CONNECTICUT DAILY TAX FREE INCOME FUND INC
485APOS, 1999-04-01
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          As filed with the Securities and Exchange Commission on April,1, 1999
                                                        Registration No. 2-9645


                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549
                                    FORM N-1A

           REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X]

                         Pre-Effective Amendment No.                        [ ]

                           Post-Effective Amendment No. 24                  [X]

                                     and/or

       REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940      [X]

                              Amendment No. 21                              [X]


                  CONNECTICUT DAILY TAX FREE INCOME FUND, INC.
               (Exact Name of Registrant as Specified in Charter)

                     c/o Reich & Tang Asset Management L.P.
                                600 Fifth Avenue
                            New York, New York 10020
               (Address of Principal Executive Offices) (Zip Code)

       Registrant's Telephone Number, including Area Code: (212) 830-5220


                               BERNADETTE N. FINN
                     c/o Reich & Tang Asset Management L.P.
                                600 Fifth Avenue,
                            New York, New York 10020
                     (Name and Address of Agent for Service)

                        Copy to:MICHAEL R. ROSELLA, Esq.
                                Battle Fowler LLP
                                75 East 55th Street
                                New York, New York 10020
                                (212) 856-6858

It is proposed that this filing will become effective:  (check appropriate box)

    [ ] immediately  upon filing  pursuant to paragraph (b) 
    [ ] on [Date]  pursuant  to  paragraph  (b) 
    [X] 60 days after  filing pursuant to paragraph (a) 
    [ ] on (date)  pursuant to paragraph (a) of Rule 485 
    [ ] 75 days after filing pursuant to paragraph (a)(2)
    [ ] on (date) pursuant to paragraph (a)(2) of Rule 485

If appropriate, check the following box:

    [ ]  this post-effective amendment designates a new effective date for a
         previously filed post-effective amendment

<PAGE>

- --------------------------------------------------------------------------------
CONNECTICUT DAILY TAX                                       600 FIFTH AVENUE
FREE INCOME FUND, INC.                                      NEW YORK, N.Y. 10020
Class A Shares; Class B Shares                              (212) 830-5220

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

PROSPECTUS
June 1, 1999




       A money  market fund whose  investment  objectives  are to seek as high a
       level of current  income,  exempt  from  Federal  income tax and,  to the
       extent possible,  from Connecticut  personal income taxes, as is believed
       to be consistent with  preservation of capital,  maintenance of liquidity
       and stability of principal.




       The  Securities  and Exchange  Commission has not approved or disapproved
       these  securities  or passed upon the  adequacy of this  prospectus.  Any
       representation to the contrary is a criminal offense.



   TABLE OF CONTENTS
- --------------------------------------------------------------------------------
2 Risk/Return Summary: Investments, Risks,         7   Management, Organization
  and Performance                                      and Capital Structure
4 Fee Table                                        8   Shareholder Information
5 Investment Objectives, Principal Investment     16   Distribution Arrangements
  Strategies and Related Risks                    18   Financial Highlights
- --------------------------------------------------------------------------------

<PAGE>


I.  RISK/RETURN SUMMARY: INVESTMENTS, RISKS, AND PERFORMANCE

Investment Objectives
- ---------------------

     The Fund  seeks as high a level of  current  income,  exempt  from  Federal
income tax and to the extent possible,  from Connecticut  personal income taxes,
as is believed to be consistent  with  preservation  of capital,  maintenance of
liquidity,  and stability of principal.  There can be no assurance that the Fund
will achieve its investment objectives.


Principal Investment Strategies
- --------------------------------

     The  Fund  intends  to  achieve  its  investment  objectives  by  investing
principally in short-term, high quality, debt obligations of:

(i)  Connecticut,  and its  political  subdivisions;  

(ii) Puerto  Rico and other  United  States  Territories,  and  their  political
     subdivisions, and

(iii) other states.

     These  debt  obligations  are  collectively  referred  to  throughout  this
Prospectus as Municipal  Obligations.  The Fund is a money market fund and seeks
to maintain an investment  portfolio with a dollar-weighted  average maturity of
90 days or less,  to value its  investment  portfolio at  amortized  cost and to
maintain a net asset value of $1.00 per share.

     The Fund intends to  concentrate  (i.e. 25% or more of the Fund's total net
assets)  in   Connecticut   Municipal   Obligations,   including   Participation
Certificates  therein.  Participation  Certificates  evidence  ownership  of  an
interest  in  the  underlying  Municipal  Obligations,   purchased  from  banks,
insurance companies or other financial institutions.

Principal Risks
- ---------------

o    Although the Fund seeks to preserve the value of your  investment  at $1.00
     per share, it is possible to lose money by investing in the Fund.

o    The value of the Fund's shares and the securities held by the Fund can each
     decline in value.

o    An  investment  in the Fund is not a bank  deposit  and is not  insured  or
     guaranteed by the FDIC or any other governmental agency.

o    Because  the  Fund  intends  to  concentrate   in   Connecticut   Municipal
     Obligations, including Participation Certificates therein, investors should
     also consider the greater risk of the Portfolio's  concentration versus the
     safety that comes with a less concentrated investment portfolio.

o    An investment in the Fund should be made with an understanding of the risks
     that an investment in Connecticut Municipal Obligations may entail. Payment
     of interest and  preservation  of capital are dependent upon the continuing
     ability of Connecticut  issuers and/or  obligators of state,  municipal and
     public authority debt obligations to meet their payment  obligations.  Risk
     factors  affecting the State of Connecticut  are described in  "Connecticut
     Risk Factors" in the Statement of Additional Information.

Risk/Return Bar Chart and Table
- -------------------------------
     The following bar chart and table may assist you in your decision to invest
in the Fund.  The bar chart  shows the change in the annual  returns of the Fund
over the last 10 calendar  years.  The table shows the average annual return for
the last one,  five and ten year  periods.  The table also  includes  the Fund's
average annual total return since inception.  While analyzing this  information,
please note that the Fund's past performance is not an indicator of how the Fund
will perform in the future.  The Fund's  current  7-day yield may be obtained by
calling the Fund toll-free at 1-800-221-3079.

                                       2
<PAGE>
- --------------------------------------------------------------------------------
       Connecticut Daily Tax Free Income Fund, Inc. - Class A (1) (2) (3)


[GRAPHIC OMITTED]

Calendar Year End   % Total Return
- -----------------   ---------------
1989                5.59%
1990                5.09%
1991                3.72%
1992                2.20%
1993                1.70%
1994                2.18%
1995                3.04%
1996                2.59%
1997                2.74%
1998                2.55%
      
- --------------------------------------------------------------------------------

(1)  As of March 31, 1999, the Fund had a year-to-date return of ________

(2)  The Fund's  highest  quarterly  return was 1.45% for the quarter ended June
     30, 1989; the lowest  quarterly return was .38% for the quarter ended March
     31, 1993.


(3)  Participating  Organizations  may charge a fee to investors for  purchasing
     and redeeming  shares.  Therefore,  the net return to such investors may be
     less than if they had invested in the Fund directly.


Average Annual Total Returns - Connecticut Daily Tax Free Income Fund, Inc.

                                                   Class A            Class B
                                                   -------            -------

 For the periods ended December 31, 1998
 One Year                                           2.55%               2.75%
 Five Years                                         2.62%               N/A%
 Ten Years                                          3.13%               N/A%


 Average Annual Total Return
 Since Inception                                    3.41%               2.85%



                                       3
<PAGE>

                                    FEE TABLE
- --------------------------------------------------------------------------------

This table  describes the fees and expenses that you may pay if you buy and hold
shares in the Fund.

Annual Fund Operating Expenses
(expenses that are deducted from Fund assets)
                                                 Class A Shares   Class B Shares
                                                 --------------   --------------


Management Fees................................      .30%                 .30%
Distribution and Service (12b-1) Fees..........      .20%                  --%
Other Expenses.................................      .38%                 .39%
  Administration Fees..........................   .21%                 .21%
Total Annual Fund Operating Expenses...........      .88%                 .69%




Example

This  Example is intended to help you compare the cost of  investing in the Fund
with the cost of investing in other money market  funds. 

Assume that you invest  $10,000 in the Fund for the time periods  indicated  and
then  redeem all of your  shares at the end of those  periods.  Also assume that
your investment has a 5% return each year and that the Fund's operating expenses
remain the same.  Although  your actual  costs may be higher or lower,  based on
these assumptions your costs would be:


                        1 Year       3 Years       5 years          10 years
        Class A:        $90          $281          $488             $1,084
        Class B:        $70          $221          $384             $859


                                       4
<PAGE>
II. INVESTMENT OBJECTIVES, PRINCIPAL INVESTMENT STRATEGIES AND RELATED RISKS

Investment Objectives
- ---------------------

     The Fund is a  short-term,  tax-exempt  money market fund whose  investment
objectives  are to seek as high a level of current  income  exempt from  Federal
income tax and,  to the extent  possible,  from  Connecticut  gross  income tax,
consistent  with  preserving  capital,  maintaining  liquidity  and  stabilizing
principal.

     The investment objectives of the Fund described in this section may only be
changed upon the approval of the holders of a majority of the outstanding shares
of the Fund that would be affected by such a change.

Principal Investment Strategies
- -------------------------------

Generally

     The Fund will invest  primarily  (i.e.,  at least 80%) in short-term,  high
quality, debt obligations which include:

(i)     Connecticut Municipal Obligations issued by or on behalf of the State of
        Connecticut   or   any   Connecticut   local   governments,   or   their
        instrumentalities, authorities or districts;

(ii)    Territorial  Municipal Obligations issued by or on behalf of Puerto Rico
        and the Virgin Islands or their instrumentalities, authorities, agencies
        and political subdivisions; and

(iii)   Municipal  Obligations  issued by or on behalf  of other  states,  their
        authorities, agencies, instrumentalities and political subdivisions.


The  Fund  will  also  invest  in   Participation   Certificates   in  Municipal
Obligations.  These instruments are purchased by the Fund from banks,  insurance
companies or other  financial  institutions  and in the opinion of Battle Fowler
LLP,  counsel  to the  Fund,  cause the Fund to be  treated  as the owner of the
underlying Municipal Obligations for Federal income tax purposes.

     The  Fund  may  invest  more  than  25%  of  its  assets  in  Participation
Certificates and other Connecticut Municipal Obligations.

     Although  the Fund  will  attempt  to invest  100% of its  total  assets in
Municipal  Obligations  and  Participation  Certificates,  the Fund reserves the
right to invest  up to 20% of its  total  assets  in  taxable  securities  whose
interest income is subject to regular  Federal,  state and local income tax. The
kinds of  taxable  securities  in  which  the Fund may  invest  are  limited  to
short-term,  fixed  income  securities  as  more  fully  described  in  "Taxable
Securities" in the Statement of Additional Information.

     Included in the same 20% of total  assets in taxable  securities,  the Fund
may also purchase  securities  and  Participation  Certificates  whose  interest
income may be subject to the Federal alternative minimum tax.

     To the extent suitable Connecticut  Municipal Obligations are not available
for investment by the Fund, the Fund may purchase  Municipal  Obligations issued
by other states,  their agencies and  instrumentalities,  the dividends on which
will be designated by the Fund as derived from interest income which will be, in
the opinion of bond counsel to the issuer at the date of  issuance,  exempt from
regular Federal income tax, but will be subject to Connecticut income tax.

     The Fund  will  invest at least  65% of its  total  assets  in  Connecticut
Municipal Obligations,  although the exact amount may vary from time to time. As
a  temporary  defensive  measure  the Fund  may,  from  time to time,  invest in
securities that are inconsistent with its principal investment  strategies in an
attempt to respond to adverse market, economic, political or other conditions as
determined by the Fund's investment advisor. Such a temporary defensive position
may cause the Fund to not achieve its investment objectives.

     With  respect to 75% of its total  assets,  the Fund shall  invest not more
than  5%  of  its  total  assets  in  Municipal   Obligations  or  Participation

                                       5
<PAGE>
Certificates  issued by a single issuer.  The Fund shall not invest more than 5%
of its total assets in Municipal Securities or Participation Certificates issued
by a single issuer unless the Municipal Obligations are of the highest quality.

     With  respect to 75% of its total  assets,  the Fund shall  invest not more
than  10%  of  its  total  assets  in  Municipal  Obligations  or  Participation
Certificates backed by a demand feature or guarantee from the same institution.

     The Fund's investments may also include "when-issued" Municipal Obligations
and stand-by commitments.

     The Fund's  investment  manager considers the following factors when buying
and  selling  securities  for the  portfolio:  (i)  availability  of cash,  (ii)
redemption requests, (iii) yield management, and (iv) credit management.

     In order to  maintain a share  price of $1.00,  the Fund must  comply  with
certain industry regulations.  The Fund will only invest in securities which are
denominated in United States dollars. Other requirements pertain to the maturity
and credit quality of the securities in which the Fund may invest. The Fund will
only invest in securities which have or are deemed to have a remaining  maturity
of 397 days or less. Also, the average maturity for all securities  contained in
the Fund, on a dollar-weighted basis, will be 90 days or less.

     The Fund will only  invest in either  securities  that have been  rated (or
whose  issuers  have been rated) in the highest  short-term  rating  category by
nationally  recognized   statistical  rating   organizations,   or  are  unrated
securities but that have been  determined by the Fund's Board of Directors to be
of comparable quality.

     Subsequent to its purchase by the Fund,  the quality of an  investment  may
cease to be rated or its rating may be reduced  below the minimum  required  for
purchase by the Fund.  If this occurs,  the Board of Directors of the Fund shall
reassess the security's credit risks and shall take such action as it determines
is in the best interest of the Fund and its  shareholders.  Reassessment  is not
required,  however,  if the  security  is  disposed  of or matures  within  five
business  days of the  Manager  becoming  aware of the new rating  and  provided
further that the Board of Directors is  subsequently  notified of the  Manager's
actions.

     For a more detailed  description of (i) the  securities  that the Fund will
invest  in,  (ii)  fundamental  investment  restrictions,   and  (iii)  industry
regulations governing credit quality and maturity, please refer to the Statement
of Additional Information.

Risks
- -----

     The Fund  complies  with  industry-standard  requirements  on the  quality,
maturity  and  diversification  of its  investments  which are  designed to help
maintain a $1.00  share  price.  A  significant  change in  interest  rates or a
default on the Fund's  investments could cause its share price (and the value of
your investment) to change.

     By investing in liquid, short-term, high quality investments that have high
quality  credit  support  from banks,  insurance  companies  or other  financial
institutions  (i.e.  Participation  Certificates  and other variable rate demand
instruments),  the  Fund's  management  believes  that it can  protect  the Fund
against  credit  risks  that  may  exist  on  long-term   Connecticut  Municipal
Obligations. The Fund may still be exposed to the credit risk of the institution
providing the  investment.  Changes in the credit  quality of the provider could
affect the value of the security and your investment in the Fund.

     Because of the Fund's concentration in investments in Connecticut Municipal
Obligations,  the safety of an investment in the Fund will depend  substantially
upon the financial strength of Connecticut and its political subdivisions.

     The primary  purpose of investing in a portfolio of  Connecticut  Municipal
Obligations  is  the  special  tax  treatment  accorded   Connecticut   resident
individual  investors.  Payment  of  interest  and  preservation  of  principal,
however,  are dependent upon the continuing  ability of the Connecticut  issuers
and/or  obligors of state,  municipal and public  authority debt  obligations to
meet their obligations thereunder. Investors should consider

                                       6
<PAGE>
the greater risk of the Fund's concentration versus the safety that comes with a
less  concentrated  investment  portfolio and should compare yields available on
portfolios  of  Connecticut  issues with those of more  diversified  portfolios,
including out-of-state issues, before making an investment decision.

     Because the Fund may concentrate in Participation  Certificates that may be
secured  by bank  letters of credit or  guarantees,  an  investment  in the Fund
should be made  with an  understanding  of the  characteristics  of the  banking
industry   and  the  risks  which  such  an   investment   may   entail.   These
characteristics and risks include extensive governmental regulations, changes in
the availability and cost of capital funds, and general economic conditions (see
"Variable  Rate  Demand  Instruments  and  Participation  Certificates"  in  the
Statement of Additional  Information).  These factors may limit both the amounts
and  types of loans  and other  financial  commitments  that may be made and the
interest rates and fees that may be charged.  The profitability of this industry
is largely  dependent  upon the  availability  and cost of capital funds for the
purpose  of  financing   lending   operations   under  prevailing  money  market
conditions.  Also,  general  economic  conditions  play an important part in the
operations of this industry and exposure to credit losses  arising from possible
financial  difficulties  of borrowers  might affect a bank's ability to meet its
obligations under a letter of credit.

     As the Year 2000 approaches, an issue has emerged regarding  how  existing
application  software  programs and operating  systems can accommodate this date
value.  Failure to adequately address this issue could have potentially  serious
repercussions.  The Fund's investment  advisor is in the process of working with
the Fund's service  providers to prepare for the Year 2000. Based on information
currently  available,  the investment advisor does not expect that the Fund will
incur material costs to be Year 2000 compliant.  Although the investment advisor
does not anticipate  that the Year 2000 issue will have a material impact on the
Fund's ability to provide service at current  levels,  there can be no assurance
that steps taken in preparation for the Year 2000 will be sufficient to avoid an
adverse  impact on the Fund.  The Year 2000  problem may also  adversely  affect
issuers of the securities  contained in the Fund, to varying  degrees based upon
various factors, and thus may have a corresponding  adverse effect on the Fund's
performance.  The investment  advisor is unable to predict what effect,  if any,
the Year 2000 problem will have on such issuers.  At this time,  however,  it is
generally  believed that municipal  issuers may be more  vulnerable to Year 2000
issues or problems then will other issuers.

III.  MANAGEMENT, ORGANIZATION AND CAPITAL STRUCTURE

     The Fund's  investment  adviser is Reich & Tang Asset  Management L.P. (the
"Manager").  The  Manager's  principal  business  office is located at 600 Fifth
Avenue,  New  York,  NY  10020.  As of  January  31,  1999 the  Manager  was the
investment manager,  advisor or supervisor with respect to assets aggregating in
excess of $13.0 billion.  The Manager has been an investment  adviser since 1970
and currently is manager of seventeen other registered investment companies. The
Manager also advises pension trusts, profit-sharing trusts and endowments.

     Pursuant to the Investment  Management  Contract,  the Manager  manages the
Fund's  portfolio of securities and makes decisions with respect to the purchase
and  sale of  investments,  subject  to the  general  control  of the  Board  of
Directors of the Fund. Pursuant to the Investment Management Contract,  the Fund
pays the Manager a fee equal to .30% per annum of the Fund's  average  daily net
assets for managing  the Fund's  investment  portfolio  and  performing  related
services.

     Pursuant to the  Administrative  Services  Contract,  the Manager  performs
clerical,  accounting supervision and office service functions for the Fund. The
Manager  provides the Fund with the personnel to perform all other  clerical and
accounting  type functions not performed by the Manager.  For its services under
the Administrative  Services Contract,  the Fund

                                       7
<PAGE>
pays the Manager a fee equal to .21% per annum of the Fund's  average  daily net
assets.

     The Manager,  at its discretion,  may voluntarily waive all or a portion of
the investment  management and the  administrative  services fee. Any portion of
the total  fees  received  by the  Manager  may be used to  provide  shareholder
services and for distribution of Fund shares.

     In addition,  Reich & Tang Distributors  Inc., the Distributor,  receives a
servicing  fee equal to .20% per annum of the  average  daily net  assets of the
Class A shares of the Fund under the Shareholder  Servicing Agreement.  The fees
are accrued daily and paid  monthly.  Investment  management  fees and operating
expenses,  which are attributable to both Classes of shares of the Fund, will be
allocated  daily to each  Class of  shares  based on the  percentage  of  shares
outstanding for each Class at the end of the day.

IV.    SHAREHOLDER INFORMATION

     The Fund sells and  redeems its shares on a  continuing  basis at their net
asset value and does not impose a charge for either  sales or  redemptions.  All
transactions in Fund shares are effected  through the Fund's transfer agent, who
accepts orders for purchases and redemptions  from  Participating  Organizations
(discussed herein) and from investors directly.

Pricing of Fund Shares
- ----------------------

     The net asset value of each Class of the Fund's  shares is determined as of
12 noon,  New York City time, on each Fund Business Day. Fund Business Day means
weekdays  (Monday  through  Friday)  except  days on which  the New  York  Stock
Exchange  is closed for  trading.  The net asset value of a Class is computed by
dividing the value of the Fund's net assets for such Class  (i.e.,  the value of
its securities and other assets less its liabilities, including expenses payable
or accrued,  but  excluding  capital  stock and  surplus) by the total number of
shares  outstanding  for such Class.  The Fund  intends to maintain a stable net
asset value at $1.00 per share although there can be no assurance that this will
be achieved.

     The  Fund's  portfolio  securities  are valued at their  amortized  cost in
compliance  with the provisions of Rule 2a-7 under the 1940 Act.  Amortized cost
valuation  involves valuing an instrument at its cost and thereafter  assuming a
constant  amortization  to maturity of any discount or premium.  If  fluctuating
interest  rates cause the market  value of the Fund's  portfolio to deviate more
than 1/2 of 1% from the value  determined  on the basis of amortized  cost,  the
Board of  Directors  will  consider  whether  any  action  should be  initiated.
Although the  amortized  cost method  provides  certainty in  valuation,  it may
result in periods  during  which the value of an  instrument  is higher or lower
than the price an investment company would receive if the instrument were sold.

     Shares  are  issued as of the first  determination  of the Fund's net asset
value per share for each Class made after acceptance of the investor's  purchase
order. In order to maximize earnings on its portfolio, the Fund normally has its
assets as fully invested as is  practicable.  Many  securities in which the Fund
invests  require the  immediate  settlement in funds of Federal  Reserve  member
banks on deposit at a Federal Reserve Bank (commonly known as "Federal  Funds").
Fund  shares  begin  accruing  income  on the day the  shares  are  issued to an
investor.  The Fund  reserves  the right to reject  any  purchase  order for its
shares. Certificates for Fund shares will not be issued to an investor.

Purchase of Fund Shares
- -----------------------

     The Fund does not accept a purchase  order until an investor's  payment has
been converted into Federal Funds and is received by the Fund's  transfer agent.
Orders  accompanied  by Federal Funds and received  after 12 noon, New York City
time,  on a Fund  Business  Day will  result  in the  issuance  of shares on the
following Fund Business Day.

     Investors purchasing shares through a Participating Organization with which
they have an account  become  Class A  shareholders.  All other  investors,  and
investors who have accounts with

                                       8
<PAGE>
Participating  Organizations but do not wish to invest in the Fund through them,
may invest in the Fund  directly as Class B  shareholders  of the Fund.  Class B
shareholders do not receive the benefit of the servicing  functions performed by
a  Participating  Organization.  Class B shares may also be offered to investors
who  purchase  their  shares  through   Participating   Organizations   who,  as
fiduciaries,  may not be  legally  permitted  to receive  compensation  from the
Distributor or the Manager.

     The minimum  initial  investment  in the Fund for both classes of shares is
(i) $1,000  for  purchases  through  Participating  Organizations  - this may be
satisfied  by  initial   investments   aggregating  $1,000  by  a  Participating
Organization  on behalf of their  customers  whose initial  investments are less
than $1,000,  (ii) $1,000 for securities  brokers,  financial  institutions  and
other industry professionals that are not Participating Organizations, and (iii)
$5,000 for all other investors. Initial investments may be made in any amount in
excess of the applicable minimums. The minimum amount for subsequent investments
is $100 unless the investor is a client of a  Participating  Organization  whose
clients have made aggregate subsequent investments of $100.

     Each   shareholder,   except   those   purchasing   through   Participating
Organizations,  will  receive a  personalized  monthly  statement  from the Fund
listing (i) the total  number of Fund shares owned as of the  statement  closing
date, (ii) purchase and redemptions of Fund shares, and (iii) the dividends paid
on Fund shares  (including  dividends  paid in cash or  reinvested in additional
Fund shares).

Investments Through Participating
Organizations - Purchase of Class A Shares
- ------------------------------------------

     Investors may, if they wish,  invest in the Fund through the  Participating
Organizations with which they have accounts.  "Participating  Organizations" are
securities  brokers,   banks  and  financial   institutions  or  other  industry
professionals  or  organizations  that have entered into  shareholder  servicing
agreements  with the  Distributor  with respect to investment of their  customer
accounts in the Fund. When instructed by its customer to purchase or redeem Fund
shares, the Participating Organization,  on behalf of the customer, transmits to
the Fund's transfer agent a purchase or redemption  order,  and in the case of a
purchase order, payment for the shares being purchased.

     Participating   Organizations  may  confirm  to  their  customers  who  are
shareholders in the Fund ("Participant  Investors") each purchase and redemption
of Fund shares for the customers' accounts.  Also,  Participating  Organizations
may send periodic account  statements to the Participant  Investors  showing (i)
the total number of Fund shares owned as of the  statement  closing  date,  (ii)
purchases  and  redemptions  of Fund  shares  during the  period  covered by the
statement,  and (iii) the income  earned by Fund  shares  during  the  statement
period  (including  dividends  paid in cash or  reinvested  in  additional  Fund
shares).  Participant  Investors  whose  Participating  Organizations  have  not
undertaken to provide such statements will receive them from the Fund directly.

     Participating  Organizations  may  charge  Participant  Investors  a fee in
connection with their use of specialized purchase and redemption procedures.  In
addition,   Participating   Organizations   offering   purchase  and  redemption
procedures  similar  to those  offered  to  shareholders  who invest in the Fund
directly, may impose charges, limitations, minimums and restrictions in addition
to or different  from those  applicable to  shareholders  who invest in the Fund
directly.   Accordingly,   the  net  yield  to  investors  who  invest   through
Participating  Organizations may be less than by investing in the Fund directly.
A  Participant  Investor  should read this  Prospectus in  conjunction  with the
materials provided by the Participating  Organization  describing the procedures
under which Fund shares may be purchased and redeemed through the  Participating
Organization.

     In the case of qualified  Participating  Organizations,  orders received by
the Fund's
                                       9
<PAGE>
transfer  agent  before 12 noon,  New York City time,  on a Fund  Business  Day,
without accompanying Federal Funds will result in the issuance of shares on that
day only if the  Federal  Funds  required  in  connection  with the  orders  are
received by the Fund's  transfer  agent before 4:00 p.m., New York City time, on
that day.  Orders for which Federal Funds are received after 4:00 p.m., New York
City time,  will result in share  issuance  the  following  Fund  Business  Day.
Participating Organizations are responsible for instituting procedures to insure
that purchase orders by their respective clients are processed expeditiously.

Initial Direct Purchases of Class B Shares
- ------------------------------------------

     Investors  who wish to invest  in the Fund  directly  may  obtain a current
prospectus  and the  subscription  order  form  necessary  to open an account by
telephoning the Fund at the following numbers:

    Within New York                    212-830-5220
    Outside New York (TOLL FREE)       800-221-3079

Mail

     Investors  may send a check  made  payable to  "Connecticut  Daily Tax Free
Income Fund, Inc." along with a completed subscription order form to:

    Connecticut Daily Tax Free Income Fund, Inc.
    Reich & Tang Funds
    600 Fifth Avenue-8th Floor
    New York, New York 10020

     Checks are accepted  subject to  collection  at full value in United States
currency.  Payment by a check drawn on any member of the Federal  Reserve System
will  normally be converted  into Federal  Funds within two business  days after
receipt of the check.  Checks drawn on a non-member bank may take  substantially
longer to convert into Federal Funds.  An investor's  purchase order will not be
accepted until the Fund receives Federal Funds.

Bank Wire

     To  purchase  shares of the Fund using the wire system for  transmittal  of
money  among  banks,  investors  should  first  obtain a new  account  number by
telephoning  the Fund at  212-830-5220  (within  New  York)  or at  800-221-3079
(outside  New York) and then  instruct  a member  commercial  bank to wire money
immediately to:

    Investors Fiduciary Trust Company
    ABA # 101003621
    Reich & Tang Funds
    DDA # 890752-954-6
    For Connecticut Daily Tax Free
       Income Fund, Inc.
    Account of (Investor's Name)                    
    Fund Account #                                  
    SS#/Tax ID#                                     

     The investor should then promptly complete and mail the subscription  order
form.

     Investors  planning to wire funds  should  instruct  their bank so the wire
transfer can be  accomplished  before 12 noon,  New York City time,  on the same
day. There may be a charge by the investor's bank for  transmitting the money by
bank wire,  and there also may be a charge  for use of Federal  Funds.  The Fund
does not charge investors in the Fund for its receipt of wire transfers. Payment
in the form of a "bank wire" received prior to 12 noon, New York City time, on a
Fund Business Day will be treated as a Federal  Funds  payment  received on that
day.

Personal Delivery

     Deliver a check made  payable to  "Connecticut  Daily Tax Free Income Fund,
Inc." along with a completed subscription order form to:

    Reich & Tang Mutual Funds
    600 Fifth Avenue  -  8th Floor
    New York, New York 10020

Electronic Funds Transfers (EFT), Pre-authorized
Credit and Direct Deposit Privilege
- ------------------------------------------------
     You may  purchase  shares of the Fund  (minimum of $100) by having  salary,
dividend  payments,  interest payments or any other payments  designated by you,
federal  salary,  social  security,  or  certain  veteran's,  military  or other
payments from the federal  government,

                                       10
<PAGE>
automatically  deposited into your Fund account. You can also have money debited
from your checking  account.  To enroll in any one of these  programs,  you must
file  with  the  Fund  a  completed  EFT  Application,   Pre-authorized   Credit
Application,  or a Direct Deposit Sign-Up Form for each type of payment that you
desire to include in the Privilege.  The  appropriate  form may be obtained from
your  broker  or  the  Fund.  You  may  elect  at any  time  to  terminate  your
participation by notifying in writing the appropriate  depositing  entity and/or
federal  agency.  Death or legal  incapacity will  automatically  terminate your
participation   in  the  Privilege.   Further,   the  Fund  may  terminate  your
participation upon 30 days' notice to you.

Subsequent Purchases of Shares
- ------------------------------
     Subsequent  purchases can be made by bank wire, as indicated  above,  or by
mailing a check to:

     Connecticut Daily Tax Free Income Fund, Inc.
     Mutual Funds Group
     P.O. Box 13232
     Newark, Connecticut  07101-3232

     There is a $100 minimum for  subsequent  purchases of shares.  All payments
should clearly indicate the shareholder's account number.

     Provided that the  information  on the  subscription  form on file with the
Fund is still  applicable,  a shareholder may reopen an account without filing a
new  subscription  order  form at any time  during  the  year the  shareholder's
account is closed or during the following calendar year.

Redemption of Shares
- --------------------
     A redemption is effected immediately  following,  and at a price determined
in accordance with, the next  determination of net asset value per share of each
Class upon receipt by the Fund's transfer agent of the redemption order (and any
supporting  documentation that it may require).  Normally,  payment for redeemed
shares is made on the same Fund  Business Day after the  redemption is effected,
provided  the  redemption  request is received  prior to 12 noon,  New York City
time.  However,  redemption  payments  will not be  effected  unless  the  check
(including a certified or cashier's  check) used for investment has been cleared
for  payment  by the  investor's  bank,  which  can  take  up to 15  days  after
investment.  Shares  redeemed  are not  entitled  to  participate  in  dividends
declared on the day a redemption becomes effective.

     A shareholder's original subscription order form permits the shareholder to
redeem by written request and to elect one or more of the additional  redemption
procedures  described  below.  A  shareholder  may only change the  instructions
indicated  on his original  subscription  order form by  transmitting  a written
direction to the Fund's transfer  agent.  Requests to institute or change any of
the additional redemption procedures will require a signature guarantee.  When a
signature  guarantee  is called for,  the  shareholder  should  have  "Signature
Guaranteed"  stamped under his signature.  It should be signed and guaranteed by
an eligible  guarantor  institution  which  includes a domestic bank, a domestic
savings and loan  institution,  a domestic  credit  union,  a member bank of the
Federal  Reserve  system or a member  firm of a  national  securities  exchange,
pursuant to the Fund's transfer agent's standards and procedures.

Written Requests

     Shareholders  may make a  redemption  in any  amount  by  sending a written
request to the Fund addressed to:

    Connecticut Daily Tax Free Income Fund, Inc.
    c/o Reich & Tang Funds
    600 Fifth Avenue-8th Floor
    New York, New York 10020

     All  previously  issued  certificates  submitted  for  redemption  must  be
endorsed by the  shareholder  and all written  requests for  redemption  must be
signed by the shareholder, in each case with signature guaranteed.

     Normally  the  redemption  proceeds  are paid by check  and  mailed  to the
shareholder of record.

Checks

     By making  the  appropriate  election  on their  subscription  order  form,
shareholders  may  request
                                       11
<PAGE>
a supply of  checks  that may be used to  effect  redemptions  from the Class of
shares of the Fund in which they invest. The checks, which will be issued in the
shareholder's  name, are drawn on a special account  maintained by the Fund with
the Fund's agent bank. Checks may be drawn in any amount of $250 or more. When a
check is presented to the Fund's agent bank,  it instructs  the Fund's  transfer
agent to  redeem  a  sufficient  number  of full and  fractional  shares  in the
shareholder's  account to cover the  amount of the check.  The use of a check to
make a withdrawal  enables a shareholder in the Fund to receive dividends on the
shares to be redeemed  up to the Fund  Business  Day on which the check  clears.
Checks provided by the Fund may not be certified. Fund shares purchased by check
may not be redeemed by check until the check has  cleared,  which can take up to
15 days following the date of purchase.

     There is no charge to the  shareholder for checks provided by the Fund. The
Fund  reserves the right to impose a charge or impose a different  minimum check
amount in the future,  if the Board of Directors  determines that doing so is in
the best interests of the Fund and its shareholders.

     Shareholders  electing the checking  option are subject to the  procedures,
rules and  regulations  of the Fund's agent bank  governing  checking  accounts.
Checks  drawn on a jointly  owned  account may, at the  shareholder's  election,
require  only one  signature.  Checks  in  amounts  exceeding  the  value of the
shareholder's account at the time the check is presented for payment will not be
honored. Since the dollar value of the account changes daily, the total value of
the account may not be determined in advance and the account may not be entirely
redeemed  by check.  In  addition,  the Fund  reserves  the right to charge  the
shareholder's  account a fee up to $20 for checks not  honored as a result of an
insufficient  account value,  a check deemed not negotiable  because it has been
held longer than six months,  an unsigned check and/or a post-dated  check.  The
Fund reserves the right to terminate or modify the check redemption procedure at
any time or to impose  additional  fees  following  notification  to the  Fund's
shareholders.

     Corporations  and other entities  electing the checking option are required
to  furnish  a  certified  resolution  or other  evidence  of  authorization  in
accordance with the Fund's normal  practices.  Individuals and joint tenants are
not required to furnish any supporting documentation.  Appropriate authorization
forms  will  be sent  by the  Fund  or its  agents  to  corporations  and  other
shareholders  who select this  option.  As soon as the  authorization  forms are
filed in good order with the Fund's agent bank, it will provide the  shareholder
with a supply of checks.

Telephone

     The Fund accepts  telephone  requests for redemption from  shareholders who
elect this option on their  subscription order form. The proceeds of a telephone
redemption may be sent to the  shareholders  at their addresses or, if in excess
of $1,000, to their bank accounts,  both as set forth in the subscription  order
form or in a subsequent  written  authorization.  The Fund may accept  telephone
redemption instructions from any person with respect to accounts of shareholders
who  elect  this  service  and thus  such  shareholders  risk  possible  loss of
principal and interest in the event of a telephone  redemption not authorized by
them.  The Fund will employ  reasonable  procedures  to confirm  that  telephone
redemption instructions are genuine, and will require that shareholders electing
such option  provide a form of personal  identification.  Failure by the Fund to
employ such reasonable procedures may cause the Fund to be liable for the losses
incurred by investors due to unauthorized or fraudulent telephone redemptions.

     A  shareholder  making  a  telephone  withdrawal  should  call  the Fund at
212-830-5220  (outside New York at 800-221-3079)  and state: (i) the name of the
shareholder  appearing on the Fund's  records,  (ii) the  shareholder's  account
number with the Fund, (iii) the amount to be withdrawn, (iv) whether such amount
is to be forwarded to the shareholder's  designated bank account or address, and
(v) the name of the person  requesting the redemption.  Usually the proceeds are
sent to the designated bank account or
                                       12
<PAGE>
address on the same Fund Business Day the  redemption is effected,  provided the
redemption request is received before 12 noon, New York City time.  Proceeds are
sent the next Fund Business Day if the  redemption  request is received after 12
noon, New York City time. The Fund reserves the right to terminate or modify the
telephone  redemption  service  in whole or in part at any time and will  notify
shareholders accordingly.

     There is no redemption charge, no minimum period of investment,  no minimum
amount  for a  redemption,  and no  restriction  on  frequency  of  withdrawals.
Proceeds of redemptions are paid by check.  Unless other  instructions are given
in proper  form to the Fund's  transfer  agent,  a check for the  proceeds  of a
redemption will be sent to the shareholders' address of record. If a shareholder
elects to redeem all the shares of the Fund he owns,  all  dividends  accrued to
the  date of such  redemption  will be paid to the  shareholder  along  with the
proceeds of the redemption.

     The right of  redemption  may not be  suspended or the date of payment upon
redemption  postponed for more than seven days after the shares are tendered for
redemption, except for any period during which the New York Stock Exchange, Inc.
is closed (other than  customary  weekend and holiday  closings) or during which
the SEC determines  that trading  thereon is restricted.  Additional  exceptions
include any period during which an emergency  (as  determined by the SEC) exists
as a result of which  disposal by the Fund of its  portfolio  securities  is not
reasonably  practicable or as a result of which it is not reasonably practicable
for the Fund fairly to determine the value of its net assets,  or for such other
period as the SEC may by order permit for the protection of the  shareholders of
the Fund.

     The Fund has reserved the right to redeem the shares of any  shareholder if
the net asset  value of all the  remaining  shares in the  shareholder's  or his
Participating  Organization's  account  after a  withdrawal  is less than  $500.
Written notice of a proposed mandatory redemption will be given at least 30 days
in advance to any  shareholder  whose  account is to be redeemed or the Fund may
impose  a  monthly  service  charge  of $10 on such  accounts.  For  Participant
Investor accounts,  notice of a proposed mandatory redemption will be given only
to the appropriate Participating  Organization.  The Participating  Organization
will be  responsible  for  notifying  the  Participant  Investor of the proposed
mandatory  redemption.  During the notice period, a shareholder or Participating
Organization  who  receives  such a notice  may avoid  mandatory  redemption  by
purchasing sufficient additional shares to increase his total net asset value to
the minimum amount.

