and simultaneously agrees to
resell it to the vendor at a price that results in an agreed-upon market rate of
return which is effective for the period of time (which is normally one to seven
days, but may be longer) the buyer's money is invested in the security. The
arrangement results in a fixed rate of return that is not subject to market
fluctuations during a Fund's holding period. Each Fund requires continued
maintenance of collateral with its Custodian in an amount equal to, or in excess
of, the market value of the securities, including accrued interest, which are
the subject of a repurchase agreement. In the event a vendor defaults on its
repurchase obligation, the Fund might suffer a loss to the extent that the
proceeds from the sale of the collateral were less than the repurchase price. If
the vendor becomes the subject of bankruptcy proceedings, a Fund might be
delayed in selling the collateral. Each Fund's investment adviser will review
and continually monitor the creditworthiness of each institution with which a
Fund enters into a repurchase agreement to evaluate these risks. Evergreen
Short-Intermediate Municipal Fund-California and Evergreen Short-Intermediate
Municipal Fund may not enter into repurchase agreements if, as a result, more
than 10% of either Fund's net assets would be invested in repurchase agreements
maturing in more than seven days and Evergreen High Grade Tax Free Fund may not
so invest more than 15% of its net assets.

Illiquid Securities. The Funds may invest up to 15% of their net assets in
illiquid securities and other securities which are not readily marketable,
except that Evergreen Short-Intermediate Municipal Fund-California and Evergreen
Short-Intermediate Municipal Fund may only invest up to 10% of their assets in
repurchase agreements with maturities longer than seven days. In the case of
Evergreen Short-Intermediate Municipal Fund-California and Evergreen
Short-Intermediate Municipal Fund securities eligible for resale pursuant to
Rule 144A under the Securities Act of 1933, which have been determined to be
liquid, will not be considered by the Fund's investment adviser to be illiquid
or not readily marketable and, therefore, are not subject to the aforementioned
15% limit. Evergreen High Grade Tax Free Fund may invest up to 10% of its assets
in securities subject to restrictions on resale under the federal securities
laws. The inability of a Fund to dispose of illiquid or not readily marketable
investments readily or at a reasonable price could impair the Fund's ability to
raise cash for redemptions or other purposes. The liquidity of securities
purchased by a Fund which are eligible for resale pursuant to Rule 144A will be
monitored by each Fund's investment adviser on an ongoing basis, subject to the
oversight of the Trustees. In the event that such a security is deemed to be no
longer liquid, a Fund's holdings will be reviewed to determine what action, if
any, is required to ensure that the retention of such security does not result
in a Fund having more than 15% of its assets invested in illiquid or not readily
marketable securities.

Other Investment Policies. The Funds may borrow funds and agree to sell
portfolio securities to financial institutions such as banks and broker-dealers
and to repurchase them at a mutually agreed upon date and price (a "reverse
repurchase agreement") for temporary or emergency purposes. In the case of
Evergreen Short-Intermediate Municipal Fund-California and Evergreen
Short-Intermediate Municipal Fund borrowings may be in amounts up to 10% of the
value of each Fund's total assets at the time of such borrowing. Evergreen High
Grade Tax Free Fund may borrow in amounts up to one-third of its net assets. At
the time a Fund enters into a reverse repurchase agreement, it will place in a
segregated custodial account cash, United States Government securities or liquid
high grade debt obligations having a value equal to the repurchase price
(including accrued interest) and will subsequently monitor the account to ensure
that such equivalent value is maintained. Reverse repurchase agreements involve
the risk that the market value of the securities sold by a Fund may decline
below the repurchase price of those securities. Evergreen Short-Intermediate
Municipal Fund and Evergreen Short-Intermediate Municipal Fund-California will
not enter into reverse repurchase agreements exceeding 5% of the value of its
total assets and will not purchase any securities whenever any borrowings
(including reverse repurchase agreements) are outstanding.

In order to generate income and to offset expenses, the Funds may lend
portfolio securities to brokers, dealers and other financial organizations. Each
Fund's investment adviser will monitor the creditworthiness of such borrowers.
Loans of securities by a Fund, if and when made, may not exceed 30% of each
Fund's total assets, or in the case of Evergreen High Grade Tax Free Fund 15%,
and will be collateralized by cash, letters of credit or U.S. government
securities that are maintained at all times in an amount equal to at least 100
percent of the current market value of the loaned securities, including accrued
interest. While such securities are on loan, the borrower will pay a Fund any
income accruing thereon, and the Fund may invest the cash collateral, thereby
increasing its return. A Fund will have the right to call any such loan and
obtain the securities loaned at any time on five days' notice. Any gain or loss
in the market price of the loaned securities which occurs during the term of the
loan would affect a Fund and its investors. A Fund may pay reasonable fees in
connection with such loans.

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MANAGEMENT OF THE FUNDS
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INVESTMENT ADVISERS

The management of each Fund is supervised by the Trustees of the Trust
under which the Fund has been established ("Trustees").. Evergreen Asset
Management Corp. ("Evergreen Asset") has been retained by Evergreen
Short-Intermediate Municipal Fund and Evergreen Short-Intermediate Municipal
Fund-California as investment adviser. Evergreen Asset succeeded on June 30,
1994 to the advisory business of the same name, but under different ownership,
which was organized in 1971. Evergreen Asset, with its predecessors, has served
as investment adviser to the Evergreen mutual funds since 1971. Evergreen Asset
is a wholly-owned subsidiary of First Union National Bank of North Carolina
("FUNB"). The address of Evergreen Asset is 2500 Westchester Avenue, Purchase,
New York 10577. FUNB is a subsidiary of First Union Corporation ("First Union"),
one of the ten largest bank holding companies in the United States. Stephen A.
Lieber and Nola Maddox Falcone serve as the chief investment officers of
Evergreen Asset and, along with Theodore J. Israel, Jr., were the owners of
Evergreen Asset's predecessor and the former general partners of Lieber &
Company, which, as described below, provides certain subadvisory services to
Evergreen Asset in connection with its duties as investment adviser to the
Funds. The Capital Management Group of FUNB ("CMG") serves as investment adviser
to Evergreen High Grade Tax Free Fund.

Evergreen Asset manages investments, provides various administrative
services and supervises the daily business affairs of Evergreen
Short-Intermediate Municipal Fund and Evergreen Short-Intermediate Municipal
Fund-California, subject to the authority of the Trustees. Under its investment
advisory agreement with Evergreen Short-Intermediate Municipal Fund-California
Evergreen Asset is entitled to receive an annual fee equal to .55 of 1% of the
Fund's average daily net assets. Under its investment advisory agreement with
Evergreen Short-Intermediate Municipal Fund, Evergreen Asset is entitled to
receive an annual fee equal to .50 of 1% of each Fund's average daily net
assets. The total expense ratios of Evergreen Short-Intermediate Municipal Fund
and Evergreen Short-Intermediate Municipal Fund-California for the fiscal period
ended August 31, 1994, are set forth in the section entitled "Financial
Highlights". CMG manages investments and supervises the daily business affairs
of Evergreen High Grade Tax Free Fund and, as compensation therefor, is entitled
to receive an annual fee equal to .50 of 1% of average daily net assets of
Evergreen High Grade Tax Free Fund. The total expense ratios of Evergreen High
Grade Tax Free Fund for the fiscal period ended December 31, 1994, are set forth
in the section entitled "Financial Highlights". Evergreen Asset serves as
administrator to Evergreen High Grade Tax Free Fund and is entitled to receive a
fee based on the average daily net assets of the Fund at a rate based on the
total assets of the mutual funds administered by Evergreen Asset for which CMG
or Evergreen Asset also serve as investment adviser, calculated in accordance
with the following schedule: .050% of the first $7 billion; .035% on the next $3
billion; .030% on the next $5 billion; .020% on the next $10 billion; .015% on
the next $5 billion; and .010% on assets in excess of $30 billion. Furman Selz
Incorporated, the parent of Evergreen Funds Distributor, Inc., distributor for
the Evergreen group of mutual funds, serves as sub-administrator to Evergreen
High Grade Tax Free Fund and is entitled to receive a fee from the Fund
calculated on the average daily net assets of the Fund at a rate based on the
total assets of the mutual funds administered by Evergreen Asset for which CMG
or Evergreen Asset also serve as investment adviser, calculated in accordance
with the following schedule: .0100% of the first $7 billion; .0075% on the next
$3 billion; .0050% on the next $15 billion; and .0040% on assets in excess of
$25 billion. The total assets of the mutual funds administered by Evergreen
Asset for which CMG or Evergreen Asset serve as investment adviser as of March
31, 1995 were approximately $8 billion.

The portfolio manager of Evergreen High Grade Tax Free Fund is James T.
Colby, III. Mr. Colby is a Vice President of CMG and has been associated with
Evergreen Asset and its predecessor since 1992. He has served as portfolio
manager of the Fund since June, 1995 and, since that fund's inception in 1992,
was portfolio manager of Evergreen National Tax Free Fund, whose assets were
acquired by the Fund on July 7, 1995. Prior to joining Evergreen Asset, Mr.
Colby served as Vice President-Investments at American Express Company from 1987
to 1992. The portfolio manager for Evergreen Short-Intermediate Municipal
Fund-California and Evergreen Short-Intermediate Municipal Fund is Steven C.
Shachat. Mr. Shachat has been associated with Evergreen Asset and its
predecessor since prior to 1989 and has served as portfolio manager of these
Funds since their inception.

SUB-ADVISER

Evergreen Asset has entered into sub-advisory agreements with Lieber &
Company which provides that Lieber & Company's research department and staff
will furnish Evergreen Asset with information, investment recommendations,
advice and assistance, and will be generally available for consultation on the
portfolios of Evergreen Short-Intermediate Municipal Fund-California and
Evergreen Short-Intermediate Municipal Fund. Lieber & Company will be reimbursed
by Evergreen Asset in connection with the rendering of services on the basis of
the direct and indirect costs of performing such services. There is no
additional charge to Evergreen Short-Intermediate Municipal Fund-California and
Evergreen Short-Intermediate Municipal Fund for the services provided by Lieber
& Company. The address of Lieber & Company is 2500 Westchester Avenue, Purchase,
New York 10577. Lieber & Company is an indirect, wholly-owned, subsidiary of
First Union.

DISTRIBUTION PLANS AND AGREEMENTS

Rule 12b-1 under the Investment Company Act of 1940 permits an
investment company to pay expenses associated with the distribution of its
shares in accordance with a duly adopted plan. Each Fund has adopted for each of
its Class A and Class B shares a Rule 12b-1 plan (each a "Plan" or collectively
the "Plans"). Under the Plans, each Fund may incur distribution-related and
shareholder servicing-related expenses which may not exceed an annual rate of
.75 of 1% of the aggregate average daily net assets attributable to each Fund's
Class A shares, 1.00% of the aggregate average daily net assets attributable to
the Class B shares of Evergreen Short-Intermediate Municipal Fund-California and
Evergreen Short-Intermediate Municipal Fund, and .75 of 1% of the aggregate
average daily net assets attributable to the Class B shares of Evergreen High
Grade Municipal Fund. Payments under the Plans adopted with respect to Class A
shares are currently voluntarily limited to .25 of 1% of each Fund's aggregate
average daily net assets attributable to Class A shares. The Plans provide that
a portion of the fee payable thereunder may constitute a service fee to be used
for providing ongoing personal services and/or the maintenance of shareholder
accounts. Evergreen High Grade Tax Free Fund has, in addition to the Plans
adopted with respect to its Class B shares, adopted a shareholder service plan
("Service Plan") relating to the Class B shares which permit the Fund to incur a
fee of up to .25 of 1% of the aggregate average daily net assets attributable to
the Class B shares for ongoing personal services and/or the maintenance of
shareholder accounts. Such service fee payments to financial intermediaries for
such purposes, whether pursuant to a Plan or Service Plan, will not to exceed
.25% of the aggregate average daily net assets attributable to each Class of
shares of each Fund.

Each Fund has also entered into a distribution agreement (each a
"Distribution Agreement" or collectively the "Distribution Agreements") with
Evergreen Funds Distributor, Inc. ("EFD"). Pursuant to the Distribution
Agreements, each Fund will compensate EFD for its services as distributor at a
rate which may not exceed an annual rate of .25 of 1% of a Fund's aggregate
average daily net assets attributable to Class A shares and .75 of 1% of a
Fund's aggregate average daily net assets attributable to the Class B shares.
The Distribution Agreements provide that EFD will use the distribution fee
received from a Fund for payments (i) to compensate broker-dealers or other
persons for distributing shares of the Funds, including interest and principal
payments made in respect of amounts paid to broker-dealers or other persons that
have been financed (EFD may assign its rights to receive compensation under the
Plans to secure such financings), (ii) to otherwise promote the sale of shares
of the Fund, and (iii) to compensate broker-dealers, depository institutions and
other financial intermediaries for providing administrative, accounting and
other services with respect to the Fund's shareholders. The financing of
payments made by EFD to compensate broker-dealers or other persons for
distributing shares of the Funds may be provided by First Union or its
affiliates. The Funds may also make payments under the Plans (and in the case of
Evergreen High Grade Tax Free Fund, the Service Plan), in amounts up to .25 of
1% of a Fund's aggregate average daily net assets on an annual basis
attributable to Class B shares, to compensate organizations, which may include
EFD and each Fund's investment adviser or their affiliates, for personal
services rendered to shareholders and/or the maintenance of shareholder
accounts.

The Plans and Service Plans are in compliance with rules of the
National Association of Securities Dealers, Inc. which effectively limit the
annual asset-based sales charges and service fees that a mutual fund may pay on
a class of shares to .75 of 1% and .25 of 1%, respectively, of the average
annual net assets attributable to that class. The rules also limit the aggregate
of all front-end, deferred and asset-based sales charges imposed with respect to
a class of shares by a mutual fund that also charges a service fee to 6.25% of
cumulative gross sales of shares of that class, plus interest at the prime rate
plus 1% per annum.

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PURCHASE AND REDEMPTION OF SHARES
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HOW TO BUY SHARES

You can purchase shares of any of the Funds through broker-dealers,
banks or other financial intermediaries, or directly through EFD. The minimum
initial investment is $1,000, which may be waived in certain situations. There
is no minimum for subsequent investments. Investments of $25 or more are allowed
under the systematic investment plan . Share certificates are not issued for
Class A and Class B shares. In states where EFD is not registered as a
broker-dealer shares of a Fund will only be sold through other broker-dealers or
other financial institutions that are registered. See the Share Purchase
Application and Statement of Additional Information for more information. Only
Class A and Class B shares are offered through this Prospectus (see "General
Information" - "Other Classes of Shares").

Class A Shares-Front-End Sales Charge Alternative. You can purchase Class A
shares at net asset value plus an initial sales charge, as follows:

Initial Sales Charge

When Class A shares are sold, EFD will normally retain a portion of the
applicable sales charge and pay the balance to the broker-dealer or other
financial intermediary through whom the sale was made. EFD may also pay fees to
banks from sales charges for services performed on behalf of the bank's
customers in connection with the purchase of shares of the Funds. In addition to
compensation paid at the time of sale, entities whose clients have purchased
Class A shares may receive a trailing commission equal to .10 of 1% of the
aggregate average daily net assets attributable to Class A shares of Evergreen
Short-Intermediate Municipal Fund-California and Evergreen Short-Intermediate
Municipal Fund held by their clients, and .25 of 1% of aggregate average daily
net assets attributable to Class A shares of Evergreen High Grade Tax Free Fund
held by their clients. Certain purchases of Class A shares may qualify for
reduced sales charges in accordance with a Fund's Combined Purchase Privilege,
Cumulative Quantity Discount, Statement of Intention, Privilege for Certain
Retirement Plans and Reinstatement Privilege. Consult the Share Purchase
Application and Statement of Additional Information for additional information
concerning these reduced sales charges.

Year Since Purchase Contingent Deferred Sales Charge
FIRST 5%
SECOND 4%
THIRD and FOURTH 3%
FIFTH 2%
SIXTH and SEVENTH 1%

The CDSC is deducted from the amount of the redemption and is paid to EFD. The
CDSC will be waived on redemptions of shares following the death or disability
of a shareholder, to meet distribution requirements for certain qualified
retirement plans or in the case of certain redemptions made under a Fund's
Systematic Cash Withdrawal Plan. Class B shares are subject to higher
distribution and/or shareholder service fees than Class A shares for a period of
seven years (after which they convert to Class A shares). The higher fees mean a
higher expense ratio, so Class B shares pay correspondingly lower dividends and
may have a lower net asset value than Class A shares. See the Statement of
Additional Information for further details.

How the Funds Value Their Shares. The net asset value of each Class of shares of
a Fund is calculated by dividing the value of the amount of the Fund's net
assets attributable to that Class by the outstanding shares of that Class.
Shares are valued each day the New York Stock Exchange (the "Exchange") is open
as of the close of regular trading (currently 4:00 p.m. Eastern time). The
securities in a Fund are valued at their current market value determined on the
basis of market quotations or, if such quotations are not readily available,
such other methods as the Trustees believe would accurately reflect fair market
value. Certain financial intermediaries may require that you give instructions
earlier than 4:00 p.m.

In addition to the discount or commission paid to dealers, EFD will
from time to time pay to dealers additional cash or other incentives that are
conditioned upon the sale of a specified minimum dollar amount of shares of a
Fund and/or other Evergreen Mutual Funds. Such incentives will take the form of
payment for attendance at seminars, lunches, dinners, sporting events or theater
performances, or payment for travel, lodging and entertainment incurred in
connection with travel by persons associated with a dealer and their immediate
family members to urban or resort locations within or outside the United States.
Such a dealer may elect to receive cash incentives of equivalent amount in lieu
of such payments.

Additional Purchase Information. As a condition of this offering, if a purchase
is canceled due to nonpayment or because an investor's check does not clear, the
investor will be responsible for any loss a Fund or the Fund's investment
adviser incurs. If such investor is an existing shareholder, a Fund may redeem
shares from an investor's account to reimburse the Fund or its investment
adviser for any loss. In addition, such investors may be prohibited or
restricted from making further purchases in any of the Evergreen mutual funds.

HOW TO REDEEM SHARES

You may "redeem", i.e., sell your shares in a Fund to the Fund on any
day the Exchange is open, either directly or through your financial
intermediary. The price you will receive is the net asset value (less any
applicable CDSC for Class B shares) next calculated after the Fund receives your
request in proper form. Proceeds generally will be sent to you within seven
days. However, for shares recently purchased by check, a Fund will not send
proceeds until it is reasonably satisfied that the check has been collected
(which may take up to 15 days). Once a redemption request has been telephoned or
mailed, it is irrevocable and may not be modified or canceled.

Redeeming Shares Through Your Financial Intermediary. A Fund must receive
instructions from your financial intermediary before 4:00 p.m. Eastern time for
you to receive that day's net asset value (less any applicable CDSC for Class B
shares). Your financial intermediary is responsible for furnishing all necessary
documentation to a Fund and may charge you for this service.

Shareholders may withdraw amounts of $1,000 or more from their accounts
by calling the phone number on the front page of this Prospectus between the
hours of 8:00 a.m. and 5:30 p.m.(Eastern time) each business day (i.e., any
weekday exclusive of days on which the Exchange or State Street's offices are
closed). The Exchange is closed on New Year's Day, Presidents' Day, Good Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day.
Redemption requests made after 4:00 p.m. (Eastern time) will be processed using
the net asset value determined on the next business day. Such redemption
requests must include the shareholder's account name, as registered with a Fund,
and the account number. During periods of drastic economic or market changes,
shareholders may experience difficulty in effecting telephone redemptions.
Shareholders who are unable to reach a Fund by telephone should follow the
procedures outlined above for redemption by mail.

The telephone redemption service is not made available to shareholders
automatically. Shareholders wishing to use the telephone redemption service must
indicate this on the Share Purchase Application and choose how the redemption
proceeds are to be paid. Redemption proceeds will either (i) be mailed by check
to the shareholder at the address in which the account is registered or (ii) be
wired to an account with the same registration as the shareholder's account in a
Fund at a designated commercial bank. State Street currently deducts a $5 wire
charge from all redemption proceeds wired. This charge is subject to change
without notice. A shareholder who decides later to use this service, or to
change instructions already given, should fill out a Shareholder Services Form
and send it to State Street Bank and Trust Company, P.O. Box 9021, Boston,
Massachusetts 02205-9827, with such shareholder's signature guaranteed by a bank
or trust company (not a Notary Public), a member firm of a domestic stock
exchange or by other financial institutions whose guarantees are acceptable to
State Street. Shareholders should allow approximately ten days for such form to
be processed. The Funds will employ reasonable procedures to verify that
telephone requests are genuine. These procedures include requiring some form of
personal identification prior to acting upon instructions and tape recording of
conversations. If a Fund fails to follow such procedures, it may be liable for
any losses due to unauthorized or fraudulent instructions. A Fund shall not be
liable for following telephone instructions reasonably believed to be genuine.
Also, the Funds reserve the right to refuse a telephone redemption request, if
it is believed advisable to do so. Financial intermediaries may charge a fee for
handling telephonic requests. The telephone redemption option may be suspended
or terminated at any time without notice.

EXCHANGE PRIVILEGE

Each of the Evergreen mutual funds have different investment objectives
and policies. For complete information, a prospectus of the fund into which an
exchange will be made should be read prior to the exchange. An exchange is
treated for Federal income tax purposes as a redemption and purchase of shares
and may result in the realization of a capital gain or loss. Shareholders are
limited to five exchanges per calendar year, with a maximum of three per
calendar quarter. This exchange privilege may be modified or discontinued at any
time by the Fund upon sixty days' notice to shareholders and is only available
in states in which shares of the fund being acquired may lawfully be sold.

No CDSC will be imposed in the event Class B shares are exchanged for
Class B shares of other Evergreen mutual funds. If you redeem shares, the CDSC
applicable to the Class B shares of the Evergreen mutual fund originally
purchased for cash is applied. Also, Class B shares will continue to age
following an exchange for purposes of conversion to Class A shares and
determining the amount of the applicable CDSC.

SHAREHOLDER SERVICES

The Funds offer the following shareholder services. For more
information about these services or your account, contact your financial
intermediary, EFD or the toll-free number the phone number on the front page of
this Prospectus.
Some services are described in more detail in the Share Purchase Application.

Systematic Investment Plan. You may make monthly or quarterly investments into
an existing account automatically in amounts of not less than $25.

Systematic Cash Withdrawal Plan. When an account of $10,000 or more is opened or
when an existing account reaches that size, you may participate in the
Systematic Cash Withdrawal Plan by filling out the appropriate part of the Share
Purchase Application. Under this plan, you may receive (or designate a third
party to receive) a monthly or quarterly check in a stated amount of not less
than $100. Fund shares will be redeemed as necessary to meet withdrawal
payments. All participants must elect to have their dividends and capital gain
distributions reinvested automatically. Any applicable Class B CDSC will be
waived with respect to redemptions occurring under a Systematic Cash Withdrawal
Plan during a calendar year to the extent that such redemptions do not exceed
10% of (i) the initial value of the account plus (ii) the value, at the time of
purchase, of any subsequent investments.