Specified Amount Automatic
Withdrawal Plan
- --------------------------

     Shareholders may elect to withdraw shares and receive payment from the Fund
of a specified  amount of $50 or more  automatically  on a monthly or  quarterly
basis. The monthly or quarterly  withdrawal payments of the specified amount are
made by the Fund on the 23rd day of the month. Whenever such 23rd day of a month
is not a Fund  Business Day, the payment date is the Fund Business Day preceding
the 23rd day of the month. In order to make a payment,  a number of shares equal
in  aggregate  net asset value to the payment  amount are  redeemed at their net
asset value on the Fund Business Day immediately  preceding the date of payment.
To the extent that the  redemptions  to make plan payments  exceed the number of
shares  purchased  through  reinvestment  of dividends  and  distributions,  the
redemptions  reduce the number of shares purchased on original  investment,  and
may ultimately liquidate a shareholder's investment.

     The election to receive  automatic  withdrawal  payments may be made at the
time of the original  subscription  by so indicating on the  subscription  order
form. The election may also be made,  changed or terminated at any later time by
sending a signature  guaranteed  written request to the transfer agent.  Because
the withdrawal plan involves the redemption of Fund shares, such withdrawals may
constitute  taxable events to the  shareholder but the Fund does not expect that
there will be any realized capital gains.

                                       13
<PAGE>
Dividends and Distributions
- ---------------------------

     The Fund declares dividends equal to all its net investment income
(excluding  long-term  capital  gains and losses,  if any, and  amortization  of
market discount) on each Fund Business Day and pays dividends monthly.  There is
no fixed  dividend  rate.  In computing  these  dividends,  interest  earned and
expenses are accrued daily.

     Net realized  capital gains,  if any, are distributed at least annually and
in no event later than 60 days after the end of the Fund's fiscal year.

     All  dividends  and   distributions  of  capital  gains  are  automatically
invested,  at no charge,  in additional  Fund shares of the same Class of shares
immediately  upon payment  thereof  unless a shareholder  has elected by written
notice to the Fund to receive either of such distributions in cash.

     Because  Class A shares bear the  service fee under the Fund's  12b-1 Plan,
the net income of and the dividends  payable to the Class A shares will be lower
than the net income of and dividends  payable to the Class B shares of the Fund.
Dividends  paid to each Class of shares of the Fund will,  however,  be declared
and paid on the same days at the same times and, except as noted with respect to
the service fees payable  under the Plan,  will be determined in the same manner
and paid in the same amounts.

Exchange Privilege
- ------------------

     Shareholders  of the Fund are  entitled  to  exchange  some or all of their
Class of  shares  in the Fund for  shares  of the same  Class of  certain  other
investment  companies  which  retain  Reich  & Tang  Asset  Management  L.P.  as
investment  adviser and which participate in the exchange privilege program with
the Fund.  If only one Class of shares is  available  in a  particular  exchange
fund,  the  shareholder of the Fund is entitled to exchange their shares for the
shares available in that exchange fund. Currently the exchange privilege program
has been established between the Fund and California Daily Tax Free Income Fund,
Inc.,Cortland  Trust,  Inc., Daily Tax Free Income Fund,  Inc.,  Delafield Fund,
Inc.,  Florida Daily Municipal Income Fund, Georgia Daily Municipal Income Fund,
Inc.,  Michigan  Daily Tax Free Income Fund,  Inc.,  New Jersey Daily  Municipal
Income Fund,  Inc..,  New York Daily Tax Free Income Fund,  Inc., North Carolina
Daily Municipal  Income Fund,  Inc.,  Pennsylvania  Daily Municipal Income Fund,
Reich & Tang Equity Fund,  Inc., Short Term Income Fund, Inc. and Virginia Daily
Municipal Income Fund, Inc. In the future, the exchange privilege program may be
extended  to  other  investment  companies  which  retain  Reich  &  Tang  Asset
Management L.P. as investment adviser or manager.

     There is no charge for the exchange privilege or limitation as to frequency
of exchange. The minimum amount for an exchange is $1,000. However, shareholders
who are  establishing  a new  account  with an  investment  company  through the
exchange  privilege must ensure that a sufficient number of shares are exchanged
to meet the minimum initial investment  required for the investment company into
which the  exchange  is being  made.  Each Class of shares is  exchanged  at its
respective net asset value.

     The exchange privilege provides  shareholders of the Fund with a convenient
method to shift their investment among different  investment companies when they
feel  such a  shift  is  desirable.  The  exchange  privilege  is  available  to
shareholders  resident in any state in which  shares of the  investment  company
being  acquired  may legally be sold.  Shares of the same Class may be exchanged
only between investment company accounts  registered in identical names.  Before
making an exchange,  the investor  should  review the current  prospectus of the
investment company into which the exchange is to be made.

     Instructions  for exchanges  may be made by sending a signature  guaranteed
written request to:

    Connecticut Daily Tax Free Income Fund, Inc.
    c/o Reich & Tang Funds
    600 Fifth Avenue-8th Floor
    New York, New York 10020

                                       14
<PAGE>
or, for  shareholders  who have elected that option,  by telephoning the Fund at
212-830-5220  (within New York) or  800-221-3079  (outside  New York).  The Fund
reserves  the right to reject any  exchange  request and may modify or terminate
the exchange privilege at any time.

Tax Consequences
- ----------------

     The  purchase of Fund shares  will be the  purchase of an asset.  Dividends
paid by the Fund, that are  designated  by the Fund and derived from  Municipal
Obligations and Participation Certificates,  will be exempt from regular Federal
income tax,  provided the Fund complies  with Section  852(b)(5) of the Internal
Revenue  Code,  but may be subject to Federal  alternative  minimum  tax.  These
dividends  are  referred  to  as  exempt  interest  dividends.   Exempt-interest
dividends  derived  from  obligations  issued  by or on  behalf  of the State of
Connecticut or any Connecticut local  governments,  or their  instrumentalities,
authorities or districts will be exempt from Connecticut  personal income taxes,
provided that the Fund complies with Connecticut law. Exempt-interest  dividends
derived from obligations of Puerto Rico and the Virgin Islands, as well as other
types of  obligations  that  Connecticut  is  prohibited  from taxing  under the
Constitution,  the  laws  of  the  United  States  of  America  or the  laws  of
Connecticut  rial also should be exempt from  Connecticut  personal income taxes
provided the Fund complies with Connecticut law.

     Dividends  paid from  taxable  income,  if any,  and  distributions  of any
realized  short-term capital gains (from tax-exempt or taxable  obligations) are
taxable  to  shareholders  as  ordinary  income,  whether  received  in  cash or
reinvested in additional shares of the Fund.

     The Fund does not expect to realize  long-term capital gains, and thus does
not contemplate  distributing  "capital gain dividends" or having  undistributed
capital  gain  income  within  the  meaning  of the Code.  The Fund will  inform
shareholders  of the  amount  and  nature of its  income  and gains in a written
notice  mailed to  shareholders  not later  than 60 days  after the close of the
Fund's taxable year.

     For Social Security  recipients,  interest on tax-exempt  bonds,  including
"exempt  interest  dividends" paid by the Fund, is to be added to adjusted gross
income to determine the amount of Social Security  benefits  includible in gross
income.

     Interest on certain personal private activity bonds will constitute an item
of  tax  preference   subject  to  the  individual   alternative   minimum  tax.
Corporations  will be required to include in alternative  minimum taxable income
75% of the amount by which their adjusted current earnings (including tax-exempt
interest) exceeds their alternative  minimum taxable income (determined  without
this tax item).  In certain cases  Subchapter S  corporations  with  accumulated
earnings  and  profits  from  Subchapter  C years  will be  subject  to a tax on
"passive investment income",  including tax-exempt interest.

     The sale, exchange or redemption of shares will  generally be the taxable  
disposition  of an  asset  that may  result  in a  taxable  gain or loss for the
shareholder  if the  shareholder  receives  more  or less  than it paid  for its
shares. An exchange  pursuant to the exchange  privilege is treated as a sale on
which the shareholder may realize a taxable gain or loss.

     With respect to variable rate demand instruments,  including  Participation
Certificates  therein,  the Fund is relying on the opinion of Battle Fowler LLP,
counsel to the Fund,  that it will be treated for Federal income tax purposes as
the owner of an interest in the underlying  Municipal  Obligations  and that the
interest thereon will be exempt from regular Federal income taxes to the Fund to
the same extent as the interest on the underlying Municipal Obligations.  Battle
Fowler LLP has pointed out that the Internal  Revenue  Service has  announced it
will not  ordinarily  issue advance  rulings on the question of the ownership of
securities or participation interests therein subject to a put and could reach a
conclusion different from that reached by counsel.

     The United States  Supreme  Court has held that there is no  constitutional
prohibition against the Federal government's taxing the interest earned on state
or other municipal  bonds.  The
                                       15
<PAGE>
decision does not,  however,  affect the current  exemption from taxation of the
interest earned on the Municipal Obligations.

     The Fund may  invest a portion of its assets in securities  that generate 
income that is not exempt from Federal or state income tax.  Income  exempt from
Federal income tax may be subject to state and local income tax.

Connecticut Income Taxes 

     The  designation  of all or a portion of a dividend  paid by the Fund as an
"exempt-interest  dividend"  under the Code does not  necessarily  result in the
exemption  of such amount  from tax under the laws of any state or local  taxing
authority.  However,  in the  opinion  of  Day,  Berry  &  Howard  LLP,  special
Connecticut  tax  counsel  to  the  Fund,  exempt-interest  dividends  correctly
designated as derived from  Connecticut  Municipal  Obligations  received by the
Fund are not subject to the Connecticut tax on the Connecticut taxable income of
individuals, trusts and estates (the "Connecticut Personal Income Tax").

     Exempt-interest  dividends that are not derived from Connecticut  Municipal
Obligations  and any other  dividends  of the Fund that are  treated as ordinary
income for Federal  income tax purposes are  includible in a taxpayer's tax base
for the purposes of the Connecticut Personal Income Tax.

     While capital gain dividends are not anticipated by the Fund,  capital gain
dividends and amounts,  if any, in respect of  undistributed  long-term  capital
gains of the Fund would be includible  in a taxpayer's  tax base for purposes of
the Connecticut Personal Income Tax, as would gains, if any, recognized upon the
redemption, sale, or exchange of shares of the Fund, except that, in the case of
tax payers holding shares of the Fund as capital assets,  capital gain dividends
derived from obligations issued by or on behalf of the State of Connecticut, its
political subdivisions, or any public instrumentality, state or local authority,
district or similar public entity created under  Connecticut law are not subject
to the tax.

     Dividends and  distributions  paid by the Fund that constitute items of tax
preference  for  purposes of the Federal  alternative  minimum  tax,  other than
exempt-interest dividends,  derived from Connecticut Municipal Obligations,  may
be subject to the net Connecticut minimum tax.

     All dividends  paid by the Fund,  including  exempt-interest  dividends are
includible in gross income for purposes of the Connecticut  Corporation Business
Tax  payable  by  companies  taxed as  corporations.  However,  the  Corporation
Business  Tax allows a deduction  for a portion of amounts  includible  in gross
income  thereunder  to the  extent  they are  treated  as  dividends  other than
exempt-interest  dividends  or capital  gain  dividends  for Federal  income tax
purposes, but disallows deductions for expenses related to such amounts.

     Shareholders  are urged to consult  their tax advisors  with respect to the
treatment of distributions from the Fund in their own states and localities.

V.   DISTRIBUTION ARRANGEMENTS

     Rule 12b-1 Fees

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

     Investors  do not  pay a sales  charge  to  purchase  shares  of the  Fund.
However,  the Fund pays fees in connection  with the  distribution of shares and
for services provided to the Class A shareholders. The Fund pays these fees from
its assets on an ongoing basis and  therefore,  over time,  the payment of these
fees will increase the cost of your investment and may cost you more than paying
other types of sales charges.

     The Fund's Board of  Directors  has adopted a Rule 12b-1  distribution  and
service plan (the "Plan") and,  pursuant to the Plan,  the Fund and Reich & Tang
Distributors,   Inc.  (the  "Distributor")  have  entered  into  a  Distribution
Agreement and a  Shareholder  Servicing  Agreement  (with respect to the Class A
shares of the Fund only).

     Under the Distribution Agreement,  the Distributor serves as distributor of
the Fund's shares. For nominal  consideration (i.e., $1.00) and as agent for the
Fund,  the  Distributor  solicits  orders for the purchase of the Fund's shares,
provided  that any orders will not be binding on the 

                                       16
<PAGE>
Fund until accepted by the Fund as principal.

     Under the Shareholder Servicing Agreement,  the Distributor receives,  with
respect only to the Class A shares, a service fee equal to .20% per annum of the
Class A shares' average daily net assets (the  "Shareholder  Servicing Fee") for
providing personal  shareholder  services and for the maintenance of shareholder
accounts.  The fee is accrued daily and paid monthly. Any portion of the fee may
be  deemed  to  be  used  by  the  Distributor  for  payments  to  Participating
Organizations  with respect to their provision of such services to their clients
or customers who are shareholders of the Class A shares of the Fund. The Class B
shareholders  will not receive the benefit of such services  from  Participating
Organizations and, therefore, will not be assessed a Shareholder Servicing Fee.

     The Plan and the Shareholder  Servicing Agreement provide that, in addition
to the Shareholder  Servicing Fee, the Fund will pay for (i)  telecommunications
expenses  including the cost of dedicated  lines and CRT terminals,  incurred by
the  Distributor  and   Participating   Organizations   in  carrying  out  their
obligations  under the Shareholder  Servicing  Agreement with respect to Class A
shares,  and (ii)  preparing,  printing and delivering the Fund's  prospectus to
existing  shareholders  of the  Fund and  preparing  and  printing  subscription
application  forms for  shareholder  accounts.  These  payments are limited to a
maximum of .05% per annum of the Class A`s shares' average daily net assets.

     The Plan provides that the Manager may make payments from time to time from
its own resources, which may include the management fee and past profits for the
following  purposes:  (i) to defray costs, and to compensate  others,  including
Participating  Organizations  with whom the Distributor has entered into written
agreements, for performing shareholder servicing on behalf of the Class A shares
of  the  Fund,  (ii)  to  compensate  certain  Participating  Organizations  for
providing  assistance in distributing  the Class A shares of the Fund, and (iii)
to pay  the  costs  of  printing  and  distributing  the  Fund's  prospectus  to
prospective investors, and to defray the cost of the preparation and printing of
brochures and other promotional materials, mailings to prospective shareholders,
advertising,  and other  promotional  activities,  including the salaries and/or
commissions of sales personnel in connection with the distribution of the Fund's
Class A shares.  The  Distributor  may also make payments from time to time from
its own  resources,  which may  include  the  Shareholding  Servicing  Fee (with
respect to Class A shares) and past profits,  for the purposes enumerated in (i)
above.  The Distributor will determine the amount of such payments made pursuant
to the Plan,  provided that such payments will not increase the amount which the
Fund is required to pay to the Manager and Distributor for any fiscal year under
either the Investment  Management  Contract in effect for that year or under the
Shareholder Servicing Agreement in effect for that year.

                                       17
<PAGE>
VI.  FINANCIAL HIGHLIGHTS

This  financial  highlights  table is intended to help you understand the Fund's
financial  performance  for  the  past 5  years.  Certain  information  reflects
financial  results  for a single  Fund  share.  The total  returns  in the table
represent the rate that an investor would have earned [or lost] on an investment
in the Fund (assuming  reinvestment  of all dividends and  distributions).  This
information has been audited by McGladrey and Pullen,  LLP, whose report,  along
with the Fund's financial statements, is included in the annual report, which is
available upon request. 

 <TABLE>
<CAPTION>

CLASS A                                                                    Year Ended January 31,                        
- -------                                           ---------------------------------------------------------------------
                                                    1999           1998           1997           1996           1995   
                                                  ---------      ---------      ---------      ---------      ---------
<S>                                              <C>            <C>            <C>            <C>            <C>      
 Per Share Operating Performance:
 (for a share outstanding throughout the year)
 Net asset value, beginning of year............   $  1.00        $  1.00        $  1.00        $  1.00        $  1.00  
                                                  ---------      ---------      ---------      ---------      ---------
 Income from investment operations:
     Net investment income.....................      0.025          0.027          0.026          0.030          0.023
 Less distributions:
     Dividends from net investment income......   (  0.025)      (  0.027)      (  0.026)      (  0.030)      (  0.023)
                                                  ---------      ---------      ---------      ---------      ---------
 Net asset value, end of year..................   $  1.00        $  1.00        $  1.00        $  1.00        $  1.00
                                                  =========      =========      =========      =========      =========
 Total Return..................................      2.52%          2.74%          2.59%          3.02%          2.29%
 Ratios/Supplemental Data
 Net assets, end of year (000).................   $ 182,227      $ 167,780      $ 136,606      $ 105,826      $  81,801
 Ratios to average net assets:
     Expenses..................................      0.88%          0.89%          0.91%          0.91%          0.88%
     Net investment income.....................      2.48%          2.70%          2.56%          2.96%          2.25%
     Administration fees waived................      --             --             --             3.02%          2.02%
     Expenses paid indirectly..................      --             --             0.02%          --             --

<CAPTION>
                                                             Year Ended                           October 10, 1996
CLASS B                                                      January 31,                    (Commencement of Offering) to
- -------                                             -----------------------------                 January 31, 1997
                                                       1999                1998                   ----------------
                                                    ---------           ---------
<S>                                                <C>                 <C>                           <C>      
 Per Share Operating Performance:
 (for a share outstanding throughout the period)
 Net asset value, beginning of period..........     $  1.00             $  1.00                       $  1.00 
                                                    ---------           ---------                     ---------
 Income from investment operations:
     Net investment income.....................        0.027               0.029                         0.009
 Less distributions:
     Dividends from net investment income......     (  0.027)           (  0.029)                     (  0.009)
                                                    ---------           ---------                     ---------
 Net asset value, end of period................     $  1.00             $  1.00                       $  1.00
                                                    =========           =========                     =========
 Total Return..................................        2.72%               2.96%                         2.83%*
 Ratios/Supplemental Data
 Net assets, end of period (000)...............     $    389            $      4                      $      7
 Ratios to average net assets:
     Expenses..................................        0.69%               0.67%                         0.70%*
     Net investment income.....................        2.50%               2.95%                         2.80%*
     Expenses paid indirectly..................        --                  --                            0.02%*

 *  Annualized
</TABLE>

                                       18
<PAGE>
CONNECTICUT
DAILY TAX
FREE INCOME
FUND, INC.


                                PROSPECTUS
                               June 1, 1999



                         Reich & Tang Distributors, Inc.
                               600 Fifth Avenue
                              New York, NY 10020
                                (212) 830-5220


     A Statement of  Additional  Information  (SAI) dated June 1, 1999,  and the
Fund's Annual and Semi-Annual  Reports include additional  information about the
Fund and its investments and are incorporated by reference into this prospectus.
You may  obtain  the SAI,  the  Annual  and  Semi-Annual  Reports  and  material
incorporated by reference without charge by calling the Fund at  1-800-221-3079.
To request other  information,  please call your financial  intermediary  or the
Fund.

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




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

     A current SAI has been filed with the Securities  and Exchange  Commission.
You  may  visit  the  Securities  and  Exchange  Commission's  Internet  website
(www.sec.gov)  to view the SAI,  material  incorporated  by reference  and other
information. These materials can also be reviewed and copied at the Commission's
Public  Reference  Room in Washington  D.C.  Information on the operation of the
Public   Reference   Room  may  be  obtained  by  calling  the   Commission   at
1-800-SEC-0330.  In addition,  copies of these  materials may be obtained,  upon
payment of a  duplicating  fee, by writing the Public  Reference  Section of the
Commission, Washington, D.C.
20549-6009.




811-4265


CT699P

<PAGE>
PROSPECTUS                                                          June 1, 1999


[GRAPHIC OMITTED][GRAPHIC OMITTED]


EVERGREEN SHARES OF CONNECTICUT
DAILY TAX FREE INCOME FUND, INC.
Class A Shares




     A money market fund whose  investment  objectives  are to seek as high a
level of current income exempt from regular Federal income tax and to the extent
possible,  from  Connecticut  personal  income  taxes,  as  is  believed  to  be
consistent with preservation of capital,  maintenance of liquidity and stability
of principal.



     The  Securities  and  Exchange Commission has not approved  or disapproved
these  securities  or  passed  upon  the  adequacy  of  this   prospectus.   Any
representation to the contrary is a criminal offense.
















<PAGE>


                                    TABLE OF CONTENTS


Risk/Return Summary: Investments,          Management, Organization and
  Risks, and Performance             3     Capital Structure                 8
Fee Table                            5     Shareholder Information           8
Investment Objectives, Principal           Distribution Arrangements        14
  Investment Strategies, and               Financial Highlights             16
  Related Risks                      6     


                                      -2-

<PAGE>

- --------------------------------------------------------------------------------
           I. RISK/RETURN SUMMARY: INVESTMENTS, RISKS, AND PERFORMANCE
- --------------------------------------------------------------------------------
Investment Objectives

The Fund seeks as high a level of current  income,  exempt from regular  Federal
income tax and to the extent possible,  from Connecticut  personal income taxes,
as is believed to be consistent  with  preservation  of capital,  maintenance of
liquidity,  and stability of principal.  There can be no assurance that the Fund
will achieve its investment objectives.

Principal Investment Strategies

The Fund intends to achieve its investment  objectives by investing  principally
in short-term,  high quality,  debt  obligations  of:

(i) Connecticut, and its political subdivisions,

(ii)  Puerto  Rico and other  United  States  Territories,  and their  political
subdivisions, and

(iii) other states.

These debt obligations are  collectively  referred to throughout this Prospectus
as Municipal Obligations.

The Fund is a money  market fund and seeks to maintain an  investment  portfolio
with a  dollar-weighted  average  maturity  of 90 days or  less,  to  value  its
investment  portfolio  at  amortized  cost and to  maintain a net asset value of
$1.00 per share.

The Fund  intends  to  concentrate  (i.e.  25% or more of the  Fund's  total net
assets)  in   Connecticut   Municipal   Obligations,   including   Participation
Certificates  therein.  Participation  Certificates  evidence  ownership  of  an
interest  in  the  underlying  Municipal  Obligations,   purchased  from  banks,
insurance companies or other financial institutions.

Principal Risks
o    Although the Fund seeks to preserve the value of your investment at $1.00
     per share, it is possible to lose money by investing in the Fund.

o    The value of the  Fund's  shares  and the  securities held by the Fund can
     each decline in value.
o    An  investment  in the Fund is not a bank deposit and is not  insured  or
     guaranteed by the FDIC or any other governmental agency.

o    Because the Fund intends to concentrate in Connecticut Municipal
     Obligations, including Participation Certificates therein, investors should
     also consider the greater risk of the Portfolio's  concentration versus the
     safety that comes with a less concentrated investment portfolio.

o    An  investment  in the Fund  should be made with an  understanding  of the
     risks which an investment in Connecticut  Municipal Obligations may entail.
     Payment of interest  and  preservation  of capital are  dependent  upon the
     continuing  ability of  Connecticut  issuers  and/or  obligators  of state,
     municipal  and public  authority  debt  obligations  to meet their  payment
     obligations.  Risk factors affecting the State of Connecticut are described
     in "Connecticut Risk Factors" in the Statement of Additional Information.

Risk/Return Bar Chart And Table

The  following  bar chart and table may assist you in your decision to invest in
the Fund.  The bar chart shows the change in the annual returns of the Fund over
the last 10 calendar  years.  The table shows the average annual returns for the
last one, five and ten year periods.  The table also includes the Fund's average
annual return since  inception.  While analyzing this  information,  please note
that the  Fund's  past  performance  is not an  indicator  of how the Fund  will
perform in the future. The Fund's current 7-day yield may be obtained by calling
the Fund toll-free at 1-800-221-3079.



                                       3
<PAGE>

- --------------------------------------------------------------------------------
       Connecticut Daily Tax Free Income Fund, Inc. - Class A (1) (2) (3)


[GRAPHIC OMITTED]

Calendar Year End   % Total Return
- -----------------   ---------------
1989                5.59%
1990                5.09%
1991                3.72%
1992                2.20%
1993                1.70%
1994                2.18%
1995                3.04%
1996                2.59%
1997                2.74%
1998                2.55%
      
- --------------------------------------------------------------------------------

(1)  As of March 31, 1999, the Fund had a year-to-date return of ___________.

(2)  The Fund's  highest  quarterly  return was 1.45% for the quarter ended June
     30, 1989; the lowest  quarterly return was .38% for the quarter ended March
     31, 1993.

(3)  Participating  Organizations  may charge a fee to investors for  purchasing
     and redeeming  shares.  Therefore,  the net return to such investors may be
     less than if they had invested in the Fund directly.


Average Annual Total Returns - Connecticut Daily Tax Free Income Fund, Inc.

                                                   Class A      
                                                   -------      

 For the periods ended December 31, 1998
 One Year                                           2.55%       
 Five Years                                         2.62%       
 Ten Years                                          3.13%       


 Average Annual Total Return
 Since Inception                                    3.41%       


                                       4
<PAGE>
- -------------------------------------------------------------------------------
                                    FEE TABLE
- -------------------------------------------------------------------------------

This table  describes the fees and expenses that you may pay if you buy and hold
Evergreen shares of the Fund.

Annual Fund Operating Expenses
(expenses that are deducted from Fund assets)
                                                        Class A Shares


Management Fees................................           .30%
Distribution and Service (12b-1) Fees..........           .20%
Other Expenses.................................           .38%
  Administration Fees..........................  .21%         
                                                          ------      
Total Annual Fund Operating Expenses...........           .88%


Example


This  Example is intended to help you compare the cost of  investing in the Fund
with the cost of investing in other money market funds.

Assume that you invest  $10,000 in the Fund for the time periods  indicated  and
then  redeem all of your  shares at the end of those  periods.  Also assume that
your investment has a 5% return each year and that the Fund's operating expenses
remain the same.  Although  your actual  costs may be higher or lower,  based on
these assumptions your costs would be:


                 1 year           3 years           5 years           10 years
                 ------           -------           -------           --------

Class A:           $90              $281              $488              $1,084


                                       5
<PAGE>
- --------------------------------------------------------------------------------
  II. INVESTMENT OBJECTIVES, PRINCIPAL INVESTMENT STRATEGIES AND RELATED RISKS
- --------------------------------------------------------------------------------
Investment Objectives

The  Fund  is a  short-term,  tax-exempt  money  market  fund  whose  investment
objectives  are to seek as high a level of current  income,  exempt from regular
Federal income tax and to the extent possible,  from Connecticut personal income
tax, consistent with preserving capital,  maintaining  liquidity and stabilizing
principal.

The  investment  objectives  of the Fund  described  in this section may only be
changed upon the approval of the holders of a majority of the outstanding shares
of the Fund that would be affected by such a change.

Principal Investment Strategies

Generally

The Fund will invest primarily (i.e., at least 80%) in short-term, high quality,
debt obligations which include:

(i)    Connecticut  Municipal Obligations issued by or on behalf of the State of
       Connecticut   or   any   Connecticut   local   governments,    or   their
       instrumentalities, authorities or districts;

(ii)   Territorial  Municipal  Obligations issued by or on behalf of Puerto Rico
       and the Virgin Islands or their instrumentalities,  authorities, agencies
       and political subdivisions; and

(iii)  Municipal  Obligations  issued  by or on behalf  of other  states,  their
       authorities, agencies, instrumentalities and political subdivisions.

The  Fund  will  also  invest  in   Participation   Certificates   in  Municipal
Obligations.  These instruments are purchased by the Fund from banks,  insurance
companies or other  financial  institutions  and in the opinion of Battle Fowler
LLP,  counsel  to the  Fund,  cause the Fund to be  treated  as the owner of the
underlying Municipal Obligations for Federal income tax purposes.

The Fund may invest  more than 25% of its assets in  Participation  Certificates
and other Connecticut Municipal Obligations.

Although  the Fund will  attempt to invest 100% of its total assets in Municipal
Obligations  and  Participation  Certificates,  the Fund  reserves  the right to
invest up to 20% of its total assets in taxable securities whose interest income
is subject to regular Federal,  state and local income tax. The kinds of taxable
securities in which the Fund may invest are limited to short-term,  fixed income
securities as more fully  described in "Taxable  Securities" in the Statement of
Additional Information.

Included  in the same 20% of total  assets in taxable  securities,  the Fund may
also purchase,  without limit,  securities and Participation  Certificates whose
interest income may be subject to the Federal alternative minimum tax.

To the extent suitable Connecticut  Municipal  Obligations are not available for
investment by the Fund, the Fund may purchase  Municipal  Obligations  issued by
other states,  their agencies and  instrumentalities.  The interest  income from
these Municipal  Obligations  will be exempt from regular Federal income tax (in
the opinion of bond counsel to the issuers at the day of issuance),  but will be
subject to the Connecticut Income Tax.

The Fund will invest at least 65% of its total assets in  Connecticut  Municipal
Obligations,  although  the  exact  amount  may vary  from  time to  time.  As a
temporary  defensive  measure  the  Fund  may,  from  time to  time,  invest  in
securities that are inconsistent with its principal investment  strategies in an
attempt to respond to adverse market, economic, political or other conditions as
determined by the Fund's investment advisor. Such a temporary defensive position
may cause the Fund to not achieve its investment objectives.

With respect to 75% of its total assets,  the Fund shall invest not more than 5%
of its total  assets in  Municipal  Obligations  or  Participation  Certificates
issued by a single  issuer.  The Fund shall not invest more than 5% of its total
assets in Municipal Securities or Participation  Certificates issued by a single
issuer unless the Municipal Obligations are of the highest quality.

With respect to 75% of its total assets, the Fund shall invest not more than 10%
of its total  assets in  Municipal  Obligations  or  Participation  Certificates
backed by a demand feature or guarantee from the same institution.

The Fund's investments may also include "when-issued"  Municipal Obligations and
stand-by commitments.

The Fund's  investment  manager  considers the following factors when buying and
selling securities for the portfolio:  (i) availability of cash, (ii) redemption
requests,(iii) yield management, and (iv) credit management.

                                       6
<PAGE>
In order to maintain a share price of $1.00,  the Fund must comply with  certain
industry  regulations.  The Fund  will  only  invest  in  securities  which  are
denominated in United States dollars. Other requirements pertain to the maturity
and credit quality of the securities in which the Fund may invest. The Fund will
only invest in securities which have or are deemed to have a remaining  maturity
of 397 days or less. Also, the average maturity for all securities  contained in
each individual  portfolio of the Fund, on a  dollar-weighted  basis, will be 90
days or less.

The Fund will only invest in either  securities  which have been rated (or whose
issuers have been rated) in the highest short-term rating category by nationally
recognized statistical rating organizations, or are unrated securities but which
have been  determined  by the  Fund's  Board of  Directors  to be of  comparable
quality.

Subsequent to its purchase by the Fund,  the quality of an investment  may cease
to be rated or its rating may be reduced below the minimum required for purchase
by the Fund. If this occurs,  the Board of Directors of the Fund shall  reassess
the  security's  credit risks and shall take such action as it  determines is in
the  best  interest  of the  Fund  and  its  shareholders.  Reassessment  is not
required,  however,  if the  security  is  disposed  of or matures  within  five
business  days of the  Manager  becoming  aware of the new rating  and  provided
further that the Board of Directors is  subsequently  notified of the  Manager's
actions.

For a more detailed  description of (i) the securities that the Fund will invest
in, (ii) fundamental  investment  restrictions,  and (iii) industry  regulations
governing  credit  quality  and  maturity,  please  refer  to the  Statement  of
Additional Information.

Risks

The Fund complies with industry-standard  requirements on the quality,  maturity
and  diversification  of its  investments  which are designed to help maintain a
$1.00 share price.  A significant  change in interest  rates or a default on the
Fund's  investments  could  cause  its  share  price  (and  the  value  of  your
investment) to change.

By investing in liquid,  short-term,  high  quality  investments  that have high
quality  credit  support  from banks,  insurance  companies  or other  financial
institutions  (i.e.  Participation  Certificates  and other variable rate demand
instruments),  the  Fund's  management  believes  that it can  protect  the Fund
against  credit  risks  that  may  exist  on  long-term   Connecticut  Municipal
Obligations. The Fund may still be exposed to the credit risk of the institution
providing the  investment.  Changes in the credit  quality of the provider could
affect the value of the security and your investment in the Fund.

The  primary  purpose of  investing  in a  portfolio  of  Connecticut  Municipal
Obligations  is  the  special  tax  treatment  accorded   Connecticut   resident
individual  investors.  Payment  of  interest  and  preservation  of  principal,
however,  are dependent upon the continuing  ability of the Connecticut  issuers
and/or  obligors of state,  municipal and public  authority debt  obligations to
meet their obligations thereunder. Investors should consider the greater risk of
the Fund's  concentration  versus the safety that comes with a less concentrated
investment  portfolio  and should  compare  yields  available on  portfolios  of
Connecticut  issues  with  those  of  more  diversified  portfolios,   including
out-of-state  issues,  before  making an  investment  decision.  Exempt-interest
derived  from  Connecticut   Municipal  Obligations  will  be  exempt  from  the
Connecticut  Income Tax.  Exempt-interest  dividends  derived  from  Territorial
Municipal  Obligations  also  should be exempt from the  Connecticut  Income Tax
provided the Fund complies with applicable  Connecticut law. Other distributions
from the Fund may be subject to Connecticut Income tax. (See " Tax Consequences"
herein.)

Because of the Fund's  concentration  in investments  in  Connecticut  Municipal
Obligations,  the safety of an investment in the Fund will depend  substantially
upon the financial strength of Connecticut and its political subdivisions.

Because the Fund may  concentrate  in  Participation  Certificates  which may be
secured  by bank  letters of credit or  guarantees,  an  investment  in the Fund
should be made  with an  understanding  of the  characteristics  of the  banking
industry  and the risks  which such an  investment  may  entail.  This  includes
extensive  governmental  regulations,  changes in the  availability  and cost of
capital  funds,  and general  economic  conditions  (see  "Variable  Rate Demand
Instruments  and  Participation  Certificates"  in the  Statement of  Additional
Information)  which  may  limit  both the  amounts  and types of loans and other
financial commitments which may be made and interest rates and fees which may be
charged.  The  profitability  of this  industry  is largely  dependent  upon the
availability  and cost of capital  funds for the  purpose of  financing  lending
operations  under  prevailing money market  conditions.  Also,  general economic
conditions  play an  important  part in the  operations  of  this  industry  and
exposure to credit  losses  arising  from  possible  financial  difficulties  of
borrowers might affect a bank's ability to meet its  obligations  under a letter
of credit.

As the year  2000  approaches,  an issue  has  emerged  regarding  how  existing
application  software  programs and operating  systems can accommodate this date
value.  Failure to adequately address this issue could have potentially  serious
repercussions.  The Manager is in the process of working with the Fund's service
providers  to  prepare  for  the  year  2000.  Based  on  information  currently
available,  the Manager does not expect that the Fund

                                       7
<PAGE>
will incur material costs to be year 2000  compliant.  Although the Manager does
not  anticipate  that the year 2000  issue  will have a  material  impact on the
Fund's ability to provide service at current  levels,  there can be no assurance
that steps taken in preparation for the year 2000 will be sufficient to avoid an
adverse  impact on the Fund.  The year 2000  problem may also  adversely  affect
issuers of the securities  contained in the Fund, to varying  degrees based upon
various factors, and thus may have a corresponding  adverse affect on the Fund's
performance. The Manager is unable to predict what affect, if any, the year 2000
problem  will have on such  issuers.  At this  time,  however,  it is  generally
believed that  municipal  issuers may be more  vulnerable to Year 2000 issues or
problems than will other issuers.

- --------------------------------------------------------------------------------
               III. MANAGEMENT, ORGANIZATION AND CAPITAL STRUCTURE
- -------------------------------------------------------------------------------

The  Fund's  investment  adviser  is Reich & Tang  Asset  Management  L.P.  (the
"Manager").  The  Manager's  principal  business  office is located at 600 Fifth
Avenue,  New York,  NY 10020.  As of  January  31,  1999,  the  Manager  was the
investment manager,  advisor or supervisor with respect to assets aggregating in
excess of $13.0 billion.  The Manager has been an investment  adviser since 1970
and currently is manager of seventeen other registered  investment companies and
also advises pension trusts, profit-sharing trusts and endowments.

Pursuant to the Investment  Management Contract,  the Manager manages the Fund's
portfolio of  securities  and makes  decisions  with respect to the purchase and
sale of investments, subject to the general control of the Board of Directors of
the Fund.  Pursuant to the  Investment  Management  Contract,  the Fund pays the
Manager a fee equal to .30% per annum of the Fund's average daily net assets for
managing the Fund's investment portfolio and performing related services.

Pursuant to the Administrative Services Contract, the Manager performs clerical,
accounting  supervision  and office service  functions for the Fund. The Manager
provides  the Fund  with  the  personnel  to  perform  all  other  clerical  and
accounting  type functions not performed by the Manager.  For its services under
the Administrative  Services Contract,  the Fund pays the Manager a fee equal to
 .21% per annum of the Fund's  average  daily net  assets.  The  Manager,  at its
discretion,  may  voluntarily  waive  all or a  portion  of  the  administrative
services  fee. Any portion of the total fees received by the Manager may be used
to provide shareholder services and for distribution of Fund shares.

In  addition,  Reich & Tang  Distributors  Inc.,  the  Distributor,  receives  a
servicing  fee equal to .20% per annum of the  average  daily net  assets of the
Class A shares of the Fund under the Shareholder  Servicing Agreement.  The fees
are accrued daily and paid  monthly.  Investment  management  fees and operating
expenses,  which are attributable to both Classes of shares of the Fund, will be
allocated  daily to each  Class of  shares  based on the  percentage  of  shares
outstanding for each Class at the end of the day.

- -------------------------------------------------------------------------------
                     IV. SHAREHOLDER INFORMATION
- -------------------------------------------------------------------------------

Evergreen  shares  have been  created  for the  primary  purpose of  providing a
Connecticut tax-free money market fund product for shareholders of certain funds
distributed by Evergreen  Distributors,  Inc. ("EDI"). Shares of the Fund, other
than Evergreen shares, are offered pursuant to a separate prospectus.  Evergreen
shares are  identical  to other shares of the Fund,  with respect to  investment
objectives  and  yield,  but differ  with  respect  to  certain  other  matters,
including shareholder services and purchase and redemption of shares.

The Fund sells and redeems its shares on a  continuing  basis at their net asset
value  and  does not  impose  a charge  for  either  sales or  redemptions.  All
transactions in Fund shares are effected  through the Fund's transfer agent, who
accepts orders for purchases and redemptions  from  Participating  Organizations
and from investors directly.

Pricing of Fund Shares

The net asset value of each Class of the Fund's  shares is  determined  as of 12
noon,  New York City time,  on each Fund  Business  Day. Fund Business Day means
weekdays  (Monday  through  Friday)  except  days on which  the New  York  Stock
Exchange  is closed for  trading.  The net asset value of a Class is computed by
dividing the value of the Fund's net assets for such Class  (i.e.,  the value of
its securities and other assets less its liabilities, including expenses payable
or accrued,  but  excluding  capital  stock and  surplus) by the total number of
shares  outstanding  for such Class.  The Fund  intends to maintain a stable net
asset value at $1.00 per share although there can be no assurance that this will
be achieved.

                                       8
<PAGE>
The Fund's portfolio securities are valued at their amortized cost in compliance
with the  provisions of Rule 2a-7 under the 1940 Act.  Amortized  cost valuation
involves  valuing an instrument at its cost and  thereafter  assuming a constant
amortization  to maturity of any discount or premium.  If  fluctuating  interest
rates cause the market value of the Fund's portfolio to deviate more than 1/2 of
1% from the  value  determined  on the  basis of  amortized  cost,  the Board of
Directors  will consider  whether any action  should be initiated.  Although the
amortized cost method provides certainty in valuation,  it may result in periods
during  which the value of an  instrument  is higher or lower  than the price an
investment company would receive if the instrument were sold.

Shares are issued as of the first  determination  of the Fund's net asset  value
per share for each Class made after acceptance of the investor's purchase order.
In order to maximize earnings on its portfolio, the Fund normally has its assets
as fully invested as is  practicable.  Many securities in which the Fund invests
require the  immediate  settlement in funds of Federal  Reserve  member banks on
deposit at a Federal  Reserve Bank  (commonly  known as "Federal  Funds").  Fund
shares  begin  accruing  income on the day the shares are issued to an investor.
The Fund  reserves  the  right to reject  any  purchase  order  for its  shares.
Certificates for Fund shares will not be issued to an investor.

How to Buy Shares

Only  Evergreen  Class A shares are offered  through  this  Prospectus.  You can
purchase  shares of the Fund through  broker-dealers,  banks or other  financial
intermediaries,  or directly  through EDI.  The minimum  initial  investment  is
$1,000  which may be waived  in  certain  situations.  There is no  minimum  for
subsequent   investments.   In  states  where  EDI  is  not   registered   as  a
broker-dealer, shares of the Fund will only be sold through other broker-dealers
or other  financial  institutions  that are  registered.  Instructions on how to
purchase shares of the Fund are set forth in the Share Purchase Application.

The Fund does not accept a purchase  order until an investor's  payment has been
converted  into  Federal  Funds and is  received by the Fund's  transfer  agent.
Orders  accompanied  by Federal Funds and received  after 12 noon, New York City
time,  on a Fund  Business  Day will  result  in the  issuance  of shares on the
following Fund Business Day.

Application 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 Fund's Manager incurs.
If such investor is an existing shareholder, the Fund may redeem shares from his
or her account to  reimburse  the Fund or the Fund's  Manager  for any loss.  In
addition,  such  investors may be prohibited or restricted  from making  further
purchase in any of the Evergreen mutual funds.

How To Redeem Shares

You may  "redeem",  i.e.,  sell your  shares in the Fund to the Fund on any Fund
Business Day, 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 ten 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.  The 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.  Your financial  intermediary  is
responsible  for  furnishing  all  necessary  documentation  to the Fund and may
charge you for this service.  Certain financial  intermediaries may require that
you give instructions earlier than 4:00 p.m. (Eastern time).

Redeeming  Shares  Directly  by Mail  or  Telephone.  Send a  signed  letter  of
instruction  or stock  power  form to  Evergreen  Service  Company  which is the
registrar,  transfer  agent and dividend  disbursing  agent for the Fund.  Stock
power forms are available from your financial  intermediary,  Evergreen  Service
Company, 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 Evergreen  Service
Company.

Shareholders  may  withdraw  amounts  of $1,000 or more from their  accounts  by
calling Evergreen Service Company at 800-423-2615 between the hours of 8:00 a.m.
to 5:30 p.m.  (Eastern  time) each Fund Business Day.

                                       9
<PAGE>
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 Evergreen  Service Company by
telephone should follow the procedures outlined above for redemption by mail.

The telephone redemption service is not 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.  Evergreen  Service  Company  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 Evergreen Service Company,  P.O. Box 2121,  Boston,
Massachusetts  02106-2121 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
Evergreen Service Company.  Shareholders should allow approximately ten days for
such form to be processed. The Fund 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 the Fund fails to
follow such  procedures,  it may be liable for any losses due to unauthorized or
fraudulent  instructions.  The Fund will not be liable for  following  telephone
instructions  reasonably believed to be genuine.  The Fund reserves the right to
refuse a telephone  redemption if it is believed  advisable to do so.  Financial
intermediaries may charge a fee for handling telephone requests.  Procedures for
redeeming Fund shares by telephone may be modified or terminated  without notice
at any time.

Redemptions by Check.  Upon request,  the Fund will provide holders of Evergreen
shares,  without  charge,  with checks drawn on the Fund that will clear through
Evergreen Service Company. Shareholders will be subject to the Evergreen Service
Company 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 Evergreen Service Company.) When such
a check is presented to Evergreen Service Company for payment, Evergreen Service
Company,  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  Evergreen  Service  Company 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 Evergreen Service Company 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 Evergreen  Service Company,  P.O. Box 2121,
Boston, Massachusetts 02106-2121.  Shareholders requesting this service after an
account has been opened must contact  Evergreen Service Company 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.

Shareholder Services

The Fund offers the following shareholder  services.  For more information about
these services or your account,  contact EDI or the toll-free number on the back
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.


                                       10
<PAGE>
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.

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 designated a third
party to receive) a monthly or  quarterly  check in a stated  amount of not less
than $75. 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.  In order to make a payment, a number of
shares equal in aggregate net asset value to the payment  amount are redeemed at
their net asset value on the Fund Business Day immediately preceding the date of
payment.  To the extent that the  redemptions  to make plan payments  exceed the
number of shares purchased through  reinvestment of dividends and distributions,
the redemptions  reduce the number of shares  purchased on original  investment,
and may ultimately liquidate a shareholder's investment.  Because the withdrawal
plan involves the  redemption of Fund shares,  such  withdrawals  may constitute
taxable events to the shareholder,  but the Fund does not expect that there will
be any realized capital gains.

Investments  Through  Employee Benefit and Savings Plan.  Certain  qualified and
non-qualified  benefit  and  savings  plans may make  shares of the Fund 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.

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.

The Fund sells and redeems its shares on a  continuing  basis at their net asset
value and does not impose a charge for either sales or redemptions.

In order to maximize earnings on its portfolio, the Fund normally has its assets
as fully invested as is  practicable.  Many securities in which the Fund invests
require immediate settlement in funds of Federal Reserve member banks on deposit
at a Federal Reserve Bank (commonly known as "Federal Funds").  Accordingly, the
Fund does not accept a subscription or invest an investor's payment in portfolio
securities until the payment has been converted into Federal Funds.

Shares  will be issued as of the first  determination  of the  Fund's  net asset
value per share for each Class made after acceptance of the investor's  purchase
order at the net asset  value next  determined  after  receipt  of the  purchase
order. Shares begin accruing income dividends on the day they are purchased. The
Fund  reserves  the  right  to  reject  any  purchase   order  for  its  shares.
Certificates for Fund shares will not be issued to an investor.

Shares are issued as of 12 noon, Eastern time, on any Fund Business Day on which
an order for the shares  and  accompanying  Federal  Funds are  received  by the
Fund's  transfer agent before 12 noon.  Orders  accompanied by Federal Funds and
received after 12 noon,  Eastern time, on a Fund Business Day will not result in
share issuance until the following Fund Business Day. Fund shares begin accruing
income on the day the shares are issued to an investor.

                                       11
<PAGE>
There is no  redemption  charge,  no minimum  period of  investment,  no minimum
amount  for a  redemption,  and no  restriction  on  frequency  of  withdrawals.
Proceeds of redemptions are paid by check. If a shareholder elects to redeem all
the  shares  of the  Fund he owns,  all  dividends  accrued  to the date of such
redemption  will be paid to the  shareholder  along  with  the  proceeds  of the
redemption.

The  right  of  redemption  may not be  suspended  or the date of  payment  upon
redemption  postponed for more than seven days after the shares are tendered for
redemption, except for any period during which the New York Stock Exchange, Inc.
is closed (other than  customary  weekend and holiday  closings) or during which
the SEC determines that trading thereon is restricted,  or for any period during
which an  emergency  (as  determined  by the SEC)  exists  as a result  of which
disposal by the Fund of its portfolio  securities is not reasonably  practicable
or as a result of which it is not reasonably  practicable for the Fund fairly to
determine  the value of its net assets,  or for such other period as the SEC may
by order permit for the protection of the shareholders of the Fund.

Redemption  requests  received  by the  Fund's  transfer  agent  before 12 noon,
Eastern  time,  on any Fund  Business Day become  effective at 12 noon that day.
Shares redeemed are not entitled to participate in dividends declared on the day
a redemption  becomes  effective.  A redemption  request received after 12 noon,
Eastern  time,  on any Fund  Business  Day  becomes  effective  on the next Fund
Business Day.

The Fund has reserved the right to close an account that through redemptions 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  redemption of shares may result in the  investor's  receipt of more or less
than  he  paid  for his  shares  and,  thus,  in a  taxable  gain or loss to the
investor.

Dividends and Distributions

The Fund declares  dividends equal to all its net investment  income  (excluding
capital gains and losses,  if any, and  amortization of market discount) on each
Fund Business Day and pays dividends  monthly.  There is no fixed dividend rate.
In computing these dividends, interest earned and expenses are accrued daily.


Net realized  capital gains, if any, are distributed at least annually and in no
event later than 60 days after the end of the Fund's fiscal year.

All dividends and distributions of capital gains are automatically  invested, at
no charge,  in  additional  Fund shares of the same Class of shares  immediately
upon payment  thereof unless a shareholder  has elected by written notice to the
Fund to receive either of such distributions in cash.

Because Class A shares bear the service fee under the Fund's 12b-1 Plan, the net
income of and the dividends payable to the Class A shares will be lower than the
net income of and dividends payable to the Class B shares of the Fund. Dividends
paid to each Class of shares of the Fund will,  however, be declared and paid on
the same days at the same times and, except as noted with respect to the service
fees payable  under the Plan,  will be determined in the same manner and paid in
the same amounts.

Exchange Privilege

Shareholders  of the Fund are entitled to exchange some or all of their Class of
shares in the Fund for  shares of the same  Class of  certain  other  investment
companies which retain Reich & Tang Asset Management L.P. as investment  adviser
and which  participate in the exchange  privilege program with the Fund. If only
one Class of shares is available in a particular  exchange fund, the shareholder
of the Fund is entitled to exchange  their  shares for the shares  available  in
that  exchange  fund.   Currently  the  exchange   privilege  program  has  been
established  between the Fund and California  Daily Tax Free Income Fund,  Inc.,
Cortland Trust,  Inc., Daily Tax Free Income Fund,  Inc.,  Delafield Fund, Inc.,
Florida Daily Municipal Income Fund,  Georgia Daily Municipal Income Fund, Inc.,
Michigan  Daily Tax Free Income Fund,  Inc., New Jersey Daily  Municipal  Income
Fund,  Inc.,  New York Daily Tax Free Income Fund,  Inc.,  North  Carolina Daily
Municipal Income Fund, Inc.,  Pennsylvania  Daily Municipal Income Fund, Reich &
Tang Equity  Fund,  Inc.,  Short Term  Income  Fund,  Inc.  and  Virginia  Daily
Municipal Income Fund, Inc. In the future, the exchange privilege program may be
extended  to  other  investment  companies  which  retain  Reich  &  Tang  Asset
Management L.P. as investment adviser or manager.

There is no charge for the exchange  privilege or  limitation as to frequency of
exchange.  The minimum amount for an exchange is $1,000.  However,  shareholders
who are  establishing  a new  account  with an  investment  company  through the
exchange  privilege must ensure that a sufficient number of shares are exchanged
to meet the minimum initial investment  required for the investment company into
which the  exchange  is being  made.  Each Class of shares is  exchanged  at its
respective net asset value.


                                       12
<PAGE>
The  exchange  privilege  provides  shareholders  of the Fund with a  convenient
method to shift their investment among different  investment companies when they
feel  such a  shift  is  desirable.  The  exchange  privilege  is  available  to
shareholders  resident in any state in which  shares of the  investment  company
being  acquired  may legally be sold.  Shares of the same Class may be exchanged
only between investment company accounts  registered in identical names.  Before
making an exchange,  the investor  should  review the current  prospectus of the
investment company into which the exchange is to be made.

Instructions for exchanges may be made by sending a signature guaranteed written
request to:

    Connecticut Daily Tax Free Income Fund, Inc.
    c/o Reich & Tang Funds
    600 Fifth Avenue-8th Floor
    New York, New York 10020

or, for  shareholders  who have elected that option,  by telephoning the Fund at
212-830-5220  (within New York) or  800-221-3079  (outside  New York).  The Fund
reserves  the right to reject any  exchange  request and may modify or terminate
the exchange privilege at any time.

Tax Consequences

The  purchase of Fund shares will be a purchase of an asset.  Dividends  paid by
the Fund that are properly  designated  by the Fund and derived  from  Municipal
Obligations and  Participation  Certificates will be exempt from regular Federal
income tax,  provided the Fund complies  with section  852(b)(5) of the Internal
Revenue  Code but may be subject  to  Federal  alternative  minimum  tax.  These
dividends  are  referred  to as  "exempt-interest  dividends."  Exempt  interest
dividends  derived  from  obligations  issued  by or on  behalf  of the state of
Connecticut or any Connecticut local  governments,  or their  instrumentalities,
authorities or districts will be exempt from Connecticut  personal income taxes,
provided the Fund complies  with  Connecticut  law.  Exempt  interest  dividends
derived from obligations of Puerto Rico and the Virgin Islands, as well as other
types of  obligations  that  Connecticut  is  prohibited  from taxing  under the
Constitution,  the laws of the  United  States or the laws of  Connecticut  also
should be exempt from  Connecticut  personal  income  taxes,  provided  the Fund
complies with Connecticut law.

Dividends paid from taxable income and distributions of short-term capital gains
(from tax-exempt or taxable obligations) are taxable to shareholders as ordinary
income, whether received in cash or reinvested in additional shares of the Fund.

The Fund does not expect to realize  long-term  capital gains, and thus does not
contemplate distributing "capital gain dividends or having undistributed capital
gain income within the meaning of the Code".

The Fund will  inform  shareholders  of the  amount and nature of its income and
gains in a written  notice mailed to  shareholders  not later than 60 days after
the close of the Fund's taxable year.

For Social Security recipients,  interest on tax-exempt bonds, including "exempt
interest dividends" paid by the Fund, is to be added to adjusted gross income to
determine the amount of Social Security benefits includible in gross income.

Interest  on  certain  private  activity  bonds will  constitute  an item of tax
preference subject to the individual alternative minimum tax.

Corporations  will be required to include in alternative  minimum taxable income
75% of the amount by which their adjusted current earnings (including tax-exempt
interest) exceeds their alternative  minimum taxable income (determined  without
this tax item).  In certain cases  Subchapter S  corporations  with  accumulated
earnings  and  profits  from  Subchapter  C years  will be  subject  to a tax on
"passive investment income", including tax-exempt interest.

The sale,  exchange  or  redemption  of shares  will  generally  be the  taxable
disposition  of an  asset  that may  result  in a  taxable  gain or loss for the
shareholder  if the  shareholder  receives  more  or less  than it paid  for its
shares. An exchange  pursuant to the exchange  privilege is treated as a sale on
which a shareholder may realize a taxable gain or loss.

With  respect to  variable  rate  demand  instruments,  including  participation
certificates  therein,  the Fund is relying on the opinion of Battle Fowler LLP,
counsel to the Fund,  that it will be treated for Federal income tax purposes as
the owner of the underlying Municipal  Obligations and that the interest thereon
will be exempt from regular  Federal income taxes to the Fund to the same extent
as the interest on the underlying Municipal  Obligations.  

                                       13
<PAGE>
Battle  Fowler  LLP has  pointed  out  that the  Internal  Revenue  Service  has
announced that it will not ordinarily  issue advance  rulings on the question of
the ownership of securities or participation  interests therein subject to a put
and could reach a conclusion different from that reached by counsel.

The  United  States  Supreme  Court  has held  that  there is no  constitutional
prohibition against the Federal government's taxing the interest earned on state
or other municipal  bonds.  The decision does not,  however,  affect the current
exemption from taxation of the interest earned on the Municipal Obligations.

The Fund may invest a portion of its assets in securities  that generate  income
that is not exempt from federal or state income tax.  Income exempt from federal
income tax may be subject to state and local income tax.

Connecticut Income Taxes

The  designation  of all or a  portion  of a  dividend  paid  by the  Fund as an
"exempt-interest  dividend"  under the Code does not  necessarily  result in the
exemption  of such amount  from tax under the laws of any state or local  taxing
authority.  However,  in the  opinion  of  Day,  Berry  &  Howard  LLP,  special
Connecticut  tax  counsel  to  the  Fund,  exempt-interest  dividends  correctly
designated as derived from  Connecticut  Municipal  Obligations  received by the
Fund are not subject to the Connecticut tax on the Connecticut taxable income of
individuals, trusts and estates (the "Connecticut Personal Income Tax").

Exempt-interest  dividends  that  are not  derived  from  Connecticut  Municipal
Obligations  and any other  dividends  of the Fund that are  treated as ordinary
income for Federal  income tax purposes are  includible in a taxpayer's tax base
for the purposes of the Connecticut Personal Income Tax.

While  capital gain  dividends  are not  anticipated  by the Fund,  capital gain
dividends and amounts,  if any, in respect of  undistributed  long-term  capital
gains of the Fund would be includible  in a taxpayer's  tax base for purposes of
the Connecticut Personal Income Tax, as would gains, if any, recognized upon the
redemption, sale, or exchange of shares of the Fund, except that, in the case of
taxpayers  holding shares of the Fund as capital assets,  capital gain dividends
derived from obligations issued by or on behalf of the State of Connecticut, its
political subdivisions, or any public instrumentality, state or local authority,
district or similar public entity created under  Connecticut law are not subject
to the tax.

Dividends  and  distributions  paid by the  Fund  that  constitute  items of tax
preference  for  purposes of the Federal  alternative  minimum  tax,  other than
exempt-interest dividends,  derived from Connecticut Municipal Obligations,  may
be subject to the net Connecticut minimum tax.

All  dividends  paid  by  the  Fund,  including  exempt-interest  dividends  are
includible in gross income for purposes of the Connecticut  Corporation Business
Tax  payable  by  companies  taxed as  corporations.  However,  the  Corporation
Business  Tax allows a deduction  for a portion of amounts  includible  in gross
income  thereunder  to the  extent  they are  treated  as  dividends  other than
exempt-interest  dividends  or capital  gain  dividends  for Federal  income tax
purposes, but disallows deductions for expenses related to such amounts.

Shareholders  are  urged to  consult  their tax  advisers  with  respect  to the
treatment of distributions from the Fund in their own states and localities.

- -------------------------------------------------------------------------------
                        V. DISTRIBUTION ARRANGEMENTS
- -------------------------------------------------------------------------------

Rule 12b-1 Fees

Investors do not pay a sales charge to purchase shares of the Fund. However, the
Fund pays fees in connection  with the  distribution  of shares and for services
provided to the Class A  shareholders.  The Fund pays these fees from its assets
on an ongoing  basis and  therefore,  over time,  the payment of these fees will
increase  the cost of your  investment  and may cost you more than paying  other
types of sales charges.

The Fund's Board of Directors has adopted a Rule 12b-1  distribution and service
plan  (the  "Plan")  and,  pursuant  to the  Plan,  the  Fund  and  Reich & Tang
Distributors,   Inc.  (the  "Distributor")  have  entered  into  a  Distribution
Agreement and a  Shareholder  Servicing  Agreement  (with respect to the Class A
shares of the Fund only).

Under the Distribution  Agreement,  the Distributor serves as distributor of the
Fund's  shares.  For nominal  consideration  (i.e.,  $1.00) and as agent for the
Fund,  the  Distributor  solicits  orders for the purchase of the Fund's shares,
provided  that any orders will not be binding on the Fund until  accepted by the
Fund as principal.

Under the  Shareholder  Servicing  Agreement,  the  Distributor  receives,  with
respect only to the Class A shares, a service fee equal to .20% per annum of the
Class A shares'  average daily net assets (the  Shareholder  Servicing Fee") for
providing personal  shareholder  services and for the maintenance of shareholder
accounts.  The fee is accrued daily and paid monthly. Any portion of the fee may
be  deemed  to  be  used  by  the  Distributor  for  payments  to  Participating
Organizations  with respect to their provision of such services to their clients
or

                                       14
<PAGE>
customers who are shareholders of the Class A shares of the Fund. The Class B
shareholders  will not receive the benefit of such services  from  Participating
Organizations and, therefore, will not be assessed a Shareholder Servicing Fee.

The Plan and the Shareholder  Servicing  Agreement  provide that, in addition to
the  Shareholder  Servicing  Fee,  the Fund will pay for (i)  telecommunications
expenses  including the cost of dedicated  lines and CRT terminals,  incurred by
the  Distributor  and   Participating   Organizations   in  carrying  out  their
obligations  under the Shareholder  Servicing  Agreement with respect to Class A
shares,  and (ii)  preparing,  printing and delivering the Fund's  prospectus to
existing  shareholders  of the  Fund and  preparing  and  printing  subscription
application  forms for  shareholder  accounts.  These  payments are limited to a
maximum of 0.05% per annum of each Class' shares' average daily net assets.

The Plan  provides that the Manager may make payments from time to time from its
own  resources,  which may include the  management  fee and past profits for the
following  purposes:  (i) to defray costs, and to compensate  others,  including
Participating  Organizations  with whom the Distributor has entered into written
agreements, for performing shareholder servicing on behalf of the Class A shares
of  the  Fund;  (ii)  to  compensate  certain  Participating  Organizations  for
providing  assistance in distributing  the Class A shares of the Fund; and (iii)
to pay  the  costs  of  printing  and  distributing  the  Fund's  prospectus  to
prospective investors, and to defray the cost of the preparation and printing of
brochures and other promotional materials, mailings to prospective shareholders,
advertising,  and other  promotional  activities,  including the salaries and/or
commissions of sales personnel in connection with the distribution of the Fund's
Class A shares.  The  Distributor  may also make payments from time to time from
its own  resources,  which may  include  the  Shareholding  Servicing  Fee (with
respect to Class A shares) and past profits,  for the purposes enumerated in (i)
above.  The Distributor will determine the amount of such payments made pursuant
to the Plan,  provided that such payments will not increase the amount which the
Fund is required to pay to the Manager and Distributor for any fiscal year under
either the Investment  Management  Contract in effect for that year or under the
Shareholder Servicing Agreement in effect for that year.


                                       15
<PAGE>
- -------------------------------------------------------------------------------
                          VI. FINANCIAL HIGHLIGHTS
- -------------------------------------------------------------------------------

This  financial  highlights  table is intended to help you understand the Fund's
financial  performance  for  the  past 5  years.  Certain  information  reflects
financial  results  for a single  Fund  share.  The total  returns  in the table
represent the rate that an investor would have earned [or lost] on an investment
in the Fund (assuming  reinvestment  of all dividends and  distributions).  This
information has been audited by McGladrey and Pullen,  LLP, whose report,  along
with the Fund's financial statements, is included in the annual report, which is
available upon request.


 <TABLE>
<CAPTION>

CLASS A                                                                    Year Ended January 31,                        
- -------                                           ---------------------------------------------------------------------
                                                    1999           1998           1997           1996           1995   
                                                  ---------      ---------      ---------      ---------      ---------
<S>                                              <C>            <C>            <C>            <C>            <C>      
 Per Share Operating Performance:
 (for a share outstanding throughout the year)
 Net asset value, beginning of year............   $  1.00        $  1.00        $  1.00        $  1.00        $  1.00  
                                                  ---------      ---------      ---------      ---------      ---------
 Income from investment operations:
     Net investment income.....................      0.025          0.027          0.026          0.030          0.023
 Less distributions:
     Dividends from net investment income......   (  0.025)      (  0.027)      (  0.026)      (  0.030)      (  0.023)
                                                  ---------      ---------      ---------      ---------      ---------
 Net asset value, end of year..................   $  1.00        $  1.00        $  1.00        $  1.00        $  1.00
                                                  =========      =========      =========      =========      =========
 Total Return..................................      2.52%          2.74%          2.59%          3.02%          2.29%
 Ratios/Supplemental Data
 Net assets, end of year (000).................   $ 182,227      $ 167,780      $ 136,606      $ 105,826      $  81,801
 Ratios to average net assets:
     Expenses..................................      0.88%          0.89%          0.91%          0.91%          0.88%
     Net investment income.....................      2.48%          2.70%          2.56%          2.96%          2.25%
     Administration fees waived................      --             --             --             3.02%          2.02%
     Expenses paid indirectly..................      --             --             0.02%          --             --




</TABLE>


                                       16
<PAGE>

A Statement of Additional  Information  (SAI) dated June 1, 1999, and the Fund's
Annual and Semi-Annual Reports include additional information about the Fund and
its investments and are incorporated by reference into this prospectus.  You may
obtain the SAI, the Annual and Semi-Annual Reports and material  incorporated by
reference without charge by calling the Fund at 1-800-221-3079. To request other
information, call your financial intermediary or the Fund.

A current SAI has been filed with the  Securities and Exchange  Commission.  You
may  visit  the   Securities   and  Exchange   Commission's   Internet   website
(www.sec.gov)  to view the SAI,  material  incorporated  by reference  and other
information. These materials can also be reviewed and copied at the Commission's
Public  Reference  Room in Washington  D.C.  Information on the operation of the
Public   Reference   Room  may  be  obtained  by  calling  the   Commission   at
1-800-SEC-0330.  In addition,  copies of these  materials may be obtained,  upon
payment of a  duplicating  fee, by writing the Public  Reference  Section of the
Commission, Washington, D.C. 20549-6009.














Distributor
Evergreen Distributor, Inc., 125 West 55th Street, New York, New York 10019



811-4265                                                         537624 (REV02)

                                                                 6/99
<PAGE>


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



                       [GRAPHIC OMITTED][GRAPHIC OMITTED]


                                    PROSPECTUS

  CHASE VISTA SELECT SHARES OF CONNECTICUT DAILY TAX FREE INCOME FUND, INC.
                                 Class A Shares


June 1, 1999





A money market fund whose  investment  objectives are to seek as high a level of
current income exempt from Federal income tax and to the extent  possible,  from
Connecticut  personal  income  taxes,  as  is  believed  to be  consistent  with
preservation of capital, maintenance of liquidity and stability of principal.




The  Securities and Exchange  Commission  has not approved or disapproved  these
securities or passed upon the adequacy of this prospectus. Any representation to
the contrary is a criminal offense




TABLE OF CONTENTS

2  Risk/Return Summary: Investments, Risks,      9  Management, Organization an
   and Performance                                  Capital Structure
5  Fee Table                                    10  Shareholder Information
6  Investment Objectives, Principal Investment  22  Distribution Arrangements
   Strategies and Related Risks                 24  Financial Highlights
      


<PAGE>
I.  RISK/RETURN SUMMARY:
    INVESTMENTS, RISKS, AND
    PERFORMANCE
- -------------------------------------
Investment Objectives


The Fund seeks as high a level of current  income exempt from Federal income tax
and to the extent  possible,  from  Connecticut  personal  income  taxes,  as is
believed  to  be  consistent  with  preservation  of  capital,   maintenance  of
liquidity,  and stability of principal.  There can be no assurance that the Fund
will achieve its investment objectives.

Principal Investment Strategies

The Fund intends to achieve its investment  objectives by investing  principally
in short-term, high quality, debt obligations of:

(i)  Connecticut , and its political subdivisions;

(ii) Puerto  Rico and other  United  States  Territories,  and their  political
subdivisions;  and

(iii) other states. 

These debt obligations are  collectively  referred to throughout this Prospectus
as Municipal Obligations.

The Fund is a money  market fund and seeks to maintain an  investment  portfolio
with a  dollar-weighted  average  maturity  of 90 days or  less,  to  value  its
investment  portfolio  at  amortized  cost and to  maintain a net asset value of
$1.00 per share.

The Fund intends to concentrate (i.e. 25% or more of the Fund's total assets) in
Connecticut Municipal Obligations, including Participation Certificates therein.
Participation  Certificates  evidence ownership of an interest in the underlying
Municipal  Obligations  purchased  from  banks,  insurance  companies,  or other
financial institutions.

Principal Risks

o    Although the Fund seeks to preserve the value of your investment  at $1.00
     per share, it is possible to lose money by investing in the Fund.

o    The value of the Fund's shares and the securities held by the Fund can 
     each decline in value.

o    An investment in the Fund is not a bank deposit and is not insured or
      guaranteed by the FDIC or  any other governmental agency.

o    Because the Fund intends to concentrate in Connecticut Municipal
     Obligations, including Participation Certificates therein, investors should
     also consider the greater risk of the Portfolio's  concentration versus the
     safety that comes with a less concentrated investment portfolio.

o    An investment in the Fund should be made with an understanding of the risks
     that an investment in Connecticut Municipal Obligations may entail. Payment
     of interest and  preservation  of capital are dependent upon the continuing
     ability of Connecticut  issuers and/or  obligators of state,  municipal and
     public authority debt obligations to meet their payment  obligations.  Risk
     factors  affecting the State of Connecticut  are described in  "Connecticut
     Risk Factors" in the Statement of Additional Information.

                                       2
<PAGE>
Risk/Return Bar Chart and Table

The  following  bar chart and table may assist you in your decision to invest in
the Fund.  The bar chart shows the change in the annual  return of the Fund over
the last 10 calendar  years.  The table shows the average annual returns for the
last one, five and ten year periods.  The table also includes the Fund's average
annual total return since inception.  While analyzing this  information,  please
note that the Fund's past  performance  is not an indicator of how the Fund will
perform in the future. The Fund's current 7-day yield may be obtained by calling
the Fund toll-free at 1-800-221-3079.




                                       3
<PAGE>

       Connecticut Daily Tax Free Income Fund, Inc. - Class A (1) (2) (3)


[GRAPHIC OMITTED]

Calendar Year End   % Total Return
- -----------------   ---------------
1989                5.59%
1990                5.09%
1991                3.72%
1992                2.20%
1993                1.70%
1994                2.18%
1995                3.04%
1996                2.59%
1997                2.74%
1998                2.55%
      
- --------------------------------------------------------------------------------

(1)  As of March  31,  1999,  the  Fund had a  year-to-date return of ______%.

(2)  The Fund's highest quarterly return was 1.45% for the quarter ended June
     30, 1989; the lowest  quarterly return was .38% for the quarter ended March
     31, 1993.

(3)  Participating Organizations may charge a fee to investors for  purchasing 
     and redeeming  shares.  Therefore,  the net return to such investors may be
     less than if they had invested in the Fund directly.


Average Annual Total Returns -
   Connecticut Daily Tax Free Income Fund, Inc.

                                                    Class A
                                                   --------- 
For the periods ended December 31, 1998
One Year                                            2.55%
Five Years                                          2.62%
Ten Years                                           3.13%


Average Annual Total Return
Since Inception                                     3.41%


                                       4
<PAGE>

                                FEE TABLE
- --------------------------------------------------------------------------------

This table  describes the fees and expenses that you may pay if you buy and hold
Evergreen shares of the Fund.

Annual Fund Operating Expenses
(expenses that are deducted from Fund assets)
                                                        Class A Shares


Management Fees................................           .30%
Distribution and Service (12b-1) Fees..........           .20%
Other Expenses.................................           .38%
  Administration Fees..........................  .21%         
                                                          ------      
Total Annual Fund Operating Expenses...........           .88%


Example


This  Example is intended to help you compare the cost of  investing in the Fund
with the cost of investing in other money market funds.

Assume that you invest  $10,000 in the Fund for the time periods  indicated  and
then  redeem all of your  shares at the end of those  periods.  Also assume that
your investment has a 5% return each year and that the Fund's operating expenses
remain the same.  Although  your actual  costs may be higher or lower,  based on
these assumptions your costs would be:


                 1 year           3 years           5 years           10 years
                 ------           -------           -------           --------

Class A:           $90              $281              $488              $1,084


                                       5
<PAGE>
II.  INVESTMENT OBJECTIVES,   
     PRINCIPAL INVESTMENT
     STRATEGIES AND
     RELATED RISKS
- --------------------------------------

Investment Objectives

The  Fund  is a  short-term,  tax-exempt  money  market  fund  whose  investment
objectives  are to seek as high a level of current  income  exempt from  Federal
income tax and to the extent possible,  from Connecticut  personal income taxes,
consistent  with  preserving  capital,  maintaining  liquidity  and  stabilizing
principal.

The  investment  objectives  of the Fund  described  in this section may only be
changed upon the approval of the holders of a majority of the outstanding shares
of the Fund that would be affected by such a change.

Principal Investment Strategies

Generally
- ---------

The Fund will invest primarily (i.e., at least 80%) in short-term, high quality,
debt obligations which include:

(i)     Connecticut Municipal Obligations issued by or on behalf of the State of
        Connecticut   or   any   Connecticut   local   governments,   or   their
        instrumentalities, authorities or districts;

(ii)    Territorial  Municipal Obligations issued by or on behalf of Puerto Rico
        and the Virgin Islands or their instrumentalities, authorities, agencies
        and political subdivisions; and

(iii)   Municipal  Obligations  issued by or on behalf  of other  states,  their
        authorities, agencies, instrumentalities and political subdivisions.

The  Fund  will  also  invest  in   Participation   Certificates   in  Municipal
Obligations.  These instruments are purchased by the Fund from banks,  insurance
companies or other  financial  institutions  and in the opinion of Battle Fowler
LLP,  counsel  to the  Fund,  cause the Fund to be  treated  as the owner of the
underlying Municipal Obligations for Federal income tax purposes.

The Fund may invest  more than 25% of its assets in  Participation  Certificates
and other Connecticut Municipal Obligations.

Although  the Fund will  attempt to invest 100% of its total assets in Municipal
Obligations  and  Participation  Certificates,  the Fund  reserves  the right to
invest up to 20% of its total assets in taxable securities whose interest income
is subject to regular Federal,  state and local income tax. The kinds of taxable
securities in which the Fund may invest are limited to short-term,  fixed income
securities as more fully  described in "Taxable  Securities" in the Statement of
Additional Information.

Included  in the same 20% of total  assets in taxable  securities,  the Fund may
also purchase  securities and Participation  Certificates  whose interest income
may be subject to the Federal alternative minimum tax.


                                       6
<PAGE>
To the extent suitable Connecticut  Municipal  Obligations are not available for
investment by the Fund, the Fund may purchase  Municipal  Obligations  issued by
other states, their agencies and instrumentalities,  the dividends on which will
be designated by the Fund as derived from interest  income which will be, in the
opinion  of bond  counsel  to the issuer at the date of  issuance,  exempt  from
regular Federal income tax, but will be subject to Connecticut income tax.

The Fund will invest at least 65% of its total assets in  Connecticut  Municipal
Obligations,  although  the  exact  amount  may vary  from  time to  time.  As a
temporary  defensive  measure  the  Fund  may,  from  time to  time,  invest  in
securities that are inconsistent with its principal investment  strategies in an
attempt to respond to adverse market, economic, political or other conditions as
determined by the Fund's investment advisor. Such a temporary defensive position
may cause the Fund to not achieve its investment objectives.

With respect to 75% of its total assets,  the Fund shall invest not more than 5%
of its total  assets in  Municipal  Obligations  or  Participation  Certificates
issued by a single  issuer.  The Fund shall not invest more than 5% of its total
assets in Municipal Securities or Participation  Certificates issued by a single
issuer unless the Municipal Obligations are of the highest quality.

With respect to 75% of its total assets, the Fund shall invest not more than 10%
of its total  assets in  Municipal  Obligations  or  Participation  Certificates
backed by a demand feature or guarantee from the same institution.

The Fund's investments may also include "when-issued"  Municipal Obligations and
stand-by commitments.

The Fund's  investment  manager  considers the following factors when buying and
selling securities for the portfolio:  (i) availability of cash, (ii) redemption
requests, (iii) yield management, and (iv) credit management.

In order to maintain a share price of $1.00,  the Fund must comply with  certain
industry  regulations.  The Fund  will  only  invest  in  securities  which  are
denominated in United States dollars. Other requirements pertain to the maturity
and credit quality of the securities in which the Fund may invest. The Fund will
only invest in securities which have or are deemed to have a remaining  maturity
of 397 days or less. Also, the average maturity for all securities  contained in
the Fund, on a dollar-weighted basis, will be 90 days or less.

The Fund will only  invest in either  securities  that have been rated (or whose
issuers have been rated) in the highest short-term rating category by nationally
recognized statistical rating organizations,  or are unrated securities but that
have been  determined  by the  Fund's  Board of  Directors  to be of  comparable
quality.