Automatic Reinvestment Plan. For the convenience of investors, all dividends and
distributions are automatically reinvested in full and fractional shares of a
Fund at the net asset value per share on the last business day of each month,
unless otherwise requested by a shareholder in writing. If the transfer agent
does not receive a written request for subsequent dividends and/or distributions
to be paid in cash at least three full business days prior to a given record
date, the dividends and/or distributions to be paid to a shareholder will be
reinvested. If you elect to receive dividends and distributions in cash and the
U.S. Postal Service cannot deliver the checks, or if the checks remain uncashed
for six months, the checks will be reinvested into your account at the then
current net asset value.

EFFECT OF BANKING LAWS

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OTHER INFORMATION
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DIVIDENDS, DISTRIBUTIONS AND TAXES

Income dividends are declared daily and paid monthly. Distributions of
any net realized gains of a Fund will be made at least annually. Shareholders
will begin to earn dividends on the first business day after shares are
purchased unless shares were not paid for, in which case dividends are not
earned until the next business day after payment is received. Each Fund has
qualified and intends to continue to qualify to be treated as a regulated
investment company under the Internal Revenue Code (the "Code"). While so
qualified, so long as each Fund distributes all of its investment company
taxable income and any net realized gains to shareholders, it is expected that
the Funds will not be required to pay any Federal income taxes. A 4%
nondeductible excise tax will be imposed on a Fund if it does not meet certain
distribution requirements by the end of each calendar year. Each Fund
anticipates meeting such distribution requirements.

The Funds will designate and pay exempt-interest dividends derived from
interest earned on qualifying tax-exempt obligations. Such exempt-interest
dividends may be excluded by shareholders of a Fund from their gross income for
Federal income tax purposes, however (1) all or a portion of such
exempt-interest dividends may be a specific preference item for purposes of the
Federal individual and corporate alternative minimum taxes to the extent that
they are derived from certain types of private activity bonds issued after
August 7, 1986, and (2) all exempt-interest dividends will be a component of the
"adjusted current earnings" for purposes of the Federal corporate alternative
minimum tax.

Dividends paid from taxable income, if any, and distributions of any
net realized short-term capital gains (whether from tax exempt or taxable
obligations) are taxable as ordinary income and long-term capital gain
distributions are taxable as long-term capital gains, even though received in
additional shares of the Fund, and regardless of the investors holding period
relating to the shares with respect to which such gains are distributed. Market
discount recognized on taxable and tax-exempt bonds is taxable as ordinary
income, not as excludable income. Under current law, the highest Federal income
tax rate applicable to net long-term gains realized by individuals is 28%. The
rate applicable to corporations is 35%.

Since each Fund's gross income is ordinarily expected to be tax exempt
interest income, it is not expected that the 70% dividends-received deduction
for corporations will be applicable. Specific questions should be addressed to
the investor's own tax adviser.

Each Fund is required by Federal law to withhold 31% of reportable
payments (which may include dividends, capital gains distributions (if any) and
redemptions) paid to certain shareholders. In order to avoid this backup
withholding requirement, each investor must certify on the Share Purchase
Application, or on a separate form supplied by State Street, that the investor's
social security or taxpayer identification number is correct and that the
investor is not currently subject to backup withholding or is exempt from backup
withholding.

For Evergreen Short-Intermediate Municipal Fund-California, so long as
the Fund remains qualified under Subchapter M of the Code for federal purposes
and qualified as a diversified management investment company, then under current
California law, the Fund is entitled to pass through to its shareholders the
tax-exempt income it earns. To the extent that Fund dividends are derived from
earnings on California Municipal Securities, such dividends will be exempt from
California personal income taxes when received by the Fund's shareholders,
provided the Fund has complied with the requirement that at least 50% of its
assets be invested in California Municipal Securities. For California income tax
purposes, long-term capital gains distributions are taxable as ordinary income.

Statements describing the tax status of shareholders' dividends and
distributions will be mailed annually by the Funds. These statements will set
forth the amount of income exempt from Federal and, if applicable, state
taxation (including California), and the amount, if any, subject to Federal and
state taxation. Moreover, to the extent necessary, these statements will
indicate the amount of exempt-interest dividends which are a specific preference
item for purposes of the Federal individual and corporate alternative minimum
taxes. The exemption of interest income for Federal income tax purposes does not
necessarily result in exemption under the income or other tax law of any state
or local taxing authority. Investors should consult their own tax advisers about
the status of distributions from the Funds in their states and localities. Each
Fund notifies shareholders annually as to the interest exempt from Federal taxes
earned by the Fund.

A shareholder who acquires Class A shares of a Fund and sells or
otherwise disposes of such shares within 90 days of acquisition may not be
allowed to include certain sales charges incurred in acquiring such shares for
purposes of calculating gain and loss realized upon a sale or exchange of shares
of the Fund.

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE

A discussion of the performance of Evergreen Short-Intermediate
Municipal Fund-California and Evergreen Short-Intermediate Municipal Fund for
their most recent fiscal year is set forth below. A similar discussion relating
to Evergreen High Grade Municipal Fund is contained in the annual report of such
Fund for the fiscal year ended December 31, 1994.

Evergreen Short-Intermediate Municipal Fund. The Fund's total return for the
fiscal year ending August 31, 1994 was +1.42%, versus the Lehman Brothers 3-Year
Municipal Bond Index, which rose + 2.38%, and the Lehman Brothers 5-Year
Municipal Bond Index, which increased + 2.01%. As the economy picked up momentum
and the Federal Reserve started tightening, interest rates in the fixed-income
markets climbed in every maturity range. As a result, the Fund moved to a more
defensive position during the last half of the fiscal year in order to moderate
price volatility. The Fund's investment adviser reduced the Fund's weighted
average maturities and durations, and adjusted the holdings by selling
securities most sensitive to price declines in a rising environment such as
bonds trading at a discount. Proceeds were reinvested in premium-based, high
quality bonds. The strategy of the Fund as of August 31, 1994 was to remain
relatively short in the one to three-year range as we look to purchase
investment grade, non-callable bonds.

[CHART]

Evergreen Short-Intermediate Municipal Fund - California. The Fund's total
return for the fiscal year ending August 31, 1994 was 1.84%, versus the Lehman
Brothers 3-Year California Municipal Bond Index, which rose +2.38% and the
Lehman Brothers California Municipal Bond Index, which increased + 2.21%.

As the economy picked up momentum and the Federal Reserve started
tightening, interest rates in the fixed-income markets climbed in every maturity
range. As a result, the Fund moved to a more defensive position during the last
half of the fiscal year in order to moderate price volatility. The investment
adviser reduced the Fund's weighted average maturities and durations, and
adjusted the holdings by selling securities most sensitive to price declines in
a rising environment such as bonds trading at a discount. Proceeds were
reinvested in premium-based, high quality bonds. The strategy of the Fund
strategy as of August 31, 1994, is to remain relatively short in the one to
three-year range as we look to purchase investment grade, non callable bonds.

[CHART]

GENERAL INFORMATION

Organization. Evergreen Short-Intermediate Municipal Fund and Evergreen
Short-Intermediate Municipal Fund - California are separate investment series of
Evergreen Municipal Trust, a Massachusetts business trust organized in 1988.
Evergreen High Grade Tax Free Fund is a separate investment series of Evergreen
Investment Trust (formerly First Union Funds), which is a Massachusetts business
trust organized in 1984. The Funds do not intend to hold annual shareholder
meetings; shareholder meetings will be held only when required by applicable
law. Shareholders have available certain procedures for the removal of Trustees.

A shareholder in each class of a Fund will be entitled to his or her
share of all dividends and distributions from a Fund's assets, based upon the
relative value of such shares to those of other Classes of the Fund, and, upon
redeeming shares, will receive the then current net asset value of the Class of
shares of the Fund represented by the redeemed shares less any applicable CDSC.
Each Trust named above is empowered to establish, without shareholder approval,
additional investment series, which may have different investment objectives,
and additional classes of shares for any existing or future series. If an
additional series or class were established in a Fund, each share of the series
or class would normally be entitled to one vote for all purposes. Generally,
shares of each series and class would vote together as a single class on
matters, such as the election of Directors, that affect each series and class in
substantially the same manner. Class A, B and Y shares have identical voting,
dividend, liquidation and other rights, except that each class bears, to the
extent applicable, its own distribution, shareholder service and transfer agency
expenses as well as any other expenses applicable only to a specific class. Each
class of shares votes separately with respect to Rule 12b-1 distribution plans
and other matters for which separate class voting is appropriate under
applicable law. Shares are entitled to dividends as determined by the Trustees
and, in liquidation of a Fund, are entitled to receive the net assets of the
Fund.

Principal Underwriter. EFD, a wholly-owned subsidiary of Furman Selz
Incorporated, located 237 Park Avenue, New York, New York 10017, is the
principal underwriter of the Funds. Furman Selz Incorporated, also acts as
sub-administrator to Evergreen High Grade Tax Free Fund and which provides
certain sub-administrative services to Evergreen Asset in connection with its
role as investment adviser to Evergreen Short-Intermediate Municipal Fund and
Evergreen Short-Intermediate Municipal Fund - California, including providing
personnel to serve as officers of the Funds.

Other Classes of Shares. Each Fund currently offers three classes of shares,
Class A, Class B and Class Y, and may in the future offer additional classes.
Class Y shares are not offered by this Prospectus and are only available to (i)
all shareholders of record in one or more of the Evergreen mutual funds for
which Evergreen Asset serves as investment adviser as of December 30, 1994, (ii)
certain institutional investors and (iii) investment advisory clients of CMG,
Evergreen Asset or their affiliates. The dividends payable with respect to Class
A and Class B shares will be less than those payable with respect to Class Y
shares due to the distribution and distribution related expenses borne by Class
A and Class B shares and the fact that such expenses are not borne by Class Y
shares.

Performance Information. A Fund's performance may be quoted in advertising in
terms of yield or total return. Both types of performance are based on
Securities and Exchange Commission ("SEC") formulas and are not intended to
indicate future performance.

Yield is a way of showing the rate of income a Fund earns on its
investments as a percentage of the Fund's share price. A Fund's yield is
calculated according to accounting methods that are standardized by the SEC for
all stock and bond funds. Because yield accounting methods differ from the
method used for other accounting purposes, a Fund's yield may not equal its
distribution rate, the income paid to your account or the income reported in a
Fund's financial statements. To calculate yield, a Fund takes the interest
income it earned from its portfolio of investments (as defined by the SEC
formula) for a 30-day period (net of expenses), divides it by the average number
of shares entitled to receive dividends, and expresses the result as an
annualized percentage rate based on a Fund's share price at the end of the
30-day period. This yield does not reflect gains or losses from selling
securities.

A Fund may also quote tax-equivalent yields, which show the taxable
yields an investor would have to earn before taxes to equal the Fund's tax-free
yields. A tax-equivalent yield is calculated by dividing a Fund's tax-exempt
yield by the result of one minus a stated Federal tax rate. If only a portion of
a Fund's income was tax-exempt, only that portion is adjusted in the
calculation.

Total returns are based on the overall dollar or percentage change in
the value of a hypothetical investment in a Fund. A Fund's total return shows
its overall change in value including changes in share prices and assumes all a
Fund's distributions are reinvested. A cumulative total return reflects a Fund's
performance over a stated period of time. An average annual total return
reflects the hypothetical annually compounded return that would have produced
the same cumulative total return if a Fund's performance had been constant over
the entire period. Because average annual total returns tend to smooth out
variations in a Fund's return, you should recognize that they are not the same
as actual year-by-year results. To illustrate the components of overall
performance, a Fund may separate its cumulative and average annual total returns
into income results and realized and unrealized gain or loss.

Comparative performance information may also be used from time to time
in advertising or marketing a Fund's shares, including data from Lipper
Analytical Services, Inc., Morningstar and other industry publications. The Fund
may also advertise in items of sales literature an "actual distribution rate"
which is computed by dividing the total ordinary income distributed (which may
include the excess of short-term capital gains over losses) to shareholders for
the latest twelve month period by the maximum public offering price per share on
the last day of the period. Investors should be aware that past performance may
not be reflective of future results.

Liability Under Massachusetts Law. Under Massachusetts law, trustees and
shareholders of a business trust may, in certain circumstances, be held
personally liable for its obligations. The Declaration of Trust under which each
Fund operates provide that no Trustee or shareholder will be personally liable
for the obligations of the Trust and that every written contract made by the
Trust contain a provision to that effect. If any Trustee or shareholder were
required to pay any liability of the Trust, that person would be entitled to
reimbursement from the general assets of the Trust.

<PAGE>

APPENDIX -- CALIFORNIA RISK CONSIDERATIONS

The following information as to certain California risk factors is
given to investors in view of the policy of Evergreen Short-Intermediate
Municipal Fund-California of investing primarily in California state and
municipal issuers. The information is based primarily upon information derived
from public documents relating to securities offerings of California state and
municipal issuers, from independent municipal credit reports and historically
reliable sources but has not been independently verified by the Fund.

Changes in California constitutional and other laws during the last
several years have raised questions about the ability of California state and
municipal issuers to obtain sufficient revenue to pay their bond obligations. In
1978, California voters approved an amendment to the California Constitution
known as Proposition 13. Proposition 13 limits ad valorem taxes on real property
and restricts the ability of taxing entities to increase real property taxes.
Legislation passed subsequent to Proposition 13, however, provided for the
redistribution of California's General Fund surplus to local agencies, the
reallocation of revenues to local agencies, and the assumption of certain local
obligations by the state so as to help California municipal issuers to raise
revenue to pay their bond obligations. It is unknown, however, whether
additional revenue redistribution legislation will be enacted in the future and
whether, if enacted, such legislation would provide sufficient revenue for such
California issuers to pay their obligations. The state is also subject to
another constitutional amendment, Article XIIIB, which may have an adverse
impact on California state and municipal issuers. Article XIIIB restricts the
state from spending certain appropriations in excess of an appropriations limit
imposed for each state and local government entity. If revenues exceed such
appropriations limit, such revenues must be returned either as revisions in the
tax rates or fee schedules. Because of the uncertain impact of the
aforementioned statutes and cases, the possible inconsistencies in the
respective terms of the statutes and the impossibility of predicting the level
of future appropriations and applicability of related statutes to such
questions, it is not currently possible to assess the impact of such
legislation, cases and policies on the long-term ability of California state and
municipal issuers to pay interest or repay principal on their obligations.

California's economy is larger than many sovereign nations. During the
1980s, California experienced growth rates well in excess of the rest of the
nation. The state's major employment sectors are services, trade, and
manufacturing. Industrial concentration is in electronics, aerospace, and
non-electrical equipment. Also significant are agriculture and oil production.

Key sectors of California's economy have been severely affected by the
recession. Since May of 1990, job losses total over 850,000. Declines in the
aerospace and high technology sectors have been especially severe. The
continuing drive in population and labor force growth has produced higher
unemployment rates in the state. Although total job loss has declined, weakness
continues in key areas of California's economy, including government, real
estate and aerospace. Wealth levels still remain high in the state, although the
difference between state and national levels continues to narrow.

In July of 1994, both S&P and Moody's lowered the general obligation
bond ratings of the state of California. These revisions reflect the state's
heavy reliance on the short-term note market to finance its cash imbalance and
the likelihood that this exposure will persist for at least another two years.
For more information on these ratings revisions and the state's current budget,
please refer to the Statement of Additional Information.

Orange County Bankruptcy. On December 6, 1994, Orange County, California,
petitioned for bankruptcy based on losses in the Orange County Investment Fund
which at the time were estimated to be approximately $2 billion. At the time of
the petition, the Orange County Investment Fund held monies belonging to Orange
County as well as other municipal issuers located in Orange County and other
parts of California. Although the ultimate resolution of this matter is
uncertain, one possible result is that the ability of municipal issuers
investing in the Orange County Investment Fund to service some or all of their
outstanding debt obligations may be severely impaired.

As of December 6, 1994, Evergreen Short-Intermediate Municipal Fund -
California did not hold debt obligations of Orange County or other issuers that
the Fund is aware had invested in the Orange County Investment Fund. Although it
has no current intention to do so, if it deems it advisable, the Fund reserves
the right from time to time to make investments in municipal issuers who
maintain assets in the Orange County Investment Fund.

<PAGE>
INVESTMENT ADVISER
Evergreen Asset Management Corp., 2500 Westchester Avenue, Purchase, New York
10577
EVERGREEN SHORT-INTERMEDIATE MUNICIPAL FUND, EVERGREEN SHORT-INTERMEDIATE
MUNICIPAL FUND-CALIFORNIA
Capital Mangement Group of First Union Bank, 201 South College Street,
Charlotte, North Carolina 28288
EVERGREEN HIGH GRADE TAX FREE FUND
CUSTODIAN & TRANSFER AGENT
State Street Bank & Trust Company, Box 9021, Boston, Massachusetts 02205-9827
LEGAL COUNSEL
Sullivan & Worcester, 1025 Connecticut Avenue, N.W., Washington, D.C. 20036
INDEPENDENT ACCOUNTANTS
Price Waterhouse LLP, 1177 Avenue of the Americas, New York, New York 10036
EVERGREEN SHORT-INTERMEDIATE MUNICIPAL FUND,
EVERGREEN SHORT-INTERMEDIATE MUNICIPAL FUND-CALIFORNIA
KPMG Peat Marwick LLP, One Mellon Bank Center, Pittsburgh, Pennsylvania 15219
EVERGREEN HIGH GRADE TAX FREE FUND
DISTRIBUTOR
Evergreen Funds Distributor, Inc., 237 Park Avenue, New York, New York 10017
536119

<PAGE>
PROSPECTUS July 7, 1995
EVERGREEN(SM) TAX FREE FUNDS
EVERGREEN HIGH GRADE TAX FREE FUND
EVERGREEN SHORT INTERMEDIATE MUNICIPAL FUND
EVERGREEN SHORT INTERMEDIATE MUNICIPAL FUND-CALIFORNIA
CLASS Y SHARES
The Evergreen Tax-Free Funds (the "Funds") are designed to provide
investors with income exempt from Federal income taxes. This Prospectus
provides information regarding the Class Y shares offered by the Funds.
Each Fund is, or is a series of, an open-end, diversified, management
investment company. This Prospectus sets forth concise information about
the Funds that a prospective investor should know before investing. The
address of the Funds is 2500 Westchester Avenue, Purchase, New York 10577.
A "Statement of Additional Information" for the Funds and certain
other funds in the Evergreen Group of mutual funds dated July 7, 1995 has
been filed with the Securities and Exchange Commission and is incorporated
by reference herein. The Statement of Additional Information provides
information regarding certain matters discussed in this Prospectus and
other matters which may be of interest to investors, and may be obtained
without charge by calling the Funds at (800) 235-0064. There can be no
assurance that the investment objective of any Fund will be achieved.
Investors are advised to read this Prospectus carefully.
THE SHARES OFFERED BY THIS PROSPECTUS ARE NOT DEPOSITS OR OBLIGATIONS OF
FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, ARE NOT ENDORSED OR
GUARANTEED BY FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, AND ARE NOT
INSURED OR OTHERWISE PROTECTED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY AND
INVOLVE RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
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.
KEEP THIS PROSPECTUS FOR FUTURE REFERENCE
EVERGREEN(SM) is a Service Mark of Evergreen Asset Management Corp.
Copyright 1995, Evergreen Asset Management Corp.

<PAGE>
TABLE OF CONTENTS
<TABLE>
<S> <C>
OVERVIEW OF THE FUNDS
EXPENSE INFORMATION
FINANCIAL HIGHLIGHTS
DESCRIPTION OF THE FUNDS
Investment Objectives and Policies
Investment Practices and Restrictions
MANAGEMENT OF THE FUNDS
Investment Advisers
Distribution Plans and Agreements
PURCHASE AND REDEMPTION OF SHARES
How to Buy Shares
How to Redeem Shares
Exchange Privilege
Shareholder Services
Effect of Banking Laws
OTHER INFORMATION
Dividends, Distributions and Taxes
Management's Discussion of Fund Performance
General Information
APPENDIX -- California Risk Considerations
</TABLE>
OVERVIEW OF THE FUNDS
The following summary is qualified in its entirety by the more detailed
information contained elsewhere in this Prospectus. See "Description of the
Funds" and "Management of the Funds".
The Investment Adviser to EVERGREEN SHORT-INTERMEDIATE MUNICIPAL FUND and
EVERGREEN SHORT-INTERMEDIATE MUNICIPAL FUND-CALIFORNIA is Evergreen Asset
Management Corp. ("Evergreen Asset") which, with its predecessors, has served as
an investment adviser to the Evergreen Funds since 1971. Evergreen Asset is a
wholly-owned subsidiary of First Union National Bank of North Carolina ("FUNB"),
which in turn is a subsidiary of First Union Corporation, one of the ten largest
bank holding companies in the United States. The Capital Management Group of
FUNB ("CMG") serves as investment adviser to EVERGREEN HIGH GRADE TAX FREE FUND.
EVERGREEN HIGH GRADE TAX FREE FUND (formerly First Union High Grade Tax
Free Portfolio) seeks to provide a high level of federally tax-free income that
is consistent with preservation of capital.
EVERGREEN SHORT-INTERMEDIATE MUNICIPAL FUND seeks as high a level of
current income, exempt from Federal income tax other than the alternative
minimum tax ("AMT"), as is consistent with preserving capital and providing
liquidity. The Fund invests substantially all of its assets in short and
intermediate-term municipal securities with a dollar weighted average portfolio
maturity of two to five years.
EVERGREEN SHORT-INTERMEDIATE MUNICIPAL FUND-CALIFORNIA seeks as high a
level of current income exempt from Federal and California income taxes as is
consistent with preserving capital and providing liquidity. The Fund invests
substantially all of its assets in short and intermediate-term municipal
securities with a dollar weighted average portfolio maturity of two to five
years.
THERE IS NO ASSURANCE THAT THE INVESTMENT OBJECTIVE OF ANY FUND WILL BE
ACHIEVED.
2

The following table shows for the Fund the estimated annual operating
expenses (as a percentage of average net assets) attributable to Class Y Shares,
together with examples of the cumulative effect of such expenses on a
hypothetical $1,000 investment for the periods specified assuming (i) a 5%
annual return and (ii) redemption at the end of each period.
EVERGREEN HIGH GRADE TAX FREE FUND (A)
<TABLE>
<CAPTION>
ANNUAL OPERATING
EXPENSES* EXAMPLE
<S> <C> <C> <C> <C> <C>
Advisory Fees .37%
After 1 Year $ 7
Administrative Fees .06%
After 3 Years $ 21
12b-1 Fees --
After 5 Years $ 37
Other Expenses .23%
After 10 Years $ 82
Total .66%
</TABLE>