Subsequent to its purchase by the Fund,  the quality of an investment  may cease
to be rated or its rating may be reduced below the minimum required for purchase
by

                                       7
<PAGE>
the Fund. If this occurs,  the Board of Directors of the Fund shall reassess the
security's  credit risks and shall take such action as it  determines  is in the
best interest of the Fund and its  shareholders.  Reassessment  is not required,
however,  if the security is disposed of or matures within five business days of
the Manager becoming aware of the new rating and provided further that the Board
of Directors is subsequently notified of the Manager's actions.

For a more detailed  description of (i) the securities that the Fund will invest
in, (ii) fundamental  investment  restrictions,  and (iii) industry  regulations
governing  credit  quality  and  maturity,  please  refer  to the  Statement  of
Additional Information.

Risks

The Fund complies with industry-standard  requirements on the quality,  maturity
and  diversification  of its  investments  which are designed to help maintain a
$1.00 share price.  A significant  change in interest  rates or a default on the
Fund's  investments  could  cause  its  share  price  (and  the  value  of  your
investment) to change.

By investing in liquid,  short-term,  high  quality  investments  that have high
quality  credit  support  from banks,  insurance  companies  or other  financial
institutions  (i.e.  Participation  Certificates  and other variable rate demand
instruments),  the  Fund's  management  believes  that it can  protect  the Fund
against  credit  risks  that  may  exist  on  long-term   Connecticut  Municipal
Obligations. The Fund may still be exposed to the credit risk of the institution
providing the  investment.  Changes in the credit  quality of the provider could
affect the value of the security and your investment in the Fund.

Because of the Fund's  concentration  in investments  in  Connecticut  Municipal
Obligations,  the safety of an investment in the Fund will depend  substantially
upon the financial strength of Connecticut and its political subdivisions.

The  primary  purpose of  investing  in a  portfolio  of  Connecticut  Municipal
Obligations  is  the  special  tax  treatment  accorded   Connecticut   resident
individual  investors.  Payment  of  interest  and  preservation  of  principal,
however,  are dependent upon the continuing  ability of the Connecticut  issuers
and/or  obligors of state,  municipal and public  authority debt  obligations to
meet their obligations thereunder. Investors should consider the greater risk of
the Fund's  concentration  versus the safety that comes with a less concentrated
investment  portfolio  and should  compare  yields  available on  portfolios  of
Connecticut  issues  with  those  of  more  diversified  portfolios,   including
out-of-state issues, before making an investment decision.

Because  the Fund may  concentrate  in  Participation  Certificates  that may be
secured  by bank  letters of credit or  guarantees,  an  investment  in the Fund
should be made  with an  understanding  of the  characteristics  of the  banking
industry   and  the  risks  which  such  an   investment   may   entail.   These

                                       8
<PAGE>
characteristics and risks include extensive governmental regulations, changes in
the availability and cost of capital funds, and general economic conditions (see
"Variable  Rate  Demand  Instruments  and  Participation  Certificates"  in  the
Statement of Additional  Information).  These factors may limit both the amounts
and  types of loans  and other  financial  commitments  that may be made and the
interest rates and fees that may be charged.  The profitability of this industry
is largely  dependent  upon the  availability  and cost of capital funds for the
purpose  of  financing   lending   operations   under  prevailing  money  market
conditions.  Also,  general  economic  conditions  play an important part in the
operations of this industry and exposure to credit losses  arising from possible
financial  difficulties  of borrowers  might affect a bank's ability to meet its
obligations under a letter of credit.

As the Year  2000  approaches,  an issue  has  emerged  regarding  how  existing
application  software  programs and operating  systems can accommodate this date
value.  Failure to adequately address this issue could have potentially  serious
repercussions.  The Fund's investment  advisor is in the process of working with
the Fund's service  providers to prepare for the Year 2000. Based on information
currently  available,  the investment advisor does not expect that the Fund will
incur material costs to be Year 2000 compliant.  Although the investment advisor
does not anticipate  that the Year 2000 issue will have a material impact on the
Fund's ability to provide service at current  levels,  there can be no assurance
that steps taken in preparation for the Year 2000 will be sufficient to avoid an
adverse  impact on the Fund.  The Year 2000  problem may also  adversely  affect
issuers of the securities  contained in the Fund, to varying  degrees based upon
various factors, and thus may have a corresponding  adverse effect on the Fund's
performance.  The investment  advisor is unable to predict what effect,  if any,
the Year 2000 problem will have on such issuers.

III.
     MANAGEMENT
     ORGANIZATION AND
     CAPITAL STRUCTURE
- -------------------------------------

The  Fund's  investment  adviser  is Reich & Tang  Asset  Management  L.P.  (the
"Manager").  The  Manager's  principal  business  office is located at 600 Fifth
Avenue,  New York,  NY 10020.  As of  January  31,  1999,  the  Manager  was the
investment manager,  advisor or supervisor with respect to assets aggregating in
excess of $13.0 billion.  The Manager has been an investment  adviser since 1970
and currently is manager of seventeen other registered investment companies. The
Manager also advises pension trusts, profit-sharing trusts and endowments.

Pursuant to the Investment  Management Contract,  the Manager manages the Fund's
portfolio of  securities  and makes  decisions  with respect to the purchase and
sale of investments, subject to the general control of the Board of Directors of
the Fund.  Pursuant to the  Investment

                                       9
<PAGE>
Management Contract,  the Fund pays the Manager a fee equal to .30% per annum of
the Fund's average daily net assets for managing the Fund's investment portfolio
and performing related services.

Pursuant to the Administrative Services Contract, the Manager performs clerical,
accounting  supervision  and office service  functions for the Fund. The Manager
provides  the Fund  with  the  personnel  to  perform  all  other  clerical  and
accounting  type functions not performed by the Manager.  For its services under
the Administrative  Services Contract,  the Fund pays the Manager a fee equal to
 .21% per annum of the Fund's average daily net assets.

The Manager,  at its discretion,  may voluntarily  waive all or a portion of the
investment  management fee and the  administrative  services fee. Any portion of
the total  fees  received  by the  Manager  may be used to  provide  shareholder
services and for distribution of Fund shares.

In  addition,  Reich & Tang  Distributors  Inc.,  the  Distributor,  receives  a
servicing  fee equal to .20% per annum of the  average  daily net  assets of the
Class A shares of the Fund under the Shareholder  Servicing Agreement.  The fees
are accrued daily and paid  monthly.  Investment  management  fees and operating
expenses,  which are attributable to both Classes of shares of the Fund, will be
allocated  daily to each  Class of  shares  based on the  percentage  of  shares
outstanding for each Class at the end of the day.

IV.  SHAREHOLDER
     INFORMATION
- -------------------------------------

Chase Vista Select shares have been created for the primary purpose of providing
a Connecticut  tax-free  money market fund product for  shareholders  of certain
funds distributed by Vista Fund Distributors,  Inc. ("VFD"). Shares of the Fund,
other than  Chase  Vista  Select  shares,  are  offered  pursuant  to a separate
prospectus. Chase Vista Select shares are identical to other shares of the Fund,
with  respect to  investment  objectives  and yield,  but differ with respect to
certain  other  matters,   including   shareholder  services  and  purchase  and
redemption of shares.

The Fund sells and redeems its shares on a  continuing  basis at their net asset
value  and  does not  impose  a charge  for  either  sales or  redemptions.  All
transactions in Fund shares are effected  through the Fund's transfer agent, who
accepts orders for purchases and redemptions  from  Participating  Organizations
(discussed herein) and from investors directly.

Pricing of Fund Shares

The net asset value of each Class of the Fund's  shares is  determined  as of 12
noon,  New York City time,  on each Fund  Business  Day. Fund Business Day means
weekdays  (Monday  through  Friday)  except  days on which  the New  York  Stock
Exchange  is closed for  trading.  The net asset value of a Class is computed by
dividing the value of the Fund's net assets for such Class  (i.e.,  the value of
its securities and

                                       10
<PAGE>
other assets less its liabilities,  including  expenses payable or accrued,  but
excluding  capital stock and surplus) by the total number of shares  outstanding
for such Class.  The Fund  intends to maintain a stable net asset value at $1.00
per share although there can be no assurance that this will be achieved.

The Fund's portfolio securities are valued at their amortized cost in compliance
with the  provisions of Rule 2a-7 under the 1940 Act.  Amortized  cost valuation
involves  valuing an instrument at its cost and  thereafter  assuming a constant
amortization  to maturity of any discount or premium.  If  fluctuating  interest
rates cause the market value of the Fund's portfolio to deviate more than 1/2 of
1% from the  value  determined  on the  basis of  amortized  cost,  the Board of
Directors  will consider  whether any action  should be initiated.  Although the
amortized cost method provides certainty in valuation,  it may result in periods
during  which the value of an  instrument  is higher or lower  than the price an
investment company would receive if the instrument were sold.

Shares are issued as of the first  determination  of the Fund's net asset  value
per share for each Class made after acceptance of the investor's purchase order.
In order to maximize earnings on its portfolio, the Fund normally has its assets
as fully invested as is  practicable.  Many securities in which the Fund invests
require the  immediate  settlement in funds of Federal  Reserve  member banks on
deposit at a Federal  Reserve Bank  (commonly  known as "Federal  Funds").  Fund
shares  begin  accruing  income on the day the shares are issued to an investor.
The Fund  reserves  the  right to reject  any  purchase  order  for its  shares.
Certificates for Fund shares will not be issued to an investor.

Purchase of Fund Shares

The Fund does not accept a purchase  order until an investor's  payment has been
converted  into  Federal  Funds and is  received by the Fund's  transfer  agent.
Orders  accompanied  by Federal Funds and received  after 12 noon, New York City
time,  on a Fund  Business  Day will  result  in the  issuance  of shares on the
following Fund Business Day.

Investors may invest in Chase Vista Select shares through VFD or through dealers
with whom VFD has entered into agreements for this purpose as described  herein.
Those who have accounts with Participating Organizations may invest in the Chase
Vista Select shares through their Participating Organizations in accordance with
the procedures established by the Participating Organizations. (See "Investments
Through  Participating  Organizations"  herein.) Only Class A shares are offered
through this Prospectus.  Certain Participating Organizations are compensated by
the Distributor  from its shareholder  servicing fee and by the Manager from its
management fee for the performance of these services.  An investor who purchases
shares  through a  Participating  Organization  that  receives  payment 

                                       11
<PAGE>
from the Manager or the Distributor will become a Class A shareholder. All other
investors, and investors who have accounts with Participating  Organizations but
who do not wish to invest in the Fund through their Participating Organizations,
may  invest in the Fund  directly  as Class B  shareholders  of the Fund and not
receive the benefit of the  servicing  functions  performed  by a  Participating
Organization. Class B shares may also be offered to investors who purchase their
shares  through  Participating  Organizations  who, as  fiduciaries,  may not be
legally  permitted to receive  compensation from the Distributor or the Manager.
The Manager pays the expenses  incurred in the  distribution  of Class B shares.
Participating  Organizations  whose clients become Class B shareholders will not
receive  compensation from the Manager or Distributor for the servicing they may
provide to their  clients.  The minimum  initial  investment  in the Chase Vista
Select shares is $2,500. Initial investments may be made in any amount in excess
of the applicable  minimums.  The minimum  amount for subsequent  investments is
$100.

The Fund sells and redeems its shares on a  continuing  basis at their net asset
value  and  does not  impose  a charge  for  either  sales or  redemptions.  All
transactions  in Fund shares are  effected  through the Fund's  transfer  agent,
which  accepts  orders  for  purchases  and   redemptions   from   Participating
Organizations,  VFD, and from dealers with whom VFD has entered into  agreements
for this purpose.

Investments Through Participating Organizations - Purchase of Chase Vista Select
Class A Shares

Investors  may,  if they  wish,  invest in the Fund  through  the  Participating
Organizations with which they have accounts.  "Participating  Organizations" are
securities  brokers,   banks  and  financial   institutions  or  other  industry
professionals  or organizations  which have entered into  shareholder  servicing
agreements  with the  Distributor  with respect to investment of their  customer
accounts in the Fund. When instructed by its customer to purchase or redeem Fund
shares, the Participating Organization,  on behalf of the customer, transmits to
the Fund's transfer agent a purchase or redemption  order,  and in the case of a
purchase order, payment for the shares being purchased.

Participating  Organizations may confirm to their customers who are shareholders
in the Fund  ("Participating  Investors")  each purchase and  redemption of Fund
shares for the customers' accounts. Also,  Participating  Organizations may send
periodic account statements to the Participating Investors showing (i) the total
number of Fund shares owned as of the statement closing date, (ii) purchases and
redemptions of Fund shares during the period covered by the statement, and (iii)
the  income  earned  by Fund  shares  during  the  statement  period  (including
dividends  paid in cash or reinvested in  additional  Fund shares).

                                       12
<PAGE>
Participant  Investors whose Participating  Organizations have not undertaken to
provide such statements will receive them from the Fund directly.

Participating Organizations may charge Participant Investors a fee in connection
with their use of specialized purchase and redemption  procedures.  In addition,
Participating  Organizations offering purchase and redemption procedures similar
to those offered to  shareholders  who invest in the Fund  directly,  may impose
charges, limitations, minimums and restrictions in addition to or different from
those applicable to shareholders  who invest in the Fund directly.  Accordingly,
the net yield to investors who invest through Participating Organizations may be
less than by investing in the Fund directly.  A Participant Investor should read
this Prospectus in conjunction with the materials  provided by the Participating
Organization  describing the procedures under which Fund shares may be purchased
and redeemed through the Participating Organization.

In the case of qualified  Participating  Organizations,  orders  received by the
Fund's  transfer  agent before 12 noon,  New York City time,  on a Fund Business
Day, without accompanying Federal Funds will result in the issuance of shares on
that day only if the Federal Funds  required in  connection  with the orders are
received by the Fund's  transfer  agent before 4:00 p.m., New York City time, on
that day.  Orders for which Federal Funds are received after 4:00 p.m., New York
City time,  will result in share  issuance  the  following  Fund  Business  Day.
Participating Organizations are responsible for instituting procedures to insure
that purchase orders by their respective clients are processed expeditiously.

Initial Purchase of Chase Vista Select Class A Shares

Investors may obtain a current  prospectus  and the order form necessary to open
an account by telephoning the Chase Vista Service Center at 1-800-34-VISTA.

Mail.  To purchase  shares of the "Chase Vista Select  shares" send a check made
payable to "Chase Vista Select Shares of Connecticut Daily Tax Free Income Fund,
Inc." along with a completed subscription order form to:

Connecticut Daily Tax Free
      Income Fund, Inc.
P.O. Box 419392
Kansas City, Missouri 64141-6392

Checks  are  accepted  subject  to  collection  at full  value in United  States
currency.  Payment by a check drawn on any member  bank of the  Federal  Reserve
System can normally be converted  into  Federal  Funds within two business  days
after  receipt  of the  check.  Checks  drawn  on a  non-member  bank  may  take
substantially  longer to convert into  Federal  Funds and to be invested in Fund
shares. An investor's  subscription will not be accepted until the Fund receives
Federal Funds.

Bank Wire.  To purchase  shares of the Chase Vista Select  shares using the wire
system for  transmittal of money among banks,  investors  should first telephone
the Fund at 1-800-34-VISTA  to obtain a new

                                       13
<PAGE>
account number.  The investor  should then instruct a member  commercial bank to
wire the money immediately to:


DST Systems, Inc.
ABA #1010-0362-1
CHASE VISTA FUNDS
DDA #751-1-629
For Connecticut Daily Tax Free Income Fund, Inc.
Account of                          
Account #                           
SS#/Tax ID#                         

The investor should then promptly complete and mail the subscription order form.

Investors planning to wire funds should instruct their bank so the wire transfer
can be accomplished  before 12 noon, New York City time, on that same day. There
may be a charge by the investor's bank for  transmitting the money by bank wire,
and  there  also may be a charge  for use of  Federal  Funds.  The Fund does not
charge  investors in the Fund for its receipt of wire transfers.  Payment in the
form of a "bank wire"  received  prior to 12 noon, New York City time, on a Fund
Business Day will be treated as a Federal Funds payment received on that day.

Subsequent Purchases of Shares

Subsequent purchases can be made either by bank wire or by mailing a check to:

Chase Vista Funds Service Center
P.O. Box 419392
Kansas City, Missouri 64141-6392

There is a $100  minimum  for each  subsequent  purchase.  All  payments  should
clearly indicate the shareholder's account number. Provided that the information
on the  subscription  order  form on file with the Fund is still  applicable,  a
shareholder may re-open an account without filing a new subscription  order form
at any time  during the year the  shareholder's  account is closed or during the
following calendar year.

Redemption of Shares

A redemption is effected  immediately  following,  and at a price  determined in
accordance  with,  the next  determination  of net asset value per share of each
Class upon receipt by the Fund's transfer agent of the redemption order (and any
supporting  documentation that it may require).  Normally,  payment for redeemed
shares is made on the same Fund  Business Day after the  redemption is effected,
provided  the  redemption  request is received  prior to 12 noon,  New York City
time.  However,  redemption  payments  will not be  effected  unless  the  check
(including a certified or cashier's  check) used for investment has been cleared
for  payment  by the  investor's  bank,  which  can  take  up to 15  days  after
investment.  Shares  redeemed  are not  entitled  to  participate  in  dividends
declared on the day a redemption becomes effective.

A  shareholder's  original  subscription  order form permits the  shareholder to
redeem by written request and to elect one or more of the additional  redemption
procedures  described  below.  A  shareholder  may only change the  instructions
indicated  on his original  subscription  order form by  transmitting  a written
direction to

                                       14
<PAGE>
the Fund's transfer agent. Requests to institute or change any of the additional
redemption procedures will require a signature guarantee.

When a signature guarantee is called for, the shareholder should have "Signature
Guaranteed"  stamped under his signature.  It should be signed and guaranteed by
an eligible  guarantor  institution  which  includes a domestic bank, a domestic
savings and loan  institution,  a domestic  credit  union,  a member bank of the
Federal  Reserve  system or a member  firm of a  national  securities  exchange,
pursuant to the Fund's transfer agent's standards and procedures.

Written Requests

Shareholders may make a redemption in any amount by sending a written request to
the Fund addressed to:

Chase Vista Funds Service Center
P.O. Box 419392
Kansas City, Missouri 64141-6392

All previously issued certificates  submitted for redemption must be endorsed by
the  shareholder  and all written  requests for redemption must be signed by the
shareholder, in each case with signature guaranteed.

Normally the redemption proceeds are paid by check and mailed to the shareholder
of record.

Checks

By  making  the  appropriate   election  on  their   subscription   order  form,
shareholders  may  request  a  supply  of  checks  that  may be used  to  effect
redemptions  from the  Class of  shares of the Fund in which  they  invest.  The
checks,  which will be issued in the shareholder's  name, are drawn on a special
account  maintained by the Fund with the Fund's agent bank.  Checks may be drawn
in any amount of $500 or more.  When a check is  presented  to the Fund's  agent
bank, it instructs the Fund's  transfer  agent to redeem a sufficient  number of
full and fractional shares in the  shareholder's  account to cover the amount of
the check. The use of a check to make a withdrawal  enables a shareholder in the
Fund to receive  dividends on the shares to be redeemed up to the Fund  Business
Day on which the check clears. Checks provided by the Fund may not be certified.
Fund shares  purchased by check may not be redeemed by check until the check has
cleared, which can take up to 15 days following the date of purchase.

There is no charge to the  shareholder for checks provided by the Fund. The Fund
reserves the right to impose a charge or impose a different minimum check amount
in the future, if the Board of Directors determines that doing so is in the best
interests of the Fund and its shareholders.

Shareholders  electing the checking option are subject to the procedures,  rules
and  regulations of the Fund's agent bank governing  checking  accounts.  Checks
drawn on a jointly owned  account may, at the  shareholder's  election,  require
only one signature.  Checks in amounts  exceeding the value of the shareholder's
account at the time the check is  presented  for  payment  will not be  honored.
Since the dollar  value of the  account  changes

                                       15
<PAGE>
daily,  the total value of the account may not be  determined in advance and the
account may not be entirely  redeemed by check.  In addition,  the Fund reserves
the right to charge  the  shareholder's  account a fee up to $20 for  checks not
honored  as a result  of an  insufficient  account  value,  a check  deemed  not
negotiable  because it has been held longer than six months,  an unsigned  check
and/or a post-dated  check.  The Fund  reserves the right to terminate or modify
the  check  redemption  procedure  at any  time  or to  impose  additional  fees
following notification to the Fund's shareholders.

Corporations  and other  entities  electing the checking  option are required to
furnish a certified  resolution or other evidence of authorization in accordance
with the Fund's normal practices. Individuals and joint tenants are not required
to furnish any supporting documentation. Appropriate authorization forms will be
sent by the Fund or its agents to corporations and other shareholders who select
this option. As soon as the authorization forms are filed in good order with the
Fund's agent bank, it will provide the shareholder with a supply of checks.

Telephone

The Fund accepts  telephone  requests for redemption from shareholders who elect
this  option on their  subscription  order  form.  The  proceeds  of a telephone
redemption may be sent to the  shareholders  at their addresses or to their bank
accounts,  both as set forth in the  subscription  order form or in a subsequent
written authorization.  However, all telephone redemption instructions in excess
of $25,000 will be wired directly to such  previously  designated  bank account.
The Fund may accept  telephone  redemption  instructions  from any  person  with
respect  to  accounts  of  shareholders  who elect  this  service  and thus such
shareholders  risk  possible  loss of  principal  and interest in the event of a
telephone  redemption not  authorized by them. To provide  evidence of telephone
instructions,  for Chase Vista Select  Shares,  the  transfer  agent will record
telephone  conversations  with  shareholders.  The Fund will  employ  reasonable
procedures to confirm that telephone  redemption  instructions are genuine,  and
will require that  shareholders  electing such option provide a form of personal
identification.  Failure by the Fund to employ such  reasonable  procedures  may
cause  the  Fund to be  liable  for the  losses  incurred  by  investors  due to
unauthorized or fraudulent telephone instructions.

A  shareholder   making  a  telephone   withdrawal   should  call  the  Fund  at
1-800-34-VISTA,  and state:  (i) the name of the  shareholder  appearing  on the
Funds records,  (ii) the  shareholders  account number with the Fund,  (iii) the
amount to be  withdrawn,  (iv)  whether  such amount is to be  forwarded  to the
shareholders  designated bank account or address, and (v) the name of the person
requesting the redemption.  Usually the proceeds are sent to the designated bank
account or address on the same Fund  Business  Day the  redemption

                                       16
<PAGE>
is effected,  provided the  redemption  request is received  before 12 noon, New
York City time.  Proceeds are sent the next Fund Business Day if the  redemption
request is received  after 12 noon,  New York City time.  The Fund  reserves the
right to terminate  or modify the  telephone  redemption  service in whole or in
part at any time and will notify shareholders accordingly.

There is no  redemption  charge,  no minimum  period of  investment,  no minimum
amount  for a  redemption,  and no  restriction  on  frequency  of  withdrawals.
Proceeds of redemptions are paid by check.  Unless other  instructions are given
in proper  form to the Fund's  transfer  agent,  a check for the  proceeds  of a
redemption will be sent to the shareholders' address of record. If a shareholder
elects to redeem all the shares of the Fund he owns,  all  dividends  accrued to
the  date of such  redemption  will be paid to the  shareholder  along  with the
proceeds of the redemption.

The  right  of  redemption  may not be  suspended  or the date of  payment  upon
redemption  postponed for more than seven days after the shares are tendered for
redemption, except for any period during which the New York Stock Exchange, Inc.
is closed (other than  customary  weekend and holiday  closings) or during which
the SEC determines  that trading  thereon is restricted.  Additional  exceptions
include any period during which an emergency  (as  determined by the SEC) exists
as a result of which  disposal by the Fund of its  portfolio  securities  is not
reasonably  practicable or as a result of which it is not reasonably practicable
for the Fund fairly to determine the value of its net assets,  or for such other
period as the SEC may by order permit for the protection of the  shareholders of
the Fund.

The Fund has reserved the right to redeem the shares of any  shareholder  if the
net  asset  value  of  all  the  remaining  shares  in the  shareholders  or his
Participating  Organizations  account  after a  withdrawal  is less  than  $500.
Written notice of a proposed mandatory redemption will be given at least 30 days
in advance to any shareholder  whose account is to be redeemed.  For Participant
Investor accounts,  notice of a proposed mandatory redemption will be given only
to the appropriate Participating  Organization.  The Participating  Organization
will be  responsible  for  notifying  the  Participant  Investor of the proposed
mandatory  redemption.  During the notice period, a shareholder or Participating
Organization  who  receives  such a notice  may avoid  mandatory  redemption  by
purchasing  sufficient  additional  shares  (without  regard to the normal  $100
requirement for an initial  investment) to increase his total net asset value to
the minimum amount.

Specified Amount Automatic
Withdrawal Plan

Shareholders  who own  $10,000 or more  shares of the Fund may elect to withdraw
shares and receive  payment from the Fund of a specified  amount of $100 or more
automatically  on a  monthly  or

                                       17
<PAGE>
quarterly basis in an amount approved and confirmed by the Manager.  In order to
make a payment,  a number of shares  equal in  aggregate  net asset value to the
payment  amount are  redeemed  at their net asset  value so that the  designated
payment is received on  approximately  the first or  fifteenth  day of the month
following  the end of the  selected  payment  period.  To the  extent  that  the
redemptions to make plan payments exceed the number of shares purchased  through
reinvestment of dividends and  distributions,  the redemptions reduce the number
of shares  purchased  on original  investment,  and may  ultimately  liquidate a
shareholders investment.

The election to receive automatic withdrawal payments may be made at the time of
the original  subscription by so indicating on the subscription  order form. The
election  may also be made,  changed  or  terminated  at any  later  time by the
participant. Because the withdrawal plan involves the redemption of Fund shares,
such withdrawals may constitute taxable events to the shareholder.  However, the
Fund does not expect that there will be any realizable capital gains.

Dividends and Distributions

The Fund declares  dividends equal to all its net investment  income  (excluding
long-term capital gains and losses, if any, and amortization of market discount)
on each Fund Business Day and pays dividends monthly. There is no fixed dividend
rate. In computing  these  dividends,  interest  earned and expenses are accrued
daily.

Net realized  capital gains, if any, are distributed at least annually and in no
event later than 60 days after the end of the Funds fiscal year.

All dividends and distributions of capital gains are automatically  invested, at
no charge,  in  additional  Fund shares of the same Class of shares  immediately
upon payment  thereof unless a shareholder  has elected by written notice to the
Fund to receive either of such distributions in cash.

Because Class A shares bear the service fee under the Fund's 12b-1 Plan, the net
income of and the dividends payable to the Class A shares will be lower than the
net income of and dividends payable to the Class B shares of the Fund. Dividends
paid to each Class of shares of the Fund will,  however, be declared and paid on
the same days at the same times and, except as noted with respect to the service
fees payable  under the Plan,  will be determined in the same manner and paid in
the same amounts.

Exchange Privilege

Shareholders of the Chase Vista Select shares may exchange at relative net asset
value for Vista Shares of the Chase Vista U.S. Government Money Market Fund, the
Chase Vista 100% U.S.  Treasury  Securities  Money Market Fund,  the Chase Vista
Treasury Plus Money Market Fund,  the Chase Vista Federal Money Market Fund, the
Chase Vista Prime Money Market Fund, the Chase Vista Cash  Management  Fund, the
Chase Vista Tax Free Money Market Fund,  the Chase Vista New York Tax Free Money
Market

                                       18
<PAGE>
Fund, the Chase Vista California Tax Free Money Market Fund, and the Chase Vista
Select shares of any Reich & Tang Asset  Management L.P.  sponsored fund and may
exchange at relative  net asset value plus any  applicable  sales  charges,  the
Chase Vista  Select  shares of the Fund for the shares of the  non-money  market
Chase Vista Funds, in accordance with the terms of the  then-current  prospectus
of the fund being  acquired.  The  prospectus of the Chase Vista Fund into which
shares are being  exchanged  should be read carefully  prior to any exchange and
retained  for future  reference.  With  respect to  exchanges  into a fund which
charges a front-end  sales  charge,  such sales charge will not be applicable if
the  shareholder  previously  acquired his Chase Vista Select shares by exchange
from such fund. Under the exchange  privilege,  Chase Vista Select shares may be
exchanged  for shares of other funds only if those funds are  registered  in the
states  where the  exchange  may  legally  be made.  In  addition,  the  account
registration  for the Chase Vista Funds into which Chase Vista Select shares are
being  exchanged must be identical to that of the account  registration  for the
Fund from which shares are being  redeemed.  Any such exchange may create a gain
or loss to be recognized  for Federal income tax purposes.  Normally,  shares of
the fund to be acquired are purchased on the redemption  date, but such purchase
may be delayed by either Fund up to five  business  days if the Fund  determined
that it would be disadvantaged by an immediate  transfer of the proceeds.  (This
privilege  may be amended or  terminated  at any time  following 60 day" written
notice.)  Arrangements  have been made for the  acceptance  of  instructions  by
telephone to exchange shares if certain  pre-authorizations  or indemnifications
are accepted and on file.  Further  information  is available  from the Transfer
Agent.

Tax Consequences

The purchase of Fund shares will be the purchase of an asset.  Dividends paid by
the Fund,  that are properly  designated by the Fund and derived from  Municipal
Obligations and Participation Certificates,  will be exempt from regular Federal
income tax,  provided the Fund complies  with Section  852(b)(5) of the Internal
Revenue  Code,  but may be subject to Federal  alternative  minimum  tax.  These
dividends  are  referred  to  as  exempt  interest  dividends.   Exempt-interest
dividends  derived  from  obligations  issued  by or on  behalf  of the State of
Connecticut or any Connecticut local  governments,  or their  instrumentalities,
authorities or districts will be exempt from Connecticut  personal income taxes,
provided the Fund  complies  with  Connecticut  law.  Exempt-interest  dividends
derived from obligations of Puerto Rico and the Virgin Islands, as well as other
types of  obligations  that  Connecticut  is  prohibited  from taxing  under the
Constitution,  the  laws  of  the  United  States  of  America  or the  laws  of
Connecticut  also  should be  exempt  from  Connecticut  personal  income  taxes
provided the Fund complies with Connecticut law.

                                       19
<PAGE>
Dividends paid from taxable income,  if any, and  distributions  of any realized
short-term capital gains (from tax-exempt or taxable obligations) are taxable to
shareholders  as ordinary  income,  whether  received in cash or  reinvested  in
additional shares of the Fund.

The Fund does not expect to realize  long-term  capital gains, and thus does not
contemplate  distributing  "capital  gain  dividends"  or  having  undistributed
capital  gain  income  within  the  meaning  of the Code.  The Fund will  inform
shareholders  of the  amount  and  nature of its  income  and gains in a written
notice  mailed to  shareholders  not later  than 60 days  after the close of the
Funds taxable year.

For Social Security recipients,  interest on tax-exempt bonds, including "exempt
interest dividends" paid by the Fund, is to be added to adjusted gross income to
determine the amount of Social Security benefits includible in gross income.

Interest  on  certain  private  activity  bonds will  constitute  an item of tax
preference subject to the individual  alternative minimum tax. Corporations will
be required to include in alternative  minimum  taxable income 75% of the amount
by which their adjusted current earnings (including tax-exempt interest) exceeds
their alternative  minimum taxable income (determined without this tax item). In
certain cases Subchapter S corporations  with  accumulated  earnings and profits
from Subchapter C years will be subject to a tax on "passive investment income",
including tax-exempt interest.

The sale,  exchange  or  redemption  of shares  will  generally  be the  taxable
disposition  of an  asset  that may  result  in a  taxable  gain or loss for the
shareholder  if the  shareholder  receives  more  or less  than it paid  for its
shares. An exchange  pursuant to the exchange  privilege is treated as a sale on
which the shareholder may realize a taxable gain or loss.

With  respect to  variable  rate  demand  instruments,  including  participation
certificates  therein,  the Fund is relying on the opinion of Battle Fowler LLP,
counsel to the Fund,  that it will be treated for Federal income tax purposes as
the owner of an interest in the underlying  Municipal  Obligations  and that the
interest thereon will be exempt from regular Federal income taxes to the Fund to
the same extent as the interest on the underlying Municipal Obligations.  Battle
Fowler LLP has pointed out that the Internal  Revenue  Service has  announced it
will not  ordinarily  issue advance  rulings on the question of the ownership of
securities or participation interests therein subject to a put and could reach a
conclusion different from that reached by counsel.

The  United  States  Supreme  Court  has held  that  there is no  constitutional
prohibition  against the Federal governments taxing the interest earned on state
or other municipal  bonds.  The decision does not,  however,  affect the current
exemption from taxation of the interest earned on the Municipal Obligations.


                                       20
<PAGE>
The Fund may invest a portion of its assets in securities  that generate  income
that is not exempt from Federal or state income tax.  Income exempt from Federal
income tax may be subject to state and local income tax.

Connecticut  Income Taxes 

The  designation  of all or a  portion  of a  dividend  paid  by the  Fund as an
"exempt-interest  dividend"  under the Code does not  necessarily  result in the
exemption  of such amount  from tax under the laws of any state or local  taxing
authority.  However,  in the  opinion  of  Day,  Berry  &  Howard  LLP,  special
Connecticut  tax  counsel  to  the  Fund,  exempt-interest  dividends  correctly
designated as derived from  Connecticut  Municipal  Obligations  received by the
Fund are not subject to the Connecticut tax on the Connecticut taxable income of
individuals, trusts and estates (the "Connecticut Personal Income Tax").

Exempt-interest  dividends  that  are not  derived  from  Connecticut  Municipal
Obligations  and any other  dividends  of the Fund that are  treated as ordinary
income for Federal  income tax purposes are  includible in a taxpayer's tax base
for purposes of the Connecticut Personal Income Tax.

While  capital gain  dividends  are not  anticipated  by the Fund,  capital gain
dividends and amounts,  if any, in respect of  undistributed  long-term  capital
gains of the Fund would be includible  in a taxpayer's  tax base for purposes of
the Connecticut Personal Income Tax, as would gains, if any, recognized upon the
redemption, sale, or exchange of shares of the Fund, except that, in the case of
taxpayers  holding shares of the Fund as capital assets,  capital gain dividends
derived from obligations issued by or on behalf of the State of Connecticut, its
political subdivisions, or any public instrumentality, state or local authority,
district or similar public entity created under  Connecticut law are not subject
to the tax.

Dividends  and  distributions  paid by the  Fund  that  constitute  items of tax
preference  for  purposes of the Federal  alternative  minimum  tax,  other than
exempt-interest dividends,  derived from Connecticut Municipal Obligations,  may
be subject to the net Connecticut minimum tax.

All  dividends  paid  by  the  Fund,  including  exempt-interest  dividends  are
includible in gross income for purposes of the Connecticut  Corporation Business
Tax  payable  by  companies  taxed as  corporations.  However,  the  Corporation
Business  Tax allows a deduction  for a portion of amounts  includible  in gross
taxable income thereunder to the extent they are treated as dividends other than
exempt-interest  dividends  or capital  gain  dividends  for Federal  income tax
purposes, but disallows deductions for expenses related to such amounts.

Shareholders  are  urged to  consult  their tax  advisers  with  respect  to the
treatment of distributions from the Fund in their own states and localities.


                                       21
<PAGE>
V.   DISTRIBUTION
     ARRANGEMENTS
- -------------------------------------------------------------------------------
Rule 12b-1 Fees

Investors do not pay a sales charge to purchase shares of the Fund. However, the
Fund pays fees in connection  with the  distribution  of shares and for services
provided to the Class A  shareholders.  The Fund pays these fees from its assets
on an ongoing  basis and  therefore,  over time,  the payment of these fees will
increase  the cost of your  investment  and may cost you more than paying  other
types of sales charges.

The Fund's Board of Directors has adopted a Rule 12b-1  distribution and service
plan  (the  "Plan")  and,  pursuant  to the  Plan,  the  Fund  and  Reich & Tang
Distributors,   Inc.  (the  "Distributor")  have  entered  into  a  Distribution
Agreement and a  Shareholder  Servicing  Agreement  (with respect to the Class A
shares of the Fund only).

Under the Distribution  Agreement,  the Distributor serves as distributor of the
Funds shares. For nominal consideration (i.e., $1.00) and as agent for the Fund,
the Distributor solicits orders for the purchase of the Funds' shares,  provided
that any orders  will not be binding on the Fund until  accepted  by the Fund as
principal.

Under the  Shareholder  Servicing  Agreement,  the  Distributor  receives,  with
respect only to the Class A shares, a service fee equal to .20% per annum of the
Class A shares average daily net assets (the  "Shareholder  Servicing  Fee") for
providing personal  shareholder  services and for the maintenance of shareholder
accounts.  The fee is accrued daily and paid monthly. Any portion of the fee may
be  deemed  to  be  used  by  the  Distributor  for  payments  to  Participating
Organizations  with respect to their provision of such services to their clients
or customers who are shareholders of the Class A shares of the Fund. The Class B
shareholders  will not receive the benefit of such services  from  Participating
Organizations and, therefore, will not be assessed a Shareholder Servicing Fee.

The Plan and the Shareholder  Servicing  Agreement  provide that, in addition to
the  Shareholder  Servicing  Fee,  the Fund will pay for (i)  telecommunications
expenses  including the cost of dedicated  lines and CRT terminals,  incurred by
the  Distributor  and   Participating   Organizations   in  carrying  out  their
obligations  under the Shareholder  Servicing  Agreement with respect to Class A
shares,  and (ii)  preparing,  printing and delivering the Fund's  prospectus to
existing  shareholders  of the  Fund and  preparing  and  printing  subscription
application  forms for  shareholder  accounts.  These  Payments are limited to a
maximum of .05% per annum of the Class A's shares' average daily net assets.

The Plan  provides that the Manager may make payments from time to time from its
own  resources,  which may include the  management  fee and past profits for the
following  purposes:  (i) to defray costs, and to compensate  others,  including
Participating  Organizations  with whom the Distributor has entered into written

                                       22
<PAGE>
agreements, for performing shareholder servicing on behalf of the Class A shares
of  the  Fund,  (ii)  to  compensate  certain  Participating  Organizations  for
providing  assistance in distributing  the Class A shares of the Fund, and (iii)
to pay  the  costs  of  printing  and  distributing  the  Fund's  prospectus  to
prospective investors, and to defray the cost of the preparation and printing of
brochures and other promotional materials, mailings to prospective shareholders,
advertising,  and other  promotional  activities,  including the salaries and/or
commissions of sales personnel in connection with the  distribution of the Funds
Class A shares.  The  Distributor  may also make payments from time to time from
its own  resources,  which may  include  the  Shareholding  Servicing  Fee (with
respect to Class A shares) and past profits,  for the purposes enumerated in (i)
above.  The Distributor will determine the amount of such payments made pursuant
to the Plan,  provided that such payments will not increase the amount which the
Fund is required to pay to the Manager and Distributor for any fiscal year under
either the Investment  Management  Contract in effect for that year or under the
Shareholder Servicing Agreement in effect for that year.

                                       23
<PAGE>

                        IV. FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------

This  financial  highlights  table is intended to help you understand the Fund's
financial  performance  for  the  past 5  years.  Certain  information  reflects
financial  results  for a single  Fund  share.  The total  returns  in the table
represent the rate that an investor would have earned [or lost] on an investment
in the Fund (assuming  reinvestment  of all dividends and  distributions).  This
information has been audited by McGladrey and Pullen,  LLP, whose report,  along
with the Fund's financial statements, is included in the annual report, which is
available upon request.


 <TABLE>
<CAPTION>

CLASS A                                                                    Year Ended January 31,                        
- -------                                           ---------------------------------------------------------------------
                                                    1999           1998           1997           1996           1995   
                                                  ---------      ---------      ---------      ---------      ---------
<S>                                              <C>            <C>            <C>            <C>            <C>      
 Per Share Operating Performance:
 (for a share outstanding throughout the year)
 Net asset value, beginning of year............   $  1.00        $  1.00        $  1.00        $  1.00        $  1.00  
                                                  ---------      ---------      ---------      ---------      ---------
 Income from investment operations:
     Net investment income.....................      0.025          0.027          0.026          0.030          0.023
 Less distributions:
     Dividends from net investment income......   (  0.025)      (  0.027)      (  0.026)      (  0.030)      (  0.023)
                                                  ---------      ---------      ---------      ---------      ---------
 Net asset value, end of year..................   $  1.00        $  1.00        $  1.00        $  1.00        $  1.00
                                                  =========      =========      =========      =========      =========
 Total Return..................................      2.52%          2.74%          2.59%          3.02%          2.29%
 Ratios/Supplemental Data
 Net assets, end of year (000).................   $ 182,227      $ 167,780      $ 136,606      $ 105,826      $  81,801
 Ratios to average net assets:
     Expenses..................................      0.88%          0.89%          0.91%          0.91%          0.88%
     Net investment income.....................      2.48%          2.70%          2.56%          2.96%          2.25%
     Administration fees waived................      --             --             --             3.02%          2.02%
     Expenses paid indirectly..................      --             --             0.02%          --             --




</TABLE>

                                       24
<PAGE>

A Statement of Additional  Information  (SAI) dated June 1, 1999, and the Fund's
Annual and Semi-Annual Reports include additional information about the Fund and
its investments and are incorporated by reference into this prospectus.  You may
obtain  the  SAI,  the  Annual  and  Semi-Annual   Reports  and  other  material
incorporated by reference without charge by calling the Fund at  1-800-221-3079.
To request other information, call your financial intermediary or the Fund




                      Chase Vista Funds Fulfillment Center
                              393 Manley Street
                        West Bridgewater, MA 02379-1039


A current SAI has been filed with the  Securities and Exchange  Commission.  You
may  visit  the   Securities   and  Exchange   Commission's   Internet   website
(www.sec.gov)  to view the SAI,  material  incorporated  by reference  and other
information. These materials can also be reviewed and copied at the Commission's
Public  Reference  Room in Washington  D.C.  Information on the operation of the
Public   Reference   Room  may  be  obtained  by  calling  the   Commission   at
1-800-SEC-0330.  In addition,  copies of these  materials may be obtained,  upon
payment of a  duplicating  fee, by writing the Public  Reference  Section of the
Commission, Washington, D.C. 20549-6009.


811-4265




PSMM3-1-399

<PAGE>
                                                  Chase Vista Money Market Funds
                                                        (For Chase Clients Only)

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

1. Instructions

Please complete this form and return it to your Chase Manhattan Bank Account
Representative or in the enclosed postage-paid envelope.



2. Investment
- --------------------------------------------------------------------------------


Please indicate the amount you would like to invest and read the fund prospectus
carefully before investing or sending money.

Chase Vista Fund Name                     Amount
CA Tax Free Money Market Fund (99)          $
Cash Management Fund (223)                  $
CT Daily Tax Free Income Fund (140)         $
(Select Shares)
Federal Money Market Fund (353)             $
NJDaily Municipal Income Fund               $
(Select Shares) (141)
NY Tax Free Money Market Fund (003)         $
Prime Money Market Fund (233)               $
Tax Free Money Market Fund (002)            $
Treasury Plus Money Market Fund (678)       $
U.S. Government Money Market Fund (220)     $
100% U.S. Treasury Securities (677)         $
Money Market Fund
Other _______________________               $


3. Initial Investment Options
- --------------------------------------------------------------------------------

The undersigned authorizes The Chase Manhattan Bank or its affiliates ("Chase")
to debit Chase account #______________ for the initial purchase of shares in
Chase Vista Funds ("the Funds").



                                                                      APP3-8-199




<PAGE>


4. Account Registration
- --------------------------------------------------------------------------------

Please print name clearly and exactly as account is to be registered


Individual:


- --------------------------------------------------------------------------------
First Name                  M.I.   Last Name

- -----------
Social Security Number

Joint TENANT:


- --------------------------------------------------------------------------------
First Name                  M.I.    Last Name

- -----------
Social Security Number


- --------------------------------------------------------------------------------
First Name                  M.I.    Last Name

- -----------
Social Security Number

Corporation, Partnership or other entity (THECOMPANY):


- --------------------------------------------------------------------------------
Name of Corporation, Partnership or Entity

- ----------
Taxpayer Identification Number
- --------------------------------------------------------------------------------
Contact Name                        Phone Number
Trustee's Name (if Trust)           Date of Trust

TRANSFERTO A Minor:


- --------------------------------------------------------------------------------
Custodian First Name        M.I.    Last Name
As Custodian for


- --------------------------------------------------------------------------------
Minor's First Name          M.I     Last Name

- -----------
Minor's Social Security Number


- --------------------------------------------------------------------------------
Minor's Birthday                    Name of State


<PAGE>


5. Mailing Address
- --------------------------------------------------------------------------------



- --------------------------------------------------------------------------------
Street                                            Apt. No.


City                              State           Zip


Daytime Phone Number              Evening Phone Number

Citizen of: _ U.S._ Other________________________________________________

Other Address (if necessary for mailing of duplicate statements)


- --------------------------------------------------------------------------------
Street                                            Apt. No.


City                              State           Zip

>
2
<
6. Distribution Options
   Please indicate how you would like to receive distributions
- --------------------------------------------------------------------------------
1. _ Dividends are to be reinvested
2. _ Dividends are to be credited to account indicated above
3. _ Capital gains are to be reinvested
4. _ Capital gains are to be credited to account indicated above

Dividends and capital gains will be automatically reinvested at net asset value
unless otherwise indicated.


<PAGE>


7. Systematic Investment Plan
    Amounts (minimum $100) will be automatically drawn on your designated Chase
    deposit account and invested in your Chase Vista Money Market Fund. Please
    staple voided check or savings deposit slip.

Authorization Form

_  Invest automatically the amount of $__________________ on or about the
   ___________________day of the month. Purchases will be made monthly unless
   you wish to elect quarterly by checking this box.



If the day you selected for your automatic purchase falls on a holiday or a
weekend, the purchase will occur on the following business day. Your first
automatic investment will occur no sooner than two weeks after the receipt of
your request.


Funds will be drawn from my/our


- --------------------------------------------------------------------------------
Chase deposit account #


(this must be the same as the Chase deposit account currently linked to your
Chase Vista Money Market Fund).


- --------------------------------------------------------------------------------
Chase Vista Money Market Fund Name


Chase Vista Money Market Fund Account No.


Bank Address


Account Representative Name                 Account Representative Telephone No.


Customer Name


Customer Name


- --------------------------------------------------------------------------------
Customer Signature                                      Date


Customer Signature                                      Date


<PAGE>


8.  Telephone Authorization
- --------------------------------------------------------------------------------
My initial purchase of shares in this mutual fund is being made in writing on
this mutual fund order form. Subsequent purchases, redemptions, or other
transactions may be made by telephone, facsimile or other electronic
communication without a signature guarantee. I authorize Chase to accept my
telephone instructions and agree to the terms and conditions contained in this
mutual fund order form. Chase may delay any instructions, however given, if it
has reason to believe they are incomplete, inaccurate or unauthorized. In
connection with telephone transactions, Chase may employ one or more of the
following or similar procedures: PIN number, request for identification (e.g.,
social security number or account number), recorded line or written
confirmation.

9.  Customer Warranties and Agreements
- --------------------------------------------------------------------------------

I/we/the undersigned (the undersigned) represents that he/she has full authority
and is of legal age to purchase and redeem and effect other transactions in Fund
shares pursuant to this Fund Account Application. The undersigned acknowledges
that he/she has received and read the applicable Fund Prospectus and agrees to
its terms and conditions. The undersigned understands the investment objectives
of the Fund(s) and has determined that the Fund(s) is/are a suitable investment
based upon his/her investment needs and financial situation. The undersigned
hereby appoints Chase as his/her agent in dealing with Vista Fund Distributors,
Inc. (VFD) with respect to all purchases, redemptions and other transactions in
shares of the Fund(s), and, in this capacity, to accept and act upon his/her
instructions.


The undersigned agrees to the terms and conditions of this Fund Account
Application.

By signing below the undersigned consents to Chase and its affiliates, VFD, the
Funds, their affiliates, subagents, and agents exchanging among themselves and
others certain information about him/her and his/her accounts, including
information used to offer investment products and insurance products to him/her,
except to the extent that the undersigned instructs Chase otherwise in
accordance with Chase's Fair Credit Reporting Act Disclosure.

Joint Tenants: The Fund(s) may accept instruction(s) regarding the Chase Vista
Funds Account from either of the undersigned without liability to the other
joint tenant. If neither joint tenant provides the Fund with a signed written
request not to redeem shares or release any monies in the Account, the Fund(s)
may, at (its) (their) option, require the written authorization of both of the
undersigned before redeeming any shares or releasing any monies from the
Account.

The distributor of the Fund(s) is VFD, an entity not affiliated with Chase.
Chase and its affiliates receive compensation for providing services to the
Funds, including shareholder services.

The undersigned further acknowledges and certifies that he/she understands that:
Securities (including mutual funds) are not bank deposits and are not FDIC
insured, nor are they obligations of or guaranteed by Chase or its affiliates.
Securities (including mutual funds) and annuities involve investment risks,
including the possible loss of the principal amount invested.


<PAGE>


Individual


- --------------------------------------------------------------------------------
Signature                                                   Date


Signature                                                   Date



Corporations, Partnerships, or Other Entity


- --------------------------------------------------------------------------------
Signature                           Title.                  Date


Signature                           Title                   Date


<PAGE>


10.   Authorization to Initiate Debit and Credit Entries
      and IRS Certification
- --------------------------------------------------------------------------------

This authority is to remain in full force and effect until Chase has received
written notification from me of its termination in such time and in such manner
as to afford Chase and VFD a reasonable opportunity to act on it.

The undersigned agrees that neither Chase, VFD, the Funds, nor any of their
affiliates will be responsible for the authenticity of any instructions given
and shall be fully indemnified and held harmless from any and all direct and
indirect liabilities, losses, or costs or expenses resulting from acting upon
such transactions.

Subject to the terms and conditions herein and in the applicable Fund's
prospectus and statement of additional information, the undersigned releases and
agrees to hold harmless Chase, VFD, the Funds or any of their affiliates or
agents against any claim, liability, loss, damage, and expense for any act or
failure to act in connection with Fund shares, any related investment account,
privileges or services, and oral and written instructions relating thereto.

The undersigned certifies that any tax certifications made to Chase and its
affiliates may be used by and relied upon by VFD, the Funds or any of their
affiliates or agents.

Check One:    _ U.S. Citizen _ Resident Alien
              _ Non-Resident Alien: Country of Tax Residency _________________


Under the penalties of perjury, the undersigned certifies that (1) he/she is a
citizen or resident of the United States or (state Country)
__________________________, (2) the Social Security Number or Taxpayer
Identification Number shown in Section 2 above is correct, and (3) he/she is not
subject to backup withholding either because he/she has not been notified that
he/she is subject to backup withholding, as a result of a failure to report all
interest and dividends, or the Internal Revenue Service has notified him/her
that he/she is no longer subject to backup withholding. (If the undersigned is
subject to backup withholding, cross out the words after (3) above). The
Internal Revenue Service does not require your consent to any provision of this
document other than the certifications required to avoid backup withholding.


Individual


- --------------------------------------------------------------------------------
Signature                                                   Date


Signature                                                   Date

Corporations, Partnerships, or Other Entity


- --------------------------------------------------------------------------------
Signature                           Title.                  Date


Signature                           Title                   Date


<PAGE>


11. Certificate of Authority  
- --------------------------------------------------------------------------------

A.  PARTNERSHIPS AND TRUSTS (Even if you are the sole trustee)

The above signed certify (certifies) that they are all the general
partners/trustees of the Shareholder and that they have done the following under
the authority of the Shareholder's partnership agreement/trust instrument: (1)
empowered the general partner/trustee executing this Application to do so on
behalf of the shareholder; and (2) empowered the below-named Authorized
Person(s) to effect securities transactions for the Shareholder on the terms
described above. This authorization will remain in full force until otherwise
notified in writing by the Partnership or Trust. If there are not enough spaces
here for all the necessary signatures, complete a separate certificate
containing the language of Certificate A and attach it to the Application.


- --------------------------------------------------------------------------------
Name/Title                       Signature                  Date


Name/Title                       Signature                  Date

B.  CERTIFICATE OF CORPORATE RESOLUTION (Required for Corporations)

The above signed is (are) duly authorized by corporate resolution or otherwise
to act on behalf of the Company in connection with the Company's ownership of
shares of the Fund(s). In particular, and without limitation of the foregoing,
said individual(s) is (are) authorized to give instructions for the purchase,
sale or transfer of said shares and to execute any necessary forms in connection
therewith. The Fund(s) and the agents of the Fund(s) may consider this
authorization to be in full force and effect until otherwise notified in writing
by the Company:



In Witness Whereof, the undersigned has executed this certification this

________________________ day of ___________________________ 19


- --------------------------------------------------------------------------------
                                    Secretary


- --------------------------------------------------------------------------------
Another officer if Secretary is authorized to act pursuant to the above


<PAGE>


12. Person(s) Authorized To Conduct Transactions
- --------------------------------------------------------------------------------

The following persons ("Authorized Person(s)") are currently officers, trustees,
general partners, or other authorized agents of the Shareholder. Any _____* of
the Authorized Person(s) is, by lawful and appropriate action of the
Shareholder, a person entitled to give instructions regarding purchases and
redemptions or to make inquiries, regarding your Account.


- --------------------------------------------------------------------------------
Name/Title                       Signature                  Date


Name/Title                       Signature                  Date


Name/Title                       Signature                  Date


Name/Title                       Signature                  Date

DSTSystems, Inc. ("DST") may, without inquiry, act upon the instructions
(whether verbal, written, or provided by wire, telecommunication, or any other
process) of any person claiming to be an Authorized Person. Neither DST nor any
entity on behalf of which DST is acting shall be liable for any claims or
expenses (including legal fees) or for any losses, resulting from actions taken
upon any instructions believed to be genuine. DST may continue to rely on the
instructions made by any person claiming to be an Authorized Person until it is
informed through an amended Application that the person is no longer an
Authorized Person and it has a reasonable period (not to exceed one week) to
process the amended Application. Provisions of this Application shall be equally
applicable to any successor of DST.


*If this space is left blank, any one Authorized Person is authorized to give
instructions and make inquiries. Verbal instructions will be accepted from any
one Authorized Person. Written instructions will require signatures of the
number of Authorized Persons indicated in this space.


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


- --------------------------------------------------------------------------------
Return form to your account officer or:
The Chase Manhattan Bank, New Account Processing, P.O. Box 2105,
Jericho, NY 11753-9932

For Internal Use Only (to be completed by Chase Account Representative)



- --------------------------------------------------------------------------------
   Chase Manhattan Bank Division Profit/Cost Center         Dealer


- --------------------------------------------------------------------------------
   Account Representative Name                              Social Code


- --------------------------------------------------------------------------------
   Account Representative No.               Account Representative Telephone No.



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

<PAGE>
CONNECTICUT
DAILY TAX FREE                           600 Fifth Avenue, New Yorki, NY  10020
INCOME FUND, INC.                        (212) 830-5220
================================================================================

                   STATEMENT OF ADDITIONAL INFORMATION
                              June 1, 1999
      RELATING TO THE CONNECTICUT DAILY TAX FREE INCOME FUND, INC.,
EVERGREEN SHARES OF CONNECTICUT DAILY TAX FREE INCOME FUND, INC. AND THE
CHASE VISTA SELECT SHARES OF THE CONNECTICUT DAILY TAX FREE INCOME FUND, INC.
                       PROSPECTUSES DATED JUNE 1, 1999

This  Statement of Additional  Information  (SAI) is not a  Prospectus.  The SAI
expands  upon  and  supplements   the  information   contained  in  the  current
Prospectuses of Connecticut  Daily Tax Free Income Fund, Inc.,  Evergreen Shares
of Connecticut Daily Tax Free Income Fund, Inc. and Chase Vista Select Shares of
Connecticut  Daily Tax Free Income Fund, Inc. (each, the "Fund"),  dated June 1,
1999, and should be read in conjunction with each Fund's Prospectus.

A Prospectus may be obtained from any  Participating  Organization or by writing
or calling the Fund toll-free at (800) 221-3079. The Financial Statements of the
Fund have been incorporated by reference to the Fund's Annual Report. The Annual
Report is  available,  without  charge,  upon  request by calling the  toll-free
number provided.

If you wish to invest in  Evergreen  Shares of the  Fund,  you  should  obtain a
separate Prospectus by writing to State Street Bank and Trust Company,  P.O. Box
9021, Boston, Massachusetts 02205-9827 or by calling toll free 1-(800) 807-2840.

If you wish to invest in Chase Vista Select Shares of the Connecticut  Daily Tax
Free Income Fund,  Inc. you should  obtain a separate  prospectus  by writing to
Chase Vista Service Center, P.O. Box 419392, Kansas City, Missouri 64141-6392 or
by calling (800) 34-VISTA.

This Statement of Additional  Information is  incorporated by reference into the
respective Prospectus in its entirety.
<TABLE>
<CAPTION>

<S>                                            <C>         <C>                                                      <C>

                                 Table of Contents
- ----------------------------------------------------------------------------------
Fund History.....................................           Capital Stock and Other Securities.......................
Description of the Fund and its Investments......           Purchase, Redemption and Pricing Shares..................
  and Risks......................................           Taxation of the Fund.....................................
Management of the Fund...........................           Underwriters.............................................
Control Persons and Principal Holders of.........           Calculation of Performance Data..........................
  Securities.....................................           Financial Statements.....................................
Investment Advisory and Other Services...........           Description of Ratings...................................
Brokerage Allocation and Other Practices.........           Taxable Equivalent Yield Tables..........................
</TABLE>
<PAGE>
I.  FUND HISTORY

The Fund was incorporated on March 8, 1985 in the state of Maryland.

II.  DESCRIPTION OF THE FUND AND ITS INVESTMENTS AND RISKS

The Fund is an open-end,  management  investment  company that is a  short-term,
tax-exempt  money market fund. The Fund's  investment  objectives are to seek as
high a level of current income exempt from regular  Federal tax and  Connecticut
gross income tax consistent with preserving capital,  maintaining  liquidity and
stabilizing  principal.  No assurance can be given that these objectives will be
achieved.

The following  discussion  expands upon the description of the Fund's investment
objectives and policies in the Prospectus.

The  Fund's  assets  will  be  invested  primarily  in  (i)  high  quality  debt
obligations  issued by or on behalf of the State of  Connecticut,  other states,
territories  and  possessions  of  the  United  States  and  their  authorities,
agencies,  instrumentalities and political  subdivisions,  the interest on which
is, in the  opinion  of bond  counsel  to the  issuer  at the date of  issuance,
currently exempt from regular Federal income taxation ("Municipal  Obligations")
and in (ii) Participation  Certificates in Municipal  Obligations purchased from
banks,  insurance  companies  or other  financial  institutions  (which,  in the
opinion of Battle Fowler LLP,  counsel to the Fund, cause the Fund to be treated
as the owner of an interest in the underlying Municipal  Obligations for Federal
income tax  purposes).  Dividends  that are properly  designated  by the Fund as
derived from Municipal Obligations and Participation Certificates will be exempt
from  regular  Federal  income tax  provided  the Fund  qualifies as a regulated
investment  company and complies with Section  852(b)(5) of the Internal Revenue
Code of 1986 (the  "Code").  Although  the  Supreme  Court has  determined  that
Congress has the  authority  to tax the interest on bonds such as the  Municipal
Obligations,  existing law excludes such interest  from regular  Federal  income
tax.  However,  such  interest,  including  "exempt-interest  dividends"  may be
subject to the Federal alternative minimum tax.

Securities,  the interest income on which is subject to regular  Federal,  state
and local  income  tax,  will not exceed  20% of the value of the  Fund's  total
assets. (See "Federal Income Taxes" herein.) Exempt-interest  dividends that are
correctly  identified  by the Fund as derived from  obligations  issued by or on
behalf of the State of  Connecticut or any  Connecticut  local  governments,  or
their  instrumentalities,   authorities  or  districts  ("Connecticut  Municipal
Obligations")   will  be  exempt  from   Connecticut   personal   income  taxes.
Exempt-interest  dividends  correctly  identified  by the Fund as  derived  from
obligations of Puerto Rico and the Virgin Islands, as well as any other types of
obligations that  Connecticut is prohibited from taxing under the  Constitution,
the  laws of the  United  States  of  America  or the  Connecticut  Constitution
("Territorial  Municipal  Obligations"),  also should be exempt from Connecticut
personal  income taxes  provided the Fund complies with  applicable  Connecticut
laws.  (See  "Connecticut  Income  Taxes"  herein.) To the extent that  suitable
Connecticut  Municipal Obligations are not available for investment by the Fund,
the Fund may  purchase  Municipal  Obligations  issued  by other  states,  their
agencies and instrumentalities. The dividends on these will be designated by the
Fund as derived  from  interest  income  which  will be, in the  opinion of bond
counsel to the  issuer at the date of  issuance,  exempt  from  regular  Federal
Income Tax but will be subject to Connecticut personal income taxes. Except as a
temporary  defensive  measure  during  periods of adverse  market  conditions as
determined  by the  Manager,  the Fund will invest at least 65% of its assets in
Connecticut  Municipal  Obligations,  although  the exact  amount of the  Fund's
assets  invested in such  securities will vary from time to time. The Fund seeks
to maintain an investment  portfolio with a dollar-weighted  average maturity of
90 days or less and to value its  investment  portfolio  at  amortized  cost and
maintain  a net asset  value at $1.00 per share of each  Class.  There can be no
assurance that this value will be maintained.

The Fund may hold  uninvested  cash  reserves  pending  investment.  The  Fund's
investments   may  include   "when-issued"   Municipal   Obligations,   stand-by
commitments and taxable repurchase agreements. Although the Fund will attempt to
invest  100%  of its  assets  in  Municipal  Obligations  and  in  Participation
Certificates,  the Fund  reserves  the right to invest up to 20% of the value of
its total  assets in  securities,  the  interest  income on which is  subject to
regular Federal,  state and local income tax. The Fund will invest more than 25%
of its assets in Participation  Certificates  purchased from banks in industrial
revenue  bonds  and other  Connecticut  Municipal  Obligations.  In view of this
"concentration"  in bank  Participation  Certificates  in Connecticut  Municipal
Obligations,  an investment in Fund shares should be made with an  understanding
of the  characteristics  of the  banking  industry  and the risks  which such an
investment may entail.  (See "Variable Rate Demand Instruments and Participation
Certificates"  herein.) The  investment  objectives of the Fund described in the
preceding  paragraphs of this section may not be changed unless  approved by the
holders  of a  majority  of the  outstanding  shares of the Fund  that  would be
affected by such a change. As used herein, the term "majority of the outstanding
shares" of the Fund  means,  respectively,  the vote of the lesser of (i) 67% or
more of the shares of the Fund present at a meeting, if the holders of more than
50% of the  outstanding  shares of the Fund are present or represented by proxy,
or (ii) more than 50% of the outstanding shares of the Fund.


                                       2
<PAGE>
The Fund may only purchase United States dollar-denominated securities that have
been determined by the Fund's Board of Directors to present minimal credit risks
and that are Eligible  Securities at the time of acquisition.  The term Eligible
Securities  means:  (i)  securities  which have or are deemed to have  remaining
maturities  of 397 days or less and rated in the two highest  short-term  rating
categories by any two nationally  recognized  statistical  rating  organizations
("NRSROs") or in such  categories by the only NRSRO that has rated the Municipal
Obligations  (collectively,  the "Requisite NRSROs"); or (ii) unrated securities
determined  by the Fund's  Board of Directors to be of  comparable  quality.  In
addition,  securities  which have or are deemed to have remaining  maturities of
397  days or less but that at the time of  issuance  were  long-term  securities
(i.e.  with  maturities  greater  than 366 days) are deemed  unrated  and may be
purchased if such had received a long-term  rating from the Requisite  NRSROs in
one of the three highest rating categories. Provided, however, that such may not
be purchased if it (i) does not satisfy the rating requirements set forth in the
preceding  sentence and (ii) has received a long-term rating from any NRSRO that
is not within the three highest long-term rating categories.  A determination of
comparability  by the  Board of  Directors  is made on the  basis of its  credit
evaluation of the issuer, which may include an evaluation of a letter of credit,
guarantee,  insurance  or  other  credit  facility  issued  in  support  of  the
securities.  While there are several  organizations  that  currently  qualify as
NRSROs, two examples of NRSROs are Standard & Poor's Rating Services, a division
of The  McGraw-Hill  Companies,  ("S&P") and  Moody's  Investors  Service,  Inc.
("Moody's").  The two  highest  ratings by S&P and Moody's are "AAA" and "AA" by
S&P in the case of long-term bonds and notes or "Aaa" and "Aa" by Moody's in the
case of bonds; "SP-1" and "SP-2" by S&P or "MIG-1" and "MIG-2" by Moody's in the
case of notes;  "A-1" and "A-2" by S&P or "Prime-1"  and "Prime-2" by Moody's in
the case of  tax-exempt  commercial  paper.  The  highest  rating in the case of
variable and  floating  demand notes is "VMIG-1" by Moody's or "SP-1/AA" by S&P.
Such  instruments  may produce a lower yield than would be  available  from less
highly rated instruments.

Subsequent  to its purchase by the Fund, a rated  security may cease to be rated
or its rating may be reduced  below the  minimum  required  for  purchase by the
Fund. If this occurs, the Board of Directors of the Fund shall promptly reassess
whether the security  presents  minimal credit risks and shall cause the Fund to
take such action as the Board of Directors determines is in the best interest of
the Fund and its  shareholders.  However,  reassessment  is not  required if the
security  is disposed of or matures  within  five  business  days of the Manager
becoming  aware  of the new  rating  and  provided  further  that  the  Board of
Directors is subsequently notified of the Manager's actions.

In addition,  in the event that a security (i) is in default,  (ii) ceases to be
an Eligible  Security  under Rule 2a-7 of the 1940 Act or (iii) is determined to
no longer present  minimal credit risks,  or an event of insolvency  occurs with
respect to the issues of a  portfolio  security  or the  provider  of any Demand
Feature  or  Guarantee,   the  Fund  will  dispose  of  the  security  absent  a
determination  by the Fund's  Board of Directors  that  disposal of the security
would not be in the best  interests of the Fund.  Disposal of the security shall
occur as soon as practicable consistent with achieving an orderly disposition by
sale,  exercise of any demand  feature or  otherwise.  In the event of a default
with respect to a security which immediately before default accounted for 1/2 of
1% or more of the Fund's total assets, the Fund shall promptly notify the SEC of
such fact and of the  actions  that the Fund  intends to take in response to the
situation.

All  investments  by the Fund will mature or will be deemed to mature within 397
days or less from the date of acquisition  and the average  maturity of the Fund
portfolio (on a  dollar-weighted  basis) will be 90 days or less. The maturities
of variable rate demand  instruments held in the Fund's portfolio will be deemed
to be the longer of the period  required  before the Fund is entitled to receive
payment of the principal amount of the instrument  through demand, or the period
remaining  until  the  next  interest  rate  adjustment,   although  the  stated
maturities may be in excess of 397 days.

With respect to 75% of its total assets,  the Fund shall invest not more than 5%
of its total  assets in  Municipal  Obligations  or  Participation  Certificates
issued by a single  issuer.  However,  the Fund shall not invest more than 5% of
its total assets in Municipal  Obligations or Participation  Certificates issued
by a single issuer, unless Municipal Obligations are First Tier Securities.

The Fund intends to qualify as a "regulated  investment company" under the Code.
The Fund will be  restricted in that at the close of each quarter of the taxable
year, at least 50% of the value of its total assets must be represented by cash,
government  securities,   regulated  investment  company  securities  and  other
securities  which is limited in respect of any one issuer to not more than 5% in
value  of  the  total  assets  of the  Fund  and to  not  more  than  10% of the
outstanding voting securities of such issuer. In addition,  at the close of each
quarter of its  taxable  year,  not more than 25% in value of the  Fund's  total
assets  may be  invested  in  securities  of one issuer  other  than  Government
securities or regulated investment company securities. The limitations described
in this paragraph  regarding  qualification as a "regulated  investment company"
are not fundamental policies and may be revised to the extent applicable Federal
income tax requirements are revised. (See "Federal Income Taxes" herein.)


                                       3
<PAGE>
Description Of Municipal Obligations

As  used  herein,  "Municipal  Obligations"  include  the  following  as well as
"Variable Rate Demand Instruments" and "Participation Certificates".

1.   Municipal  Bonds  with  remaining  maturities  of 397 days or less that are
     Eligible  Securities at the time of  acquisition.  Municipal Bonds are debt
     obligations  of states,  cities,  counties,  municipalities  and  municipal
     agencies (all of which are generally referred to as "municipalities"). They
     generally  have a maturity at the time of issue of one year or more and are
     issued to raise funds for various public purposes such as construction of a
     wide range of public facilities,  to refund outstanding  obligations and to
     obtain funds for institutions and facilities.

     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 faith,  credit and taxing power for the payment
     of principal  and  interest.  Issuers of general  obligation  bonds include
     states, counties, cities, towns and other governmental units. The principal
     of, and  interest on revenue  bonds are payable from the income of specific
     projects or  authorities  and  generally  are not supported by the issuer's
     general power to levy taxes. In some cases,  revenues derived from specific
     taxes are pledged to support payments on a revenue bond.

     In addition, certain kinds of "private activity bonds" are issued by public
     authorities to provide funding for various  privately  operated  industrial
     facilities  (hereinafter  referred  to as  "industrial  revenue  bonds"  or
     "IRBs").  Interest on IRBs is generally  exempt,  with certain  exceptions,
     from regular  Federal  income tax  pursuant to Section  103(a) of the Code,
     provided the issuer and corporate  obligor thereof continue to meet certain
     conditions.  (See "Federal  Income Taxes" herein.) IRBs are, in most cases,
     revenue bonds and do not generally  constitute  the pledge of the credit of
     the issuer of such bonds. The payment of the principal and interest on IRBs
     usually  depends  solely  on the  ability  of the  user  of the  facilities
     financed by the bonds or other guarantor to meet its financial  obligations
     and,  in certain  instances,  the pledge of real and  personal  property as
     security for payment.  If there is no established  secondary market for the
     IRBs, the IRBs or the  Participation  Certificates in IRBs purchased by the
     Fund will be supported by letters of credit,  guarantees or insurance  that
     meet the definition of Eligible  Securities at the time of acquisition  and
     provide the demand  feature  which may be exercised by the Fund at any time
     to provide liquidity.  Shareholders should note that the Fund may invest in
     IRBs acquired in transactions  involving a Participating  Organization.  In
     accordance with Investment  Restriction 6 herein,  the Fund is permitted to
     invest up to 10% of the  portfolio in high  quality,  short-term  Municipal
     Obligations  (including IRBs) meeting the definition of Eligible Securities
     at the time of  acquisition  that may not be readily  marketable  or have a
     liquidity feature.

2.   Municipal Notes with  remaining  maturities  of 397 days or less  that are
     Eligible  Securities at the time of  acquisition.  The  principal  kinds of
     Municipal Notes include tax anticipation  notes, bond  anticipation  notes,
     revenue anticipation notes and project notes. Notes sold in anticipation of
     collection of taxes,  a bond sale or receipt of other  revenues are usually
     general  obligations of the issuing  municipality or agency.  Project notes
     are  issued by local  agencies  and are  guaranteed  by the  United  States
     Department of Housing and Urban Development. Project notes are also secured
     by the full faith and credit of the United States.  The Fund's  investments
     may be concentrated in Municipal Notes of Connecticut issuers.

3.   Municipal Commercial Paper  that is an  Eligible  Security  at the time of
     acquisition.  Issues of Municipal Commercial Paper typically represent very
     short-term,  unsecured,  negotiable promissory notes. These obligations are
     often issued to meet seasonal working capital needs of municipalities or to
     provide interim construction financing. They are paid from general revenues
     of  municipalities  or are refinanced  with  long-term  debt. In most cases
     Municipal  Commercial  Paper  is  backed  by  letters  of  credit,  lending
     agreements,  note repurchase agreements or other credit facility agreements
     offered  by banks or other  institutions  which may be  called  upon in the
     event of default by the issuer of the commercial paper.

4.   Municipal Leases, which  may take  the  form of a lease or an  installment
     purchase  or  conditional   sale  contract,   issued  by  state  and  local
     governments  and  authorities  to acquire a wide variety of  equipment  and
     facilities  such  as  fire  and  sanitation  vehicles,   telecommunications
     equipment  and other  capital  assets.  Municipal  Leases  frequently  have
     special risks not normally  associated  with general  obligation or revenue
     bonds. Leases and installment purchase or conditional sale contracts (which
     normally  provide for title to the leased asset to pass  eventually  to the
     governmental  issuer) have evolved as a means for  governmental  issuers to
     acquire  property and  equipment  without  meeting the  constitutional  and
     statutory   requirements  for  the  issuance  of  debt.  The  debt-issuance
     limitations  of many  state  constitutions  and  statutes  are deemed to be
     inapplicable  because  of the  inclusion  in many  leases or  contracts  of
     "non-appropriation"  clauses.  These clauses provide that the  governmental
     issuer  has no  obligation  to make  future  payments  under  the  lease or
     contract unless money is  appropriated  for such purpose by the appropriate
     legislative  body on a yearly or other periodic basis. To reduce this risk,
     the Fund will only purchase Municipal Leases subject to a non-appropriation
     clause where the payment

                                       4
<PAGE>
     of principal and accrued interest is backed by an unconditional irrevocable
     letter of credit, a guarantee, insurance or other comparable undertaking of
     an approved financial  institution.  These types of Municipal Leases may be
     considered  illiquid and subject to the 10%  limitation of  investments  in
     illiquid  securities set forth under  "Investment  Restrictions"  contained
     herein.  The Board of Directors  may adopt  guidelines  and delegate to the
     Manager the daily function of  determining  and monitoring the liquidity of
     Municipal Leases. In making such  determination,  the Board and the Manager
     may consider  such factors as the  frequency of trades for the  obligation,
     the number of dealers  willing to purchase or sell the  obligations and the
     number of other potential  buyers and the nature of the marketplace for the
     obligations,  including the time needed to dispose of the  obligations  and
     the method of soliciting offers. If the Board determines that any Municipal
     Leases are  illiquid,  such lease will be subject to the 10%  limitation on
     investments in illiquid securities.

5.   Any other Federal tax-exempt, and to the extent possible, Connecticut gross
     income  tax-exempt  obligations  issued  by  or on  behalf  of  states  and
     municipal  governments and their authorities,  agencies,  instrumentalities
     and political  subdivisions whose inclusion in the Fund would be consistent
     with the Fund's investment objectives,  policies and risks described herein
     and permissible under Rule 2a-7 under the 1940 Act.

Subsequent to its purchase by the Fund, a rated  Municipal  Obligation may cease
to be rated or its rating may be reduced below the minimum required for purchase
by the Fund. If this occurs,  the Board of Directors of the Fund shall  promptly
reassess  whether the Municipal  Obligation  presents  minimal  credit risks and
shall cause the Fund to take such action as the Board of Directors determines is
in the best interest of the Fund and its shareholders.  However, reassessment is
not required if the Municipal  Obligation is disposed of or matures  within five
business  days of the  Manager  becoming  aware of the new rating  and  provided
further that the Board of Directors is  subsequently  notified of the  Manager's
actions.

In addition,  in the event that a Municipal  Obligation (i) is in default,  (ii)
ceases to be an  Eligible  Security  under Rule 2a-7 of the 1940 Act or (iii) is
determined to no longer present  minimal credit risks, or an event of insolvency
occurs with respect to the issues of a portfolio security or the provider of any
Demand  Feature or  Guarantee,  the Fund will dispose of the  security  absent a
determination  by the Fund's  Board of Directors  that  disposal of the security
would not be in the best  interests of the Fund.  Disposal of the security shall
occur as soon as practicable consistent with achieving an orderly disposition by
sale,  exercise of any demand  feature or  otherwise.  In the event of a default
with respect to a security which immediately before default accounted for 1/2 of
1% or more of the Fund's total assets, the Fund shall promptly notify the SEC of
such fact and of the  actions  that the Fund  intends to take in response to the
situation.

Variable Rate Demand Instruments and Participation Certificates

Variable  rate demand  instruments  that the Fund will  purchase are  tax-exempt
Municipal  Obligations.  They provide for a periodic  adjustment in the interest
rate paid on the  instrument  and  permit  the  holder to demand  payment of the
unpaid  principal  balance plus accrued  interest at specified  intervals upon a
specified  number of days notice  either from the issuer or by drawing on a bank
letter  of  credit,  a  guarantee  or  insurance  issued  with  respect  to such
instrument.