EVERGREEN SHORT INTERMEDIATE FUND
<TABLE>
<CAPTION>
ANNUAL OPERATING
EXPENSES** EXAMPLE
<S> <C> <C> <C> <C> <C>
Advisory Fees .50%
After 1 Year $ 8
12b-1 Fees --
After 3 Years $ 26
Other Expenses .33%
After 5 Years $ 46
After 10 Years $ 103
Total .83%
</TABLE>

EVERGREEN SHORT INTERMEDIATE FUND -- CALIFORNIA
<TABLE>
<CAPTION>
ANNUAL OPERATING
EXPENSES** EXAMPLE
<S> <C> <C> <C> <C> <C>
Advisory Fees .55%
After 1 Year $ 10
12b-1 Fees --
After 3 Years $ 30
Other Expenses .40%
After 5 Years $ 53
After 10 Years $ 117
Total .95%
</TABLE>

<PAGE>
(a) Estimated annual operating expenses reflect the combination of Evergreen
National Tax Free Fund and First Union High Grade Tax Free Portfolio.
* CMG has agreed to limit the expenses (including the Advisor's fee, but
excluding taxes, interest, brokerage commissions, Rule 12b-1 distribution
fees, shareholder services fees and extraordinary expenses) of EVERGREEN HIGH
GRADE TAX FREE FUND to .66 of 1% for a period of at least one year from the
date of this Prospectus and to consult with the Trustees of the Funds prior
to discontinuing such limitation after the one year period.
** The annual operating expenses and examples do not reflect fee waivers and
expense reimbursements for the most recent fiscal period. Actual expenses for
Class Y Shares net of fee waivers and expense reimbursements for the fiscal
period ended August 31, 1994, were as follows:
<TABLE>
<S> <C>
EVERGREEN SHORT INTERMEDIATE FUND............................................... .58%
EVERGREEN SHORT INTERMEDIATE FUND -- CALIFORNIA................................. .52%
</TABLE>

Evergreen Asset has agreed to reimburse EVERGREEN SHORT-INTERMEDIATE
MUNICIPAL FUND and EVERGREEN SHORT-INTERMEDIATE MUNICIPAL FUND -- CALIFORNIA to
the extent that their aggregate operating expenses (including the Adviser's fee,
but excluding taxes, interest, brokerage commissions, Rule 12b-1 distribution
fees and shareholder servicing fees and extraordinary expenses) exceed 1% of the
average net assets.
From time to time, each Fund's investment adviser may, at its descretion,
reduce or waive its fees or reimburse the Funds for certain of their expenses in
order to reduce their expense ratios. Each Fund's investment adviser may cease
these waivers and reimbursements at any time.
The purpose of the foregoing table is to assist an investor in
understanding the various costs and expenses that an investor in Class Y will
bear directly or indirectly. The amounts set forth both in the tables and in the
examples are estimated amounts based on the experience of each Fund for the most
recent fiscal period. Such expenses have been restated to reflect current fee
arrangements. THE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR
FUTURE EXPENSES OR ANNUAL RETURN. ACTUAL EXPENSES AND ANNUAL RETURN MAY BE
GREATER OR LESS THAN THOSE SHOWN. For a more complete description of the various
costs and expenses borne by the Funds see "Management of the Funds". As a result
of asset-based sales charges, long-term shareholders may pay more than the
economic equivalent of the
maximum front-end sales charges permitted under the rules of the National
Association of Securities Dealers, Inc.
4

<PAGE>
FINANCIAL HIGHLIGHTS
The tables on the following pages present, for each Fund, financial
highlights for a share outstanding throughout each period indicated. The
information in the tables for the five most recent fiscal years or the life of
the Fund if shorter for EVERGREEN HIGH GRADE TAX FREE FUND has been audited by
KPMG Peat Marwick LLP, the Fund's independent auditors, for EVERGREEN SHORT
INTERMEDIATE MUNICIPAL FUND and EVERGREEN SHORT INTERMEDIATE MUNICIPAL
FUND -- CALIFORNIA has, except as noted otherwise, been audited by Price
Waterhouse LLP, each Fund's independent auditors. A report of KPMG Peat Marwick
LLP or Price Waterhouse LLP, as the case may be, on the audited information with
respect to each Fund is incorporated by reference in the Fund's Statement of
Additional Information. The following information for each Fund should be read
in conjunction with the financial statements and related notes which are
incorporated by reference in the Fund's Statement of Additional Information.
No financial highlights are shown for Class A or B of EVERGREEN SHORT
INTERMEDIATE MUNICIPAL FUND -- CALIFORNIA since these classes did not have any
operations prior to February 28, 1995.
Further information about a Fund's performance is contained in the Fund's
annual report to shareholders, which may be obtained without charge.
EVERGREEN HIGH GRADE TAX FREE FUND
<TABLE>
<CAPTION>
CLASS A
SHARES CLASS B CLASS Y
SHARES SHARES
FEBRUARY 21, JANUARY 11, FEBRUARY 28,
YEAR ENDED DECEMBER 1992* THROUGH YEAR ENDED 1993* THROUGH 1994* THROUGH
31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1992 1994 1993 1994
<S> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of
period.............................. $11.16 $10.42 $10.00 $11.16 $10.42 $10.93
Income (loss) from investment
operations:
Net investment income................. .52 .54 .51 .46 .47 .46
Net realized and unrealized gain
(loss) on investments............... (1.37) .81 .42 (1.37) .81 (1.14)
Total from investment operations.... (.85) 1.35 .93 (.91) 1.28 (.68)
Less distributions to shareholders
from:
Net investment income................. (.52) (.54) (.51) (.46) (.47) (.46)
Net realized gains.................... -- (.07) -- -- (.07) --
Total distributions................. (.52) (.61) (.51) (.46) (.54) (.46)
Net asset value, end of period........ $9.79 $11.16 $10.42 $9.79 $11.16 $9.79
TOTAL RETURN+......................... (7.7%) 13.3% 9.4% (8.2%) 12.4% (6.3%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period
(000's omitted)..................... $57,676 $101,352 $ 90,738 $ 32,435 $ 41,030 $4,318
Ratios to average net assets:
Expenses (a)........................ 1.01% .85% .49%++ 1.58% 1.35%++ .76%++
Net investment income (a)........... 5.04% 4.99% 5.79%++ 4.47% 4.44%++ 5.46%++
Portfolio turnover rate............... 53% 14% 7% 53% 14% 53%
</TABLE>

* Commencement of operations
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
CLASS A SHARES CLASS
CLASS B SHARES Y SHARES
FEBRUARY 21, JANUARY 11, FEBRUARY 28,
YEAR ENDED 1992 THROUGH YEAR ENDED 1993 THROUGH 1994 THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1992 1994 1993 1994
<S> <C> <C> <C> <C> <C> <C>
Expenses.................................. 1.02% 1.07% 1.11% 1.59% 1.57% .77%
Net investment income..................... 5.03% 4.77% 5.17% 4.46% 4.22% 5.45%
</TABLE>

JULY 17, 1991*
THROUGH
AUGUST 31, 1991**
<S> <C>
PER SHARE DATA
Net asset value, beginning of period......................... $10.00
Income (loss) from investment operations:
Net investment income........................................ .06
Net realized and unrealized gain (loss) on investments....... --
Total from investment operations........................... .06
Less distributions to shareholders from:
Net investment income........................................ (.06)
Net realized gains........................................... --
In excess of net realized gains.............................. --
Total distributions........................................ (.06)
Net asset value, end of period............................... $10.00
TOTAL RETURN+................................................ .6%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted).................... $4,025
Ratios to average net assets:
Expenses (a)............................................... 0%++
Net investment income (a).................................. 4.93%++
Portfolio turnover rate...................................... --
</TABLE>

* Commencement of operations.
** On November 18, 1991, the Fund was changed to a diversified municipal bond
fund with a fluctuating net asset value per share from a non-diversified
money market fund with a stable net asset value per share. The shares
outstanding at August 31, 1991 and the related per share data are restated
to reflect both a 1 for 2 reverse share split on October 30, 1991 and a 1
for 5 reverse share split on August 19, 1992. Total return calculated after
November 18, 1991 reflects the fluctuation in net asset value per share.
+ Total return is calculated on net asset value for the period indicated and is
not annualized.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
SIX MONTHS
ENDED
FEBRUARY 28, JULY 17, 1991
1995 YEAR ENDED AUGUST 31, THROUGH AUGUST 31,
(UNAUDITED) 1994 1993 1992 1991
<S> <C> <C> <C> <C> <C>
Expenses.............................. .84% .83% .81% .86% 1.40%
Net investment income................. 4.42% 4.29% 4.32% 4.16% 3.53%
</TABLE>

<PAGE>
EVERGREEN SHORT-INTERMEDIATE MUNICIPAL FUND -- CLASS A AND B SHARES
<TABLE>
<CAPTION>
CLASS A SHARES CLASS B SHARES
JANUARY 5, 1995*
THROUGH FEBRUARY 28, 1995
(UNAUDITED)
<S> <C> <C>
PER SHARE DATA
Net asset value, beginning of period....................................................... $9.97 $9.97
Income from investment operations:
Net investment income...................................................................... .07 .06
Net realized and unrealized gain on investments............................................ .09 .08
Total from investment operations......................................................... .16 .14
Less distributions to shareholders from net investment income.............................. (.07) (.06)
Net asset value, end of period............................................................. $10.06 $10.05
TOTAL RETURN+ 1.6% 1.4%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted).................................................. $7,736 $2,564
Ratios to average net assets:
Expenses (a)............................................................................. .61%++ 1.41%++
Net investment income (a)................................................................ 3.81%++ 3.30%++
Portfolio turnover rate**.................................................................. 8% 8%
</TABLE>

* Commencement of class operations.
** Portfolio turnover rate is calculated for the six months period ended
February 28, 1995.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized. Due to the recent commencement of their offering, the ratios for
Class A and Class B shares are not necessarily comparable to that of the
Class Y shares, and are not necessarily indicative of future ratios.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed by or waived by the investment adviser, the
annualized ratios of expenses and net investment income, exclusive of any
applicable state expense limitations, would have been the following:
<TABLE>
<CAPTION>
CLASS A SHARES CLASS B SHARES
JANUARY 5, 1995
THROUGH FEBRUARY 28, 1995
(UAUDITED)
<S> <C> <C>
Expenses......................................................... .88% 1.98%
Net investment income............................................ 3.54% 2.73%
</TABLE>

<PAGE>
EVERGREEN SHORT INTERMEDIATE MUNICIPAL FUND -- CALIFORNIA -- CLASS Y SHARES
<TABLE>
<CAPTION>
SIX MONTHS
ENDED
FEBRUARY 28,
1995 YEAR ENDED AUGUST 31,
(UNAUDITED) 1994 1993** 1992** 1991** 1990**
<S> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period..... $10.09 $10.34 $10.00 $10.00 $10.00 $10.00
Income (loss) from investment operations:
Net investment income.................... .20 .43 .41 .33 .47 .55
Net realized and unrealized gain (loss)
on investments......................... (.15) (.24) .34 -- -- --
Total from investment operations....... .05 .19 .75 .33 .47 .55
Less distributions to shareholders from:
Net investment income.................... (.20) (.43) (.41) (.33) (.47) (.55)
Net realized gains....................... (.03) (.01) -- -- -- --
Total distributions.................... (.23) (.44) (.41) (.33) (.47) (.55)
Net asset value, end of period........... $9.91 $10.09 $10.34 $10.00 $10.00 $10.00
TOTAL RETURN+............................ .6% 1.8% 7.6% 3.4% 4.8% 5.7%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's
omitted)............................... $23,426 $28,433 $30,136 $34,452 $42,022 $37,291
Ratios to average net assets:
Expenses (a)........................... .79++ .52% .30% .40% .37% .29%
Net investment income (a).............. 4.15++ 4.20% 3.96% 3.36% 4.66% 5.52%
Portfolio turnover rate.................. 13% 12% 37% -- -- --
<CAPTION>

NOVEMBER 2,
1988* THROUGH
AUGUST 31, 1989**
<S> <C>
PER SHARE DATA
Net asset value, beginning of period..... $10.00
Income (loss) from investment operations:
Net investment income.................... .51
Net realized and unrealized gain (loss)
on investments......................... --
Total from investment operations....... .51
Less distributions to shareholders from:
Net investment income.................... (.51)
Net realized gains....................... --
Total distributions.................... (.51)
Net asset value, end of period........... $10.00
TOTAL RETURN+............................ 5.2%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's
omitted)............................... $28,266
Ratios to average net assets:
Expenses (a)........................... .24%++
Net investment income (a).............. 6.40++
Portfolio turnover rate.................. --
</TABLE>

* Commencement of operations.
** On October 16, 1992, the Fund was converted to a short-intermediate
municipal fund with a fluctuating net asset value per share from a money
market fund with a stable net asset value per share. The shares outstanding
and the related per share data for the fiscal years ended August 31, 1990
through August 31, 1992 are restated to reflect the 1 for 10 reverse share
split on October 21, 1992. Total return calculated after October 16, 1992
reflects the fluctuation in net asset value per share.
+ Total return is calculated on net asset value for the period indicated and is
not annualized.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
SIX MONTHS
ENDED
FEBRUARY 28, NOVEMBER 2, 1988
1995 YEAR ENDED AUGUST 31, THROUGH AUGUST 31,
(UNAUDITED) 1994 1993 1992 1991 1990 1989
<S> <C> <C> <C> <C> <C> <C> <C>
Expenses............ .99% .95% .98% .84% .85% .88% .93%
Net investment
income............ 3.95% 3.77% 3.28% 2.92% 4.18% 4.93% 5.71%
</TABLE>

<PAGE>
9

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

DESCRIPTION OF THE FUNDS
- --------------------------------------------------------------------------------

INVESTMENT OBJECTIVES AND POLICIES

Evergreen High Grade Tax Free Fund

The Fund may employ certain additional investment strategies which are
discussed in "Investment Practices and Restrictions", below.

Evergreen Short-Intermediate Municipal Fund

The Fund may employ certain additional investment strategies which are
discussed in "Investment Practices and Restrictions", below.

Evergreen Short-Intermediate Municipal Fund-California

The Fund may employ certain additional investment strategies which are
discussed in "Investment Practices and Restrictions", below.

INVESTMENT PRACTICES AND RESTRICTIONS

Floating Rate and Variable Rate Obligations. Municipal Securities also include
certain variable rate and floating rate municipal obligations with or without
demand features. These variable rate securities do not have fixed interest
rates; rather, those rates fluctuate based upon changes in specified market
rates, such as the prime rate, or are adjusted at predesignated periodic
intervals. Certain of these obligations may carry a demand feature that gives
the Funds the right to demand prepayment of the principal amount of the security
prior to its maturity date. The demand obligation may or may not be backed by
letters of credit or other guarantees of banks or other financial institutions.
Such guarantees may enhance the quality of the security. The Funds will limit
the value of their investments in any floating or variable rate securities which
are not readily marketable to 10% or less of their total assets.

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

MANAGEMENT OF THE FUNDS
- -------------------------------------------------------------------------------

INVESTMENT ADVISERS

SUB-ADVISER

Evergreen Asset has entered into sub-advisory agreements with Lieber &
Company which provides that Lieber & Company's research department and staff
will furnish Evergreen Asset with information, investment recommendations,
advice and assistance, and will be generally available for consultation on the
portfolios of Evergreen Short-Intermediate Municipal Fund-California and
Evergreen Short-Intermediate Municipal Fund. Lieber & Company will be reimbursed
by Evergreen Asset in connection with the rendering of services on the basis of
the direct and indirect costs of performing such services. There is no
additional charge to Evergreen Short-Intermediate Municipal Fund-California and
Evergreen Short-Intermediate Municipal Fund for the services provided by Lieber
& Company. The address of Lieber & Company is 2500 Westchester Avenue, Purchase,
New York 10577. Lieber & Company is an indirect, wholly-owned, subsidiary of
First Union.

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

PURCHASE AND REDEMPTION OF SHARES
- --------------------------------------------------------------------------------

HOW TO BUY SHARES

How the Funds Value Their Shares. The net asset value of each Class of shares of
a Fund is calculated by dividing the value of the amount of the Fund's net
assets attributable to that Class by the outstanding shares of that Class.
Shares are valued each day the New York Stock Exchange (the "Exchange") is open
as of the close of regular trading (currently 4:00 p.m. Eastern time). The
securities in a Fund are valued at their current market value determined on the
basis of market quotations or, if such quotations are not readily available,
such other methods as a Fund's Trustees believe would accurately reflect fair
market value.

Additional Purchase Information. As a condition of this offering, if a purchase
is canceled due to nonpayment or because an investor's check does not clear, the
investor will be responsible for any loss a Fund or the Adviser incurs. If such
investor is an existing shareholder, a Fund may redeem shares from an investor's
account to reimburse the Fund or the Adviser for any loss. In addition, such
investors may be prohibited or restricted from making further purchases in any
of the Evergreen Funds.

A Fund cannot accept investments specifying a certain price or date and
reserves the right to reject any specific purchase order, including orders in
connection with exchanges from the other Evergreen Funds. Although not currently
anticipated, each Fund reserves the right to suspend the offer of shares for a
period of time.

HOW TO REDEEM SHARES

You may "redeem", i.e., sell your shares in a Fund to the Fund on any
day the Exchange is open, either directly or through your financial
intermediary. The price you will receive is the net asset value next calculated
after the Fund receives your request in proper form. Proceeds generally will be
sent to you within seven days. However, for shares recently purchased by check,
a Fund will not send proceeds until it is reasonably satisfied that the check
has been collected (which may take up to 15 days). Once a redemption request has
been telephoned or mailed, it is irrevocable and may not be modified or
canceled.

EXCHANGE PRIVILEGE

SHAREHOLDER SERVICES

Systematic Investment Plan. You may make monthly or quarterly investments into
an existing account automatically in amounts of not less than $25.

EFFECT OF BANKING LAWS

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

OTHER INFORMATION
- -------------------------------------------------------------------------------

DIVIDENDS, DISTRIBUTIONS AND TAXES

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE

[CHART]

GENERAL INFORMATION

A shareholder in each class of a Fund will be entitled to his or her
share of all dividends and distributions from a Fund's assets, based upon the
relative value of such shares to those of other Classes of the Fund, and, upon
redeeming shares, will receive the then current net asset value of the Class of
shares of the Fund represented by the redeemed shares less any applicable CDSC.
Each Trust named above is empowered to establish, without shareholder approval,
additional investment series, which may have different investment objectives,
and additional classes of shares for any existing or future series. If an
additional series or class were established in a Fund, each share of the series
or class would normally be entitled to one vote for all purposes. Generally,
shares of each series and class would vote together as a single class on
matters, such as the election of Directors, that affect each series and class in
substantially the same manner. Class A, B and Y shares have identical voting,
dividend, liquidation and other rights, except that each class bears, to the
extent applicable, its own distribution, shareholder service and transfer agency
expenses as well as any other expenses applicable only to a specific class. Each
class of shares votes separately with respect to Rule 12b-1 distribution plans
and other matters for which separate class voting is appropriate under
applicable law. Shares are entitled to dividends as determined by the Trustees
and, in liquidation of a Fund, are entitled to receive the net assets of the
Fund.

Principal Underwriter. EFD, a wholly-owned subsidiary of Furman Selz
Incorporated, located 237 Park Avenue, New York, New York 10017, is the
principal underwriter of the Funds. Furman Selz Incorporated, also acts as
sub-administrator to Evergreen High Grade Tax Free Fund and which provides
certain sub-administrative services to Evergreen Asset in connection with its
role as investment adviser to Evergreen Short-Intermediate Municipal Fund and
Evergreen Short-Intermediate Municipal Fund - California, including providing
personnel to serve as officers of the Funds.

Other Classes of Shares. Each Fund currently offers three classes of shares,
Class A, Class B and Class Y, and may in the future offer additional classes.
Class Y shares are the only class of shares offered by this Prospectus and are
only available to (i) all shareholders of record in one or more of the Evergreen
mutual funds for which Evergreen Asset serves as investment adviser as of
December 30, 1994, (ii) certain institutional investors and (iii) investment
advisory clients of CMG, Evergreen Asset or their affiliates. The dividends
payable with respect to Class A and Class B shares will be less than those
payable with respect to Class Y shares due to the distribution and distribution
related expenses borne by Class A and Class B shares and the fact that such
expenses are not borne by Class Y shares.

Total returns are based on the overall dollar or percentage change in
the value of a hypothetical investment in a Fund. A Fund's total return shows
its overall change in value including changes in share prices and assumes all a
Fund's distributions are reinvested. A cumulative total return reflects a Fund's
performance over a stated period of time. An average annual total return
reflects the hypothetical annually compounded return that would have produced
the same cumulative total return if a Fund's performance had been constant over
the entire period. Because average annual total returns tend to smooth out
variations in a Fund's return, you should recognize that they are not the same
as actual year-by-year results. To illustrate the components of overall
performance, a Fund may separate its cumulative and average annual total returns
into income results and realized and unrealized gain or loss.

Liability Under Massachusetts Law. Under Massachusetts law, trustees and
shareholders of a business trust may, in certain circumstances, be held
personally liable for its obligations. The Declaration of Trust under which each
Fund operates provide that no Trustee or shareholder will be personally liable
for the obligations of the Trust and that every written contract made by the
Trust contain a provision to that effect. If any Trustee or shareholder were
required to pay any liability of the Trust, that person would be entitled to
reimbursement from the general assets of the Trust.

<PAGE>

APPENDIX -- CALIFORNIA RISK CONSIDERATIONS

PROSPECTUS July 7, 1995
EVERGREEN(SM) STATE SPECIFIC TAX FREE FUNDS (Evergreen Logo appears here)
EVERGREEN FLORIDA MUNICIPAL BOND FUND
EVERGREEN GEORGIA MUNICIPAL BOND FUND
EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND
EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND
EVERGREEN VIRGINIA MUNICIPAL BOND FUND
EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND
CLASS A SHARES
CLASS B SHARES
The Evergreen State Specific Tax-Free Funds (the "Funds") are
designed to provide investors with current income exempt from Federal
income tax and certain state income tax. This Prospectus provides
information regarding the Class A and Class B shares offered by the Funds.
Each Fund is, or is a series of, an open-end, non-diversified, management
investment company except for EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND
FUND which is diversified. This Prospectus sets forth concise information
about the Funds that a prospective investor should know before investing.
The address of the Funds is 2500 Westchester Avenue, Purchase, New York
10577.
A "Statement of Additional Information" for the Funds and certain
other funds in the Evergreen Group of mutual funds dated July 7, 1995 has
been filed with the Securities and Exchange Commission and is incorporated
by reference herein. The Statement of Additional Information provides
information regarding certain matters discussed in this Prospectus and
other matters which may be of interest to investors, and may be obtained
without charge by calling the Funds at (800) 807-2940. There can be no
assurance that the investment objective of any Fund will be achieved.
Investors are advised to read this Prospectus carefully.
THE SHARES OFFERED BY THIS PROSPECTUS ARE NOT DEPOSITS OR OBLIGATIONS OF
FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, ARE NOT ENDORSED OR
GUARANTEED BY FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, AND ARE NOT
INSURED OR OTHERWISE PROTECTED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY AND
INVOLVE RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
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.
EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND WILL INVEST AT LEAST 65%
OF THE VALUE OF ITS TOTAL ASSETS IN MUNICIPAL SECURITIES CONSISTING OF HIGH
YIELD (I.E., HIGH RISK), MEDIUM, LOWER RATED AND UNRATED BONDS. SUCH
SECURITIES ARE COMMONLY CALLED JUNK BONDS AND ARE SUBJECT TO GREATER MARKET
FLUCTUATIONS AND RISK OF LOSS OF INCOME AND PRINCIPAL THAN HIGHER RATED
SECURITIES, LOWER QUALITY SECURITIES INVOLVE A GREATER RISK OF DEFAULT AND,
CONSEQUENTLY, SHARES OF THE EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND
FUND ARE SPECULATIVE SECURITIES.
KEEP THIS PROSPECTUS FOR FUTURE REFERENCE
EVERGREEN(SM) is a Service Mark of Evergreen Asset Management Corp.
Copyright 1995, Evergreen Asset Management Corp.