The variable rate demand instruments in which the Fund may invest are payable on
demand on not more than thirty calendar days' notice and may be exercised at any
time or at specified  intervals not exceeding 397 days  depending upon the terms
of the instrument.  Variable rate demand instruments that can not be disposed of
properly  within  seven days in the  ordinary  course of business  are  illiquid
securities.  The  terms of the  instruments  provide  that  interest  rates  are
adjustable at intervals  ranging from daily to up to 397 days.  The  adjustments
are based upon the "prime  rate" of a bank or other  appropriate  interest  rate
adjustment  index as provided in the  respective  instruments.  The Fund decides
which  variable rate demand  instruments  it will  purchase in  accordance  with
procedures prescribed by its Board of Directors to minimize credit risks. A fund
utilizing the amortized cost method of valuation under Rule 2a-7 of the 1940 Act
may purchase  variable  rate demand  instruments  only if (i) the  instrument is
subject to an unconditional demand feature, exercisable by the Fund in the event
of a  default  in the  payment  of  principal  or  interest  on  the  underlying
securities,  that is an Eligible  Security or (ii) the instrument is not subject
to an unconditional  demand feature but does qualify as an Eligible Security and
has a long-term  rating by the Requisite NRSROs in one of the two highest rating
categories,  or if unrated,  is determined  to be of  comparable  quality by the
Fund's Board of Directors.  The Fund's Board of Directors may determine  that an
unrated  variable rate demand  instrument meets the Fund's high quality criteria
if it is backed by a letter of credit or  guarantee  or is insured by an insurer
that meets the quality  criteria for the Fund stated herein or on the basis of a
credit evaluation of the underlying obligor. If an instrument is ever not deemed
to be an  Eligible  Security,  the Fund  either  will  sell it in the  market or
exercise the demand feature.

The  variable  rate  demand  instruments  that the Fund may  invest  in  include
Participation Certificates purchased by the Fund from banks, insurance companies
or other financial  institutions in fixed or variable rate, tax-exempt Municipal

                                       5
<PAGE>
Obligations  (expected to be concentrated in IRBs) owned by such institutions or
affiliated organizations.  The Fund will not purchase Participation Certificates
in fixed rate tax-exempt  Municipal  Obligations without obtaining an opinion of
counsel  that the Fund will be treated as the owner  thereof for Federal  income
tax purposes.  A Participation  Certificate gives the Fund an undivided interest
in the Municipal  Obligation  in the  proportion  that the Fund's  participation
interest  bears to the total  principal  amount of the Municipal  Obligation and
provides the demand repurchase  feature  described below.  Where the institution
issuing the participation  does not meet the Fund's  eligibility  criteria,  the
participation is backed by an irrevocable letter of credit or guaranty of a bank
(which may be the bank issuing the Participation  Certificate,  a bank issuing a
confirming  letter of credit to that of the issuing  bank,  or a bank serving as
agent of the  issuing  bank  with  respect  to the  possible  repurchase  of the
certificate of  participation)  or insurance policy of an insurance company that
the Board of Directors of the Fund has determined  meets the prescribed  quality
standards  for the  Fund.  The  Fund has the  right  to sell  the  Participation
Certificate back to the institution.  Where applicable, the Fund can draw on the
letter of credit or  insurance  after no more than 30 days notice  either at any
time or at specified intervals not exceeding 397 days (depending on the terms of
the  participation),  for all or any part of the full  principal  amount  of the
Fund's  participation  interest in the security plus accrued interest.  The Fund
intends to exercise  the demand  only (i) upon a default  under the terms of the
bond documents, (ii) as needed to provide liquidity to the Fund in order to make
redemptions  of Fund  shares  or (iii) to  maintain  a high  quality  investment
portfolio. The institutions issuing the Participation Certificates will retain a
service and letter of credit fee (where  applicable) and a fee for providing the
demand repurchase feature, in an amount equal to the excess of the interest paid
on the instruments  over the negotiated yield at which the  participations  were
purchased  by the Fund.  The total  fees  generally  range from 5% to 15% of the
applicable prime rate* or other interest rate index.  With respect to insurance,
the Fund will attempt to have the issuer of the  Participation  Certificate bear
the cost of the  insurance.  However,  the Fund  retains  the option to purchase
insurance if necessary,  in which case the cost of insurance  will be an expense
of the Fund subject to the expense limitation (see "Expense Limitation" herein).
The Manager has been  instructed by the Fund's Board of Directors to continually
monitor  the  pricing,  quality  and  liquidity  of  the  variable  rate  demand
instruments held by the Fund, including the Participation  Certificates,  on the
basis of published financial  information and reports of the rating agencies and
other bank analytical  services to which the Fund may subscribe.  Although these
instruments  may be sold by the  Fund,  the  Fund  intends  to hold  them  until
maturity,  except  under the  circumstances  stated above (see  "Federal  Income
Taxes" herein).

In view of the  "concentration"  of the Fund in  Participation  Certificates  in
Connecticut  Municipal  Obligations,  which may be  secured  by bank  letters of
credit  or  guarantees,  an  investment  in the  Fund  should  be  made  with an
understanding of the characteristics of the banking industry and the risks which
such an  investment  may  entail.  Banks are subject to  extensive  governmental
regulations  which  may  limit  both the  amounts  and  types of loans and other
financial commitments which may be made and interest rates and fees which may be
charged.  The  profitability  of this  industry  is largely  dependent  upon the
availability  and cost of capital  funds for the  purpose of  financing  lending
operations  under  prevailing money market  conditions.  Also,  general economic
conditions  play an  important  part in the  operations  of  this  industry  and
exposure to credit  losses  arising  from  possible  financial  difficulties  of
borrowers might affect a bank's ability to meet its  obligations  under a letter
of credit. The Fund may invest 25% or more of the net assets of any portfolio in
securities  that  are  related  in such a way  that  an  economic,  business  or
political  development  or change  affecting  one of the  securities  would also
affect the other securities. This includes, for example, securities the interest
upon which is paid from revenues of similar type  projects,  or  securities  the
issuers of which are located in the same state.

While the value of the underlying  variable rate demand  instruments  may change
with  changes in  interest  rates  generally,  the  variable  rate nature of the
underlying  variable rate demand instruments should minimize changes in value of
the  instruments.  Accordingly,  as interest  rates  decrease or  increase,  the
potential  for  capital   appreciation   and  the  risk  of  potential   capital
depreciation  is less than would be the case with a  portfolio  of fixed  income
securities.  The portfolio may contain  variable maximum rates set by state law,
which  limit  the  degree  to  which  interest  on  such  variable  rate  demand
instruments  may  fluctuate;  to the  extent  state law  contains  such  limits,
increases or  decreases in value may be somewhat  greater than would be the case
without such limits.  Additionally,  the  portfolio  may contain  variable  rate
demand Participation Certificates in fixed rate Municipal Obligations. The fixed
rate of  interest  on  these  Municipal  Obligations  will be a  ceiling  on the
variable rate of the Participation Certificate. In the event that interest rates
increase  so that the  variable  rate  exceeds  the fixed rate on the  Municipal
Obligations,  the Municipal  Obligations  can no longer be valued at par and may
cause the Fund to take  corrective  action,  including  the  elimination  of the
instruments from the portfolio.  Because the adjustment of interest rates on the
variable  rate  demand  instruments  is made in  relation  to  movements  of the
applicable  banks' "prime rates"*,  or other interest rate adjustment index, the

- --------
* The  prime  rate  is  generally  the  rate  charged  by a  bank  to  its  most
creditworthy customers for short-term loans. The prime rate of a particular bank
may differ  from other  banks and will be the rate  announced  by each bank on a
particular  day.  Changes in the prime rate may occur with great  frequency  and
generally become effective on the date announced.

                                       6
<PAGE>
variable rate demand  instruments  are not  comparable  to long-term  fixed rate
securities.  Accordingly, interest rates on the variable rate demand instruments
may be higher or lower than current  market rates for fixed rate  obligations of
comparable quality with similar maturities.

Because of the variable  rate nature of the  instruments,  the Fund's yield will
decline  and  its   shareholders   will  forego  the   opportunity  for  capital
appreciation during periods when prevailing interest rates have declined. On the
other hand, during periods where prevailing  interest rates have increased,  the
Fund's  yield will  increase  and its  shareholders  will have  reduced  risk of
capital depreciation.

For purposes of determining  whether a variable rate demand  instrument  held by
the Fund matures within 397 days from the date of its acquisition,  the maturity
of the  instrument  will be deemed to be the longer of (i) the  period  required
before the Fund is entitled to receive  payment of the  principal  amount of the
instrument or (ii) the period  remaining  until the  instrument's  next interest
rate  adjustment.  The  maturity of a variable  rate demand  instrument  will be
determined   in  the  same  manner  for   purposes  of   computing   the  Fund's
dollar-weighted average portfolio maturity. If a variable rate demand instrument
ceases to be an  Eligible  Security  it will be sold in the  market  or  through
exercise of the repurchase demand feature to the issuer.

When-Issued Securities

New  issues  of  certain  Municipal  Obligations  frequently  are  offered  on a
when-issued  basis.  The payment  obligation  and the interest  rate received on
these Municipal Obligations are each fixed at the time the buyer enters into the
commitment although delivery and payment of the Municipal  Obligations  normally
take place within 45 days after the date of the Fund's  commitment  to purchase.
Although  the Fund only makes  commitments  to  purchase  when-issued  Municipal
Obligations  with the intention of actually  acquiring  them,  the Fund may sell
these securities before the settlement date if deemed advisable by the Manager.

Municipal  Obligations  purchased on a when-issued basis and the securities held
in the Fund's portfolio are subject to changes in value (both generally changing
in the same way; that is, both  experiencing  appreciation  when interest  rates
decline and  depreciation  when  interest  rates  rise) based upon the  public's
perception  of  the  creditworthiness  of  the  issuer  and  changes,   real  or
anticipated, in the level of interest rates. Purchasing Municipal Obligations on
a when-issued  basis can involve a risk that the yields  available in the market
when the  delivery  takes  place may  actually  be higher  or lower  than  those
obtained in the transaction itself. A separate account of the Fund consisting of
cash  or  liquid  debt  securities  equal  to  the  amount  of  the  when-issued
commitments will be established at the Fund's custodian bank. For the purpose of
determining  the  adequacy  of the  securities  in the  account,  the  deposited
securities  will be valued at market value.  If the market or fair value of such
securities declines,  additional cash or highly liquid securities will be placed
in the account  daily so that the value of the account  will equal the amount of
such  commitments  by  the  Fund.  On the  settlement  date  of the  when-issued
securities,  the Fund will meet its obligations from  then-available  cash flow,
sale of securities held in the separate  account,  sale of other  securities or,
although  it will not  normally  expect to do so,  from sale of the  when-issued
securities  themselves (which may have a value greater or lesser than the Fund's
payment obligations).  Sale of securities to meet such obligations may result in
the  realization  of capital gains or losses,  which are not exempt from Federal
income tax.

Stand-by Commitments

When the Fund  purchases  Municipal  Obligations,  it may also acquire  stand-by
commitments  from  banks  and other  financial  institutions.  Under a  stand-by
commitment,  a bank or  broker-dealer  agrees to purchase at the Fund's option a
specified Municipal Obligation at a specified price with same day settlement.  A
stand-by  commitment is the  equivalent  of a "put" option  acquired by the Fund
with respect to a particular Municipal Obligation held in its portfolio.

The  amount  payable  to the Fund upon its  exercise  of a  stand-by  commitment
normally will be (i) the acquisition cost of the Municipal Obligation (excluding
any accrued interest that the Fund paid on the acquisition),  less any amortized
market premium or plus any amortized  market or original  issue discount  during
the period the Fund owned the  security,  plus (ii) all interest  accrued on the
security since the last interest payment date during the period the security was
owned by the Fund. Absent unusual  circumstances  relating to a change in market
value,  the Fund will value the  underlying  Municipal  Obligation  at amortized
cost.  Accordingly,  the amount  payable  by a bank or dealer  during the time a
stand-by  commitment is exercisable will be substantially the same as the market
value of the underlying Municipal Obligation.

The Fund's right to exercise a stand-by  commitment  will be  unconditional  and
unqualified.  A  stand-by  commitment  will  not be  transferable  by the  Fund,
although it can sell the underlying Municipal Obligation to a third party at any
time.

The Fund expects  stand-by  commitments  to  generally be available  without the
payment of any 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

                                       7
<PAGE>
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 1/2 of 1% of the value of the Fund's total
assets calculated immediately after the acquisition of each stand-by commitment.

The Fund  will  enter  into  stand-by  commitments  only  with  banks  and other
financial  institutions that, in the Manager's  opinion,  present minimal credit
risks.  If the issuer of the Municipal  Obligation does not meet the eligibility
criteria,  the issuer of the  stand-by  commitment  will have  received a rating
which meets the  eligibility  criteria or, if not rated,  will present a minimal
risk of default as  determined by the Board of  Directors.  The Fund's  reliance
upon the credit of these banks and broker-dealers will be supported by the value
of the underlying  Municipal  Obligations  held by the Fund that were subject to
the commitment.

The Fund intends to acquire stand-by  commitments solely to facilitate portfolio
liquidity  and does not intend to  exercise  its rights  thereunder  for trading
purposes.  The  purpose  of this  practice  is to  permit  the  Fund to be fully
invested in securities  the interest on which is exempt from Federal  income tax
while preserving the necessary liquidity to purchase securities on a when-issued
basis,  to meet  unusually  large  redemptions  and to  purchase at a later date
securities other than those subject to the stand-by commitment.  The acquisition
of a stand-by  commitment  will not affect the valuation or assumed  maturity of
the  underlying  Municipal  Obligations  which  will  continue  to be  valued in
accordance with the amortized cost method.  Stand-by commitments acquired by the
Fund will be valued at zero in  determining  net asset value.  In those cases in
which the Fund pays directly or indirectly for a stand-by  commitment,  its cost
will be reflected as  unrealized  depreciation  for the period  during which the
commitment  is held by the  Fund.  Stand-by  commitments  will  not  affect  the
dollar-weighted  average  maturity of the Fund's  portfolio.  The  maturity of a
security subject to a stand-by commitment is longer than the stand-by repurchase
date.

The stand-by  commitments  the Fund may enter into are subject to certain risks.
These  include  the  ability  of the  issuer  of the  commitment  to pay for the
securities at the time the commitment is exercised, the fact that the commitment
is not marketable by the Fund, and that the maturity of the underlying  security
will generally be different from that of the commitment.

In addition, the Fund may apply to the Internal Revenue Service for a ruling, or
seek from its counsel an opinion, that interest on Municipal Obligations subject
to  stand-by  commitments  will be exempt  from  Federal  income  taxation  (see
"Federal  Income  Taxes"  herein).  In the absence of a favorable  tax ruling or
opinion of  counsel,  the Fund will not  engage in the  purchase  of  securities
subject to stand-by commitments.

Taxable Securities

Although  the Fund will  attempt to invest 100% of its net assets in  tax-exempt
Municipal  Obligations,  the Fund may invest up to 20% of the value of its total
assets in securities of the kind described  below. The interest income from such
securities is subject to regular Federal or Connecticut  state income tax, under
any  one or more of the  following  circumstances:  (i)  pending  investment  of
proceeds  of sales of Fund  shares  or of  portfolio  securities,  (ii)  pending
settlement of purchases of portfolio securities, and (iii) to maintain liquidity
for the purpose of meeting anticipated  redemptions.  In addition,  the Fund may
temporarily invest more than 20% in such taxable securities when, in the opinion
of the Manager,  it is advisable to do so because of adverse  market  conditions
affecting the market for Municipal Obligations.  The kinds of taxable securities
in  which  the  Fund  may  invest  are  limited  to  the  following  short-term,
fixed-income  securities  (maturing  in 397  days  or  less  from  the  time  of
purchase):  (i)  obligations  of the United  States  Government or its agencies,
instrumentalities  or authorities,  (ii) commercial paper meeting the definition
of Eligible Securities at the time of acquisition, (iii) certificates of deposit
of  domestic  banks  with  assets of $1  billion  or more;  and (iv)  repurchase
agreements with respect to any Municipal  Obligations or other  securities which
the Fund is permitted to own. (See "Federal Income Taxes" herein.)

Repurchase Agreements

The Fund may  invest  in  instruments  subject  to  repurchase  agreements  with
securities  dealers or member  banks of the Federal  Reserve  System.  Under the
terms of a typical  repurchase  agreement,  the Fund will acquire an  underlying
debt  instrument for a relatively  short period (usually not more than one week)
subject to an obligation of the seller to repurchase  and the Fund to resell the
instrument at a fixed price and time,  thereby  determining the yield during the
Fund's  holding  period.  This results in a fixed rate of return  insulated from
market fluctuations during such period. A repurchase agreement is subject to the
risk that the seller may fail to repurchase the security.  Repurchase agreements
may be deemed to be loans under the 1940 Act. All repurchase  agreements entered
into by the Fund shall be fully collateralized at all times during the period of
the  agreement in that the value of the  underlying  security  shall be at least
equal to the  amount  of the  loan,  including  the  accrued  interest  thereon.
Additionally, the Fund or its custodian shall have possession of the collateral,
which  the  Fund's  Board  believes  will  give it a valid,  perfected  security
interest  in the  collateral.  In the event of  default  by the  seller  under a
repurchase  agreement  construed to be a  collateralized  loan,  the  underlying
securities  are not  owned by the Fund but only  constitute

                                       8
<PAGE>
collateral for the seller's  obligation to pay the repurchase price.  Therefore,
the  Fund may  suffer  time  delays  and  incur  costs  in  connection  with the
disposition  of the  collateral.  The Fund's Board  believes that the collateral
underlying  repurchase  agreements  may be more  susceptible  to  claims  of the
seller's  creditors than will be the case with securities  owned by the Fund. It
is expected that  repurchase  agreements will give rise to income which will not
qualify as tax-exempt  income when  distributed  by the Fund.  The Fund will not
invest in a  repurchase  agreement  maturing in more than seven days if any such
investment,  together with illiquid  securities held by the Fund, exceeds 10% of
the Fund's  total net  assets.  (See  Investment  Restriction  Number 6 herein.)
Repurchase  agreements  are  subject  to the same  risks  described  herein  for
stand-by commitments.

Connecticut Risk Factors

As  referred  to in the  Prospectus,  the  safety of an  investment  in the Fund
depends importantly on the fiscal stability of Connecticut and its subdivisions,
agencies,   instrumentalities  or  authorities,   which  issue  the  Connecticut
Municipal Obligations in which the Fund's investments are concentrated.

The  following  information  is only a summary of risk factors  associated  with
Connecticut.  It has been compiled from official government statements and other
publicly  available  documents.  Although  the Sponsors  have not  independently
verified the information,  they have no reason to believe that it is not correct
in all material respects.

Manufacturing has historically been of prime economic  importance to Connecticut
(sometimes referred to as the "State").  The State's  manufacturing  industry is
diversified,   with  transportation   equipment   (primarily  aircraft  engines,
helicopters  and  submarines)  the  dominant  industry,  followed by  fabricated
metals,  non-electrical  machinery,  and electrical equipment.  As a result of a
rise in employment in service-related  industries and a decline in manufacturing
employment,   however,   manufacturing   accounted  for  only  17.09%  of  total
non-agricultural  employment in  Connecticut in 1997.  Defense-related  business
represents a relatively high proportion of the  manufacturing  sector.  On a per
capita basis,  defense awards to Connecticut have  traditionally  been among the
highest in the nation, and reductions in defense spending have had a substantial
adverse impact on Connecticut's economy.

The average annual unemployment rate in Connecticut increased from a low of 3.0%
in 1988 to a high of 7.6% in 1992 and,  after a number of  important  changes in
the method of calculation,  was reported to be 5.8% in 1996.  Average per capita
personal  income of Connecticut  residents  increased in every year from 1989 to
1997,  rising  from  $25,443  to  $36,434.   However,   pockets  of  significant
unemployment and poverty exist in several Connecticut cities and towns.

At the end of the 1990-1991  fiscal year,  the General Fund had  accumulated  an
unappropriated  deficit of  $965,712,000.  For the seven fiscal years ended June
30,  1998,  the  General  Fund ran  operating  surpluses,  based on the  State's
budgetary  method of accounting,  of approximately  $110,200,000,  $113,500,000,
$19,700,000,   $80,500,000,   $250,000,000   $262,600,000,   and   $312,900,000,
respectively.  General Fund budgets for the biennium  ending June 30, 1999, were
adopted in 1997.  General Fund  expenditures and revenues are expected to exceed
budgeted  amounts  for the  1998-1999  fiscal  year,  and a surplus of more than
$170,000,000   is   expected,   but  the  Governor  is   recommending   spending
modifications that would reduce the projected surplus to $30,000,000.

During 1991, the State issued a total of $965,710,000  Economic  Recovery Notes.
The notes were to be payable  no later  than June 30,  1996,  but as part of the
budget  adopted  for the  biennium  ended  June 30,  1997,  payment of the notes
scheduled to be paid during the 1995-1996 fiscal year was rescheduled to be made
over the four fiscal  years  ending June 30, 1999.  The  outstanding  notes were
$78,055,000 as of December 1, 1998.

The State's primary method for financing capital projects is through the sale of
general obligation bonds. These bonds are backed by the full faith and credit of
the State.  As of  December 1, 1998,  the State had  authorized  direct  general
obligation bond indebtedness totaling $12,398,200,000,  of which $11,057,371,000
had been approved for issuance by the State Bond  Commission and  $9,814,857,000
had been issued.  As of December 1, 1998,  net State direct  general  obligation
indebtedness outstanding was $6,837,131,000.

In 1995,  the State  established  the  University of  Connecticut  as a separate
corporate   entity  to  issue  bonds  and   construct   certain   infrastructure
improvements.  The University is authorized to issue bonds totaling $962,000,000
to finance the improvements.  The University's  bonds will be secured by a State
debt  service   commitment,   the  aggregate  amount  of  which  is  limited  to
$382,000,000 for bonds issued in the four fiscal years ending June 30, 1999, and
$580,000,000 for bonds issued in the six fiscal years ending June 30, 2005.

                                       9
<PAGE>
In addition,  the State has limited or  contingent  liability  on a  significant
amount of other bonds. Such bonds have been issued by the following quasi-public
agencies: the Connecticut Housing Finance Authority, the Connecticut Development
Authority,  the Connecticut  Higher Education  Supplemental Loan Authority,  the
Connecticut   Resources  Recovery  Authority  and  the  Connecticut  Health  and
Educational Facilities Authority. Such bonds have also been issued by the cities
of Bridgeport and West Haven and the Southeastern  Connecticut  Water Authority.
As of December 1, 1998,  the amount of the bonds  outstanding on which the State
has limited or contingent liability totaled $4,054,900,000.

In 1984,  the State  established  a program to plan,  construct  and improve the
State's  transportation system (other than Bradley International  Airport).  The
total cost of the program  through June 30, 2002,  is currently  estimated to be
$12.6 billion, to be met from federal,  state and local funds. The State expects
to finance most of its $5.1  billion  share of such cost by issuing $4.6 billion
of special tax obligation  ("STO") bonds.  The STO bonds are payable solely from
specified motor fuel taxes, motor vehicle receipts, and license,  permit and fee
revenues pledged therefor and credited to the Special Transportation Fund, which
was established to budget and account for such revenues.

The State's general  obligation  bonds are rated Aa3 by Moody's and AA by Fitch.
On October  8,  1998,  Standard & Poor's  upgraded  its  ratings of the  State's
general obligation bonds from AA- to AA.

The State,  its officers and its employees are defendants in numerous  lawsuits.
Although it is not  possible to  determine  the outcome of these  lawsuits,  the
Attorney  General  has opined that an adverse  decision in any of the  following
cases might have a significant impact on the State's financial  position:  (i) a
class action by the Connecticut  Criminal Defense Lawyers Association claiming a
campaign of illegal  surveillance  activity and seeking  damages and  injunctive
relief;  (ii) an action on behalf of all persons with traumatic brain injury who
have been placed in certain  State  hospitals,  and other  persons with acquired
brain  injury who are in the  custody  of the  Department  of Mental  Health and
Addiction Services,  claiming that their  constitutional  rights are violated by
placement  in state  hospitals  alleged not to provide  adequate  treatment  and
training,   and  seeking  placement  in  community   residential  settings  with
appropriate support services; (iii) litigation involving claims by Indian tribes
to portions of the State's land area; and (iv) an action by certain students and
municipalities  claiming that the State's formula for financing public education
violates  the  State's  Constitution  and  seeking a  declaratory  judgment  and
injunctive relief.

As a result of litigation on behalf of black and Hispanic school children in the
City of  Hartford  seeking  "integrated  education"  with the  Greater  Hartford
metropolitan  area,  on July 9,  1996,  the State  Supreme  Court  directed  the
legislature  to  develop  appropriate  measures  to remedy the racial and ethnic
segregation in the Hartford public schools.  The Superior Court recently ordered
the State to show cause as to whether there has been compliance with the Supreme
Court's  ruling.  The fiscal impact of this decision might be significant but is
not determinable at this time.

The State's  Department of Information  Technology is reviewing the State's Year
2000 exposure and developing  plans for  modification or replacement of existing
software that it believes will prevent significant operations problems. There is
a risk that the plan will not be  completed on time,  that planned  testing will
not reveal all problems, or that systems of others on whom the State relies will
not be timely  updated.  If the  necessary  remediations  are not completed in a
timely  fashion,  the Year  2000  problem  may  have a  material  impact  on the
operations of the State.

General  obligation bonds issued by municipalities are payable primarily from ad
valorem taxes on property located in the municipality. A municipality's property
tax base is subject to many  factors  outside the  control of the  municipality,
including  the  decline  in  Connecticut's   manufacturing   industry.   Certain
Connecticut  municipalities have experienced severe fiscal difficulties and have
reported  operating and accumulated  deficits.  The most notable of these is the
City of Bridgeport, which filed a bankruptcy petition on June 7, 1991. The State
opposed the  petition.  The United States  Bankruptcy  Court for the District of
Connecticut  held that Bridgeport has authority to file such a petition but that
its  petition  should  be  dismissed  on the  grounds  that  Bridgeport  was not
insolvent  when the  petition  was  filed.  State  legislation  enacted  in 1993
prohibits municipal  bankruptcy filings without the prior written consent of the
Governor.

In addition to general  obligation  bonds backed by the full faith and credit of
the  municipality,  certain  municipal  authorities  finance projects by issuing
bonds that are not considered to be debts of the municipality. Such bonds

                                       10
<PAGE>
may be repaid only from  revenues of the financed  project,  the  revenues  from
which may be insufficient to service the related debt obligations.

Regional economic difficulties, reductions in revenues and increases in expenses
could  lead  to  further  fiscal  problems  for  the  State  and  its  political
subdivisions,  authorities and agencies. Difficulties in payment of debt service
on borrowings could result in declines,  possibly severe,  in the value of their
outstanding  obligations,   increases  in  their  future  borrowing  costs,  and
impairment of their ability to pay debt service on their obligations.

Investment Restrictions

The Fund has adopted the following  fundamental  investment  restrictions  which
apply to all  portfolios.  They may not be changed unless approved by a majority
of the  outstanding  shares "of each  series of the Fund's  shares that would be
affected by such a change." The term "majority of the outstanding shares" of the
Fund  means the vote of the  lesser of (i) 67% or more of the shares of the Fund
present at a meeting,  if the holders of more than 50% of the outstanding shares
of the Fund are present or  represented  by proxy,  or (ii) more than 50% of the
outstanding shares of the Fund.
The Fund may not:

1.   Make portfolio  investments other than as described under "Description of 
     the  Fund  and its  Investments  and  Risks".  Any  other  form of  Federal
     tax-exempt  investment  must meet the  Fund's  high  quality  criteria,  as
     determined  by the Board of Directors,  and be  consistent  with the Fund's
     objectives and policies.

2.   Borrow money.  This restriction  shall not apply to borrowings from banks 
     for temporary or emergency  (not  leveraging)  purposes.  This includes the
     meeting of redemption  requests that might  otherwise  require the untimely
     disposition  of  securities,  in an  amount  up to 15% of the  value of the
     Fund's total assets  (including the amount  borrowed) valued at market less
     liabilities  (not including the amount  borrowed) at the time the borrowing
     was made.  While  borrowings  exceed 5% of the  value of the  Fund's  total
     assets, the Fund will not make any investments. Interest paid on borrowings
     will reduce net income.

3.   Pledge, hypothecate,  mortgage or otherwise encumber its assets, except in
     an amount up to 15% of the  value of its  total  assets  and only to secure
     borrowings for temporary or emergency purposes.

4.   Sell  securities  short or purchase  securities  on margin,  or engage in 
     the  purchase  and sale of put,  call,  straddle  or spread  options  or in
     writing such options.  However,  securities  subject to a demand obligation
     and stand-by  commitments may be purchased as set forth under  "Description
     of the Fund and its Investments and Risks" herein.

5.   Underwrite the securities of other issuers, except insofar as the Fund may
     be deemed an underwriter under the Securities Act of 1933 in disposing of a
     portfolio security.

6.   Purchase  securities  subject  to  restrictions  on  disposition  under the
     Securities  Act of 1933  ("restricted  securities"),  except  the  Fund may
     purchase  variable rate demand  instruments which contain a demand feature.
     The Fund will not invest in a  repurchase  agreement  maturing in more than
     seven days if any such  investment  together with  securities  that are not
     readily marketable held by the Fund exceed 10% of the Fund's net assets.

7.   Purchase or sell real  estate,  real  estate  investment trust securities,
     commodities or commodity  contracts,  or oil and gas interests.  This shall
     not prevent the Fund from  investing  in Municipal  Obligations  secured by
     real estate or interests in real estate.

8.   Make loans to others, except through the purchase of portfolio investments,
     including  repurchase  agreements,  as described under  "Description of the
     Fund and its Investments and Risks" herein.

9.   Purchase more than 10% of all outstanding voting securities of any one 
     issuer or invest in companies for the purpose of exercising control.

10.  Invest more than 25% of its assets in the  securities  of "issuers" in any
     single  industry.  The Fund may  invest  more  than  25% of its  assets  in
     Participation Certificates and there shall be no limitation on the purchase
     of those Municipal  Obligations and other obligations  issued or guaranteed
     by the United States Government,  its agencies or  instrumentalities.  When
     the assets and revenues of an agency,  authority,  instrumentality or other
     political  subdivision  are separate from those of the government  creating
     the issuing entity and a security is backed only by the assets and revenues
     of the  entity,  the  entity  will be deemed  to be the sole  issuer of the
     security.  Similarly,  in the case of an  industrial  revenue bond, if that
     bond is backed only by the assets and revenues of the non-government  user,
     then such  non-government  user will be deemed to be the sole  issuer.  If,
     however, in either case, the creating government or some other entity, such
     as an insurance company or other corporate  obligor,  guarantees a security
     or a bank issues a letter of credit,  such a guarantee  or letter of credit
     will be  considered a separate  security and will be treated as an issue of
     such government, other entity or bank. Immediately after the acquisition of
     any securities  subject to a Demand Feature or Guarantee (as such terms are
     defined  in Rule 2a-7

                                       11
<PAGE>
     of the 1940 Act),  with respect to 75% of the total assets of the Fund, not
     more than 10% of the Fund's assets may be invested in  securities  that are
     subject  to a  Guarantee  or  Demand  Feature  from the  same  institution.
     However, the Fund may only invest more than 10% of its assets in securities
     subject to a Guarantee or Demand Feature issued by a Non-Controlled  Person
     (as such term is defined in Rule 2a-7 of the 1940 Act).

11.  Invest in securities of other investment companies.  The Fund may purchase
     unit investment trust securities where such unit trusts meet the investment
     objectives  of the Fund and then only up to 5% of the  Fund's  net  assets,
     except  as they  may be  acquired  as part of a  merger,  consolidation  or
     acquisition of assets.

12.  Issue senior securities, except  insofar as the Fund may be deemed to have
     issued a senior security in connection with a permitted borrowing.

If a percentage restriction is adhered to at the time of an investment,  a later
increase  or  decrease  in  percentage  resulting  from a change  in  values  of
portfolio securities or in the amount of the Fund's assets will not constitute a
violation of such restriction.

III.  MANAGEMENT OF THE FUND

The Fund's Board of Directors,  which is responsible for the overall  management
and supervision of the Fund,  employs the Manager to serve as investment manager
of the Fund. The Manager  provides  persons  satisfactory to the Fund's Board of
Directors to serve as officers of the Fund.  Such  officers,  as well as certain
other employees and directors of the Fund, may be directors or officers of Reich
& Tang Asset  Management,  Inc.,  the sole  general  partner  of the  Manager or
employees of the Manager or its affiliates. Due to the services performed by the
Manager,  the Fund  currently has no employees and its officers are not required
to devote their full-time to the affairs of the Fund.

The Directors and Officers of the Fund and their  principal  occupations  during
the past five years are set forth below. Unless otherwise specified, the address
of each of the following persons is 600 Fifth Avenue,  New York, New York 10020.
Mr.  Duff may be deemed an  "interested  person" of the Fund,  as defined in the
1940 Act,  on the basis of his  affiliation  with Reich & Tang Asset  Management
L.P.

Steven W. Duff, 45 - President and Director of the Fund,  has been  President of
the Mutual Funds  Division of the Manager  since  September  1994.  Mr. Duff was
formerly  Director of Mutual Fund  Administration  at  NationsBank  which he was
associated  with from June 1981 to August 1994. Mr. Duff is also President and a
Director/Trustee  of 13 other funds in the Reich & Tang Fund Complex,  President
of Back Bay  Funds,  Inc.,  Director  of Pax  World  Money  Market  Fund,  Inc.,
Executive  Vice  President of Reich & Tang Equity Fund,  Inc., and President and
Chief Executive Officer of Tax Exempt Proceeds Fund, Inc.

Dr. W. Giles  Mellon,  68 -  Director  of the Fund,  is  Professor  of  Business
Administration in the Graduate School of Management, Rutgers University which he
has been associated with since 1966. His address is Rutgers University  Graduate
School of Management,  92 New Street,  Newark,  New Jersey 07102.  Dr. Mellon is
also a Director/Trustee of 15 other funds in the Reich & Tang Fund Complex.

Robert  Straniere,  57 - Director of the Fund, has been a member of the New York
State Assembly and a partner with the Straniere Law Firm since 1981. His address
is 182 Rose  Avenue,  Staten  Island,  New York 10306.  Mr.  Straniere is also a
Director/Trustee  of 15  other  funds  in the  Reich & Tang  Fund  Complex,  and
Director of Life Cycle Mutual Funds, Inc.

Dr.  Yung Wong,  60 - Director  of the Fund,  was  Director  of Shaw  Investment
Management  (UK) Limited from 1994 to October 1995 and formerly  General Partner
of Abacus Partners  Limited  Partnership (a general partner of a venture capital
investment  firm) from 1984 to 1994.  His address is 29 Alden  Road,  Greenwich,
Connecticut  06831.  Dr. Wong has been a Director of  Republic  Telecom  Systems
Corporation (a provider of telecommunications  equipment) since January 1989 and
of TelWatch, Inc. (a provider of network management software) since August 1989.
Dr. Wong is also a  Director/Trustee  of 15 other funds in the Reich & Tang Fund
Complex, and is also a Trustee of Eclipse Financial Asset Trust.

Molly Flewharty, 47 - Vice President of the Fund, has been Vice President of the
Mutual Funds Division of the Manager since  September  1993.  Ms.  Flewharty was
formerly Vice President of Reich & Tang, Inc. which she was associated with from
December  1977 to September  1993.  Ms.  Flewharty is also Vice  President of 17
other funds in the Reich & Tang Fund Complex.

Lesley M. Jones, 50 - Vice President of the Fund, has been Senior Vice President
of the Mutual Funds Division of the Manager since  September 1993. Ms. Jones was
formerly  Senior Vice  President of Reich & Tang,  Inc. which she was associated
with from April 1973 to September 1993. Ms. Jones is also a Vice President of 14
other funds in the Reich & Tang Fund Complex.

                                       12
<PAGE>
Dana E.  Messina,  41 - Vice  President  of the Fund,  has been  Executive  Vice
President of the Mutual Funds Division of the Manager since January 1995 and was
Vice  President  from  September  1993 to January 1995. Ms. Messina was formerly
Vice  President of Reich & Tang,  Inc. with which she was  associated  with from
December 1980 to September  1993. Ms. Messina is also Vice President of 15 other
funds in the Reich & Tang Fund Complex.

Dawn  Fischer  52 - Vice  President  of the  Fund,  is a  Managing  Director  of
Thornburg  Management Co., Inc. with which she has been associated  since August
1982.  Her  address is 119 East Marcy  Street,  Suite 202,  Santa Fe, New Mexico
87501.  Ms.  Fischer is also  Secretary  and  Assistant  Treasurer  of Thornburg
Investment Trust and Secretary of Limited Term Municipal Fund, Inc.

Bernadette N. Finn, 51 - Secretary of the Fund,  has been Vice  President of the
Mutual Funds Division of the Manager since September 1993. Ms. Finn was formerly
Vice  President  and  Assistant  Secretary of Reich & Tang,  Inc.  which she was
associated  with  from  September  1970  to  September  1993.  Ms.  Finn is also
Secretary  of 13  other  funds  in the  Reich & Tang  Fund  Complex,  and a Vice
President and Secretary of 5 funds in the Reich & Tang Fund Complex.

Richard DeSanctis,  41 - Treasurer of the Fund, has been Assistant  Treasurer of
NEIC since  September  1993.  Mr.  DeSanctis was formerly  Controller of Reich &
Tang, Inc., from January 1991 to September 1993 and Vice President and Treasurer
of Cortland  Financial Group, Inc. and Vice President of Cortland  Distributors,
Inc. from 1989 to December  1990.  Mr.  DeSanctis is also  Treasurer of 17 other
funds in the Reich & Tang Fund Complex,  and is Vice  President and Treasurer of
Cortland Trust, Inc.

Rosanne Holtzer,  33 - Assistant  Treasurer of the Fund, has been Vice President
of the Mutual Funds division of the Manager since December 1997. Ms. Holtzer was
formerly  Manager  of  Fund  Accounting  for  the  Manager  with  which  she was
associated  with from June 1986. Ms.  Holtzer is also Assistant  Treasurer of 18
other funds in the Reich & Tang Fund Complex.

The Fund paid an aggregate remuneration of $15,000 to its directors with respect
to the period ended January 31, 1999, all of which  consisted of directors' fees
paid  to  the  three  disinterested  directors,  pursuant  to the  terms  of the
Investment Management Contract (see "Manager" herein).

Directors of the Fund not affiliated  with the Manager  receive from the Fund an
annual retainer of $3,000 and a fee of $500 for each Board of Directors  meeting
attended  and  are  reimbursed  for  all  out-of-pocket   expenses  relating  to
attendance at such meetings.  Directors who are  affiliated  with the Manager do
not receive compensation from the Fund. (See "Compensation Table".)


                                   Compensation Table

<TABLE>
<CAPTION>
<S>                       <C>                    <C>                        <C>                        <C>  



                          Aggregate Compensation   Pension or Retirement     Estimated Annual         Total Compensation From
                          From the Fund            Benefits Accrued as Part  Benefits Upon Retirement Fund and Fund Complex Paid
                                                   of Fund Expenses                                   to Directors*
Name of Person,
Position


Dr. W. Giles Mellon,      $5,000                   0                         0                        $58,500 (16 Funds)
Director

Robert Straniere,         $5,000                   0                         0                        $58,500 (16 Funds
Director

Dr. Yung Wong,            $5,000                   0                         0                        $58,500 (16 Funds)
Director

</TABLE>


*    The total compensation paid to such persons by the Fund and Fund Complex 
     for the fiscal  year ending  January 31,  1999.  The  parenthetical  number
     represents  the number of investment  companies  (including  the Fund) from
     which such person  receives  compensation  that are considered  part of the
     same Fund complex as the Fund,  because,  among other  things,  they have a
     common investment advisor.


                                       13
<PAGE>
IV.  CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES


On May 2, 1999 there were ______________ Class A Shares of the Fund outstanding,
and _____________ Class B Shares  outstanding.  As of May 2, 1999, the amount of
shares  owned by all officers and  directors of the Fund,  as a group,  was less
than 1% of the outstanding  shares. Set forth below is certain information as to
persons who owned 5% or more of the Fund's outstanding shares as of May 2, 1999:

                                                                 Nature of
Name and address           % of Class                          Ownership

Class A Shares

Class B Shares


V.  INVESTMENT ADVISORY AND OTHER SERVICES

The  Investment  Manager for the Fund is Reich & Tang Asset  Management  L.P., a
Delaware  limited  partnership with principal  offices at 600 Fifth Avenue,  New
York,  New York 10020.  The Manager  was,  as of January  31,  1999,  investment
manager,  adviser, or supervisor with respect to assets aggregating in excess of
$13.0 billion.  In addition to the Fund, the Manager acts as investment  manager
and administrator of fifteen other investment companies and also advises pension
trusts, profit-sharing trusts and endowments.

Effective January 1, 1998, NEIC Operating  Partnership,  L.P. ("NEICOP") was the
limited  partner  and owner of a 99.5%  interest in the  Manager  replacing  New
England Investment  Companies,  L.P. ("NEICLP") as the limited partner and owner
of such interest in the Manager due to a restructuring by New England Investment
Companies,  Inc.  ("NEIC").  Subsequently,   effective  March  31,  1998,  Nvest
Companies,  L.P. ("Nvest Companies") due to a change in name of NEICOP, replaced
NEICOP as the limited partner and owner of a 99.5% interest in the Manager.

Reich & Tang Asset  Management,  Inc. (an indirect  wholly-owned  subsidiary  of
Nvest  Companies) is the sole general  partner and owner of the  remaining  0.5%
interest  of  the  Manager.  Nvest  Corporation,   a  Massachusetts  Corporation
(formerly  known as New  England  Investment  Companies,  Inc.),  serves  as the
managing general partner of Nvest Companies.

Reich & Tang Asset  Management,  Inc. is an indirect  subsidiary of Metropolitan
Life  Insurance  Company  ("MetLife").  MetLife  directly  and  indirectly  owns
approximately 47% of the outstanding partnership interests of Nvest Companies
and may be deemed a  "controlling  person" of the  Manager.  Reich & Tang,  Inc.
owns, directly and indirectly,  approximately 13% of the outstanding partnership
interests of Nvest Companies.

MetLife  is a mutual  life  insurance  company  and is the second  largest  life
insurance  company  in the  United  States  in terms of  total  assets.  MetLife
provides a wide range of  insurance  and  investment  products  and  services to
individuals  and groups and is the leader  among  United  States life  insurance
companies in terms of total life insurance in force.  MetLife and its affiliates
provide insurance or other financial services to approximately 36 million people
worldwide.

Nvest Companies is a holding company offering a broad array of investment styles
across a wide range of asset categories through thirteen subsidiaries, divisions
and  affiliates  offering a wide array of  investment  styles  and  products  to
institutional  clients. Its business units, in addition to the Manager,  include
AEW Capital Management, L.P., Back Bay Advisors, L.P., Capital Growth Management
Limited Partnerships;  Greystone Partners; L.P. Harris Associates; L.P. Jurika &
Voyles,  L.P.,  Loomis,  Sayles & Company,  L.P., New England Funds, L.P., Nvest
Associates,  Inc., Snyder Capital Management, L.P., Vaughan, Nelson, Scarborough
& McCullough,  L.P., and Westpeak Investment Advisors,  L.P. These affiliates in
the  aggregate  are  investment  advisors  or  managers  to 80 other  registered
investment companies.

The recent  name change did not result in a change of control of the Manager and
has no  impact  upon  the  Manager's  performance  of its  responsibilities  and
obligations.

On July 17, 1998, the Board of Directors,  including a majority of the directors
who are not  interested  persons (as defined in the 1940 Act) of the Fund or the
Manager,  approved the annual continuance of the Investment  Management Contract
and extended the term to July 31, 1999. It is continued in force  thereafter for
successive  twelve-month  periods  beginning  each August 1,  provided that such
majority vote of the Fund's  outstanding  voting  securities or by a majority of
the  directors  who are not  parties to the  Investment  Management  Contract or
interested  persons  of any such  party,  by votes  cast in  person at a meeting
called for the purpose of voting on such matter.


                                       14
<PAGE>
Pursuant to the Investment  Management Contract,  the Manager manages the Fund's
portfolio of  securities  and makes  decisions  with respect to the purchase and
sale of investments, subject to the general control of the Board of Directors of
the Fund.

The Manager provides persons  satisfactory to the Board of Directors of the Fund
to serve as  officers  of the Fund.  Such  officers,  as well as  certain  other
employees and directors of the Fund,  may be directors or officers of NEIC,  the
sole  general  partner  of the  Manager,  or  employees  of the  Manager  or its
affiliates.

The Investment  Management Contract is terminable without penalty by the Fund on
sixty days'  written  notice  when  authorized  either by  majority  vote of its
outstanding  voting shares or by a vote of a majority of its Board of Directors,
or by the Manager on sixty days written notice, and will automatically terminate
in the event of its assignment. The Investment Management Contract provides that
in the absence of willful misfeasance, bad faith or gross negligence on the part
of the Manager,  or of reckless  disregard of its  obligations  thereunder,  the
Manager shall not be liable for any action or failure to act in accordance  with
its duties thereunder.

Under the Investment  Management Contract,  the Manager receives from the Fund a
fee (the  "Management  Fee") equal to .30% per annum of the Fund's average daily
net assets.  The fees are accrued  daily and paid monthly.  The Manager,  at its
discretion, may voluntarily waive all or a portion of the Management Fee.

Pursuant to the Administrative Services Contract with the Fund, the Manager also
performs clerical, accounting supervision,  office service and related functions
for the  Fund  and  provides  the  Fund  with  personnel  to (i)  supervise  the
performance of accounting related services by Investors Fiduciary Trust Company,
the Fund's  bookkeeping  or  recordkeeping  agent,  (ii) prepare  reports to and
filings with  regulatory  authorities,  and (iii) perform such other services as
the Fund may from time to time request of the Manager.  The personnel  rendering
such  services may be employees of the Manager,  of its  affiliates  or of other
organizations.  For its services under the Administrative Services Contract, the
Manager receives from the Fund a fee (the  "Administrative  Services Fee") equal
to .21% per annum of the Fund's average daily net assets.  For the Funds' fiscal
years  ended  January 31,  1999,  1998 and 1997,  the Manager  received a fee of
$364,904, $291,418and $252,612.

For the Fund's fiscal years ended January 31, 1999,  1998 and 1997, the fee paid
to the Manager under the Investment  Management Contract was $521,291,  $416,312
and $360,874, respectively, of which none was voluntarily waived. The Fund's net
assets at the close of business on January 31, 1999  totaled  $182,616,236.  The
Manager  may waive its rights to any portion of the  Management  Fee and may use
any portion of the Management Fee for purposes of shareholder and administrative
services and distribution of the Fund's shares.

The  Manager  at its  discretion  may waive its  rights  to any  portion  of the
Management Fee or the Administrative Services Fee and may use any portion of the
management  fee for  purposes of  shareholder  and  administrative  services and
distribution of the Fund's shares. There can be no assurance that such fees will
be waived in the future (see "Distribution and Service Plan" herein).

Investment management fees and operating expenses which are attributable to both
Classes  of the  Fund  will be  allocated  daily  to  each  Class  based  on the
percentage of outstanding shares at the end of the day.  Additional  shareholder
services  provided  by  Participating  Organizations  to  Class  A  shareholders
pursuant  to  the  Plan  shall  be  compensated  by  the  Distributor  from  its
shareholder  servicing  fee,  the Manager from its  Management  Fee and the Fund
itself.  Expenses  incurred  in the  distribution  of  Class  B  shares  and the
servicing of Class B shares shall be paid by the Manager.

Expense Limitation

The Manager has agreed,  pursuant to the Investment  Management  Contract,  (See
"Distribution and Service Plan" herein),  to reimburse the Fund for its expenses
(exclusive of interest,  taxes,  brokerage and extraordinary  expenses) which in
any year exceed the limits on  investment  company  expenses  prescribed  by any
state in which the Fund's shares are qualified for sale. For the purpose of this
obligation to reimburse  expenses,  the Fund's annual expenses are estimated and
accrued  daily,  and any  appropriate  estimated  payments  are  made to it on a
monthly basis.  Subject to the  obligations of the Manager to reimburse the Fund
for its excess expenses as described  above,  the Fund has, under the Investment
Management  Contract,  confirmed  its  obligation  for  payment of all its other
expenses.  This  includes all  operating  expenses,  taxes,  brokerage  fees and
commissions,  commitment fees, certain insurance premiums,  interest charges and
expenses of the custodian,  transfer agent and dividend disbursing agent's fees,
telecommunications  expenses,  auditing and legal  expenses,  bookkeeping  agent
fees,  costs of forming the  corporation and  maintaining  corporate  existence,
compensation of directors, officers and employees of the Fund and costs of other
personnel  performing  services for the Fund who are not officers of the Manager
or its  affiliates,  costs  of  investor  services,  shareholders'  reports  and
corporate  meetings,  SEC registration fees and expenses,  state securities laws
registration  fees and  expenses,  expenses of preparing and printing the Fund's
prospectus  for delivery to existing  shareholders  and of printing  application
forms for shareholder accounts,  and the fees and reimbursements  payable to

                                       15
<PAGE>
the Manager under the Investment  Management  Contract and the Distributor under
the Shareholder Servicing Agreement.

The Fund may  from  time to time  hire its own  employees  or  contract  to have
management   services  performed  by  third  parties  (including   Participating
Organizations) as discussed herein.  The management of the Fund intends to do so
whenever it appears  advantageous to the Fund. The Fund's expenses for employees
and for such services are among the expenses  subject to the expense  limitation
described above.

Distribution And Service Plan

The  Fund's  distributor  is  Reich  &  Tang  Distributors,   Inc.,  a  Delaware
corporation  with  principal  officers at 600 Fifth Avenue,  New York,  New York
10020.  Pursuant  to Rule 12b-1  under the 1940 Act,  the SEC  requires  that an
investment  company which bears any direct or indirect  expense of  distributing
its shares must do so only in accordance  with a plan permitted by the Rule. The
Fund's  Board of  Directors  has adopted a  distribution  and service  plan (the
"Plan")  and,  pursuant to the Plan,  the Fund has entered  into a  Distribution
Agreement and a Shareholder  Servicing Agreement (with respect to Class A shares
only) with Reich & Tang Distributors, Inc., (the "Distributor"),  as distributor
of the Fund's shares.

Effective  October 3, 1996,  a  majority  of the Fund's  Board of  Directors,
including  independent  directors,  approved  the  creation of a second class of
shares of the Fund's  outstanding  common stock.  In furtherance of this action,
the Board of  Directors  reclassified  the common stock of the Fund into Class A
and Class B shares.  The Class A shares will be offered to investors  who desire
certain additional  shareholder  services from Participating  Organizations that
are compensated by the Fund's Manager and Distributor for such services. For its
services under the Shareholder  Servicing Agreement (with respect to the Class A
shares  only),  the  Distributor  receives from the Fund a fee equal to .20% per
annum of the Fund's  average  daily net assets of the Class A shares of the Fund
(the "Shareholder Servicing Fee"). The fee is accrued daily and paid monthly and
any portion of the fee may be deemed to be used by the  Distributor for purposes
of distribution  of the Fund's Class A shares and for payments to  Participating
Organizations with respect to servicing their clients or customers who are Class
A  shareholders  of the Fund.  The Class B  shareholders  will not  receive  the
benefit of such services from Participating  Organizations and, therefore,  will
not be assessed a Shareholder Servicing Fee.

The following  information  applies only to the Class A shares of the Fund.  For
the Fund's  fiscal  year  ended  January  31,  1999,  the amount  payable to the
Distributor  under the Distribution  and Service Plan and Shareholder  Servicing
Agreement adopted thereunder  pursuant to Rule 12b-1 under the 1940 Act, totaled
$347,225,  none of which was  waived.  During the same  period,  the Manager and
Distributor  made payments under the plan totaling  $597,374,  of which $577,094
was paid to or on behalf of Participating  Organizations.  For the Fund's fiscal
year ended January 31, 1998,  the amount  payable to the  Distributor  under the
Distribution  and  Service  Plan and  Shareholder  Servicing  Agreement  adopted
thereunder pursuant to Rule 12b-1 under the 1940 Act, totaled $277,469,  none of
which was waived.  During the same  period,  the Manager  and  Distributor  made
payments under the plan totaling  $524,519,  of which $494,812 was paid to or on
behalf of Participating Organizations.  For the Fund's fiscal year ended January
31, 1997,  the amount  payable to the  Distributor  under the  Distribution  and
Service Plan and Shareholder  Servicing Agreement adopted thereunder pursuant to
Rule  12b-1  under the 1940 Act,  totaled  $240,579,  none of which was  waived.
During the same period, the Manager and Distributor made payments under the plan
totaling  $485,247,  of which $430,874 was paid to or on behalf of Participating
Organizations.  The  excess  of  such  payments  over  the  total  payments  the
Distributor  received from the Fund under the Plan represents  distribution  and
servicing  expenses  funded by the Manager from its own resources  including the
management  fee. For the fiscal year ended  January 31,  1999,  the total amount
spent  pursuant to the Plan for Class A shares was .34% of the average daily net
assets of the Fund,  of which .20% of the  average  daily net assets was paid by
the Fund to the Distributor, pursuant to the Shareholder Servicing Agreement and
an amount  representing  .14% was paid by the  Manager  (which  may be deemed an
indirect payment by the Fund).

Under the Distribution  Agreement,  the Distributor,  for nominal  consideration
(i.e., $1.00) and as agent for the Fund, will solicit orders for the purchase of
the Fund's  shares,  provided  that any  subscriptions  and  orders  will not be
binding on the Fund until accepted by the Fund as principal.

The Plan and the Shareholder  Servicing  Agreement  provide that, in addition to
the  Shareholder  Servicing  Fee,  the Fund will pay for (i)  telecommunications
expenses,  including the cost of dedicated lines and CRT terminals,  incurred by
the   Participating   Organizations   and  Distributor  in  carrying  out  their
obligations under the Shareholder  Servicing Agreement with respect to the Class
A shares and (ii)  preparing,  printing and delivering the Fund's  prospectus to
existing  shareholders  of the  Fund and  preparing  and  printing  subscription
application forms for shareholder accounts.

The Plan  provides that the Manager may make payments from time to time from its
own resources,  which may include the  management  fee, and past profits for the
following  purposes:  (i) to  defray  the costs of,  and to  compensate  

                                       16
<PAGE>
others,  including  Participating  Organizations  with whom the  Distributor has
entered into written agreements for performing shareholder servicing and related
administrative  functions  on behalf of the Class A shares of the Fund,  (ii) to
compensate  certain  Participating  Organizations  for  providing  assistance in
distributing  the  Fund's  shares,  and (iii) to pay the costs of  printing  and
distributing the Fund's prospectus to prospective  investors,  and to defray the
cost  of the  preparation  and  printing  of  brochures  and  other  promotional
materials,   mailings  to  prospective  shareholders,   advertising,  and  other
promotional  activities,  including  the salaries  and/or  commissions  of sales
personnel  in  connection  with  the  distribution  of the  Fund's  shares.  The
Distributor  may also make  payments  from time to time from its own  resources,
which may include the  Shareholder  Servicing Fee with respect to Class A shares
and past  profits  for the  purpose  enumerated  in (i) above.  The  Distributor
determines the amount of such payments made pursuant to the Plan,  provided that
such  payments will not increase the amount which the Fund is required to pay to
the  Manager  or the  Distributor  for any  fiscal  year  under  the  Investment
Management  Contract or the Shareholder  Servicing  Agreement in effect for that
year.

In  accordance  with the Rule,  the Plan  provides  that all written  agreements
relating to the Plan entered into between either the Fund or the Distributor and
Participating   Organizations  or  other   organizations   must  be  in  a  form
satisfactory  to the Fund's Board of Directors.  In addition,  the Plan requires
the Fund and the  Distributor to prepare,  at least  quarterly,  written reports
setting forth all amounts expended for distribution purposes by the Fund and the
Distributor pursuant to the Plan and identifying the distribution activities for
which those expenditures were made.

The Plan was most  recently  approved  on January 21, 1999 to continue in effect
for one year. Thereafter it may continue in effect for successive annual periods
commencing January 22, provided it is approved by the Class A shareholders or by
the Board of  Directors.  This  includes a  majority  of  directors  who are not
interested  persons of the Fund and who have no direct or  indirect  interest in
the  operation of the Plan or in the  agreements  related to the Plan.  The Plan
further  provides  that it may not be amended to increase  materially  the costs
which may be spent by the Fund for  distribution  pursuant  to the Plan  without
Class A shareholder approval, and the other material amendments must be approved
by the directors in the manner described in the preceding sentence. The Plan may
be terminated at any time by a vote of a majority of the disinterested directors
of the Fund or the Fund's Class A shareholders.

Custodian And Transfer Agent

Investors  Fiduciary  Trust Company,  801  Pennsylvania,  Kansas City,  Missouri
64105, is custodian for the Fund's cash and  securities.  Reich & Tang Services,
Inc., an affiliate of the Fund's Manager, located at 600 Fifth Avenue, New York,
NY 10020, is transfer agent and dividend agent for the shares of the Fund. State
Street Bank and Trust Company, P.O. Box 9021, Boston,  Massachusetts  02205-9827
is the registrar, transfer agent and dividend disbursing agent for the Evergreen
Shares of the Fund.  DST  Systems,  Inc.,  127 West 10th  Street,  Kansas  City,
Missouri  64105 is transfer  agent and dividend  disbursing  agent for the Chase
Vista Select shares of the Fund. The custodian and transfer agents do not assist
in, and are not responsible for,  investment  decisions  involving assets of the
Fund.

Counsel and Auditors

Legal matters in connection with the issuance of shares of stock of the Fund are
passed upon by Battle Fowler LLP, 75 East 55th Street, New York, New York 10022.
Matters in connection  with  Connecticut  law are passed upon by Day,  Berry and
Howard LLP, Cityplace, Hartford, Connecticut 06103.

McGladrey & Pullen, LLP, 555 Fifth Avenue, New York, New York 10017, independent
certified public accountants, have been selected as auditors for the Fund.

VI.  BROKERAGE ALLOCATION AND OTHER PRACTICES

The Fund's  purchases  and sales of portfolio  securities  usually are principal
transactions.  Portfolio  securities  are normally  purchased  directly from the
issuer,  from banks and financial  institutions or from an underwriter or market
maker for the securities.  There usually are no brokerage  commissions  paid for
such purchases.  The Fund has paid no brokerage commissions since its formation.
Any transaction for which the Fund pays a brokerage  commission will be effected
at the best price and execution  available.  Thus, the Fund will select a broker
for such a transaction  based upon which broker can effect the trade at the best
price  and  execution  available.   Purchases  from  underwriters  of  portfolio
securities  include  a  commission  or  concession  paid  by the  issuer  to the
underwriter,  and purchases  from dealers  serving as market makers  include the
spread  between  the bid and  asked  price.  The  Fund  purchases  Participation
Certificates in variable rate Municipal  Obligations  with a demand feature from
banks or other financial institutions at a negotiated yield to the Fund based on
the applicable  interest rate  adjustment  index for the security.  The interest
received  by the Fund is net of a fee  charged by the  issuing  institution  for
servicing the underlying  obligation and issuing the Participation  Certificate,
letter of credit,  guarantee or insurance and  providing  the demand  repurchase
feature.

                                       17
<PAGE>
Allocation of  transactions,  including their  frequency,  to various dealers is
determined  by the Manager in its best  judgment  and in a manner  deemed in the
best  interest  of  shareholders  of the Fund rather  than by any  formula.  The
primary  consideration  is prompt  execution of orders in an effective manner at
the most favorable price. No preference in purchasing  portfolio securities will
be given to banks or dealers that are Participating Organizations.

Investment  decisions  for the Fund are made  independently  from  those for any
other  investment  companies  or accounts  that may be or become  managed by the
Manager or its affiliates.  If, however, the Fund and other investment companies
or accounts managed by the Manager are simultaneously engaged in the purchase or
sale of the same  security,  the  transactions  may be  averaged as to price and
allocated  equitably to each account. In some cases, this policy might adversely
affect  the  price  paid or  received  by the Fund or the  size of the  position
obtainable  for the  Fund.  In  addition,  when  purchases  or sales of the same
security for the Fund and for other investment  companies managed by the Manager
occur contemporaneously,  the purchase or sale orders may be aggregated in order
to obtain any price  advantage  available to large  denomination  purchasers  or
sellers.

No portfolio transactions are executed with the Manager or its affiliates acting
as  principal.  In  addition,  the  Fund  will  not  buy  bankers'  acceptances,
certificates of deposit or commercial paper from the Manager or its affiliates.

VII.  CAPITAL STOCK AND OTHER SECURITIES

The  authorized  capital stock of the Fund consists of twenty  billion shares of
stock having a par value of one tenth of one cent ($.001) per share.  The Fund's
Board of Directors is authorized  to divide the shares into  separate  series of
stock,  one for each of the  portfolios  that may be created.  Each share of any
series of shares when issued has equal  dividend,  distribution  and liquidation
rights within the series for which it was issued and each  fractional  share has
those  rights  in  proportion  to  the  percentage  that  the  fractional  share
represents of a whole share.  Shares of all series have identical voting rights,
except  where,  by law,  certain  matters  must be approved by a majority of the
shares of the unaffected  series.  Shares will be voted in the aggregate.  There
are no  conversion or  preemptive  rights in  connection  with any shares of the
Fund. All shares, when issued in accordance with the terms of the offering, will
be fully paid and  nonassessable.  Shares are redeemable at net asset value,  at
the option of the shareholder. The Fund is subdivided into two classes of common
stock,  Class A and Class B. Each  share,  regardless  of class,  represents  an
interest  in the  same  portfolio  of  investments  and  has  identical  voting,
dividend,  liquidation  and other  rights,  preferences,  powers,  restrictions,
limitations, qualifications,  designations and terms and conditions, except: (i)
the Class A and Class B shares have different class designations,  (ii) only the
Class  A  shares  are  assessed  a  service  fee  pursuant  to  the  Rule  12b-1
Distribution and Service Plan of the Fund of .20% of the Class A shares' average
daily net assets,  (iii) only the holders of the Class A shares are  entitled to
vote on matters  pertaining to the Plan and any related agreements in accordance
with  provisions  of  Rule  12b-1,  and  (iv)  the  exchange  privilege  permits
stockholders  to exchange  their  shares only for shares of the same class of an
investment  company that participates on an exchange  privilege program with the
Fund. Payments that are made under the Plan will be calculated and charged daily
to the  appropriate  class prior to determining  daily net asset value per share
and dividends/distributions.

Under its Articles of  Incorporation,  the Fund has the right to redeem for cash
shares of stock owned by any  shareholder to the extent and at such times as the
Fund's Board of Directors  determines to be necessary or  appropriate to prevent
an undue concentration of stock ownership which would cause the Fund to become a
"personal holding company" for Federal income tax purposes.  In this regard, the
Fund may also exercise its right to reject purchase orders.

The shares of the Fund have non-cumulative  voting rights,  which means that the
holders of more than 50% of the shares  outstanding  voting for the  election of
directors  can elect 100% of the  directors  if the holders  choose to do so. In
that event,  the holders of the  remaining  shares will not be able to elect any
person or persons to the Board of Directors. Unless specifically requested by an
investor, the Fund will not issue certificates evidencing Fund shares.

As a general  matter,  the Fund will not hold  annual or other  meetings  of the
Fund's shareholders.  This is because the By-laws of the Fund provide for annual
or special  meetings  only (i) for the election (or  re-election)  of directors,
(ii) for approval of the revised investment advisory contracts with respect to a
particular  class  or  series  of  stock,  (iii)  for  approval  of  the  Fund's
distribution  agreement  with respect to a particular  class or series of stock,
and (iv) upon the written request of shareholders entitled to cast not less than
25% of all the  votes  entitled  to be cast at such  meeting.  Annual  and other
meetings may be required with respect to such additional matters relating to the
Fund  as may be  required  by the  1940  Act,  including  the  removal  of  Fund
director(s) and communication among  shareholders,  any registration of the Fund
with  the SEC or any  state,  or as the  Directors  may  consider  necessary  or
desirable.  Each Director  serves until his successor is elected or qualified or
until such Director sooner dies,  resigns,  retires or is removed by the vote of
the shareholders.


                                       18
<PAGE>
VIII.  PURCHASE, REDEMPTION AND PRICING OF SHARES

The  material  relating  to  the  purchase  and  redemption  of  shares  in  the
prospectuses  for  each  Class of  shares  offered  is  hereby  incorporated  by
reference.

Net Asset Value

The Fund does not  determine  net asset value per share of each Class on any day
in which the New York Stock Exchange is closed for trading.  Those days include:
New Year's Day,  Martin  Luther  King Jr. Day,  President's  Day,  Good  Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving and Christmas.

The net asset value of the Fund's shares is  determined as of 12 noon,  New York
City time, on each Fund Business Day. The net asset value of a Class is computed
by dividing the value of the Fund's net assets for such Class  (i.e.,  the value
of its  securities  and other assets less its  liabilities,  including  expenses
payable or accrued but excluding  capital stock and surplus) by the total number
of shares outstanding for such Class.

The Fund's portfolio securities are valued at their amortized cost in compliance
with the  provisions of Rule 2a-7 under the 1940 Act.  Amortized  cost valuation
involves  valuing an instrument at its cost and  thereafter  assuming a constant
amortization  to maturity of any discount or premium.  If  fluctuating  interest
rates cause the market value of the Fund's portfolio to deviate more than 1/2 of
1% from the  value  determined  on the  basis of  amortized  cost,  the Board of
Directors will consider whether any action should be initiated,  as described in
the following  paragraph.  Although the amortized cost method provides certainty
in valuation,  it may result in periods  during which the value of an instrument
is higher or lower than the price an  investment  company  would  receive if the
instrument were sold.

The Fund's Board of Directors has established procedures to stabilize the Fund's
net asset value at $1.00 per share of each  Class.  These  procedures  include a
review of the extent of any  deviation  of net asset  value per share,  based on
available  market rates,  from the Fund's $1.00 amortized cost per share of each
Class.  Should that deviation  exceed 1/2 of 1%, the Board will consider whether
any action should be initiated to eliminate or reduce material dilution or other
unfair results to shareholders.  Such action may include redemption of shares in
kind,  selling portfolio  securities prior to maturity,  reducing or withholding
dividends  and  utilizing  a net asset  value per share as  determined  by using
available market  quotations.  The Fund will maintain a dollar-weighted  average
portfolio  maturity of 90 days or less,  will not purchase any instrument with a
remaining  maturity  greater than 397 days,  will limit  portfolio  investments,
including  repurchase  agreements,  to those  United  States  dollar-denominated
instruments that the Fund's Board of Directors determines present minimal credit
risks, and will comply with certain reporting and record keeping procedures. The
Fund has also established  procedures to ensure  compliance with the requirement
that portfolio securities are Eligible Securities. (See "Description of the Fund
and its Investments and Risks" herein.)

IX.  TAXATION OF THE FUND

Federal Income Taxes

The Fund has  elected  to  qualify  under  the Code as a  "regulated  investment
company" that distributes "exempt-interest dividends" and intends to continue to
qualify as long as  qualification  is in the best interests of its  shareholders
because  qualification  as a regulated  investment  company relieves the Fund of
liability for Federal income taxes to the extent its earnings are distributed in
accordance with the applicable provisions of the Code.

The Fund's policy is to  distribute as dividends  each year 100% and in no event
less than 90% of its net tax-exempt interest income.  Exempt-interest  dividends
are dividends paid by the Fund that are attributable to interest on obligations,
the  interest  on which is exempt  from  regular  Federal  income  tax,  and are
designated by the Fund as  exempt-interest  dividends in a written notice mailed
to the Fund's shareholders not later than 60 days after the close of its taxable
year. The percentage of the total  dividends paid by the Fund during any taxable
year  that  qualifies  as  exempt-interest  dividends  will be the  same for all
shareholders receiving dividends during the year.

Exempt-interest  dividends are excludable  from the Fund's  shareholders'  gross
income under  Section  103(a) of the Code,  although the amount of such interest
will have to be disclosed on the shareholder's  federal tax return.  However,  a
shareholder should consult tax advisors with respect to whether  exempt-interest
dividends retain the exclusion under Section 103 of the Code if such shareholder
will be treated as a "substantial user" or "related person" under Section 147(a)
of the Code with respect to some or all of the "private activity" bonds, if any,
held by the Fund. If a  shareholder  receives an  exempt-interest  dividend with
respect to any share and such  share has been held for six months or less,  then
any loss on the sale or exchange of such share will be  disallowed to the extent
of the amount of such exempt-interest  dividend. The Code provides that interest
on indebtedness incurred, or continued,  to purchase or carry certain tax-exempt
securities,  such as shares of the Fund,  is not  deductible.  Therefore,  among
other consequences,  a certain proportion of interest on indebtedness  incurred,
or  continued,  to purchase or carry  securities on margin may not be deductible
during the period an  investor  holds  shares of the Fund.  For Social  Security
recipients,  interest on tax-exempt bonds, including  exempt-interest  dividends
paid by the Fund,  is added to adjusted

                                       19
<PAGE>
gross income for purposes of computing  the amount of social  security  benefits
includible  in  gross  income.  The  amount  of  tax-exempt  interest  received,
including   exempt-interest   dividends   will  have  to  be  disclosed  on  the
shareholders'  Federal income tax returns.  Taxpayers are required to include as
an item of tax  preference for purposes of the Federal  alternative  minimum tax
all tax-exempt interest on "private activity" bonds (generally,  a bond issue in
which  more than 10% of the  proceeds  are used in a  non-governmental  trade or
business, other than Section 501(c)(3) bonds) issued after August 7, 1986. Thus,
this provision will apply to any portion of the  exempt-interest  dividends from
the Fund's assets that are  attributable to such private activity bonds less any
deductions  (not  allowable in a computing  Federal Income Tax) which would have
been  allowable if such interest were  includable in gross income.  Corporations
are required to increase their  alternative  minimum taxable income for purposes
of calculating their  alternative  minimum tax liability by 75% of the amount by
which the adjusted current earnings (which will include tax-exempt  interest) of
the  corporation  exceeds its  alternative  minimum  taxable income  (determined
without this item).  In addition,  in certain  cases,  Subchapter S corporations
with  accumulated  earnings and profits from Subchapter C years are subject to a
minimum tax on excess  "passive  investment  income," which includes  tax-exempt
interest.

Although not intended,  it is possible  that the Fund may realize  short-term or
long-term capital gains or losses from its portfolio transactions.  The Fund may
also  realize  short-term  or  long-term  capital  gains  upon the  maturity  or
disposition   of  securities   acquired  at  discounts   resulting  from  market
fluctuations.  Short-term  capital gains are taxable to shareholders as ordinary
income  when they are  distributed.  Any net  capital  gains (the  excess of net
realized long-term capital gain over net realized  short-term capital loss) will
be distributed  annually to the Fund's  shareholders.  The Fund will have no tax
liability  with respect to distributed  net capital gains and the  distributions
will be taxable to  shareholders  as long-term  capital gains  regardless of how
long the shareholders have held Fund shares.  However,  Fund shareholders who at
the time of such a net capital gain distribution have not held their Fund shares
for more than 6 months, and who subsequently  dispose of those shares at a loss,
are required to treat such loss as a long-term capital loss to the extent of the
net  capital  gain  distribution.  Distributions  of net  capital  gain  will be
designated as a "capital gain dividend" in a written notice mailed to the Fund's
shareholders  not later than 60 days after the close of the Fund's taxable year.
Capital gains realized by  corporations  are generally taxed at the same rate as
ordinary income.  Generally,  capital gains are taxable at a maximum rate of 20%
to non-corporate  shareholders who have a holding period of more than 12 months.
Corresponding  maximum rate rules apply with respect to capital gains  dividends
distributed  by the Fund,  without regard to the length of time shares have been
held by the shareholder.

The Fund intends to distribute at least 90% of its  investment  company  taxable
income (taxable income subject to certain adjustments exclusive of the excess of
net long-term  capital gain over net  short-term  capital loss) for each taxable
year.  These  distributions  will be taxable to shareholders as ordinary income.
The Fund will be subject to Federal income tax on any  undistributed  investment
company  taxable  income.  To the extent such income is  distributed  it will be
taxable to  shareholders  as ordinary  income.  Expenses paid or incurred by the
Fund  will be  allocated  between  tax-exempt  and  taxable  income  in the same
proportion as the amount of the Fund's  tax-exempt  income bears to the total of
such exempt income and its gross income  (excluding from gross income the excess
of capital gains over capital losses).  If the Fund does not distribute at least
98% of its ordinary  income and 98% of its capital gain net income for a taxable
year, the Fund will be subject to a nondeductible 4% excise tax on the excess of
such amounts over the amounts actually distributed.

If  a   shareholder   fails  to  provide  the  Fund  with  a  current   taxpayer
identification number, the Fund is generally required to withhold 31% of taxable
interest,  dividend payments,  and proceeds from the redemption of shares of the
Fund.

Dividends and  distributions  to shareholders are treated in the same manner for
Federal income tax purposes whether received in cash or reinvested in additional
shares of the Fund.

With respect to the variable rate demand  instruments,  including  Participation
Certificates  therein,  the Fund has  obtained  and is relying on the opinion of
Battle  Fowler  LLP,  counsel to the Fund,  that it will be treated  for Federal
income tax  purposes  as the owner of an interest  in the  underlying  Municipal
Obligations and the interest  thereon will be exempt from regular Federal income
taxes to the Fund and its  shareholders  to the same  extent as  interest on the
underlying  Municipal  Obligation.  Battle  Fowler LLP has  pointed out that the
Internal Revenue Service has announced that it will not ordinarily issue advance
rulings on the question of ownership of  securities or  participation  interests
therein  subject to a put and, as a result,  the  Internal  Revenue  Service can
reach a conclusion different from that reached by counsel.

In South  Carolina  v.  Baker,  the United  States  Supreme  Court held that the
Federal  government may  constitutionally  require states to register bonds they
issue  and  may  subject  the  interest  on such  bonds  to  Federal  tax if not
registered,  and that there is no constitutional prohibition against the Federal
government's  taxing the interest earned on state or other municipal  bonds. The
Supreme  Court  decision  affirms the  authority  of the Federal  government  to
regulate and control bonds such as Municipal Obligations and to tax the interest
on such bonds in the future. The decision does

                                       20
<PAGE>
not,  however,  affect the current exemption from regular income taxation of the
interest  earned on the Municipal  Obligations in accordance with Section 103 of
the Code.

From time to time, proposals have been introduced before Congress to restrict or
eliminate   the  Federal   income  tax   exemption  for  interest  on  Municipal
Obligations.  If such a proposal is  introduced  and enacted in the future,  the
ability of the Fund to pay exempt-interest  dividends will be adversely affected
and the Fund will reevaluate its investment  objective and policies and consider
changes in the structure.

Connecticut Income Taxes

The  designation  of all or a  portion  of a  dividend  paid  by the  Fund as an
"exempt-interest  dividend"  under the Code does not  necessarily  result in the
exemption  of such amount  from tax under the laws of any state or local  taxing
authority.  With  respect to  "exempt-interest  dividends"  that are paid by the
Fund, in the opinion of Day, Berry & Howard LLP, special Connecticut tax counsel
to the Fund,  exempt-interest  dividends  correctly  designated  as derived from
Connecticut  Municipal  Obligations  received by the Fund are not subject to the
Connecticut Personal Income Tax.

Exempt-interest  dividends  that  are not  derived  from  Connecticut  Municipal
Obligations and any other dividends of the Fund (including, if any, capital gain
dividends) are includible in the tax base for the  Connecticut  Personal  Income
Tax except that, in the case of taxpayers  holding shares of the Fund as capital
assets,  capital gain dividends derived from obligations  issued by or on behalf
of  the  State  of  Connecticut,  its  political  subdivisions,  or  any  public
instrumentality,  state or local  authority,  district or similar  public entity
created under Connecticut law are not subject to the tax.

Exempt-interest  dividends,  except  those  derived from  Connecticut  Municipal
Obligations,  are subject to the net  Connecticut  minimum tax.  Exempt-interest
dividends derived from Connecticut Municipal Obligations are not exempt from the
Connecticut Corporation Business Tax payable by companies taxed as corporations.