<PAGE>
TABLE OF CONTENTS
<TABLE>
<S> <C>
OVERVIEW OF THE FUNDS 2
EXPENSE INFORMATION 3
FINANCIAL HIGHLIGHTS 6
DESCRIPTION OF THE FUNDS
Investment Objectives and Policies 12
Investment Practices and Restrictions 14
MANAGEMENT OF THE FUNDS
Investment Adviser 18
Distribution Plans and Agreements 19
PURCHASE AND REDEMPTION OF SHARES
How to Buy Shares 20
How to Redeem Shares 22
Exchange Privilege 23
Shareholder Services 24
Effect of Banking Laws 24
OTHER INFORMATION
Dividends, Distributions and Taxes 25
Management's Discussion of Fund Performance 26
General Information 27
APPENDIX
Florida Risk Considerations 29
</TABLE>

OVERVIEW OF THE FUNDS
The following summary is qualified in its entirety by the more detailed
information contained elsewhere in this Prospectus. See "Description of the
Funds" and "Management of the Funds".
The Capital Management Group of First Union National Bank ("CMG") serves
as investment adviser to Evergreen State Specific Tax Free Funds which include:
EVERGREEN FLORIDA MUNICIPAL BOND FUND, EVERGREEN GEORGIA MUNICIPAL BOND FUND,
EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND, EVERGREEN SOUTH CAROLINA MUNICIPAL
BOND FUND, EVERGREEN VIRGINIA MUNICIPAL BOND FUND and EVERGREEN FLORIDA HIGH
INCOME MUNICIPAL BOND FUND. First Union National Bank of North Carolina
("FUNB"), is a subsidiary of First Union Corporation, one of the ten largest
bank holding companies in the United States.
EVERGREEN FLORIDA MUNICIPAL BOND FUND (formerly First Union Florida
Municipal Bond Portfolio, successor to ABT Florida Tax-Free Fund) seeks current
income exempt from federal income tax consistent with preservation of capital.
In addition, the Fund intends to qualify as an investment exempt from the
Florida state intangibles tax.
EVERGREEN GEORGIA MUNICIPAL BOND FUND (formerly First Union Georgia
Municipal Bond Portfolio) seeks current income exempt from federal income tax
and Georgia state income tax, consistent with preservation of capital.
EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND (formerly First Union North
Carolina Municipal Bond Portfolio) seeks current income exempt from federal
income tax and North Carolina state income tax, consistent with preservation of
capital. In addition, the Fund intends to qualify as an investment substantially
exempt from the North Carolina intangible personal property tax.
EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND (formerly First Union South
Carolina Municipal Bond Portfolio seeks current income exempt from federal
income tax and South Carolina state income tax.
EVERGREEN VIRGINIA MUNICIPAL BOND FUND (formerly First Union Virginia
Municipal Bond Portfolio) seeks current income exempt from federal income tax
and Virginia state income tax, consistent with preservation of capital.
EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND (successor to ABT
Florida High Income Municipal Bond Fund) seeks to provide a high level of
current income exempt from federal income tax. Under normal circumstances, the
Fund will invest at least 65% of the value of its total assets in municipal
securities consisting of high yield (i.e., high risk), medium, lower rated and
unrated bonds.
THERE IS NO ASSURANCE THAT THE INVESTMENT OBJECTIVE OF ANY FUND WILL BE
ACHIEVED.
2

<PAGE>
EXPENSE INFORMATION
The table set forth below summarizes the shareholder transaction costs
associated with an investment in Class A and Class B Shares of a Fund. For
further information see "Purchase and Redemption of Fund Shares" and "General
Information -- Other Classes of Shares".
<TABLE>
<CAPTION>
SHAREHOLDER TRANSACTION EXPENSES Class A Shares Class B Shares
<S> <C> <C>
Maximum Sales Charge Imposed on Purchases 4.75% None
(as a % of offering price)
Sales Charge on Dividend Reinvestments None None
Contingent Deferred Sales Charge (as a % of original purchase None 5% during the first year, 4% during the
price or redemption proceeds, whichever is lower) second year, 3% during the third and fourth
years, 2% during the fifth year, 1% during
the sixth and seventh years and 0% after the
seventh year
Redemption Fee None None
Exchange Fee None None
</TABLE>

The following tables show for each Fund the estimated annual operating
expenses (as a percentage of average net assets) attributable to each Class of
Shares, together with examples of the cumulative effect of such expenses on a
hypothetical $1,000 investment in each Class for the periods specified assuming
(i) a 5% annual return and (ii) redemption at the end of each period and,
additionally for Class B shares, no redemption at the end of each period.
In the following examples (i) the expenses for Class A Shares assume
deduction of the maximum 4.75% sales charge at the time of purchase, (ii) the
expenses for Class B Shares assume deduction at the time of redemption (if
applicable) of the maximum contingent deferred sales charge applicable for that
time period, and (iii) the expenses for Class B Shares reflect the conversion to
Class A Shares eight years after purchase (years eight through ten, therefore,
reflect Class A expenses).
<TABLE>
<CAPTION>
EVERGREEN FLORIDA MUNICIPAL BOND FUND(A)
EXAMPLES
Assuming Assuming
ANNUAL OPERATING Redemption no
EXPENSES** at End of Period Redemption
Class A Class B Class A Class B Class B
<S> <C> <C> <C> <C> <C> <C>
Advisory Fees .30% .30%
After 1 Year $ 53 $ 65 $ 15
Administrative Fees .06% .06%
After 3 Years $ 66 $ 76 $ 46
12b-1 Fees* .15% .75%
After 5 Years $ 80 $ 100 $ 80
Shareholder Service Fees -- .25%
After 10 Years $ 120 $ 140 $140
Other Expenses .10% .10%
Total .61% 1.46%
</TABLE>

<TABLE>
<CAPTION>
EVERGREEN GEORGIA MUNICIPAL BOND FUND
EXAMPLES
Assuming Assuming
ANNUAL OPERATING Redemption no
EXPENSES at End of Period Redemption
Class A Class B Class A Class B Class B
<S> <C> <C> <C> <C> <C> <C>
Advisory Fees .50% .50%
After 1 Year $ 60 $ 70 $ 20
Administrative Fees .06% .06%
After 3 Years $ 85 $ 93 $ 63
12b-1 Fees* .25% .75%
After 5 Years $ 113 $ 128 $108
Shareholder Service Fees -- .25%
After 10 Years $ 191 $ 204 $204
Other Expenses*** .44% .44%
Total 1.25% 2.00%
</TABLE>

<PAGE>
<TABLE>
<CAPTION>
EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND
EXAMPLES
Assuming Assuming
ANNUAL OPERATING Redemption no
EXPENSES at End of Period Redemption
Class A Class B Class A Class B Class B
<S> <C> <C> <C> <C> <C> <C>
Advisory Fees .50%
.50% After 1 Year $ 59 $ 70 $ 20
Administrative Fees .06% .06%
After 3 Years $ 83 $ 90 $ 60
12b-1 Fees* .25% .75%
After 5 Years $ 109 $ 124 $104
Shareholder Service Fees -- .25%
After 10 Years $ 183 $ 196 $196
Other Expenses .36% .36%
Total 1.17% 1.92%
</TABLE>

<TABLE>
<CAPTION>
EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND
EXAMPLES
Assuming Assuming
ANNUAL OPERATING Redemption no
EXPENSES at End of Period Redemption
Class A Class B Class A Class B Class B
<S> <C> <C> <C> <C> <C> <C>
Advisory Fees .50% .50%
After 1 Year $ 60 $ 70 $ 20
Administrative Fees .06% .06%
After 3 Years $ 85 $ 93 $ 63
12b-1 Fees* .25% .75%
After 5 Years $ 113 $ 128 $108
Shareholder Service Fees -- .25%
After 10 Years $ 191 $ 204 $204
Other Expenses*** .44% .44%
Total 1.25% 2.00%
</TABLE>

<TABLE>
<CAPTION>
EVERGREEN VIRGINIA MUNICIPAL BOND FUND
EXAMPLES
Assuming Assuming
ANNUAL OPERATING Redemption no
EXPENSES at End of Period Redemption
Class A Class B Class A Class B Class B
<S> <C> <C> <C> <C> <C> <C>
Advisory Fees .50% .50%
After 1 Year $ 60 $ 70 $ 20
Administrative Fees .06% .06%
After 3 Years $ 85 $ 93 $ 63
12b-1 Fees* .25% .75%
After 5 Years $ 113 $ 128 $108
Shareholder Service Fees -- .25%
After 10 Years $ 191 $ 204 $204
Other Expenses*** .44% .44%
Total 1.25% 2.00%
</TABLE>

<TABLE>
<CAPTION>
EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND (B)
EXAMPLES
Assuming Assuming
ANNUAL OPERATING Redemption no
EXPENSES at End of Period Redemption
Class A Class B Class A Class B Class B
<S> <C> <C> <C> <C> <C> <C>
Advisory Fees** .30% .30%
After 1 Year $ 55 $ 66 $ 16
Administrative Fees .06% .06%
After 3 Years $ 72 $ 80 $ 50
12b-1 Fees* .25% 1.00%
After 5 Years $ 91 $ 106 $ 86
Other Expenses .21% .21%
After 10 Years $ 144 $ 157 $157
Total .82% 1.57%
</TABLE>

(a) Estimated annual operating expenses reflect the combination of FIRST UNION
FLORIDA MUNICIPAL BOND FUND and ABT Florida Tax-Fee Fund.
(b) Estimated annual operating expenses reflect the combination of EVERGREEN
FLORIDA HIGH INCOME MUNICIPAL BOND FUND and ABT Florida High Income
Municipal Bond Fund. The amounts in the tables and examples are based on the
experience of ABT Florida High Income Municipal Bond Fund as restated to
reflect current fee arrangements.
*Class A Shares can pay up to .75 of 1% of average annual net assets as a 12b-1
Fee. For the forseeable future, the Class A Shares 12b-1 Fees will be limited to
.25 of 1% of average annual net assets. For Class B Shares of EVERGREEN FLORIDA
HIGH INCOME MUNICIPAL BOND FUND, a portion of the 12b-1 Fees equivalent to .25
of 1% of average annual assets will be shareholder servicing-related.
Distribution-related 12b-1 Fees will be limited to .75 of 1% of average annual
assets as permitted under the rules of the National Association of Securities
Dealers, Inc.
**EVERGREEN FLORIDA MUNICIPAL BOND FUND will not pay 12b-1 Fees to the extent
that the effect of such payment would be to cause the Fund's ratio of expenses
to average net assets for Class A Shares to exceed .61 of 1%.
4

<PAGE>
CMG has agreed to limit the Advisory Fee charged to EVERGREEN FLORIDA MUNICIPAL
BOND FUND and EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND to .30 of 1% of
average net assets for a period of at least one year.
From time to time each fund's adviser may, at its discretion, reduce or waive
its fees or reimburse these Funds for certain of their other expenses in order
to reduce their expense ratios. Each fund's adviser may cease these voluntary
waivers and reimbursements at any time.
The estimated annual operating expenses and examples do not reflect fee
waivers and expense reimbursements for the most recent fiscal year. Actual
expenses for Class A and B Shares net of fee waivers and expense reimbursements
for the year ended December 31, 1994 or April 30, 1995 as applicable were as
follows:
<TABLE>
<CAPTION>
CLASS A CLASS B
<S> <C> <C>
EVERGREEN FLORIDA MUNICIPAL BOND FUND .61% N/A
EVERGREEN GEORGIA MUNICIPAL BOND FUND .53% 1.13%
EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND .79% 1.37%
EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND .25% .87%
EVERGREEN VIRGINIA MUNICIPAL BOND FUND .53% 1.12%
EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND .60% N/A
</TABLE>

***Reflects agreements by CMG to limit aggregate operating expenses (including
the Advisory Fees, but excluding interest, taxes, brokerage commissions, Rule
12b-1 Fees, shareholder servicing fees and extraordinary expenses) of EVERGREEN
GEORGIA MUNICIPAL BOND FUND, EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND and
EVERGREEN VIRGINIA MUNICIPAL BOND FUND to 1% of average net assets for the
foreseeable future. Absent such agreements, the estimated annual operating
expenses for the Funds would be as follows:
<TABLE>
<CAPTION>
CLASS A CLASS B
<S> <C> <C>
EVERGREEN GEORGIA MUNICIPAL BOND FUND 1.78% 2.53%
EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND 4.91% 5.66%
EVERGREEN VIRGINIA MUNICIPAL BOND FUND 2.25% 3.00%
</TABLE>

The purpose of the foregoing table is to assist an investor in
understanding the various costs and expenses that an investor in each Class of
Shares of the Funds will bear directly or indirectly. The amounts set forth both
in the tables and in the examples are estimated amounts based on the experience
of each Fund for its most recent fiscal period. Such expenses have been restated
to reflect current fee arrangements and in the case of Funds that did not offer
all of the above-referenced Classes of shares during such periods, the amounts
set forth in the tables are based on the expenses incurred by the Classes which
were offered. THE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR
FUTURE EXPENSES OR ANNUAL RETURN. ACTUAL EXPENSES AND ANNUAL RETURN MAY BE
GREATER OR LESS THAN THOSE SHOWN. For a more complete description of the various
costs and expenses borne by the Funds see "Management of the Funds." As a result
of asset-based sales charges, long-term shareholders may pay more than the
economic equivalent of the maximum front-end sales charges permitted under the
rules of the National Association of Securities Dealers, Inc.
5

<PAGE>
FINANCIAL HIGHLIGHTS
The tables on the following pages present, for each Fund, financial
highlights for a share outstanding throughout each period indicated. The
information in the tables for the five most recent fiscal years or the life of
the fund if shorter for EVERGREEN GEORGIA MUNICIPAL BOND FUND, EVERGREEN NORTH
CAROLINA MUNICIPAL BOND FUND, EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND and
EVERGREEN VIRGINIA MUNICIPAL BOND FUND has been audited by KPMG Peat Marwick
LLP, each Fund's independent auditors for EVERGREEN FLORIDA MUNICIPAL BOND FUND
and EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND has been audited by Tait,
Weller & Baker, each Fund's independent auditors. A report of KPMG Peat Marwick
LLP or Tait, Weller & Baker as the case may be, on the audited information with
respect to each Fund is incorporated by reference in the Fund's Statement of
Additional Information. The following information for each Fund should be read
in conjunction with the financial statements and related notes which are
incorporated by reference in the Fund's Statement of Additional Information.
Further information about a Fund's performance is contained in the Fund's
annual report to shareholders, which may be obtained without charge.
EVERGREEN FLORIDA MUNICIPAL BOND FUND -- CLASS A SHARES*
<TABLE>
<CAPTION>
MAY 11, 1988**
THROUGH
YEAR ENDED APRIL 30, APRIL 30,
1995 1994 1993 1992 1991 1990 1989
<S> <C> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period......... $10.79 $11.27 $10.59 $10.43 $9.97 $10.30 $10.00
Income from investment operations:
Net investment income........................ .61 .63 .63 .69 .74 .66 .53
Net realized and unrealized gain (loss) on
investments................................ .12 (.40) .76 .25 .49 (.28) .25
Total from investment operations........... .73 .23 1.39 .94 1.23 .38 .78
Less distributions to shareholders from:
Net investment income........................ (.61) (.63) (.63) (.69) (.77) (.67) (.48)
Net realized gains........................... (.02) (.08) (.08) (.05) -- (.04) --
Paid-in capital.............................. -- -- -- (.04) -- -- --
Total distributions........................ (.63) (.71) (.71) (.78) (.77) (.71) (.48)
Net asset value, end of period............. $10.89 $10.79 $11.27 $10.59 $10.43 $9.97 $10.30
TOTAL RETURN+................................ 2.0% 1.9% 13.6% 9.3% 12.9% 3.7% 9.2%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted).... $168,542 $199,612 $198,286 $147,996 $75,791 $7,286 $717
Ratios to average net assets:
Expenses................................... .61% .56% .58% .41%(a) .10%(a) .10%(a) .30%(a)++
Net investment income...................... 5.73% 5.37% 5.66% 6.12%(a) 6.55%(a) 6.15%(a) 5.30%(a)++
Portfolio turnover rate...................... 53% 32% 24% 24% 66% 82% 2%
</TABLE>

* The information in the table above reflects the operating history of ABT
Florida Tax Free Fund, the predecessor to EVEGREEN FLORIDA MUNICIPAL BOND
FUND, for the periods indicated.
** Commencement of operations.
+ Total return is calculated on net asset value and is not annualized. Initial
sales charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
MAY 11, 1988
YEAR ENDED APRIL 30, THROUGH
1992 1991 1990 APRIL 30, 1989
<S> <C> <C> <C> <C>
Expenses.................................................... .68% .88% 5.14% 20.40%
Net investment income (loss)................................ 5.85% 5.77% 1.01% (14.80%)
</TABLE>

<PAGE>
EVERGREEN GEORGIA MUNICIPAL BOND FUND -- CLASS A, B, AND Y SHARES
<TABLE>
<CAPTION>
CLASS A SHARES CLASS B SHARES CLASS Y
JULY 2, JULY 2, SHARES
1993* 1993* FEBRUARY 28,
YEAR ENDED THROUGH YEAR ENDED THROUGH 1994* THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1994 1993 1994
<S> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period......... $10.19 $10.00 $10.19 $10.00 $9.83
Income (loss) from investment operations.....
Net investment income........................ .48 .20 .43 .18 .42
Net realized and unrealized gain (loss) on
investments................................ (1.45) .19 (1.45) .19 (1.09)
Total from investment operations........... (.97) .39 (1.02) .37 (.67)
Less distributions to shareholders from:
Net investment income........................ (.48) (.20) (.43) (.18) (.42)
Net asset value, end of period............... $8.74 $10.19 $8.74 $10.19 $8.74
TOTAL RETURN+................................ (9.6%) 4.0% (10.2%) 3.7% (6.9%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's
omitted)................................. $1,387 $817 $6,912 $3,692 $284
Ratios to average net assets:
Expenses (a)............................... .53% .25%++ 1.13% .75%++ .31%++
Net investment income (a).................. 5.26% 4.71%++ 4.66% 4.15%++ 5.68%++
Portfolio turnover rate...................... 147% 15% 147% 15% 147%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income (loss) to average
net assets, exclusive of any applicable state expense limitations, would
have been the following:
<TABLE>
<CAPTION>
CLASS Y
CLASS A SHARES CLASS B SHARES SHARES
JULY 2, 1993 JULY 2, 1993 FEBRUARY 28,
YEAR ENDED THROUGH YEAR ENDED THROUGH 1994 THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1994 1993 1994
<S> <C> <C> <C> <C> <C>
Expense................................... 3.61% 6.82% 4.21% 7.32% 3.39%
Net investment income (loss).............. 2.18% (1.86%) 1.58% (2.42%) 2.60%
</TABLE>

<PAGE>
EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND -- CLASS A, B AND Y SHARES
<TABLE>
<CAPTION>
CLASS A CLASS B
SHARES SHARES Y SHARES
JANUARY 11, JANUARY 11, FEBRUARY 28,
YEAR ENDED 1993* THROUGH YEAR ENDED 1993* THROUGH 1994* THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1994 1993 1994
<S> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period........ $10.61 $10.00 $10.61 $10.00 $10.31
Income (loss) from investment operations:
Net investment income....................... .49 .46 .44 .42 .43
Net realized and unrealized gain (loss) on
investments............................... (1.45) .64 (1.45) .64 (1.15)
Total from investment operations.......... (.96) 1.10 (.1.01) 1.06 (.72)
Less distributions to shareholders from:
Net investment income....................... (.49) (.46) (.44) (.42) (.43)
Net realized gains.......................... -- (.03) -- (.03) --
Total distributions....................... (.49) (.49) (.44) (.45) (.43)
Net asset value, end of period.............. $9.16 $10.61 $9.16 $10.61 $9.16
TOTAL RETURN+............................... (9.1%) 11.3% (9.6%) 10.8% (7.0%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)... $7,979 $12,739 $ 44,616 $45,168 $642
Ratios to average net assets:
Expenses (a).............................. .79% .32%++ 1.37% .79%++ .59%++
Net investment income (a)................. 5.11% 4.91%++ 4.53% 4.47%++ 5.58%++
Portfolio turnover rate..................... 126% 57% 126% 57% 126%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund has borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
CLASS A SHARES CLASS B SHARES CLASS Y SHARES
JANUARY 11, JANUARY 11, FEBRUARY 28,
YEAR ENDED 1993 THROUGH YEAR ENDED 1993 THROUGH 1994 THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1994 1993 1994
<S> <C> <C> <C> <C> <C>
Expenses................................ 1.18% 1.25% 1.76% 1.74% .98%
Net investment income................... 4.72% 3.98% 4.14% 3.52% 5.19%
</TABLE>

<PAGE>
EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND -- CLASS A, B AND Y SHARES
<TABLE>
<CAPTION>
CLASS A CLASS B CLASS Y
SHARES SHARES SHARES
JANUARY 3, JANUARY 3, FEBRUARY 28,
1994* THROUGH 1994* THROUGH 1994* THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1994 1994
<S> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period......................................... $10.00 $10.00 $9.74
Income (loss) from investment operations:
Net investment income........................................................ .46 .41 .43
Net realized and unrealized (loss) on investments............................ (1.38) (1.38) (1.12)
Total from investment operations........................................... (.92) (.97) (.69)
Less distributions to shareholders from:
Net investment income........................................................ (.46) (.41) (.43)
Net asset value, end of period............................................... $8.62 $8.62 $8.62
TOTAL RETURN+................................................................ (9.3%) (9.8%) (7.1%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted).................................... $312 $2,456 $92
Ratios to average net assets:
Expenses (a)............................................................... .25%++ .87%++ .00%++
Net investment income (a).................................................. 5.57%++ 4.88%++ 5.92%++
Portfolio turnover rate...................................................... 23% 23% 23%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income (loss) to average
net assets, exclusive of any applicable state expense limitations, would
have been the following:
<TABLE>
<CAPTION>
CLASS A SHARES CLASS B SHARES CLASS Y SHARES
JANUARY 3, JANUARY 3, FEBRUARY 28,
1994 1994 1994
THROUGH THROUGH THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1994 1994
<S> <C> <C> <C>
Expenses............................................................... 10.71% 11.33% 10.46%
Net investment income (loss)........................................... (4.89%) (5.58%) (4.54%)
</TABLE>

<PAGE>
EVERGREEN VIRGINIA MUNICIPAL BOND FUND -- CLASS A, B AND Y SHARES
<TABLE>
<CAPTION>
CLASS A SHARES CLASS B SHARES
JULY 2, JULY 2,
1993* 1993* CLASS Y SHARES
YEAR ENDED THROUGH YEAR ENDED THROUGH FEBRUARY 28, 1994*
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, THROUGH
1994 1993 1994 1993 DECEMBER 31, 1994
<S> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period..... $10.19 $10.00 $10.19 $10.00 $9.83
Income (loss) from investment operations:
Net investment income.................... .47 .20 .42 .17 .41
Net realized and unrealized gain (loss)
on investments......................... (1.34) .19 (1.34) .19 (.98)
Total from investment operations....... (.87) .39 (.92) .36 (.57)
Less distributions to shareholders from:
Net investment income.................... (.47) (.20) (.42) (.17) (.41)
Net asset value, end of period........... $8.85 $10.19 $8.85 $10.19 $8.85
TOTAL RETURN+............................ (8.6%) 3.9% (9.1%) 3.7% (5.8%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's
omitted)............................... $1,606 $1,306 $3,817 $2,235 $344
Ratios to average net assets:
Expenses (a)........................... .53% .25%++ 1.12% .75%++ .28%++
Net investment income (a).............. 5.11% 4.64%++ 4.54% 4.25%++ 5.54%++
Portfolio turnover rate.................. 59% 0% 59% 0% 59%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income (loss) to average
net assets, exclusive of any applicable state expense limitations, would
have been the following:
<TABLE>
<CAPTION>
CLASS Y
CLASS A SHARES CLASS B SHARES SHARES
JULY 2, 1993 JULY 2, 1993 FEBRUARY 28,
YEAR ENDED THROUGH YEAR ENDED THROUGH 1994 THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1994 1993 1994
<S> <C> <C> <C> <C> <C>
Expenses.................................. 5.14% 7.75% 5.73% 8.25% 4.89%
Net investment income (loss).............. .50% (2.86%) (.07%) (3.25%) .93%
</TABLE>

<PAGE>
EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND -- CLASS A SHARES*
<TABLE>
<CAPTION>
YEAR ENDED JUNE 17,
APRIL 30, 1992** THROUGH
1995 1994 APRIL 30, 1993
<S> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period..................................................... $10.08 $10.36 $10.00
Income from investment operations:
Net investment income.................................................................... .65 .68 .61
Net realized and unrealized gain (loss) on investments................................... .08 (.26) .39
Total from investment operations....................................................... .73 .42 1.00
Less distributions to shareholders from:
Net investment income.................................................................... (.65) (.68) (.61)
Net realized gains....................................................................... -- (.02) (.03)
Total distributions.................................................................... (.65) (.70) (.64)
Net asset value, end of period........................................................... $10.16 $10.08 $10.36
TOTAL RETURN+............................................................................ 7.6% 3.3% 11.9%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)................................................ $65,043 $72,683 $33,541
Ratios to average net assets:
Expenses (a)........................................................................... .60% .14% .00++
Net investment income (a).............................................................. 6.52% 6.16% 5.92%++
Portfolio turnover rate.................................................................. 28% 31% 50%
</TABLE>

* The information in the table above reflects the operating history of ABT
Florida High Income Municipal Fund, the predecessor to EVERGREEN FLORIDA HIGH
INCOME MUNICIPAL BOND FUND, for the periods indicated.
** Commencement of operations.
+ Total return is calculated on net asset value and is not annualized. Initial
sales load is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
YEAR ENDED JUNE 17, 1992
APRIL 30, THROUGH
1995 1994 APRIL 30, 1993
<S> <C> <C> <C>
Expenses.......................................................... 1.26% 1.12% 1.12%
Net investment income............................................. 5.86% 5.18% 4.80%
</TABLE>

11
12

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

DESCRIPTION OF THE FUNDS
- -------------------------------------------------------------------------------

INVESTMENT OBJECTIVES AND POLICIES

Evergreen Florida Municipal Bond Fund
Evergreen Georgia Municipal Bond Fund
Evergreen North Carolina Municipal Bond Fund
Evergreen South Carolina Municipal Bond Fund
Evergreen Virginia Municipal Bond Fund

The Funds seek current income exempt from federal regular income tax
and, where applicable, state income taxes, consistent with preservation of
capital. In addition, the Evergreen Florida Municipal Bond Fund intends to
qualify as an investment exempt from the Florida state intangibles tax. Florida
does not currently tax personal income.

Each Fund's investment objective cannot be changed without shareholder
approval. While there is no assurance that each objective will be achieved, the
Funds will endeavor to do so by following the investment policies detailed
below. Unless otherwise indicated, the investment policies of a Fund may be
changed by the Trust's Board of Trustees ("Trustees") without the approval of
shareholders. Shareholders will be notified before any material change in these
policies becomes effective.

As a matter of fundamental investment policy, which may not be changed
without shareholder approval, each Fund will normally invest its assets so that
at least 80% of its annual interest income is, or at least 80% of its net assets
are invested in obligations which provide interest income which is exempt from
federal regular income taxes. The interest retains its tax-free status when
distributed to the Fund's shareholders. In addition, at least 65% of the value
of each Fund's total assets will be invested in municipal bonds of the
particular state after which the Fund is named. To qualify as an investment
exempt from the Florida state intangibles tax, the Evergreen Florida Municipal
Bond Fund's portfolio must consist entirely of investments exempt from the
Florida state intangibles tax on the last business day of the calendar year.

Each Fund seeks to achieve its investment objective by investing
principally in municipal bonds, including industrial development bonds, of its
designated state. In addition, the Funds may invest in obligations issued by or
on behalf of any state, territory, or possession of the United States, including
the District of Columbia, or their political subdivisions or agencies and
instrumentalities, the interest from which is exempt from federal (regular, if
applicable) income tax. It is likely that shareholders who are subject to the
alternative minimum tax will be required to include interest from a portion of
the municipal securities owned by a Fund in calculating the federal individual
alternative minimum tax or the federal alternative minimum tax for corporations.

Municipal bonds are debt obligations issued by the state or local
entities to support a government's general financial needs or special projects,
such as housing projects or sewer works. Municipal bonds include industrial
development bonds issued by or on behalf of public authorities to provide
financing aid to acquire sites or construct or equip facilities for privately or
publicly owned corporations.

The two principal classifications of municipal bonds are "general
obligation" and "revenue" bonds. General obligation bonds are secured by the
issuer's pledge of its full faith and credit and taxing power for the payment of
principal and interest. Revenue bonds are paid off only with the revenue
generated by the project financed by the bond or other specified sources of
revenue. For example, in the case of a bridge project, proceeds from the tolls
would go directly to retiring the bond issue. Thus, unlike general obligation
bonds, revenue bonds do not represent a pledge of credit or create any debt of
or charge against the general revenues of a municipality or public authority.

The municipal bonds in which the Funds will invest are subject to one
or more of the following quality standards: rated Baa or better by Moody's
Investors Service, Inc. ("Moody's") or BBB or better by Standard & Poor's
Ratings Group ("S&P") or, if unrated, are determined by the Fund's investment
adviser to be of comparable quality to such ratings; insured by a municipal bond
insurance company which is rated Aa by Moody's or AA by S&P; guaranteed at the
time of purchase by the U.S. government as to the payment of principal and
interest; or fully collateralized by an escrow of U.S. government securities.
Bonds rated BBB by S&P or Baa by Moody's have speculative characteristics.
Changes in economic conditions or other circumstances are more likely to lead to
weakened capacity to make principal and interest payments than higher rated
bonds. However, like the higher rated bonds, these securities are considered to
be investment grade. If any security owned by a Fund loses its rating or has its
rating reduced after the Fund has purchased it, the Fund is not required to sell
or otherwise dispose of the security, but may consider doing so. If ratings made
by Moody's or S&P change because of changes in those organizations or their
ratings systems, the Funds will try to use comparable ratings as standards in
accordance with the Funds' investment objectives. A description of the rating
categories is contained in an Appendix to the Statement of Additional
Information.

The Funds may also invest in:

participation interests in any of the above obligations.
(Participation interests may be purchased from financial institutions
such as commercial banks, savings and loan associations and insurance
companies, and give a Fund an undivided interest in particular
municipal securities);

variable rate municipal securities. (Variable rate securities
offer interest rates which are tied to a money market rate, usually a
published interest rate or interest rate index or the 91-day U.S.
Treasury bill rate. Many of these securities are subject to prepayment
of principal on demand by the Fund, usually in seven days or less); and

municipal leases issued by state and local governments or
authorities to finance the acquisition of equipment and facilities. The
Fund may purchase municipal securities in the form of participation
interests which represent undivided proportional interests in lease
payments by a governmental or non-profit entity. The lease payments and
other rights under the lease provide for and secure the payments on the
certificates. Lease obligations may be limited by municipal charter or
the nature of the appropriation for the lease. In particular, lease
obligations may be subject to periodic appropriation. If the entity
does not appropriate funds for future lease payments, the entity cannot
be compelled to make such payments. Furthermore, a lease may provide
that the certificate trustee cannot accelerate lease obligations upon
default. The trustee would only be able to enforce lease payments as
they become due. In the event of a default or failure of appropriation,
it is unlikely that the trustee would be able to obtain an acceptable
substitute source of payment or that the substitute source of payment
would generate tax-exempt income.

During periods when, in the Adviser's opinion, a temporary defensive
position in the market is appropriate, a Fund may temporarily invest in
short-term tax-exempt or taxable investments. These temporary investments
include: notes issued by or on behalf of municipal or corporate issuers;
obligations issued or guaranteed by the U.S. government, its agencies, or
instrumentalities; other debt securities; commercial paper; bank certificates of
deposit; shares of other investment companies; and repurchase agreements. There
are no rating requirements applicable to temporary investments. However, the
Adviser will limit temporary investments to those it considers to be of
comparable quality to the Fund's primary investments.

Although the Funds are permitted to make taxable, temporary investments, there
is no current intention of generating income subject to federal regular income
tax, where applicable. However, certain temporary investments will generate
income which is subject to state taxes. The Fund may employ certain additional
investment strategies which are discussed in "Investment Practices and
Restrictions", below.

Evergreen Florida High Income Municipal Bond Fund

Evergreen Florida High Income Municipal Bond Fund seeks to provide a
high level of current income which is exempt from federal income taxes. The term
"high-level" indicates that the Fund seeks to achieve an income level that
exceeds that which an investor would expect from an investment grade portfolio
with similar maturity characteristics. Evergreen Florida High Income Municipal
Bond Fund invests primarily in high yield, medium and lower rated (Baa through C
by Moody's and BBB through D by S&P) and unrated municipal securities. To
varying degrees, medium and lower rated municipal securities, as well as unrated
municipal securities, are considered to have speculative characteristics and are
subject to greater market fluctuations and risk of loss of income and principal
than higher rated securities. To the extent that an investor realizes a yield in
excess of that which could be expected from a fund which invests primarily in
investment grade securities, the investor should expect to bear increased risk
due to the fact that the risk of principal and/or interest not being repaid with
respect to the high yield securities described above is significantly greater
than that which exists in connection with investment grade securities. In
assessing the risk involved in purchasing medium and lower rated and unrated
securities, the Fund's investment adviser will use nationally recognized
statistical rating organizations such as Moody's and S&P, and will also rely
heavily on credit analysis it develops internally. Under normal circumstances,
the Fund's dollar-weighted average maturity generally will be 15 years or more.
However, the Fund may invest in securities of any maturity, and if the Fund's
investment determines that market conditions warrant a shorter average maturity,
the Fund's investments will be adjusted accordingly.. In pursuit of its
investment objective, Evergreen Florida High Income Municipal Bond Fund will,
under normal market conditions, invest at least 65% in such medium and lower
rated municipal securities or unrated municipal securities of comparable quality
to such rated municipal bonds. Investors should note that such a policy is not a
fundamental policy of the Fund and shareholder approval is not necessary to
change such policy. There is no assurance that Evergreen Florida High Income
Municipal Bond Fund can achieve its investment objective.

The Fund will not invest in municipal securities which are in default,
i.e., securities rated D by S&P. Investments may also be made by Evergreen
Florida High Income Municipal Bond Fund in higher quality municipal bonds and,
for temporary defensive purposes, the Fund may invest less than 65% of its total
assets in the medium and lower quality municipal securities described above. The
Fund may assume a defensive position if, for example, yield spreads between
lower grade and investment grade municipal bonds are narrow and the yields
available on lower quality municipal securities do not justify the increased
risk associated with an investment in such securities or when there is a lack of
medium and lower quality issues in which to invest. Evergreen Florida High
Income Municipal Bond Fund may also invest primarily in higher quality Municipal
Obligations until its net assets reach a level that would permit the Fund to
begin investing in medium and lower rated municipal bonds and at the same time
maintain adequate diversification and liquidity. Investing in this manner may
result in yields lower than those normally associated with a fund that invests
primarily in medium and lower quality municipal securities.

During the most recent fiscal year completed by Evergreen Florida High
Income Municipal Bond Fund's predecessor, ended April 30, 1995, its holdings had
the following average credit quality characteristics:

Percent of
Rating Net Assets

Aaa or AAA 3.4%
Aa or AA ---
A 6.0
Baa or BBB 22.1
Ba or BB 1.5
Ba or BB 7.9
Non-rated 56.6
-----

Total 97.5%

The Fund may purchase industrial development bonds only if the interest
on such bonds is, in the opinion of bond counsel, exempt from federal income
taxes. It is anticipated that the annual portfolio turnover rate for the Fund
may exceed 100%. The Fund may employ certain additional investment strategies
which are discussed in "Investment Practices and Restrictions", below. Also, see
the Statement of Additional Information for further information in regard to
ratings.

INVESTMENT PRACTICES AND RESTRICTIONS

Risk Factors. Bond yields are dependent on several factors including market
conditions, the size of an offering, the maturity of the bond, ratings of the
bond and the ability of issuers to meet their obligations. There is no limit on
the maturity of the bonds purchased by the Funds. Because the prices of bonds
fluctuate inversely in relation to the direction of interest rates, the prices
of longer term bonds fluctuate more widely in response to market interest rate
changes. A Fund's concentration in securities issued by its designated state and
that state's political subdivisions provides a greater level of risk than a fund
which is diversified across numerous states and municipal entities. An expanded
discussion of the risks associated with the purchase of the designated state's
municipal bonds is contained in the respective Statements of Additional
Information. Although the Funds, other than Evergreen Florida High Income
Municipal Bond Fund will not purchase securities rated below BBB by S&P or Baa
by Moody's (i.e., junk bonds), the Funds are not required to dispose of
securities that have been downgraded subsequent to their purchase. If the
municipal obligations held by a Fund (because of adverse economic conditions in
a particular state, for example) are downgraded, the Fund's concentration in
securities of that state may cause the Fund to be subject to the risks inherent
in holding material amounts of low-rated debt securities in its portfolio. As
stated above, Evergreen Florida High Income Municipal Bond Fund invests
primarily in high yield, medium and lower rated (Baa through C by Moody's and
BBB through D by S&P) and unrated securities. Additional risk factors relating
to the investment by Evergreen Florida High Income Municipal Bond Fund in high
yield, medium and lower rated (Baa through C by Moody's and BBB through D by
S&P) and unrated securities are discussed below.

Portfolio Turnover. A portfolio turnover rate of 100% would occur if all of a
Fund's portfolio securities were replaced in one year. The portfolio turnover
rate experienced by a Fund directly affects the transaction costs relating to
the purchase and sale of securities which a Fund bears directly. A high rate of
portfolio turnover will increase such costs. See the Statement of Additional
Information for further information regarding the practices of the Funds
affecting portfolio turnover.

Non-Diversification. Each of Evergreen Florida Municipal Bond Fund, Evergreen
Georgia Municipal Bond Fund, Evergreen North Carolina Municipal Bond Fund,
Evergreen South Carolina Municipal Bond Fund and Evergreen Virginia Municipal
Bond Fund is a non-diversified portfolio of an investment company and as such,
there is no limit on the percentage of assets which can be invested in any
single issuer. An investment in a Fund, therefore, will entail greater risk than
would exist in a diversified investment company because the higher percentage of
investments among fewer issuers may result in greater fluctuation in the total
market value of the Fund's portfolio. Each of the Funds intends to comply with
Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code") which
requires that at the end of each quarter of each taxable year, with regard to at
least 50% of the Fund's total assets, no more than 5% of the total assets may be
invested in the securities of a single issuer and that with respect to the
remainder of the Fund's total assets, no more than 25% of its total assets are
invested in the securities of a single issuer.

Repurchase Agreements. The Funds may invest in repurchase agreements. Repurchase
agreements are agreements by which a Fund purchases a security (usually U.S.
government securities) for cash and obtains a simultaneous commitment from the
seller (usually a bank or broker/dealer) to repurchase the security at an
agreed-upon price and specified future date. The repurchase price reflects an
agreed-upon interest rate for the time period of the agreement. The Funds' risk
is the inability of the seller to pay the agreed-upon price on the delivery
date. However, this risk is tempered by the ability of the Funds to sell the
security in the open market in the case of a default. In such a case, the Funds
may incur costs in disposing of the security which would increase Fund expenses.
The Adviser will monitor the creditworthiness of the firms with which the Funds
enter into repurchase agreements.

When-Issued And Delayed Delivery Transactions. The Funds may purchase securities
on a when-issued or delayed delivery basis. These transactions are arrangements
in which the Funds purchase securities with payment and delivery scheduled for a
future time. The seller's failure to complete these transactions may cause the
Funds to miss a price or yield considered to be advantageous. Settlement dates
may be a month or more after entering into these transactions, and the market
values of the securities purchased may vary from the purchase prices.
Accordingly, the Funds may pay more or less than the market value of the
securities on the settlement date. The Funds may dispose of a commitment prior
to settlement if the Adviser deems it appropriate to do so. In addition, the
Funds may enter into transactions to sell their purchase commitments to third
parties at current market values and simultaneously acquire other commitments to
purchase similar securities at later dates. The Funds may realize short-term
profits or losses upon the sale of such commitments.

Lending Of Portfolio Securities. In order to generate additional income, the
Funds may lend their portfolio securities on a short-term or long-term basis to
broker/dealers, banks, or other institutional borrowers of securities. The Funds
will only enter into loan arrangements with creditworthy borrowers and will
receive collateral in the form of cash or U.S. government securities equal to at
least 100% of the value of the securities loaned. As a matter of fundamental
investment policy which cannot be changed without shareholder approval, the
Funds will not lend any of their assets except portfolio securities up to
one-third of the value of their total assets. There is the risk that when
lending portfolio securities, the securities may not be available to a Fund on a
timely basis and the Fund may, therefore, lose the opportunity to sell the
securities at a desirable price. In addition, in the event that a borrower of
securities would file for bankruptcy or become insolvent, disposition of the
securities may be delayed pending court action.

Investing In Securities Of Other Investment Companies. Each Fund may invest in
the securities of other investment companies. This is a short-term measure to
invest cash which has not yet been invested in other portfolio instruments and
is subject to the following limitations: (1) no Fund will own more than 3% of
the total outstanding voting stock of any one investment company, (2) no Fund
may invest more than 5% of its total assets in any one investment company and
(3) no Fund may invest more than 10% of its total assets in investment companies
in general. The Adviser will waive its investment advisory fee on assets
invested in securities of other open end investment companies.

Borrowing. As a matter of fundamental policy, which may not be changed without
shareholder approval, the Funds may not borrow money except as a temporary
measure to facilitate redemption requests which might otherwise require the
untimely disposition of portfolio investments and for extraordinary or emergency
purposes, provided that the aggregate amount of such borrowings shall not exceed
one-third of the value of the total net assets at the time of such borrowing.

Illiquid Securities. The Funds may invest up to 15% of their net assets in
illiquid securities and other securities which are not readily marketable.
Repurchase agreements with maturities longer than seven days will be included
for the purpose of the foregoing 15% limit. Securities eligible for resale
pursuant to Rule 144A under the Securities Act of 1933, which have been
determined to be liquid, will not be considered by the Adviser to be illiquid or
not readily marketable and, therefore, are not subject to the aforementioned 15%
limit. The inability of a Fund to dispose of illiquid or not readily marketable
investments readily or at a reasonable price could impair a Fund's ability to
raise cash for redemptions or other purposes. The liquidity of securities
purchased by a Fund which are eligible for resale pursuant to Rule 144A will be
monitored by the Adviser on an ongoing basis, subject to the oversight of the
Trustees. In the event that such a security is deemed to be no longer liquid, a
Fund's holdings will be reviewed to determine what action, if any, is required
to ensure that the retention of such security does not result in a Fund having
more than 15% of its assets invested in illiquid or not readily marketable
securities.

Unseasoned Issuers. The Funds will not invest more than 5% of the value of their
total assets in securities of issuers (or guarantors, where applicable) which
have records of less than three years of continuous operations, including the
operation of any predecessor.

Risk Factors Associated with Medium and Lower Rated and Unrated Municipal
Obligations. Evergreen Florida High Income Municipal Bond Fund will invest in
medium and lower rated or unrated municipal securities. The market for high
yield, high risk debt securities rated in the medium and lower rating
categories, or which are unrated, is relatively new and its growth has
paralleled a long economic expansion. Past experience may not, therefore,
provide an accurate indication of future performance of this market,
particularly during periods of economic recession. An economic downturn or
increase in interest rates is likely to have a greater negative effect on this
market, the value of high yield debt securities in the Fund's portfolio, the
Fund's net asset value and the ability of the bonds' issuers to repay principal
and interest, meet projected business goals and obtain additional financing,
than would be the case if investments by the Fund were limited to higher rated
securities. These circumstances also may result in a higher incidence of
defaults. Yields on medium or lower-rated municipal bonds may not fully reflect
the higher risks of such bonds. Therefore, the risk of a decline in market
value, should interest rates increase or credit quality concerns develop, may be
higher than has historically been experienced with such investments. An
investment in Evergreen Florida High Income Municipal Bond Fund may be
considered more speculative than investment in shares of another fund which
invests primarily in higher rated debt securities.

Prices of high yield debt securities may be more sensitive to adverse
economic changes or corporate developments than higher rated investments. Debt
securities with longer maturities, which may have higher yields, may increase or
decrease in value more than debt securities with shorter maturities. Market
prices of high yield debt securities structured as zero coupon or pay-in-kind
securities are affected to a greater extent by interest rate changes and may be
more volatile than securities which pay interest periodically and in cash. Where
Evergreen Florida High Income Municipal Bond Fund deems it appropriate and in
the best interests of its shareholders, it may incur additional expenses to seek
recovery on a debt security on which the issuer has defaulted and to pursue
litigation to protect the interests of security holders of its portfolio
entities.

Because the market for medium or lower rated securities may be thinner
and less active than the market for higher rated securities, there may be market
price volatility for these securities and limited liquidity in the resale
market. Unrated securities are usually not as attractive to as many buyers as
are rated securities, a factor which may make unrated securities less
marketable. These factors may have the effect of limiting the availability of
the securities for purchase by Evergreen Florida High Income Municipal Bond Fund
and may also limit the ability of the Fund to sell such securities at their fair
value either to meet redemption requests or in response to changes in the
economy or the financial markets. Adverse publicity and investor perceptions,
whether or not based on fundamental analysis, may decrease the values and
liquidity of medium or lower rated debt securities, especially in a thinly
traded market. To the extent the Fund owns or may acquire illiquid or restricted
high yield securities, these securities may involve special registration
responsibilities, liabilities and costs, and liquidity and valuation
difficulties. Changes in values of debt securities which the Fund owns will
affect the Fund's net asset value per share. If market quotations are not
readily available for the Fund's lower rated or unrated securities, these
securities will be valued by a method that the Trustees believes accurately
reflects fair value. Valuation becomes more difficult and judgment plays a
greater role in valuing high yield debt securities than with respect to
securities for which more external sources of quotations and last sale
information are available.

Special tax considerations are associated with investing in high yield
debt securities structured as zero coupon or pay-in-kind securities. A Fund
investing in such securities accrues income on these securities prior to the
receipt of cash payments. Evergreen Florida High Income Municipal Bond Fund must
distribute substantially all of its income to shareholders to qualify for pass
through treatment under the tax laws and may, therefore, have to dispose of
portfolio securities to satisfy distribution requirements.

While credit ratings are only one factor Evergreen Florida High Income
Municipal Bond Fund's investment adviser relies on in evaluating high yield debt
securities, certain risks are associated with using credit ratings. Credit
ratings evaluate the safety of principal and interest payments, not market value
risk. Credit rating agencies may fail to change in timely manner the credit
ratings to reflect subsequent events; however, the Fund's investment adviser
continuously monitors the issuers of high yield debt securities in the Fund's
portfolio in an attempt to determine if the issuers will have sufficient cash
flow and profits to meet required principal and interest payments. Achievement
of Evergreen Florida High Income Municipal Bond Fund's investment objective may
be more dependent upon the Fund's investment adviser and the credit analysis
capability of the Fund's investment adviser, than is the case for higher quality
debt securities. Credit ratings for individual securities may change from time
to time and Evergreen Florida High Income Municipal Bond Fund may retain a
portfolio security whose rating has been changed. See the Statement of
Additional Information for a description of bond and note ratings.

Transactions in Options and Futures. The Funds may engage in options and futures
transactions. Options and futures transactions are intended to enable a Fund to
manage market or interest rate risk, and the Funds do not use these transactions
for speculation or leverage. The Funds may attempt to hedge all or a portion of
their portfolios through the purchase of both put and call options on their
portfolio securities and listed put options on financial futures contracts for
portfolio securities. The Funds may also write covered call options on their
portfolio securities to attempt to increase their current income. The Funds will
maintain their positions in securities, option rights, and segregated cash
subject to puts and calls until the options are exercised, closed, or have
expired. An option position may be closed out only on an exchange which provides
a secondary market for an option of the same series. The Funds may purchase
listed put options on financial futures contracts. These options will be used
only to protect portfolio securities against decreases in value resulting from
market factors such as an anticipated increase in interest rates.

The principal reason for writing call or put options is to obtain,
through a receipt of premiums, a greater current return than would be realized
on the underlying securities alone. The Funds receive a premium from writing a
call or put option which they retain whether or not the option is exercised. By
writing a call option, the Funds might lose the potential for gain on the
underlying security while the option is open, and by writing a put option, the
Funds might become obligated to purchase the underlying securities for more than
their current market price upon exercise.

The Funds may also enter into financial futures contracts and write
options on such contracts. The Funds intend to enter into such contracts and
related options for hedging purposes. The Funds will enter into futures on
securities or index-based futures contracts in order to hedge against changes in
interest rates or securities prices. A futures contract on securities is an
agreement to buy or sell securities during a designated month at whatever price
exists at that time. A futures contract on a securities index does not involve
the actual delivery of securities, but merely requires the payment of a cash
settlement based on changes in the securities index. The Funds do not make
payment or deliver securities upon entering into a futures contract. Instead,
they put down a margin deposit, which is adjusted to reflect changes in the
value of the contract and which remains in effect until the contract is
terminated.

The Funds may sell or purchase other financial futures contracts. When
a futures contract is sold by a Fund, the profit on the contract will tend to
rise when the value of the underlying securities declines and to fall when the
value of such securities increases. Thus, the Funds sell futures contracts in
order to offset a possible decline in the profit on their securities. If a
futures contract is purchased by a Fund, the value of the contract will tend to
rise when the value of the underlying securities increases and to fall when the
value of such securities declines. The Funds may enter into closing purchase and
sale transactions in order to terminate a futures contract and may buy or sell
put and call options for the purpose of closing out their options positions. The
Funds' ability to enter into closing transactions depends on the development and
maintenance of a liquid secondary market. There is no assurance that a liquid
secondary market will exist for any particular contract or at any particular
time. As a result, there can be no assurance that the Funds will be able to
enter into an offsetting transaction with respect to a particular contract at a
particular time. If the Funds are not able to enter into an offsetting
transaction, the Funds will continue to be required to maintain the margin
deposits on the contract and to complete the contract according to its terms, in
which case it would continue to bear market risk on the transaction.

Risk Characteristics Of Options And Futures. Although options and futures
transactions are intended to enable the Funds to manage market or interest rate
risks, these investment devices can be highly volatile, and the Funds' use of
them can result in poorer performance (i.e., the Funds' return may be reduced).
The Funds' attempt to use such investment devices for hedging purposes may not
be successful. Successful futures strategies require the ability to predict
future movements in securities prices, interest rates and other economic
factors. When the Funds use financial futures contracts and options on financial
futures contracts as hedging devices, there is a risk that the prices of the
securities subject to the financial futures contracts and options on financial
futures contracts may not correlate perfectly with the prices of the securities
in the Funds' portfolios. This may cause the financial futures contract and any
related options to react to market changes differently than the portfolio
securities. In addition, the Adviser could be incorrect in its expectations and
forecasts about the direction or extent of market factors, such as interest
rates, securities price movements, and other economic factors. Even if the
Adviser correctly predicts interest rate movements, a hedge could be
unsuccessful if changes in the value of a Fund's futures position did not
correspond to changes in the value of its investments. In these events, the
Funds may lose money on the financial futures contracts or the options on
financial futures contracts. It is not certain that a secondary market for
positions in financial futures contracts or for options on financial futures
contracts will exist at all times. Although the Adviser will consider liquidity
before entering into financial futures contracts or options on financial futures
contracts transactions, there is no assurance that a liquid secondary market on
an exchange will exist for any particular financial futures contract or option
on a financial futures contract at any particular time. The Funds' ability to
establish and close out financial futures contracts and options on financial
futures contract positions depends on this secondary market. If a Fund is unable
to close out its position due to disruptions in the market or lack of liquidity,
the Fund may lose money on the futures contract or option, and the losses to the
Fund could be significant.

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

MANAGEMENT OF THE FUNDS
- -------------------------------------------------------------------------------

INVESTMENT ADVISER

The management of each Fund is supervised by the Trustees of the Trust
under which the Fund has been established ("Trustees"). The Capital Management
Group of First Union National Bank of North Carolina ("CMG") serves as
investment adviser to Evergreen Florida Municipal Bond Fund, Evergreen Georgia
Municipal Bond Fund, Evergreen North Carolina Municipal Bond Fund, Evergreen
South Carolina Municipal Bond Fund, Evergreen Virginia Municipal Bond Fund and
Evergreen Florida High Income Municipal Bond Fund. First Union National Bank of
North Carolina ("FUNB") is a subsidiary of First Union Corporation ("First
Union"), one of the ten largest bank holding companies in the United States.
First Union is a bank holding company headquartered in Charlotte, North
Carolina, which had $74.2 billion in consolidated assets as of September 30,
1994. First Union and its subsidiaries provide a broad range of financial
services to individuals and businesses through offices in 36 states. The Capital
Management Group of FUNB manages or otherwise oversees the investment of over
$36 billion in assets belonging to a wide range of clients, including all the
series of Evergreen Investment Trust (formerly known as First Union Funds).
First Union Brokerage Services, Inc., a wholly-owned subsidiary of FUNB, is a
registered broker-dealer that is principally engaged in providing retail
brokerage services consistent with its federal banking authorizations. First
Union Capital Markets Corp., a wholly-owned subsidiary of First Union, is a
registered broker-dealer principally engaged in providing, consistent with its
federal banking authorizations, private placement, securities dealing, and
underwriting services.

CMG manages investments and supervises the daily business affairs of
Evergreen Florida Municipal Bond Fund, Evergreen Georgia Municipal Bond Fund,
Evergreen North Carolina Municipal Bond Fund, Evergreen South Carolina Municipal
Bond Fund, Evergreen Virginia Municipal Bond Fund and Evergreen Florida High
Income Municipal Bond Fund and, as compensation therefor, is entitled to receive
an annual fee equal to .50 of 1% of average daily net assets of each Fund other
than Evergreen Florida High Income Municipal Bond Fund, from which it is
entitled to receive an annual fee equal to .60 of 1% of average daily net
assets. The total annualized operating expenses of Evergreen Florida Municipal
Bond Fund, Evergreen Georgia Municipal Bond Fund, Evergreen North Carolina
Municipal Bond Fund, Evergreen South Carolina Municipal Bond Fund and Evergreen
Virginia Municipal Bond Fund and the total annualized operating expenses of ABT
Florida High Income Municipal Bond Fund, predecessor to Evergreen Florida High
Income Municipal Bond Fund, for the most recent fiscal year are set forth in the
section entitled "Financial Highlights". Evergreen Asset Management Corp.
("Evergreen Asset"), a subsidiary of FUNB, serves as administrator to each Fund
and is entitled to receive a fee based on the average daily net assets of each
Fund at a rate based on the total assets of the mutual funds administered by
Evergreen Asset for which CMG or Evergreen Asset also serve as investment
adviser, calculated in accordance with the following schedule: .050% of the
first $7 billion; .035% on the next $3 billion; .030% on the next $5 billion;
.020% on the next $10 billion; .015% on the next $5 billion; and .010% on assets
in excess of $30 billion. Furman Selz Incorporated, the parent of Evergreen
Funds Distributor, Inc., distributor for the Evergreen group of mutual funds,
serves as sub-administrator for each Fund and is entitled to receive a fee from
each Fund calculated on the average daily net assets of each Funds at a rate
based on the total assets of the mutual funds administered by Evergreen Asset
for which CMG or Evergreen Asset also serve as investment adviser, calculated in
accordance with the following schedule: .0100% of the first $7 billion; .0075%
on the next $3 billion; .0050% on the next $15 billion; and .0040% on assets in
excess of $25 billion. The total assets of the mutual funds administered by
Evergreen Asset for which CMG or Evergreen Asset serve as investment adviser as
of March 31, 1995 were approximately $8 billion.

Robert S. Drye is a Vice President of FUNB , and has been with FUNB
since 1968. Since 1989, Mr. Drye has served as a portfolio manager for several
of the series of Evergreen Investment Trust and for certain common trust funds.
Prior to 1989, Mr. Drye worked as a marketing specialist with First Union
Brokerage Services, Inc. Mr. Drye has managed the Evergreen South Carolina
Municipal Bond Fund since its inception in January 1994. In addition, Mr. Drye
has been the portfolio manager for the Evergreen Florida Municipal Bond Fund
since its inception in July 1993. Richard K. Marrone is a Vice President of FUNB
. Mr. Marrone joined FUNB in May 1993 with eleven years of experience managing
fixed income assets at Woodbridge Capital Management, a subsidiary of Comerica
Bank, N.A. Mr. Marrone is responsible for the portfolio management of several
series of Evergreen Investment Trust and certain common trust funds. Mr. Marrone
has served as portfolio manager of the Evergreen North Carolina Municipal Bond
Fund since May 1993, and portfolio manager of the Evergreen Florida High Income
Municipal Bond Fund and Evergreen Georgia Municipal Bond Fund since their
inception in July 1995 and July 1993, respectively. Charles E. Jeanne joined
FUNB, in July 1993. Prior to joining FUNB , Mr. Jeanne served as a
trader/portfolio manager for First American Bank where he was responsible for
individual accounts and common trust funds. Mr. Jeanne has been the portfolio
manager for the Evergreen Virginia Municipal Bond Fund since its inception in
1993.

DISTRIBUTION PLANS AND AGREEMENTS

Rule 12b-1 under the Investment Company Act of 1940 permits an
investment company to pay expenses associated with the distribution of its
shares in accordance with a duly adopted plan. Each Fund has adopted for each of
its Class A and Class B shares a Rule 12b-1 plan (each, a "Plan" or collectively
the "Plans"). Under the Plans, each Fund may incur distribution-related and
shareholder servicing-related expenses which may not exceed an annual rate of
.75 of 1% of the aggregate average daily net assets attributable to each Fund's
Class A shares, 1.00% of the aggregate average daily net assets attributable to
the Class B shares of Evergreen Florida High Income Municipal Fund, and .75 of
1% of the aggregate average daily net assets attributable to the Class B shares
of Evergreen Florida Municipal Bond Fund, Evergreen Georgia Municipal Bond Fund,
Evergreen North Carolina Municipal Bond Fund, Evergreen South Carolina Municipal
Bond Fund and Evergreen Virginia Municipal Bond Fund. Payments under the Plans
adopted with respect to Class A shares are currently voluntarily limited to .25
of 1% of each Fund's aggregate average daily net assets attributable to Class A
shares. The Plans provide that a portion of the fee payable thereunder may
constitute a service fee to be used for providing ongoing personal services
and/or the maintenance of shareholder accounts. Evergreen Florida Municipal Bond
Fund, Evergreen Georgia Municipal Bond Fund, Evergreen North Carolina Municipal
Bond Fund, Evergreen South Carolina Municipal Bond Fund and Evergreen Virginia
Municipal Bond Fund have, in addition to the Plans adopted with respect to their
Class B shares, adopted a shareholder service plan ("Service Plans") relating to
the Class B shares which permit each Fund to incur a fee of up to .25 of 1% of
the aggregate average daily net assets attributable to the Class B shares for
ongoing personal services and/or the maintenance of shareholder accounts. Such
service fee payments to financial intermediaries for such purposes, whether
pursuant to a Plan or Service Plans, will not to exceed .25% of the aggregate
average daily net assets attributable to each Class of shares of each Fund.

Each Fund has also entered into a distribution agreement (each a
"Distribution Agreement" or collectively the "Distribution Agreements") with
Evergreen Funds Distributor, Inc. ("EFD"). Pursuant to the Distribution
Agreements, each Fund will compensate EFD for its services as distributor at a
rate which may not exceed an annual rate of .25 of 1% of a Fund's aggregate
average daily net assets attributable to Class A shares and .75 of 1% of a
Fund's aggregate average daily net assets attributable to the Class B shares.
The Distribution Agreements provide that EFD will use the distribution fee
received from a Fund for payments (i) to compensate broker-dealers or other
persons for distributing shares of the Funds, including interest and principal
payments made in respect of amounts paid to broker-dealers or other persons that
have been financed (EFD may assign its rights to receive compensation under the
Plans to secure such financings), (ii) to otherwise promote the sale of shares
of the Fund, and (iii) to compensate broker-dealers, depository institutions and
other financial intermediaries for providing administrative, accounting and
other services with respect to the Fund's shareholders. The financing of
payments made by EFD to compensate broker-dealers or other persons for
distributing shares of the Funds may be provided by First Union or its
affiliates. The Funds may also make payments under the Plans (and in the case of
Evergreen Florida Municipal Bond Fund, Evergreen Georgia Municipal Bond Fund,
Evergreen North Carolina Municipal Bond Fund, Evergreen South Carolina Municipal
Bond Fund and Evergreen Virginia Municipal Bond Fund, the Service Plans), in
amounts up to .25 of 1% of a Fund's aggregate average daily net assets on an
annual basis attributable to Class B shares, to compensate organizations, which
may include EFD and each Fund's investment adviser or their affiliates, for
personal services rendered to shareholders and/or the maintenance of shareholder
accounts.

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

PURCHASE AND REDEMPTION OF SHARES
- -------------------------------------------------------------------------------

HOW TO BUY SHARES

You can purchase shares of any of the Funds through broker-dealers,
banks or other financial intermediaries, or directly through EFD. The minimum
initial investment is $1,000, which may be waived in certain situations. There
is no minimum for subsequent investments. Investments of $25 or more are allowed
under the systematic investment program. Share certificates are not issued for
Class A and Class B shares. In states where EFD is not registered as a
broker-dealer shares of a Fund will only be sold through other broker-dealers or
other financial institutions that are registered. See the Share Purchase
Application and Statement of Additional Information for more information. Only
Class A and Class B shares are offered through this Prospectus (see "General
Information" - "Other Classes of Shares").

Class A Shares-Front-End Sales Charge Alternative. You can purchase Class A
shares at net asset value plus an initial sales charge, as follows:

Initial Sales Charge

When Class A shares are sold, EFD will normally retain a portion of the
applicable sales charge and pay the balance to the broker-dealer or other
financial intermediary through whom the sale was made. EFD may also pay fees to
banks from sales charges for services performed on behalf of the bank's
customers in connection with the purchase of shares of the Funds. In addition to
compensation paid at the time of sale, entities whose clients have purchased
Class A shares may receive a trailing commission equal to .25 of 1% of the
aggregate average daily net assets attributable to Class A shares of each Fund
held by their clients. Certain purchases of Class A shares may qualify for
reduced sales charges in accordance with a Fund's Combined Purchase Privilege,
Cumulative Quantity Discount, Statement of Intention, Privilege for Certain
Retirement Plans and Reinstatement Privilege. Consult the Share Purchase
Application and Statement of Additional Information for additional information
concerning these reduced sales charges.

Year Since Purchase Contingent Deferred Sales Charge
FIRST 5%
SECOND 4%
THIRD and FOURTH 3%
FIFTH 2%
SIXTH and SEVENTH 1%

The CDSC is deducted from the amount of the redemption and is paid to EFD. The
CDSC will be waived on redemptions of shares following the death or disability
of a shareholder, to meet distribution requirements for certain qualified
retirement plans or in the case of certain redemptions made under a Fund's
Systematic Cash Withdrawal Plan. Class B shares are subject to higher
distribution and/or shareholder service fees than Class A shares for a period of
seven years (after which they convert to Class A shares) . The higher fees mean
a higher expense ratio, so Class B shares pay correspondingly lower dividends
and may have a lower net asset value than Class A shares. See the Statement of
Additional Information for further details.

How the Funds Value Their Shares. The net asset value of each Class of shares of
a Fund is calculated by dividing the value of the amount of the Fund's net
assets attributable to that Class by the outstanding shares of that Class.
Shares are valued each day the New York Stock Exchange (the "Exchange") is open
as of the close of regular trading (currently 4:00 p.m. Eastern time). The
securities in a Fund are valued at their current market value determined on the
basis of market quotations or, if such quotations are not readily available,
such other methods as the Trustees believe would accurately reflect fair market
value.

In addition to the discount or commission paid to dealers, EFD will
from time to time pay to dealers additional cash or other incentives that are
conditioned upon the sale of a specified minimum dollar amount of shares of a
Fund and/or other Evergreen Mutual Funds. Such incentives will take the form of
payment for attendance at seminars, lunches, dinners, sporting events or theater
performances, or payment for travel, lodging and entertainment incurred in
connection with travel by persons associated with a dealer and their immediate
family members to urban or resort locations within or outside the United States.
Such a dealer may elect to receive cash incentives of equivalent amount in lieu
of such payments.

Additional Purchase Information. As a condition of this offering, if a purchase
is canceled due to nonpayment or because an investor's check does not clear, the
investor will be responsible for any loss a Fund or the Fund's investment
adviser incurs. If such investor is an existing shareholder, a Fund may redeem
shares from an investor's account to reimburse the Fund or its investment
adviser for any loss. In addition, such investors may be prohibited or
restricted from making further purchases in any of the Evergreen mutual funds.

HOW TO REDEEM SHARES

You may "redeem", i.e., sell your shares in a Fund to the Fund on any
day the Exchange is open, either directly or through your financial
intermediary. The price you will receive is the net asset value (less any
applicable CDSC for Class B shares) next calculated after the Fund receives your
request in proper form. Proceeds generally will be sent to you within seven
days. However, for shares recently purchased by check, a Fund will not send
proceeds until it is reasonably satisfied that the check has been collected
(which may take up to 15 days). Once a redemption request has been telephoned or
mailed, it is irrevocable and may not be modified or canceled.

Redeeming Shares Through Your Financial Intermediary. A Fund must receive
instructions from your financial intermediary before 4:00 p.m. Eastern time for
you to receive that day's net asset value (less any applicable CDSC for Class B
shares). Your financial intermediary is responsible for furnishing all necessary
documentation to a Fund and may charge you for this service. Certain financial
intermediaries may require that you give instructions earlier than 4:00 p.m.

Shareholders may withdraw amounts of $1,000 or more from their accounts
by calling by calling the phone number on the front page of this Prospectus
between the hours of 8:00 a.m. and 5:30 p.m. (Eastern time) each business day
(i.e., any weekday exclusive of days on which the Exchange or State Street's
offices are closed). The Exchange is closed on New Year's Day, Presidents Day,
Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and
Christmas Day. Redemption requests made after 4:00 p.m. (Eastern time) will be
processed using the net asset value determined on the next business day. Such
redemption requests must include the shareholder's account name, as registered
with a Fund, and the account number. During periods of drastic economic or
market changes, shareholders may experience difficulty in effecting telephone
redemptions. Shareholders who are unable to reach a Fund or State Street by
telephone should follow the procedures outlined above for redemption by mail.

EXCHANGE PRIVILEGE

SHAREHOLDER SERVICES

The Funds offer the following shareholder services. For more
information about these services or your account, contact your financial
intermediary, EFD or the toll-free number on the front of this Prospectus. Some
services are described in more detail in the Share Purchase Application.

Systematic Investment Plan. You may make monthly or quarterly investments into
an existing account automatically in amounts of not less than $25.

EFFECT OF BANKING LAWS

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

OTHER INFORMATION
- -------------------------------------------------------------------------------

DIVIDENDS, DISTRIBUTIONS AND TAXES

Income dividends are declared daily and paid monthly. Distributions of
any net realized gains of a Fund will be made at least annually. Shareholders
will begin to earn dividends on the first business day after shares are
purchased unless shares were not paid for, in which case dividends are not
earned until the next business day after payment is received. Each Fund has
qualified and intends to continue to qualify to be treated as a regulated
investment company under the Code. While so qualified, so long as each Fund
distributes all of its investment company taxable income and any net realized
gains to shareholders, it is expected that the Funds will not be required to pay
any Federal income taxes. A 4% nondeductible excise tax will be imposed on a
Fund if it does not meet certain distribution requirements by the end of each
calendar year. Each Fund anticipates meeting such distribution requirements.

Set forth below are brief descriptions of the personal income tax status of an
investment in each of the Funds under Florida, Georgia, North Carolina, South
Carolina, and Virginia tax laws currently in effect. Income from a Fund is not
necessarily free from state income taxes in states other than its designated
state. State laws differ on this issue, and shareholders are urged to consult
their own tax advisers regarding the status of their accounts under state and
local laws.

Evergreen Florida Municipal Bond Fund and Evergreen Florida High Income
Municipal Bond Fund. Florida does not currently impose an income tax on
individuals. Thus, individual shareholders of the Funds will not be subject to
any Florida state income tax on distributions received from the Funds. However,
certain distributions will be taxable to corporate shareholders which are
subject to Florida corporate income tax. Florida currently imposes an
intangibles tax at the annual rate of 0.20% on certain securities and other
intangible assets owned by Florida residents. Certain types of tax exempt
securities of Florida issuers, U.S. government securities and tax exempt
securities issued by certain U.S. territories and possessions are exempt from
this intangibles tax. Shares of the Funds will also be exempt from the Florida
intangibles tax if the portfolio consists exclusively of securities exempt from
the intangibles tax on the last business day of the calendar year. If the
portfolio consists of any assets which are not so exempt on the last business
day of the calendar year, however, only the portion of the shares of the Funds
which relate to securities issued by the United States and its possessions and
territories will be exempt from the Florida intangibles tax, and the remaining
portion of such shares will be fully subject to the intangibles tax, even if
they partly relate to Florida tax exempt securities.

Evergreen Georgia Municipal Bond Fund. Under existing Georgia law, shareholders
of the Fund will not be subject to individual or corporate Georgia income taxes
on distributions from the Fund to the extent that such distributions represent
exempt-interest dividends for federal income tax purposes that are attributable
to (1) interest-bearing obligations issued by or on behalf of the State of
Georgia or its political subdivisions, or (2) interest on obligations of the
United States or of any other issuer whose obligations are exempt from state
income taxes under federal law. Distributions, if any, derived from capital
gains or other sources generally will be taxable for Georgia income tax purposes
to shareholders of the Fund who are subject to the Georgia income tax. For
purposes of the Georgia intangibles tax, Shares of the Fund likely are taxable
(at the rate of 10 cents per $1,000 in value of the Shares held on January 1 of
each year) to shareholders who are otherwise subject to such tax.

Evergreen North Carolina Municipal Bond Fund. Under existing North Carolina law,
shareholders of the Fund will not be subject to individual or corporate North
Carolina income taxes on distributions from the Fund to the extent that such
distributions represent exempt-interest dividends for federal income tax
purposes that are attributable to (1) interest on obligations issued by North
Carolina and political subdivisions thereof or (2) interest on obligations of
the United States or its territories or possessions. Distributions, if any,
derived from capital gains or other sources generally will be taxable for North
Carolina income tax purposes to shareholders of the Fund who are subject to the
North Carolina income tax.

Evergreen South Carolina Municipal Bond Fund. Under existing South Carolina law,
shareholders of the Fund will not be subject to individual or corporate South
Carolina income taxes on Fund distributions to the extent that such
distributions represent exempt-interest dividends for federal income tax
purposes that are attributable to (1) interest on obligations of the State of
South Carolina, or any of its political subdivisions, (2) interest on
obligations of the United States, or (3) interest on obligations of any agency
or instrumentality of the United States that is prohibited by federal law from
being taxed by a state or any political subdivision of a state. Distributions,
if any, derived from capital gains or other sources, generally will be taxable
for South Carolina income tax purposes to shareholders of the Fund who are
subject to South Carolina income tax.

Evergreen Virginia Municipal Bond Fund. Under existing Virginia law,
shareholders of the Fund will not be subject to individual or corporate Virginia
income taxes on distributions received from the Fund to the extent that such
distributions represent exempt-interest dividends for federal income tax
purposes that are attributable to interest earned on (1) obligations issued by
or on behalf of the Commonwealth of Virginia or any political subdivision
thereof, or (2) obligations issued by a territory or possession of the United
States or any subdivision thereof which federal law exempts from state income
taxes. Distributions, if any, derived from capital gains or other sources
generally will be taxable for Virginia income tax purposes to shareholders of
the Fund who are subject to Virginia income tax.

Statements describing the tax status of shareholders' dividends and
distributions will be mailed annually by the Funds. These statements will set
forth the amount of income exempt from Federal and if applicable, state
taxation, and the amount, if any, subject to Federal and state taxation.
Moreover, to the extent necessary, these statements will indicate the amount of
exempt-interest dividends which are a specific preference item for purposes of
the Federal individual and corporate alternative minimum taxes. The exemption of
interest income for Federal income tax purposes does not necessarily result in
exemption under the income or other tax law of any state or local taxing
authority. Investors should consult their own tax advisers about the status of
distributions from the Funds in their states and localities. Each Fund notifies
shareholders annually as to the interest exempt from Federal taxes earned by the
Fund.

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE

A discussion of the performance of Evergreen Florida Municipal Bond
Fund, Evergreen Georgia Municipal Bond Fund, Evergreen North Carolina Municipal
Bond Fund, Evergreen South Carolina Municipal Bond Fund and Evergreen Virginia
Municipal Bond Fund is contained in the annual report of each Fund for the
fiscal year ended December 31, 1994. A similar discussion relating to ABT
Florida High Income Municipal Bond Fund, the predecessor of Evergreen Florida
High Income Municipal Bond Fund is contained in the annual report of such Fund
for the fiscal year ended April 30, 1995.

GENERAL INFORMATION

Organization. Evergreen Florida High Income Municipal Fund is a newly organized,
separate investment series of Evergreen Municipal Trust, a Massachusetts
business trust organized in 1988. Evergreen Florida Municipal Bond Fund,
Evergreen Georgia Municipal Bond Fund, Evergreen North Carolina Municipal Bond
Fund, Evergreen South Carolina Municipal Bond Fund and Evergreen Virginia
Municipal Bond Fund are each separate investment series of Evergreen Investment
Trust (formerly First Union Funds), which is a Massachusetts business trust
organized in 1984. The Funds do not intend to hold annual shareholder meetings;
shareholder meetings will be held only when required by applicable law.
Shareholders have available certain procedures for the removal of Trustees.

A shareholder in each class of a Fund will be entitled to his or her
share of all dividends and distributions from a Fund's assets, based upon the
relative value of such shares to those of other Classes of the Fund, and, upon
redeeming shares, will receive the then current net asset value of the Class of
shares of the Fund represented by the redeemed shares less any applicable CDSC.
Each Trust named above is empowered to establish, without shareholder approval,
additional investment series, which may have different investment objectives,
and additional classes of shares for any existing or future series. If an
additional series or class were established in a Fund, each share of the series
or class would normally be entitled to one vote for all purposes. Generally,
shares of each series and class would vote together as a single class on
matters, such as the election of Directors, that affect each series and class in
substantially the same manner. Class A, B and Y shares have identical voting,
dividend, liquidation and other rights, except that each class bears, to the
extent applicable, its own distribution, shareholder service and transfer agency
expenses as well as any other expenses applicable only to a specific class. Each
class of shares votes separately with respect to Rule 12b-1 distribution plans
and other matters for which separate class voting is appropriate under
applicable law. Shares are entitled to dividends as determined by the Trustees
and, in liquidation of a Fund, are entitled to receive the net assets of the
Fund.

Yield is a way of showing the rate of income a Fund earns on its
investments as a percentage of the Fund's share price. A Fund's yield is
calculated according to accounting methods that are standardized by the SEC for
all stock and bond funds. Because yield accounting methods differ from the
method used for other accounting purposes, a Fund's yield may not equal its
distribution rate, the income paid to your account or the income reported in a
Fund's financial statements. To calculate yield, a Fund takes the interest
income it earned from its portfolio of investments (as defined by the SEC
formula) for a 30-day period (net of expenses), divides it by the average number
of shares entitled to receive dividends, and expresses the result as an
annualized percentage rate based on a Fund's share price at the end of the
30-day period.
This yield does not reflect gains or losses from selling securities.

Total returns are based on the overall dollar or percentage change in
the value of a hypothetical investment in a Fund. A Fund's total return shows
its overall change in value including changes in share prices and assumes all a
Fund's distributions are reinvested. A cumulative total return reflects a Fund's
performance over a stated period of time. An average annual total return
reflects the hypothetical annually compounded return that would have produced
the same cumulative total return if a Fund's performance had been constant over
the entire period. Because average annual total returns tend to smooth out
variations in a Fund's return, you should recognize that they are not the same
as actual year-by-year results. To illustrate the components of overall
performance, a Fund may separate its cumulative and average annual total returns
into income results and realized and unrealized gain or loss.

Each Fund may also quote tax-equivalent yields, which show the taxable
yields an investor would have to earn before taxes to equal the Fund's tax-free
yields. A tax-equivalent yield is calculated by dividing a Fund's tax-exempt
yield by the result of one minus a stated federal tax rate. If only a portion of
a Fund's income was tax-exempt, only that portion is adjusted in the
calculation.

Liability Under Massachusetts Law. Under Massachusetts law, trustees and
shareholders of a business trust may, in certain circumstances, be held
personally liable for its obligations. The Declaration of Trust under which each
Fund operates provide that no Trustee or shareholder will be personally liable
for the obligations of the Trust and that every written contract made by the
Trust contain a provision to that effect. If any Trustee or shareholder were
required to pay any liability of the Trust, that person would be entitled to
reimbursement from the general assets of the Trust.

<PAGE>

APPENDIX A -- FLORIDA RISK CONSIDERATIONS

The following is a summary of economic factors which may affect the
ability of the municipal issuers of Florida Obligations to repay general
obligation and revenue bonds. Such information is derived from sources that are
generally available to investors and is believed by the Funds to be accurate,
but has not been independently verified and may not be complete. Under current
law, the State of Florida is required to maintain a balanced budget such that
current expenses are met from current revenues. Florida does not currently
impose a tax on personal income but does impose taxes on corporate income
derived from activities within the state. In addition, Florida imposes an ad
valorem tax as well as sales and use taxes. These taxes are the principal
sources of funds to meet state expenses, including repayment of, and interest
on, obligations backed solely by the full faith and credit of the state, without
recourse to any specific project or related revenue source.

On November 3, 1992, Florida voters approved an amendment to the state
constitution which limits the annual growth in the assessed valuation of
residential property and which, over time, could constrain the growth in
property taxes, a major revenue source for local governments. The amendment
restricts annual increases in assessed valuation to the lesser of 3% or the
Consumer Price Index. The amendment applies only to residential properties
eligible for the homestead exemption and does not affect the valuation of
rental, commercial, or industrial properties. When sold, residential property
would be reassessed at market value. The amendment became effective January 1,
1993. While no immediate ratings implications are expected, the amendment could
have a negative impact on the financial performance of local governments over
time and lead to ratings revisions which may have a negative impact on the
prices of affected bonds.

Many of the bonds in which the Funds invest were issued by various
units of local government in the State of Florida. In addition, most of these
bonds are revenue bonds where the security interest of the bond holders
typically is limited to the pledge of revenues or special assessments flowing
from the project financed by the bonds. Projects include, but are not limited
to, water and waste water utilities, drainage systems, roadways, and other
development-related infrastructures. Therefore, the capacity of these issuers to
repay their obligations may be affected by variations in the Florida economy.

Since 1970, Florida has been one of the fastest growing states in the
nation. Average annual population growth over the last 20 years was 320,000.
During this period only California and Texas grew more rapidly. In terms of
total population, Florida moved from the ninth most populous state in 1970 to
fourth today.

This rapid and sustained pace of population growth has given rise to
sharp increases in construction activity and to the need for roads, drainage
systems, and utilities to serve the burgeoning population. In turn this has
driven the growth in the volume of revenue bond debt outstanding.

The pace of growth, however, has not been steady. During economic
expansions, Florida's population growth has exceeded 500,000 people per year,
but in recessions growth has slowed to 120,000 per year. The variations in
construction activity over the course of business cycles is also very large.
Although the amplitude of the swings during business cycles is large, the
duration of downturns in Florida's growth has been short. Historically,
depressed levels of growth have lasted only a year or two at most. Furthermore,
Florida's cycles have not been periods of growth or decline. Instead, what has
occurred are periods of more growth or less growth.

Florida's ability to meet increasing expenses will be dependent in part
upon the state's ability to foster business and economic growth. During the past
decade, Florida has experienced significant increases in the technology-based
and other light industries and in the service sector. This growth has
diversified the state's overall economy, which at one time was dominated by the
citrus and tourism industries. The state's economic and business growth could be
restricted, however, by the natural limitations of environmental resources and
the state's ability to finance adequate public facilities such as roads and
schools.

<PAGE>
INVESTMENT ADVISER
Capital Management Group of First Union National Bank, 201 South College
Street, Charlotte, North Carolina 28288
CUSTODIAN & TRANSFER AGENT
State Street Bank & Trust Company, Box 9021, Boston, Massachusetts 02205-9827
LEGAL COUNSEL
Sullivan & Worcester, 1025 Connecticut Avenue, N.W., Washington, D.C. 20036
INDEPENDENT ACCOUNTANTS
KPMG Peat Marwick LLP, One Mellon Bank Center, Pittsburgh, Pennsylvania 15219
EVERGREEN FLORIDA MUNICIPAL BOND FUND, EVERGREEN GEORGIA MUNICIPAL BOND
FUND, EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND, EVERGREEN SOUTH
CAROLINA MUNICIPAL BOND FUND, EVERGREEN VIRGINIA MUNICIPAL BOND FUND
Price Waterhouse LLP, 1177 Avenue of the Americas, New York, New York 10036
EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND
DISTRIBUTOR
Evergreen Funds Distributor, Inc., 237 Park Avenue, New York, New York 10017
536118

<PAGE>
PROSPECTUS July 7, 1995
EVERGREEN(SM) STATE SPECIFIC TAX FREE FUNDS (Evergreen logo appears here)
EVERGREEN FLORIDA MUNICIPAL BOND FUND
EVERGREEN GEORGIA MUNICIPAL BOND FUND
EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND
EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND
EVERGREEN VIRGINIA MUNICIPAL BOND FUND
EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND
CLASS Y SHARES
The Evergreen State Specific Tax-Free Funds (the "Funds") are
designed to provide investors with current income from Federal income tax and
certain state income tax. This Prospectus provides information regarding
the Class Y shares offered by the Funds. Each Fund is, or is a series of,
an open-end, non-diversified, management investment company except for
EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND which is diversified.
This Prospectus sets forth concise information about the Funds that a
prospective investor should know before investing. The address of the Funds
is 2500 Westchester Avenue, Purchase, New York 10577.
A "Statement of Additional Information" for the Funds and certain
other funds in the Evergreen Group of mutual funds dated July 7, 1995 has
been filed with the Securities and Exchange Commission and is incorporated
by reference herein. The Statement of Additional Information provides
information regarding certain matters discussed in this Prospectus and
other matters which may be of interest to investors, and may be obtained
without charge by calling the Funds at (800) 235-0064. There can be no
assurance that the investment objective of any Fund will be achieved.
Investors are advised to read this Prospectus carefully.
THE SHARES OFFERED BY THIS PROSPECTUS ARE NOT DEPOSITS OR OBLIGATIONS OF
FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, ARE NOT ENDORSED OR
GUARANTEED BY FIRST UNION OR ANY SUBSIDIARIES OF FIRST UNION, AND ARE NOT
INSURED OR OTHERWISE PROTECTED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY AND
INVOLVE RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
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.
EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND WILL INVEST AT LEAST 65%
OF THE VALUE OF ITS TOTAL ASSETS IN MUNICIPAL SECURITIES CONSISTING OF HIGH
YIELD (I.E., HIGH RISK), MEDIUM, LOWER RATED AND UNRATED BONDS. SUCH
SECURITIES ARE COMMONLY CALLED JUNK BONDS AND ARE SUBJECT TO GREATER MARKET
FLUCTUATIONS AND RISK OF LOSS OF INCOME AND PRINCIPAL THAN HIGHER RATED
SECURITIES, LOWER QUALITY SECURITIES INVOLVE A GREATER RISK OF DEFAULT AND,
CONSEQUENTLY, SHARES OF THE EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND
FUND ARE SPECULATIVE SECURITIES.
KEEP THIS PROSPECTUS FOR FUTURE REFERENCE
EVERGREEN(SM) is a Service Mark of Evergreen Asset Management Corp.
Copyright 1995, Evergreen Asset Management Corp.

OVERVIEW OF THE FUNDS
The following summary is qualified in its entirety by the more detailed
information contained elsewhere in this Prospectus. See "Description of the
Funds" and "Management of the Funds".
The Capital Management Group of First Union National Bank ("CMG") serves
as investment adviser to Evergreen State Specific Tax Free Funds which include:
EVERGREEN FLORIDA MUNICIPAL BOND FUND, EVERGREEN GEORGIA MUNICIPAL BOND FUND,
EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND, EVERGREEN SOUTH CAROLINA MUNICIPAL
BOND FUND, EVERGREEN VIRGINIA MUNICIPAL BOND FUND AND EVERGREEN FLORIDA HIGH
INCOME MUNICIPAL BOND FUND. First Union National Bank of North Carolina
("FUNB"), is a subsidiary of First Union Corporation, one of the ten largest
bank holding companies in the United States.
EVERGREEN FLORIDA MUNICIPAL BOND FUND (formerly First Union Florida
Municipal Bond Portfolio, successor to ABT Florida Tax-Free Fund) seeks current
income exempt from federal income tax consistent with preservation of capital.
In addition, the Fund intends to qualify as an investment exempt from the
Florida state intangibles tax.
EVERGREEN GEORGIA MUNICIPAL BOND FUND (formerly First Union Georgia
Municipal Bond Portfolio) seeks current income exempt from federal income tax
and Georgia state income tax, consistent with preservation of capital.
EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND (formerly First Union North
Carolina Municipal Bond Portfolio) seeks current income exempt from federal
income tax and North Carolina state income tax, consistent with preservation of
capital. In addition, the Fund intends to qualify as an investment substantially
exempt from the North Carolina intangible personal property tax.
EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND (formerly First Union South
Carolina Municipal Bond Portfolio) seeks current income exempt from federal
income tax and South Carolina state income tax.
EVERGREEN VIRGINIA MUNICIPAL BOND FUND (formerly First Union Virginia
Municipal Bond Fund) seeks current income exempt from federal income tax and
Virginia state income tax, consistent with preservation of capital.
EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND (successor to ABT
Florida High Income Municipal Bond Fund) seeks to provide a high level of
current income exempt from federal income taxes. Under normal circumstances, the
Fund will invest at least 65% of the value of its total assets in municipal
securities consisting of high yield (i.e., high risk), medium, lower rated and
unrated bonds.
THERE IS NO ASSURANCE THE INVESTMENT OBJECTIVE OF ANY FUND WILL BE
ACHIEVED.
2

The following table shows for the Fund the estimated annual operating
expenses (as a percentage of average net assets) attributable to Class Y Shares,
together with examples of the cumulative effect of such expenses on a
hypothetical $1,000 investment for the periods specified assuming (i) a 5%
annual return and (ii) redemption at the end of each period.
EVERGREEN FLORIDA MUNICIPAL BOND FUND (A)
<TABLE>
<CAPTION>
EXAMPLE
ANNUAL OPERATING Class Y
EXPENSES
<S> <C> <C> <C>
Advisory Fees* .30%
After 1 Year $ 5
Administrative Fees .06%
After 3 Years $ 15
12b-1 Fees --
After 5 Years $ 26
Other Expenses .10%
After 10 Years $ 58
Total .46%
</TABLE>

EVERGREEN GEORGIA MUNICIPAL BOND FUND
<TABLE>
<CAPTION>
EXAMPLE
ANNUAL OPERATING Class Y
EXPENSES
<S> <C> <C> <C>
Advisory Fees .50%
After 1 Year $ 10
Administrative Fees .06%
After 3 Years $ 32
12b-1 Fees --
After 5 Years $ 55
Other Expenses** .44%
After 10 Years $ 122
Total 1.00%
</TABLE>

EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND
<TABLE>
<CAPTION>
EXAMPLE
ANNUAL OPERATING Class Y
EXPENSES
<S> <C> <C> <C>
Advisory Fees .50%
After 1 Year $ 9
Administrative Fees .06%
After 3 Years $ 29
12b-1 Fees --
After 5 Years $ 51
Other Expenses .36%
After 10 Years $ 113
Total .92%
</TABLE>

EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND
<TABLE>
<CAPTION>
EXAMPLE
ANNUAL OPERATING Class Y
EXPENSES
<S> <C> <C> <C>
Advisory Fees .50%
After 1 Year $ 10
Administrative Fees .06%
After 3 Years $ 32
12b-1 Fees --
After 5 Years $ 55
Other Expenses** .44%
After 10 Years $ 122
Total 1.00%
</TABLE>

<PAGE>
EVERGREEN VIRGINIA MUNICIPAL BOND FUND
<TABLE>
<CAPTION>
EXAMPLE
ANNUAL OPERATING Class Y
EXPENSES
<S> <C> <C> <C>
Advisory Fees .50%
After 1 Year $ 10
Administrative Fees .06%
After 3 Years $ 32
12b-1 Fees --
After 5 Years $ 55
Other Expenses** .44%
After 10 Years $ 122
Total 1.00%
</TABLE>

EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND (B)
<TABLE>
<CAPTION>
EXAMPLE
ANNUAL OPERATING Class Y
EXPENSES
<S> <C> <C> <C>
Advisory Fees* .30%
After 1 Year $ 6
Administrative Fees .06%
After 3 Years $18
12b-1 Fees --
After 5 Years $32
Other Expenses .21%
After 10 Years $71
Total .57%
</TABLE>

(a) Estimated annual operating expenses reflect the combination of First Union
Florida Municipal Bond Fund and ABT Florida Tax-Free Fund.
(b) Estimated annual operating expenses reflect the combination of EVERGREEN
FLORIDA HIGH INCOME MUNICIPAL BOND FUND and ABT Florida High Income Municipal
Bond Fund. The amounts in the tables and examples are based on the experience of
ABT Florida High Income Municipal Bond Fund as restated to reflect current fee
arrangements.
The estimated annual operating expenses and examples do not reflect fee
waivers and reimbursements for the most recent fiscal year. Actual expenses for
Class Y Shares, net of fee waivers and expense reimbursements for the year ended
December 31, 1994 were as follows:
<TABLE>
<S> <C>
EVERGREEN GEORGIA MUNICIPAL BOND FUND .31%
EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND .59%
EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND .00%
EVERGREEN VIRGINIA MUNICIPAL BOND FUND .28%
</TABLE>

* CMG has agreed to limit the Advisory fee charged to EVERGREEN FLORIDA
MUNICIPAL BOND FUND and EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND to
.30 of 1% of average net assets for a period of at least one year.
** Reflects agreements by CMG to limit aggregate operating expenses (including
the Advisory Fees, but excluding interest, taxes, brokerage commissions, Rule
12b-1 Fees, shareholder servicing fees and extraordinary expenses) of
EVERGREEN GEORGIA MUNICIPAL BOND FUND, EVERGREEN SOUTH CAROLINA MUNICIPAL
BOND FUND and EVERGREEN VIRGINIA MUNICIPAL BOND FUND to 1% of average net
assets for the foreseeable future. Absent such agreements, the estimated
annual operating expenses for the Funds would be as follows:
<TABLE>
<S> <C>
EVERGREEN GEORGIA MUNICIPAL BOND FUND 1.53%
EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND 4.66%
EVERGREEN VIRGINIA MUNICIPAL BOND FUND 2.00%
</TABLE>

From time to time, each Fund's investment adviser may, at its discretion,
reduce or waive its fees or reimburse the Funds for certain of their expenses in
order to reduce their expense ratios. Each Fund's investment adviser may cease
these waivers and reimbursements at any time.
The purpose of the foregoing table is to assist an investor in
understanding the various costs and expenses that an investor in each Class of
Shares of the Funds will bear directly or indirectly. The amounts set forth both
in the tables and in the examples are estimated amounts based on the experience
of each Fund for the most recent fiscal period. Such amounts have been restated
to reflect current fee arrangements. THE EXAMPLES SHOULD NOT BE CONSIDERED A
REPRESENTATION OF PAST OR FUTURE EXPENSES OR ANNUAL RETURN. ACTUAL EXPENSES AND
ANNUAL RETURN MAY BE GREATER OR LESS THAN THOSE SHOWN. For a more complete
description of the various costs and expenses borne by the Funds see "Management
of the Funds". As a result of asset-based sales charges, long-term shareholders
may pay more than the economic equivalent of the maximum front-end sales charges
permitted under the rules of the National Association of Securities Dealers,
Inc.
4

<PAGE>
FINANCIAL HIGHLIGHTS
The tables on the following pages present, for each Fund, financial
highlights for a share outstanding throughout each period indicated. The
information in the tables for the five most recent fiscal years or the life of
the Fund if shorter for EVERGREEN GEORGIA MUNICIPAL BOND FUND, EVERGREEN NORTH
CAROLINA MUNICIPAL BOND FUND, EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND and
EVERGREEN VIRGINIA MUNICIPAL BOND FUND has been audited by KPMG Peat Marwick
LLP, each Fund's independent auditors, for EVERGREEN FLORIDA MUNICIPAL BOND FUND
and EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND has been audited by Tait,
Weller & Baker, each Fund's independent auditors. A report of KPMG Peat Marwick
LLP or Tait, Weller & Baker, as the case may be on the audited information with
respect to each Fund is incorporated by reference in the Fund's Statement of
Additional Information. The following information for each Fund should be read
in conjunction with the financial statements and related notes which are
incorporated by reference in the Fund's Statement of Additional Information.
Further information about a Fund's performance is contained in the Fund's
annual report to shareholders, which may be obtained without charge.
EVERGREEN FLORIDA MUNICIPAL BOND FUND -- CLASS A SHARES*
<TABLE>
<CAPTION>
MAY 11, 1988**
YEAR ENDED APRIL 30, THROUGH
1995 1994 1993 1992 1991 1990 APRIL 30, 1989
<S> <C> <C> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period.......... $10.79 $11.27 $10.59 $10.43 $9.97 $10.30 $10.00
Income from investment operations:
Net investment income......................... .61 .63 .63 .69 .74 .66 .53
Net realized and unrealized gain (loss) on
investments................................. .12 (.40) .76 .25 .49 (.28) .25
Total from investment operations............ .73 .23 1.39 .94 1.23 .38 .78
Less distributions to shareholders from:
Net investment income......................... (.61) (.63) (.63) (.69) (.77) (.67) (.48)
Net realized gains............................ (.02) (.08) (.08) (.05) -- (.04) --
Paid-in capital............................... -- -- -- (.04) -- -- --
Total distributions......................... (.63) (.71) (.71) (.78) (.77) (.71) (.48)
Net asset value, end of period.............. $10.89 $10.79 $11.27 $10.59 $10.43 $9.97 $10.30
TOTAL RETURN+................................. 2.0% 1.9% 13.6% 9.3% 12.9% 3.7% 9.2%
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)..... $168,542 $199,612 $198,286 $147,996 $75,791 $7,286 $717
Ratios to average net assets:
Expenses.................................... .61% .56% .58% .41%(a) .10%(a) .10%(a) .30%(a)++
Net investment income....................... 5.73% 5.37% 5.66% 6.12%(a) 6.55%(a) 6.15%(a) 5.30%(a)++
Portfolio turnover rate....................... 53% 32% 24% 24% 66% 82% 2%
</TABLE>

* The information in the table above reflects the operating history of ABT
Florida Tax Free Fund, the predecessor to Evergreen Florida Municipal Bond
Fund, for the periods indicated.
** Commencement of operations.
+ Total return is calculated on net asset value and is not annualized. Initial
sales charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
MAY 11, 1988
YEAR ENDED APRIL 30, THROUGH
1992 1991 1990 APRIL 30, 1989
<S> <C> <C> <C> <C>
Expenses.................................................................. .68% .88% 5.14% 20.40%
Net investment income (loss).............................................. 5.85% 5.77% 1.01% (14.80%)
</TABLE>

<PAGE>
EVERGREEN GEORGIA MUNICIPAL BOND FUND -- CLASS A, B AND Y SHARES
<TABLE>
<CAPTION>
CLASS A CLASS B
SHARES SHARES CLASS Y
JULY 2, JULY 2, SHARES
1993* 1993* FEBRUARY 28,
YEAR ENDED THROUGH YEAR ENDED THROUGH 1994* THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1994 1993 1994
<S> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period......... $10.19 $10.00 $10.19 $10.00 $9.83
Income (loss) from investment operations.....
Net investment income........................ .48 .20 .43 .18 .42
Net realized and unrealized gain (loss) on
investments................................ (1.45) .19 (1.45) .19 (1.09)
Total from investment operations........... (.97) .39 (1.02) .37 (.67)
Less distributions to shareholders from:
Net investment income........................ (.48) (.20) (.43) (.18) (.42)
Net asset value, end of period............... $8.74 $10.19 $8.74 $10.19 $8.74
TOTAL RETURN+................................ (9.6%) 4.0% (10.2%) 3.7% (6.9%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted).... $1,387 $817 $6,912 $3,692 $284
Ratios to average net assets:
Expenses (a)............................... .53% .25%++ 1.13% .75%++ .31%++
Net investment income (a).................. 5.26% 4.71%++ 4.66% 4.15%++ 5.68%++
Portfolio turnover rate...................... 147% 15% 147% 15% 147%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income (loss) to average
net assets, exclusive of any applicable state expense limitations, would
have been the following:
<TABLE>
<CAPTION>
CLASS A CLASS B CLASS Y
SHARES SHARES SHARES
JULY 6, 1993 JULY 2, 1993 FEBRUARY 28,
YEAR ENDED THROUGH YEAR ENDED THROUGH 1994 THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1994 1993 1994
<S> <C> <C> <C> <C> <C>
Expense................................... 3.61% 6.82% 4.21% 7.32% 3.39%
Net investment income (loss).............. 2.18% (1.86%) 1.58% (2.42%) 2.60%
</TABLE>

<PAGE>
EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND -- CLASS A, B AND Y SHARES
<TABLE>
<CAPTION>
CLASS A CLASS B CLASS Y
SHARES SHARES SHARES
JANUARY 11, JANUARY 11, FEBRUARY 28,
YEAR ENDED 1993* THROUGH YEAR ENDED 1993* THROUGH 1994* THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1994 1993 1994
<S> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period........ $10.61 $10.00 $10.61 $10.00 $10.31
Income (loss) from investment operations:
Net investment income....................... .49 .46 .44 .42 .43
Net realized and unrealized (loss) on
investments............................... (1.45) .64 (1.45) .64 (1.15)
Total from investment operations.......... (.96) 1.10 (1.01) 1.06 (.72)
Less distributions to shareholders from:
Net investment income....................... (.49) (.46) (.44) (.42) (.43)
Net realized gains.......................... -- (.03) -- (.03) --
Total distributions......................... (.49) (.49) (.44) (.45) (.43)
Net asset value, end of period.............. $9.16 $10.61 $9.16 $10.61 $9.16
TOTAL RETURN+............................... (9.1%) 11.3% (9.6%) 10.8% (7.0%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)... $7,979 $12,739 $ 44,616 $45,168 $642
Ratios to average net assets:
Expenses (a).............................. .79% .32%++ 1.37% .79%++ .59%++
Net investment income (a)................. 5.11% 4.91%++ 4.53% 4.47%++ 5.58%++
Portfolio turnover rate..................... 126% 57% 126% 57% 126%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund has borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
CLASS A CLASS B CLASS Y
SHARES SHARES SHARES
JANUARY 11, JANUARY 11, FEBRUARY 28,
YEAR ENDED 1993 THROUGH YEAR ENDED 1993 THROUGH 1994 THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1994 1993 1994
<S> <C> <C> <C> <C> <C>
Expenses.................................. 1.18% 1.25% 1.76% 1.74% .98%
Net investment income..................... 4.72% 3.98% 4.14% 3.52% 5.19%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income (loss) to average
net assets, exclusive of any applicable state expense limitations, would
have been the following:
<TABLE>
<CAPTION>
CLASS A CLASS B CLASS Y
SHARES SHARES SHARES
JANUARY 3, 1994 JANUARY 3, 1994 FEBRUARY 28, 1994
THROUGH THROUGH THROUGH
DECEMBER 31, 1994 DECEMBER 31, 1994 DECEMBER 31, 1994
<S> <C> <C> <C>
Expenses.................................................... 10.71% 11.33% 10.46%
Net investment income (loss)................................ (4.89%) (5.58%) (4.54%)
</TABLE>

<PAGE>
EVERGREEN VIRGINIA MUNICIPAL BOND FUND -- CLASS A, B AND Y SHARES
<TABLE>
<CAPTION>
CLASS A CLASS B
SHARES SHARES
JULY 2, JULY 2, CLASS Y
1993* 1993* SHARES
YEAR ENDED THROUGH YEAR ENDED THROUGH FEBRUARY 28, 1994*
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, THROUGH
1994 1993 1994 1993 DECEMBER 31, 1994
<S> <C> <C> <C> <C> <C>
PER SHARE DATA
Net asset value, beginning of period..... $10.19 $10.00 $10.19 $10.00 $9.83
Income (loss) from investment operations:
Net investment income.................... .47 .20 .42 .17 .41
Net realized and unrealized gain (loss)
on investments......................... (1.34) .19 (1.34) .19 (.98)
Total from investment operations....... (.87) .39 (.92) .36 (.57)
Less distributions to shareholders from:
Net investment income.................... (.47) (.20) (.42) (.17) (.41)
Net asset value, end of period........... $8.85 $10.19 $8.85 $10.19 $8.85
TOTAL RETURN+............................ (8.6%) 3.9% (9.1%) 3.7% (5.8%)
RATIOS & SUPPLEMENTAL DATA
Net assets, end of period (000's
omitted)............................... $1,606 $1,306 $3,817 $2,235 $344
Ratios to average net assets:
Expenses (a)........................... .53% .25%++ 1.12% .75%++ .28%++
Net investment income (a).............. 5.11% 4.64%++ 4.54% 4.25%++ 5.54%++
Portfolio turnover rate.................. 59% 0% 59% 0% 59%
</TABLE>

* Commencement of operations.
+ Total return is calculated on net asset value per share for the period
indicated and is not annualized. Initial sales charge or contingent deferred
sales charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income (loss) to average
net assets, exclusive of any applicable state expense limitations, would
have been the following:
<TABLE>
<CAPTION>
CLASS A CLASS B CLASS Y
SHARES SHARES SHARES
JULY 2, 1993 JULY 2, 1993 FEBRUARY 28,
YEAR ENDED THROUGH YEAR ENDED THROUGH 1994 THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1994 1993 1994
<S> <C> <C> <C> <C> <C>
Expenses.................................. 5.14% 7.75% 5.73% 8.25% 4.89%
Net investment income (loss).............. .50% (2.86%) (.07%) (3.25%) .93%
</TABLE>

<PAGE>
EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND -- CLASS A SHARES*
<TABLE>
<CAPTION>
JUNE 17,
1992**
YEAR ENDED THROUGH
APRIL 30, APRIL
1995 1994 30, 1993
<S> <C> <C> <C>
PER SHARE DATA
Net asset value at beginning of period......................................................... $10.08 $10.36 $10.00
Income from investment operations:
Net investment income.......................................................................... .65 .68 .61
Net realized and unrealized gain (loss) on investments......................................... .08 (.26) .39
Total from investment operations............................................................. .73 .42 1.00
Less distributions to shareholders from:
Net investment income.......................................................................... (.65) (.68) (.61 )
Net realized gains............................................................................. -- (.02) (.03 )
Total distributions.......................................................................... (.65) (.70) (.64 )
Net asset value at end of period............................................................... $10.16 $10.08 $10.36
TOTAL RETURN+.................................................................................. 7.6% 3.3% 11.9%
RATIOS & SUPPLEMENTAL DATA
Net assets at end of period (000's omitted).................................................... $65,043 $72,683 $33,541
Ratios to average net assets:
Expenses (a)................................................................................. .60% .14% .00 ++
Net investment income (a).................................................................... 6.52% 6.16% 5.92% ++
Portfolio turnover rate........................................................................ 28% 31% 50%
</TABLE>

* The information in the table above reflects the operating history of ABT
Florida High Income Municipal Bond Fund, the predecessor to Evergreen Florida
High Income Municipal Bond Fund, for the periods indicated.
** Commencement of operations.
+ Total return is calculated on net asset value and is not annualized. Initial
sales charge is not reflected.
++ Annualized.
(a) Net of expense waivers and reimbursements. If the Fund had borne all
expenses that were assumed or waived by the investment adviser, the
annualized ratios of expenses and net investment income to average net
assets, exclusive of any applicable state expense limitations, would have
been the following:
<TABLE>
<CAPTION>
YEAR ENDED JUNE 17, 1992
APRIL 30, THROUGH
1995 1994 APRIL 30, 1993
<S> <C> <C> <C>
Expenses.................................................................................. 1.26% 1.12% 1.12%
Net investment income..................................................................... 5.86% 5.18% 4.80%
</TABLE>

<PAGE>
11

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

DESCRIPTION OF THE FUNDS
- -------------------------------------------------------------------------------

INVESTMENT OBJECTIVES AND POLICIES

The Funds may also invest in:

Evergreen Florida High Income Municipal Bond Fund

Percent of
Rating Net Assets

Aaa or AAA 3.4%
Aa or AA ---
A 6.0
Baa or BBB 22.1
Ba or BB 1.5
Ba or BB 7.9
Non-rated 56.6
-----

Total 97.5%

INVESTMENT PRACTICES AND RESTRICTIONS

Repurchase Agreements. The Funds may invest in repurchase agreements. Repurchase
agreements are agreements by which a Fund purchases a security (usually U.S.
government securities) for cash and obtains a simultaneous commitment from the
seller (usually a bank or broker/dealer) to repurchase the security at an
agreed-upon price and specified future date. The repurchase price reflects an
agreed-upon interest rate for the time period of the agreement. The Funds' risk
is the inability of the seller to pay the agreed-upon price on the delivery
date. However, this risk is tempered by the ability of the Funds to sell the
security in the open market in the case of a default. In such a case, the Funds
may incur costs in disposing of the security which would increase Fund expenses.
The Adviser will monitor the creditworthiness of the firms with which the Funds
enter into repurchase agreements.

The principal reason for writing call or put options is to obtain,
through a receipt of premiums, a greater current return than would be realized
on the underlying securities alone. The Funds receive a premium from writing a
call or put option which they retain whether or not the option is exercised. By
writing a call option, the Funds might lose the potential for gain on the
underlying security while the option is open, and by writing a put option, the
Funds might become obligated to purchase the underlying securities for more than
their current market price upon exercise.

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

MANAGEMENT OF THE FUNDS
- -------------------------------------------------------------------------------

INVESTMENT ADVISER

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

PURCHASE AND REDEMPTION OF SHARES
- -------------------------------------------------------------------------------

HOW TO BUY SHARES

How the Funds Value Their Shares. The net asset value of each Class of shares of
a Fund is calculated by dividing the value of the amount of the Fund's net
assets attributable to that Class by the outstanding shares of that Class.
Shares are valued each day the New York Stock Exchange (the "Exchange") is open
as of the close of regular trading (currently 4:00 p.m. Eastern time). The
securities in a Fund are valued at their current market value determined on the
basis of market quotations or, if such quotations are not readily available,
such other methods as a Fund's Trustees believe would accurately reflect fair
market value.

Additional Purchase Information. As a condition of this offering, if a purchase
is canceled due to nonpayment or because an investor's check does not clear, the
investor will be responsible for any loss a Fund or the Adviser incurs. If such
investor is an existing shareholder, a Fund may redeem shares from an investor's
account to reimburse the Fund or the Adviser for any loss. In addition, such
investors may be prohibited or restricted from making further purchases in any
of the Evergreen Funds.

HOW TO REDEEM SHARES

You may "redeem", i.e., sell your shares in a Fund to the Fund on any
day the Exchange is open, either directly or through your financial
intermediary. The price you will receive is the net asset value next calculated
after the Fund receives your request in proper form. Proceeds generally will be
sent to you within seven days. However, for shares recently purchased by check,
a Fund will not send proceeds until it is reasonably satisfied that the check
has been collected (which may take up to 15 days). Once a redemption request has
been telephoned or mailed, it is irrevocable and may not be modified or
canceled.

EXCHANGE PRIVILEGE

SHAREHOLDER SERVICES

Systematic Investment Plan. You may make monthly or quarterly investments into
an existing account automatically in amounts of not less than $25.

EFFECT OF BANKING LAWS

<PAGE>

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

OTHER INFORMATION
- -------------------------------------------------------------------------------

DIVIDENDS, DISTRIBUTIONS AND TAXES

Income dividends are declared daily and paid monthly. Distributions of
any net realized gains of a Fund will be made at least annually. Shareholders
will begin to earn dividends on the first business day after shares are
purchased unless shares were not paid for, in which case dividends are not
earned until the next business day after payment is received. Each Fund has
qualified and intends to continue to qualify to be treated as a regulated
investment company under the Code. While so qualified, so long as each Fund
distributes all of its investment company taxable income and any net realized
gains to shareholders, it is expected that the Funds will not be required to pay
any Federal income taxes. A 4% nondeductible excise tax will be imposed on a
Fund if it does not meet certain distribution requirements by the end of each
calendar year. Each Fund anticipates meeting such distribution requirements.

Statements describing the tax status of shareholders' dividends and
distributions will be mailed annually by the Funds. These statements will set
forth the amount of income exempt from Federal and if applicable, state
taxation, and the amount, if any, subject to Federal and state taxation.
Moreover, to the extent necessary, these statements will indicate the amount of
exempt-interest dividends which are a specific preference item for purposes of
the Federal individual and corporate alternative minimum taxes. The exemption of
interest income for Federal income tax purposes does not necessarily result in
exemption under the income or other tax law of any state or local taxing
authority. Investors should consult their own tax advisers about the status of
distributions from the Funds in their states and localities. Each Fund notifies
shareholders annually as to the interest exempt from Federal taxes earned by the
Fund.

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE

<PAGE>

GENERAL INFORMATION

A shareholder in each class of a Fund will be entitled to his or her
share of all dividends and distributions from a Fund's assets, based upon the
relative value of such shares to those of other Classes of the Fund, and, upon
redeeming shares, will receive the then current net asset value of the Class of
shares of the Fund represented by the redeemed shares less any applicable CDSC.
Each Trust named above is empowered to establish, without shareholder approval,
additional investment series, which may have different investment objectives,
and additional classes of shares for any existing or future series. If an
additional series or class were established in a Fund, each share of the series
or class would normally be entitled to one vote for all purposes. Generally,
shares of each series and class would vote together as a single class on
matters, such as the election of Directors, that affect each series and class in
substantially the same manner. Class A, B and Y shares have identical voting,
dividend, liquidation and other rights, except that each class bears, to the
extent applicable, its own distribution, shareholder service and transfer agency
expenses as well as any other expenses applicable only to a specific class. Each
class of shares votes separately with respect to Rule 12b-1 distribution plans
and other matters for which separate class voting is appropriate under
applicable law. Shares are entitled to dividends as determined by the Trustees
and, in liquidation of a Fund, are entitled to receive the net assets of the
Fund.

Yield is a way of showing the rate of income a Fund earns on its
investments as a percentage of the Fund's share price. A Fund's yield is
calculated according to accounting methods that are standardized by the SEC for
all stock and bond funds. Because yield accounting methods differ from the
method used for other accounting purposes, a Fund's yield may not equal its
distribution rate, the income paid to your account or the income reported in a
Fund's financial statements. To calculate yield, a Fund takes the interest
income it earned from its portfolio of investments (as defined by the SEC
formula) for a 30-day period (net of expenses), divides it by the average number
of shares entitled to receive dividends, and expresses the result as an
annualized percentage rate based on a Fund's share price at the end of the
30-day period.
This yield does not reflect gains or losses from selling securities.

Total returns are based on the overall dollar or percentage change in
the value of a hypothetical investment in a Fund. A Fund's total return shows
its overall change in value including changes in share prices and assumes all a
Fund's distributions are reinvested. A cumulative total return reflects a Fund's
performance over a stated period of time. An average annual total return
reflects the hypothetical annually compounded return that would have produced
the same cumulative total return if a Fund's performance had been constant over
the entire period. Because average annual total returns tend to smooth out
variations in a Fund's return, you should recognize that they are not the same
as actual year-by-year results. To illustrate the components of overall
performance, a Fund may separate its cumulative and average annual total returns
into income results and realized and unrealized gain or loss.

Liability Under Massachusetts Law. Under Massachusetts law, trustees and
shareholders of a business trust may, in certain circumstances, be held
personally liable for its obligations. The Declaration of Trust under which each
Fund operates provide that no Trustee or shareholder will be personally liable
for the obligations of the Trust and that every written contract made by the
Trust contain a provision to that effect. If any Trustee or shareholder were
required to pay any liability of the Trust, that person would be entitled to
reimbursement from the general assets of the Trust.

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APPENDIX A -- FLORIDA RISK CONSIDERATIONS