Shareholders  are  urged to  consult  their tax  advisors  with  respect  to the
treatment of distributions from the Fund in their own states and localities.

X.  UNDERWRITERS

The Fund sells and redeems its shares on a  continuing  basis at their net asset
value and does not impose a sales charge.  The  Distributor  does not receive an
underwriting   commission.   In  effecting   sales  of  Fund  shares  under  the
Distribution Agreement, the Distributor, for nominal consideration (i.e., $1.00)
and as agent  for the Fund,  solicits  orders  for the  purchase  of the  Fund's
shares,  provided that any  subscriptions and orders are not binding on the Fund
until accepted by the Fund as principal.

The Glass-Steagall Act and other applicable laws and regulations  prohibit banks
and other depository institutions from engaging in the business of underwriting,
selling or distributing most types of securities. In the opinion of the Manager,
however,  based on the  advice of  counsel,  these laws and  regulations  do not
prohibit  such  depository   institutions  from  providing  other  services  for
investment   companies   such  as  the   shareholder   servicing   and   related
administrative  functions  referred to above. The Fund's Board of Directors will
consider   appropriate   modifications  to  the  Fund's  operations,   including
discontinuance of any payments then being made under the Plan to banks and other
depository  institutions,  in the  event of any  future  change  in such laws or
regulations  which may affect the  ability of such  institutions  to provide the
above-mentioned  services.  It is not  anticipated  that the  discontinuance  of
payments to such an institution will result in loss to shareholders or change in
the Fund's net asset value. In addition, state securities laws on this issue may
differ from the  interpretations  of Federal law expressed  herein and banks and
financial  institutions may be required to register ad dealers pursuant to state
law.

XI.  CALCULATION OF PERFORMANCE DATA

The  Fund  calculates  a  seven-day  yield  quotation  using a  standard  method
prescribed by the rules of the SEC. Under that method,  the Fund's yield figure,
which is based on a chosen seven-day period, is computed as follows:  the Fund's
return for the  seven-day  period is obtained by dividing  the net change in the
value of a  hypothetical  account having a balance of one share at the beginning
of the  period by the  value of such  account  at the  beginning  of the  period
(expected to always be $1.00).  This is multiplied by (365/7) with the resulting
annualized figure carried to the nearest hundredth of one percent.  For purposes
of the foregoing  computation,  the  determination  of the net change in account
value  during the  seven-day  period  reflects  (i)  dividends  declared  on the
original  share  and  on any  additional  shares,  including  the  value  of any
additional  shares purchased with dividends paid on the original share, and (ii)
fees charged to all shareholder  accounts.  Realized capital gains or losses and
unrealized  appreciation or depreciation of the Fund's portfolio  securities are
not included in the computation.  Therefore,  annualized yields may be different
from effective yields quoted for the same period.


                                       21
<PAGE>
The Fund's  "effective  yield"  for each  Class is  obtained  by  adjusting  its
"current  yield"  to  give  effect  to the  compounding  nature  of  the  Fund's
portfolio,  as follows:  the  unannualized  base period return is compounded and
brought  out to the nearest  one  hundredth  of one percent by adding one to the
base  period  return,  raising the sum to a power equal to 365 divided by 7, and
subtracting one from the result,  i.e., effective yield = [(base period return +
1)365/7] - 1.

Although  published  yield  information  is useful to investors in reviewing the
Fund's  performance,  investors should be aware that the Fund's yield fluctuates
from day to day. The Fund's yield for any given period is not an indication,  or
representation  by the Fund,  of future  yields or rates of return on the Fund's
shares,  and may not provide a basis for comparison  with bank deposits or other
investments  that pay a fixed yield for a stated  period of time.  Investors who
purchase the Fund's shares directly may realize a higher yield than  Participant
Investors  because  they will not be subject to any fees or charges  that may be
imposed by Participating Organizations.

The Fund may from time to time advertise its tax equivalent  current yield.  The
tax  equivalent  yield for each  Class is  computed  based upon a 30-day (or one
month)  period ended on the date of the most recent  balance  sheet  included in
this  Statement  of  Additional  Information.  It is computed  by dividing  that
portion  of  the  yield  of the  Fund  (as  computed  pursuant  to the  formulae
previously  discussed) which is tax exempt by one minus a stated income tax rate
and adding the quotient to that  portion,  if any, of the yield of the Fund that
is not tax  exempt.  The tax  equivalent  yield for the Fund may also  fluctuate
daily and does not provide a basis for determining future yields.

The Fund may from time to time advertise a tax equivalent  effective yield table
which  shows  the  yield  that an  investor  needs  to  receive  from a  taxable
investment in order to equal a tax-free yield from the Fund.  This is calculated
by dividing that portion of the Fund's  effective  yield that is tax-exempt by 1
minus a stated income tax rate and adding the quotient to that portion,  if any,
of the Fund's  effective yield that is not tax-exempt.  See "Taxable  Equivalent
Yield Table" herein.

The Fund's Class A shares' yield for the seven day period ended January 31, 1999
was 2.13%,  which is equivalent to an effective yield of 2.15%. The Fund's Class
B shares' yield for the seven day period ended January 31, 1999 was 2.32%, which
is equivalent to an effective yield of 2.34%.

XII.  FINANCIAL STATEMENTS

The audited financial  statements for the Fund for the fiscal year ended January
31,  1999 and the  report  therein  of  McGladrey  &  Pullen,  LLP,  are  herein
incorporated  by reference to the Fund's  Annual  Report.  The Annual  Report is
available upon request and without charge.

                                       22
<PAGE>
DESCRIPTION OF RATINGS*

Description  of Moody's  Investors  Service,  Inc.'s Two Highest  Municipal Bond
Ratings:

Aaa: Bonds which are rated Aaa are judged to be of the best quality.  They carry
the smallest  degree of investment  risk and are generally  referred to as "gilt
edge." Interest payments are protected by a large or by an exceptionally  stable
margin and principal is secure. While the various protective elements are likely
to change,  such changes as can be  visualized  are most  unlikely to impair the
fundamentally strong position of such issues.

Aa: Bonds which are rated Aa are judged to be of high quality by all  standards.
Together with the Aaa group they comprise what are generally known as high grade
bonds.  They are rated lower than the best bonds  because  margins of protection
may not be as large as in Aaa securities,  or fluctuation of protective elements
may be of greater  amplitude,  or there may be other elements present which make
the long-term risks appear somewhat larger than in Aaa securities.

Con. ( c ) Bonds for which the security  depends upon the completion of some act
or the  fulfillment of some condition are rated  conditionally.  These are bonds
secured by (i)  earnings  of  projects  under  construction,  (ii)  earnings  of
projects  unseasoned  in operating  experience,  (iii)  rentals which begin when
facilities  are  completed,  or (iv)  payments  to  which  some  other  limiting
condition  attaches.  Parenthetical  rating denotes probable credit stature upon
completion of construction or elimination of basis of condition.

Description of Moody's  Investors  Service,  Inc.'s Two Highest Ratings of State
and Municipal Notes and Other Short-Term Loans:

Moody's  ratings for state and municipal  notes and other  short-term  loans are
designated Moody's Investment Grade ("MIG").  This distinction is in recognition
of the differences  between  short-term credit risk and long-term risk.  Factors
affecting  the  liquidity  of  the  borrower  are  uppermost  in  importance  in
short-term borrowing, while various factors of the first importance in bond risk
are of lesser importance in the short run. Symbols used are as follows:

MIG-1:  Loans bearing this designation are of the best quality,  enjoying strong
protection  from  established  cash flows of funds for their  servicing  or from
established and broad-based access to the market for refinancing, or both.

MIG-2:  Loans  bearing this  designation  are of high  quality,  with margins of
protection ample although not so large as in the preceding group.

Description of Standard & Poor's Rating Services Two Highest Debt Ratings:

AAA:  Debt  rated AAA has the  highest  rating  assigned  by  Standard & Poor's.
Capacity to pay interest and repay principal is extremely strong.

AA: Debt rated AA has a very strong capacity to pay interest and repay principal
and differs from the highest rated issues only to a small degree.

Plus ( + ) or Minus ( - ): The AA rating may be  modified  by the  addition of a
plus or minus sign to show relative standing within the AA rating category.

Provisional Ratings: The letter "p" indicates that the rating is provisional.  A
provisional  rating  assumes the  successful  completion  of the  project  being
financed  by the debt being rated and  indicates  that  payment of debt  service
requirements  is largely or entirely  dependent  upon the  successful and timely
completion of the project. This rating, however, while addressing credit quality
subsequent to completion of the project,  makes no comment on the likelihood of,
or the risk of default upon  failure of, such  completion.  The investor  should
exercise his own judgment with respect to such likelihood and risk.

Standard & Poor's does not provide ratings for state and municipal notes.

Description of Standard & Poor's Rating  Services Two Highest  Commercial  Paper
Ratings:

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

A-1:  This  designation  indicates  that the degree of safety  regarding  timely
payment is either  overwhelming  or very  strong.  Those  issues  determined  to
possess overwhelming safety characteristics will be denoted with a plus (+) sign
designation.

A-2:  Capacity  for timely  payment on issues with this  designation  is strong.
However,  the relative degree of safety is not as high as for issues  designated
A-1.

Description of Moody's Investors  Service,  Inc.'s Two Highest  Commercial Paper
Ratings:

Moody's employs the following designations,  both judged to be investment grade,
to indicate the relative  repayment capacity of rated issues:  Prime-1,  highest
quality; Prime-2, higher quality.

- --------------------------------------
* As described by the rating agencies.


                                       23
<PAGE>

                        CORPORATE EQUIVALENT YIELD TABLE
                (Based on Tax Rates Effective until December 31, 1999)


<TABLE>
<CAPTION>
<S>                <C>         <C>         <C>           <C>           <C>            <C>             <C>               <C>

- ------------------------------------------------------------------------------------------------------------------------------------
                  1. If Your Taxable Income Bracket Is . . .
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- -------------
Corporate           $0-       $50,001-      $75,001-       $100,001-       $335,001-    $10,000,001-    $15,000,001-    $18,333,334
Return            50,000       75,000       100,000        335,000        10,000,000     15,000,000      18,333,333       and over
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- -------------
- ------------------------------------------------------------------------------------------------------------------------------------
                 2.  Then  Your  Combined   Income  Tax Bracket Is . . .
- ------------------------------------------------------------------------------------------------------------------------------------
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- -------------
Federal
Tax Rate             15.00%       25.00%         34.00%         39.00%         34.00%          35.00%          38.00%      35.00%
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- -------------
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- -------------
State
Tax Rate              8.50%        8.50%          8.50%          8.50%          8.50%           8.50%           8.50%       8.50%
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- -------------
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- -------------
Combined
Marginal
Tax Rate             22.23%       31.38%         39.61%         44.19%         39.61%          40.53%          43.27%      40.53%
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- -------------
- ------------------------------------------------------------------------------------------------------------------------------------
         3. Now Compare Your Tax Free Income Yields With Taxable Income Yields
- ------------------------------------------------------------------------------------------------------------------------------------
- ---------------------- -------------------------------------------------------------------------------------------------------------
Tax Exempt                       Equivalent Taxable Investment Yield
Yield                             Requires to Match Tax Exempt Yield
- ---------------------- -------------------------------------------------------------------------------------------------------------
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- -------------
     2.00%         2.57%           2.91%          3.31%          3.58%          3.31%           3.36%           3.53%       3.36%
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- -------------
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- -------------
     2.50%         3.21%           3.64%          4.14%          4.48%          4.14%           4.20%           4.41%       4.20%
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- ------------
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- -----------
     3.00%         3.86%           4.37%          4.97%          5.37%          4.97%           5.04%           5.29%       5.04%
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- ----------
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- ------------
     3.50%         4.50%           5.10%          5.80%          6.27%          5.80%           5.88%           6.17%       5.88%
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- -----------
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- ------------
     4.00%         5.14%           5.83%          6.62%          7.17%          6.62%           6.73%           7.05%       6.73%
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- -----------
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- -----------
     4.50%         5.79%           6.56%          7.45%          8.06%          7.45%           7.57%           7.93%        7.57%
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- -----------
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- ------------
     5.00%         6.43%           7.29%          8.28%          8.96%          8.28%           8.41%           8.81%        8.41%
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- ------------
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- ------------
     5.50%         7.07%           8.01%          9.11%          9.85%          9.11%           9.25%           9.70%        9.25%
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- ------------
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- ------------
     6.00%         7.71%           8.74%          9.94%         10.75%          9.94%          10.09%          10.58%        10.09%
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- ------------
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- ------------
     6.50%         8.36%           9.47%         10.76%         11.65%         10.76%          10.93%          11.46%        10.93%
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- ------------
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- ------------
     7.00%         9.00%          10.20%         11.59%         12.54%         11.59%          11.77%          12.34%        11.77%
- ---------------- ----------- ------------ -------------- -------------- -------------- --------------- --------------- ------------
</TABLE>

To use this chart, find the applicable level of taxable income based on your tax
filing  status in section one.  Then read down to section two to determine  your
combined tax bracket and, in section three, to see the equivalent taxable yields
for each of the tax free income yields given.


                                       24
<PAGE>
                          TAXABLE EQUIVALENT YIELD TABLE
              (Based on Tax Rates Effective until December 31, 1999)

<TABLE>
<CAPTION>
<S>     <C>                <C>           <C>           <C>          <C>           <C>           <C>            <C>

- ------------------------------------------------------------------------------------------------------------------------------
                        1. If Your Taxable Income Bracket Is . . .
- ---------------------- ----------------- ---------------- ---------------- ------------------- --------------- ---------------
Single                      $0-          $10,001-      $25,751-     $62,451-      $130,250-     $283,151
Return                     10,000         25,750        62,450       130,250       283,150       and over
- ---------------------- ----------------- ---------------- ---------------- ------------------- --------------- ---------------
- ---------------------- ----------------- ---------------- ---------------- ------------------- --------------- ---------------
Joint                       $0-          $20,001-      $43,051-     $104,051-     $158,551-      $283,151
Return                     20,000         43,050        104,050      158,551       283,150       and over
- ---------------------- ----------------- ---------------- ---------------- ------------------- --------------- ---------------
- ------------------------------------------------------------------------------------------------------------------------------
                  2. Then Your Combined  Income Tax Rate Is. . .
- ------------------------------------------------------------------------------------------------------------------------------
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
Federal
Tax Rate                   15.00%            15.00%            28.00%           31.00%          36.00%            39.60%
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
State
Tax Rate                    3.00%             4.50%             4.50%            4.50%           4.50%             4.50%
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
Combined
Tax Rate                   17.55%            18.83%             31.24%          34.11%          38.88%            42.32%
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
- ------------------------------------------------------------------------------------------------------------------------------
                                         3. Now Compare Your Tax Free Income Yields
                                                 With Taxable Income Yields
- ------------------------------------------------------------------------------------------------------------------------------
- ---------------------- -------------------------------------------------------------------------------------------------------
     Tax Exempt                                           Equivalent Taxable Investment Yield
        Yield                                             Required to Match Tax Exempt Yield
- ---------------------- -------------------------------------------------------------------------------------------------------
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
        2.00%               2.43%            2.46%                 2.91%           3.04%             3.27%            3.47%
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
        2.50%               3.03%            3.08%                 3.64%           3.79%             4.09%            4.33%
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
        3.00%               3.64%            3.70%                 4.36%           4.55%             4.91%            5.20%
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
        3.50%               4.24%            4.31%                 5.09%           5.31%             5.73%            6.07%
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
        4.00%               4.85%            4.93%                 5.82%           6.07%             6.54%            6.93%
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
        4.50%               5.46%            5.54%                 6.54%           6.83%             7.36%            7.80%
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
        5.00%               6.06%            6.16%                 7.27%           7.59%             8.18%            8.67%
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
        6.00%               7.28%            7.39%                 8.73%           9.11%             9.82%           10.40%
- --------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
        6.50%               7.88%            8.01%                 9.45%           9.86%            10.63%           11.27%
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
        7.00%               8.49%            8.62%                10.18%          10.62%            11.45%           12.14%
- ---------------------- ----------------- ---------------- ----------------- --------------- ---------------- -----------------
</TABLE>

           To use this chart,  find the applicable level of taxable income based
on your tax filing  status in  section  one.  Then read down to  section  two to
determine your combined tax bracket and, in section three, to see the equivalent
taxable yields for each of the tax free income yields given.

* As described by the rating agencies.


                                       25
<PAGE>

<PAGE>

                                     PART C
                                OTHER INFORMATION


Item 23. Exhibits.


     *(a) Articles of Incorporation, as amended, of the Registrant.

     *(b) By-Laws of the Registrant.

     *(c) Form of  certificate  for shares of Common Stock,  par value $.001 per
          share, of the Registrant.

    **(d) Form of Investment  Management  Contract  between the  Registrant  and
          Reich & Tang Asset Management L.P.

     *(e) Form of Distribution Agreement between the Registrant and Reich & Tang
          Distributors, Inc.

      (f) Not applicable.

     *(g) Custody Agreement between the Registrant and Investors Fiduciary Trust
          Company.

     *(h) Administrative  Services Contract between  Registrant and Reich & Tang
          Asset Management L.P.





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

*    Filed with Post-Effective  Amendment No. 23 to said Registration  Statement
     filed on May 29, 1998, and incorporated by reference herein.

**   Filed with Post-Effective  Amendment No. 22 to said Registration  Statement
     filed on May 29, 1997, and incorporated by reference herein.






                                       C-1


<PAGE>



     *(i) Opinion of Battle  Fowler  LLP as to the  legality  of the  securities
          being registered, including their consent to the filing thereof and to
          the use of their name under the headings  "Federal  Income  Taxes" and
          "Counsel and Auditors" in the Prospectus.

     (j)  Consent of Independent Auditors.

     (k)  Audited Financial  Statements,  for fiscal year ended January 31, 1999
          (filed with Annual Report incorporated by reference herein).

    *(l)  Written assurance of Reich & Tang, Inc. that its purchase of shares of
          the  registrant  was  for  investment  purposes  without  any  present
          intention of redeeming or reselling.

   *(m.1) Form of  Distribution  and Service Plan pursuant to Rule 12b-1 under
          the Investment Company Act of 1940.

   *(m.2) Form of Shareholder  Servicing  Agreement between the Registrant and
          Reich & Tang Distributors, Inc.

    (m.3) Form of  Distribution  Agreement  between the  Registrant and Reich &
          Tang Distributors, Inc. filed herein as Exhibit e.

     (n)  Financial Data Schedule (for Edgar Filing only).

     (o)  Rule  18f-3  Plan for  Multi-Class  (filed  on  November  5, 1997 with
          Post-Effective  Amendment  No. 2 to Virginia  Daily  Municipal  Income
          Fund, Inc. (file no. 33-90538) Registration Statement and incorporated
          herein by reference.

     *(p) Power of Attorney of  Principal  Officers  and  Directors of Daily Tax
          Free Income Fund, Inc.



Item 24.      Persons controlled by or Under Common Control with the Fund.

              None.


Item 25.      Indemnification.

     Registrant  incorporates  herein by  reference  the  response to Item 25 of
Registration Statement filed with the Commission on May 13, 1985.



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

*    Filed with Post-Effective  Amendment No. 23 to said Registration  Statement
     filed on May 29, 1998, and incorporated by reference herein.



                                       C-2


<PAGE>


Item 26. Indemnification.

     Registrant  incorporates  herein by  reference  the  response to Item 26 of
Registration Statement filed with the Commission on May 13, 1985.


Item 27. Business and Other Connections of Investment Advisor.

     The description of Reich & Tang Asset  Management  L.P.  ("RTAM") under the
caption  "Management,  Organization and Capital Structure" in the Prospectus and
"Management of the Fund" in the Statement of Additional Information constituting
parts A and B,  respectively,  of this  Post-Effective  Amendment  No. 24 to the
Registration Statement are incorporated herein by reference.

         Effective January 1, 1998, NEIC Operating Partnership,  L.P. ("NEICOP")
was the limited  partner and owner of a 99.5% interest in the Manager  replacing
New England  Investment  Companies,  L.P.  ("NEICLP") as the limited partner and
owner of such  interest  in the Manager  due to a  restructuring  by New England
Investment  Companies,  Inc.  ("NEIC").  Subsequently,  effective March 31, 1998
Nvest Companies,  L.P.  ("Nvest  Companies") due to a change in the name NEICOP,
replaces  NEICOP as the  limited  partner  and owner of a 99.5%  interest in the
manager.  Reich  &  Tang  Asset  Management,   Inc.  (an  indirect  wholly-owned
subsidiary  of Nvest  Companies)  is the sole  general  partner and owner of the
remaining .5% interest of the Manager.  Nvest Corporation (formerly known as New
England Investment  Companies Inc.) a Massachusetts  corporation,  serves as the
managing general partner of Nvest Companies.

     Reich  &  Tang  Asset  Management,   Inc.  is  an  indirect  subsidiary  of
Metropolitan Life Insurance Company ("MetLife"). MetLife directly and indirectly
owns  approximately  47% of  the  outstanding  partnership  interests  of  Nvest
Companies,  and may be deemed a  "controlling  person" of the  Manager.  Reich &
Tang,  Inc. owns directly and indirectly  approximately  13% of the  outstanding
partnership interests of Nvest Companies.

     Registrant's  investment advisor,  Reich & Tang Asset Management L.P., is a
registered  investment advisor.  Reich & Tang Asset Management L.P.'s investment
advisory clients include  California  Daily Tax Free Income Fund, Inc.  Cortland
Trust,  Inc., Daily Tax Free Income Fund,  Inc.,  Florida Daily Municipal Income
Fund,  Institutional  Daily  Income Fund,  Michigan  Daily Tax Free Income Fund,
Inc.,  New Jersey Daily  Municipal  Income Fund,  Inc.,  New York Daily Tax Free
Income Fund,  Inc.,  North Carolina Daily Municipal Income Fund, Inc., Pax World
Money Market Fund,  Inc.,  Pennsylvania  Daily Municipal Income Fund, Short Term
Income Fund,  Inc., Tax Exempt  Proceeds Fund, Inc. and Virginia Daily Municipal
Income Fund, Inc.,  registered  investment  companies whose address is 600 Fifth
Avenue,  New York,  New York 10020,  which  invest  principally  in money market
instruments, Delafield Fund, Inc. and Reich & Tang Equity Fund, Inc., registered
investment  companies whose  addresses are 600 Fifth Avenue,  New York, New York
10020, which invests principally in equity securities. In addition, Reich & Tang
Asset  Management L.P. is the sole general partner of Alpha  Associates,  August
Associates,  Reich & Tang Minutus L.P.,  Reich & Tang Minutus II, L.P.,  Reich &
Tang Equity  Partnerships  L.P.  and Tucek  Partners  L.P.,  private  investment
partnerships organized as limited partnerships.

     Peter S. Voss,  President,  Chief Executive Officer and a Director of Nvest
Corporation  (formerly  New England  Investment  Companies,  Inc.) since October
1992,  Chairman of the Board of Nvest  Corporation  since December  1992,  Group
Executive  Vice  President,  Bank of America,  responsible  for the global asset
management  private  banking  businesses,  from  April  1992  to  October  1992,
Executive Vice President of Security  Pacific Bank, and Chief Executive  Officer
of Security Pacific Hoare Govett Companies a wholly-owned subsidiary of Security
Pacific Corporation,  from April 1988 to April 1992, Director of The New England
since March  1993,  Chairman of the Board of  Directors  of NEIC's  subsidiaries
other than Loomis, Sayles & Company, L.P. ("Loomis") and Back Bay Advisors, L.P.
("Back  Bay"),  where he  serves as a  Director,  and  Chairman  of the Board of
Trustees of all of the mutual funds in the TNE Fund Group and the Zenith  Funds.
G. Neil Ryland, Executive Vice President,  Treasurer and Chief Financial Officer
Nvest Corporation since July 1993,  Executive Vice President and Chief Financial
Officer of The Boston Company, a diversified financial services

                                       C-3

<PAGE>

company,  from March 1989 until July 1993, from September 1985 to December 1988,
Mr. Ryland was employed by Kenner Parker Toys, Inc. as Senior Vice President and
Chief Financial Officer. Edward N. Wadsworth,  Executive Vice President, General
Counsel,  Clerk and Secretary of Nvest  Corporation  since December 1989, Senior
Vice President and Associate  General Counsel of The New England from 1984 until
December 1992, and Secretary of Westpeak and Draycott and the Treasurer of Nvest
Corporation.  Lorraine  C.  Hysler has been  Secretary  of RTAM since July 1994,
Assistant  Secretary of NEIC since  September 1993, Vice President of the Mutual
Funds Group of NEICLP from September 1993 until July 1994, and Vice President of
Reich & Tang Mutual Funds since July 1994. Ms. Hysler joined Reich & Tang,  Inc.
in May 1977 and  served as  Secretary  from April  1987  until  September  1993.
Richard E. Smith, III has been a Director of RTAM since July 1994, President and
Chief Operating Officer of the Capital  Management Group of NEICLP from May 1994
until July 1994,  President and Director of RTAM since July 1994,  President and
Chief  Operating  Officer  of the Chief  Operating  Officer  of the Reich & Tang
Capital Management Group since July 1994,  Executive Vice President and Director
of Rhode Island  Hospital  Trust from March 1993 to May 1994,  President,  Chief
Executive  Officer and Director of USF&G Review  Management  Corp.  from January
1988 until  September  1992.  Steven W. Duff has been a  Director  of RTAM since
October 1994, President and Chief Executive Officer of Reich & Tang Mutual Funds
since August 1994,  Senior Vice  President of  NationsBank  from June 1981 until
August  1994,  Mr. Duff is  President  and a Director  of Back Bay Funds,  Inc.,
California Daily Tax Free Income Fund, Inc.,  Connecticut  Daily Tax Free Income
Fund, Inc.,  Cortland Trust,  Inc.,  Daily Tax Free Income Fund, Inc.,  Michigan
Daily Tax Free Income Fund,  Inc., New Jersey Daily Municipal Income Fund, Inc.,
New York Daily Tax Free Income Fund, Inc., North Carolina Daily Municipal Income
Fund,  Inc., Pax World Money Market Fund, Inc., Short Term Income Fund, Inc. and
Virginia  Daily  Municipal   Income  Fund,   Inc.,   President  and  Trustee  of
Institutional  Daily Municipal Income Fund,  Pennsylvania Daily Municipal Income
Fund,  President and Chief Executive  Officer of Tax Exempt Proceeds Fund, Inc.,
and Executive  Vice  President of Reich & Tang Equity Fund,  Inc.  Bernadette N.
Finn has been Vice  President/Compliance of RTAM since July 1994, Vice President
of Mutual Funds  Division of NEICLP from  September  1993 until July 1994,  Vice
President of Reich & Tang Mutual Funds since July 1994.  Ms. Finn joined Reich &
Tang,  Inc. in September  1970 and served as Vice  President from September 1982
until May 1987 and as Vice President and Assistant Secretary from May 1987 until
September 1993. Ms. Finn is also Secretary of Back Bay Funds,  Inc.,  California
Daily Tax Free Income Fund, Inc.,  Connecticut Daily Tax Free Income Fund, Inc.,
Cortland Trust,  Inc.,  Delafield Fund,  Inc., Daily Tax Free Income Fund, Inc.,
Institutional Daily Municipal Income Fund, Michigan Daily Tax Free Income Funds,
Inc.,  New Jersey Daily  Municipal  Income Fund,  Inc.,  New York Daily Tax Free
Income Fund,  Inc.,  North Carolina Daily Municipal Income Fund, Inc., Pax World
Money Market Fund,  Inc.,  Pennsylvania  Daily Municipal Income Fund, Tax Exempt
Proceeds  Fund,  Inc. and Virginia  Daily  Municipal  Income Fund,  Inc., a Vice
President and Secretary of Reich & Tang Equity Fund, Inc., and Short Term Income
Fund,  Inc.  Richard  DeSanctis  has been  Treasurer  of RTAM  since  July 1994,
Assistant  Treasurer of NEIC since  September  1993 and  Treasurer of the Mutual
Funds  Group of NEICLP from  September  1993 until July 1994,  Treasurer  of the
Reich & Tang Mutual Funds since July 1994.  Mr.  DeSanctis  joined Reich & Tang,
Inc. in  December  1990 and served as  Controller  of Reich & Tang,  Inc.,  from
January 1991 to September  1993.  Mr.  DeSanctis  is also  Treasurer  ofBack Bay
Funds, Inc., California Daily Tax Free Income Fund, Inc.,  Connecticut Daily Tax
Free Income Fund, Inc., Daily Tax Free Income Fund, Inc.,  Delafield Fund, Inc.,
Institutional  Daily Municipal Income Fund, Michigan Daily Tax Free Income Fund,
Inc.,  New Jersey Daily  Municipal  Income Fund,  Inc.,  New York Daily Tax Free
Income Fund,  Inc.,  North Carolina Daily Municipal Income Fund, Inc., Pax World
Money Market Fund, Inc.,  Pennsylvania Daily Municipal Income Fund, Reich & Tang
Equity Fund,  Inc., Short Term Income Fund, Inc., Tax Exempt Proceeds Fund, Inc.
and Virginia  Daily  Municipal  Income  Fund,  Inc.  and is Vice  President  and
Treasurer of Cortland Trust,  Inc.  Richard I. Weiner has been Vice President of
RTAM since July 1994, has been Vice President of NEIC since September 1993, Vice
President of the Capital Management Group of NEIC from September 1993 until July
1994, Vice President of Reich & Tang Asset  Management L.P.  Capital  Management
Group since July 1994.  Mr. Weiner joined Reich & Tang,  Inc. in August 1970 and
has served as a Vice President since  September  1982.  Rosanne Holtzer has been
Vice President of the Mutual Funds division of the Manager since December 1997.

                                       C-4


<PAGE>

Ms. Holtzer was formerly  Manager of Fund  Accounting for the Manager with which
she was  associated  with from June  1986,  in  addition  she is also  Assistant
Treasurer of Back Bay Funds, Inc.,  California Daily Tax Free Income Fund, Inc.,
Connecticut  Daily Tax Free Income Fund, Inc., Daily Tax Free Income Fund, Inc.,
Delafield Fund, Inc., Florida Daily Municipal Income Fund,  Institutional  Daily
Income  Fund,  Michigan  Daily Tax Free  Income  Fund,  Inc.,  New Jersey  Daily
Municipal  Income Fund,  Inc., New York Daily Tax Free Income Fund,  Inc., North
Carolina Daily Municipal  Income Fund,  Inc., Pax World Money Market Fund, Inc.,
Pennsylvania  Daily Municipal Income Fund, Reich & Tang Equity Fund, Inc., Short
Term Income Fund,  Inc.,  Tax Exempt  Proceeds  Fund,  Inc.  and Virginia  Daily
Municipal  Income Fund,  Inc. and is Vice  President and Assistant  Treasurer of
Cortland Trust, Inc.

Item 28. Principal Underwriters.

         (a) Reich & Tang Distributors,  Inc., the Registrant's distributor,  is
also  distributor  for Back Bay Funds,  Inc.,  California  Daily Tax Free Income
Fund, Inc.,  Cortland Trust,  Inc., Daily Tax Free Income Fund, Inc.,  Delafield
Fund,  Inc.,  Florida Daily Municipal  Income Fund,  Institutional  Daily Income
Fund,  Michigan  Daily Tax Free Income Fund,  Inc.,  New Jersey Daily  Municipal
Income Fund,  Inc.,  New York Daily Tax Free Income Fund,  Inc.,  North Carolina
Daily  Municipal   Income  Fund,  Inc.,  Pax  World  Money  Market  Fund,  Inc.,
Pennsylvania  Daily Municipal Income Fund, Reich & Tang Equity Fund, Inc., Short
Term Income Fund,  Inc.,  Tax Exempt  Proceeds  Fund,  Inc.  and Virginia  Daily
Municipal Income Fund, Inc.

         (b) The  following  are the  directors  and  officers  of  Reich & Tang
Distributors,  Inc.. The principal business address of Messrs. Voss, Ryland, and
Wadsworth is 399 Boylston  Street,  Boston,  Massachusetts  02116. For all other
persons,  the principal business address is 600 Fifth Avenue, New York, New York
10020.


                        Positions and Offices
                        With the General Partner     Positions and Offices
     Name               of the Distributor              With Registrant   
                        ------------------------     ---------------------

Peter S. Voss            Director                       None
G. Neal Ryland           Director                       None
Edward N. Wadsworth      Executive Officer              None
Richard E. Smith III     President and Director         Chairman
Steven W. Duff           Director                       Executive Vice President
Bernadette N. Finn       Vice President                 Secretary
Lorraine C. Hysler       Secretary                      None
Richard DeSanctis        Treasurer                      Treasurer
Richard I. Weiner        Vice President                 None
Rosanne Holtzer          Vice President                 Assistant Treasurer
Peter DeMarco            Executive Vice President       None

         (c)      Not applicable.


Item 28. Location of Accounts and Records.

         Accounts,  books and  other  documents  required  to be  maintained  by
Section 31(a) of the  Investment  Company Act of 1940 and the Rules  promulgated
thereunder are maintained in the physical possession of the Registrant; at Reich
& Tang Asset  Management  L.P., 600 Fifth Avenue,  New York, New York 10020, the
Registrant's  manager at Investors  Fiduciary Trust Company,  801  Pennsylvania,
Kansas City,  Missouri 64105,  the Registrant's  custodian;  and at Reich & Tang
Services,  Inc., 600 Fifth Avenue,  New York, New York 10020,  the  Registrant's
transfer agent and dividend disbursing agent.

                                       C-5

<PAGE>




Item 29. Management Services.

                  Not applicable.


Item 30. Undertakings.

         (a)      Not applicable.

         (b)      Not applicable.















                                       C-6


<PAGE>


                                   SIGNATURES


         Pursuant  to the  requirements  of the  Securities  Act of 1933 and the
Investment  Company Act of 1940, the  Registrant  certifies that it meets all of
the  requirements  for  effectiveness  of this  Post-Effective  Amendment to its
Registration  Statement pursuant to Rule 485(a) under the Securities Act of 1933
and has duly caused this Post-Effective  Amendment to its Registration Statement
to be signed on its behalf by the undersigned, thereunto duly authorized, in the
City of New York, and State of New York, on the 1st day of April, 1999.


                                    CONNECTICUT DAILY TAX FREE INCOME FUND, INC.



                                      By: /s/ Steven W. Duff       
                                      -----------------------------
                                           Steven W. Duff
                                           President


         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
Post-Effective  Amendment to the Registration Statement has been signed below by
the following persons in the capacities indicated below on April 1, 1999.


                  SIGNATURE                                      TITLE

(1)      Principal Executive
         Officer


         /s/Steven W. Duff                            
         -----------------
         Steven W. Duff                               President and Director


(2)      Principal Financial and
         Accounting Officer


         /s/Richard DeSanctis                        
        ---------------------
         Richard DeSanctis                            Treasurer


(3)      Majority of Directors


         /s/Steven W. Duff    
         ---------------------
          Steven W. Duff                               Director


         Dr. W. Giles Mellon        (Director)
         Dr. Yung Wong              (Director)
         Robert Straniere           (Director)


By:      /s/Bernadette N. Finn   
         ---------------------
         Bernadette N. Finn
         Attorney-in-Fact*

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

*    Filed with Post-Effective Amendment No. 23 to said Registration Statement
     filed on May 28, 1998, and incorporated by reference herein.



                                                            Exhibit j

                              McGLADREY & PULLEN L.L.P.
                   Certified Public Accountants & Consultants




                        CONSENT OF INDEPENDENT AUDITORS




     We hereby  consent to the use of our report dated  February 26, 1999, on 
the  financial  statements  of  Connecticut  Daily Tax Free  Income  Fund,  Inc.
referred  to therein,  which is  incorporated  by  reference  in  Post-Effective
Amendment No. 24 to the  Registration  Statement on Form N-1A, File No. 2-96456,
of
Connecticut  Daily Tax Free Income Fund,  Inc., as filed with the Securities and
Exchange Commission.

     We also consent to the  reference to our Firm in the  Prospectus  under the
caption  "Financial  Highlights" and in the Statement of Additional  Information
under the caption "Counsel and Auditors" and "Financial Statements".




                                             /s/McGLADREY & PULLEN, LLP
                                                McGladrey & Pullen, LLP




New York, New York
April 1, 1999




<TABLE> <S> <C>

<ARTICLE>           6
<LEGEND>
                    The  schedule   contains   summary   financial   information
                    extracted  from  the  financial  statements  and  supporting
                    schedules  as of the end of the most  current  period and is
                    qualified in its  entirety by  reference  to such  financial
                    statements.
</LEGEND>
<CIK>               0000764901
<NAME>              Connecticut Daily Tax Free Income Fund, Inc.
<SERIES>
<NUMBER>            1
<NAME>              CLASS A
       
<S>                               <C>    
<FISCAL-YEAR-END>             JAN-31-1999
<PERIOD-START>                FEB-01-1998
<PERIOD-END>                  JAN-31-1999
<PERIOD-TYPE>                 YEAR
<INVESTMENTS-AT-COST>         191958690
<INVESTMENTS-AT-VALUE>        191958690
<RECEIVABLES>                 1302197
<ASSETS-OTHER>                0
<OTHER-ITEMS-ASSETS>          0
<TOTAL-ASSETS>                193260887
<PAYABLE-FOR-SECURITIES>      4235508
<SENIOR-LONG-TERM-DEBT>       0
<OTHER-ITEMS-LIABILITIES>     6409143
<TOTAL-LIABILITIES>           10644651
<SENIOR-EQUITY>               0
<PAID-IN-CAPITAL-COMMON>      182623588
<SHARES-COMMON-STOCK>         182641898
<SHARES-COMMON-PRIOR>         167810297
<ACCUMULATED-NII-CURRENT>     0
<OVERDISTRIBUTION-NII>        0
<ACCUMULATED-NET-GAINS>       (7352)
<OVERDISTRIBUTION-GAINS>      0
<ACCUM-APPREC-OR-DEPREC>      0
<NET-ASSETS>                  182616236
<DIVIDEND-INCOME>             0
<INTEREST-INCOME>             5837087
<OTHER-INCOME>                0
<EXPENSES-NET>                1534855
<NET-INVESTMENT-INCOME>       4302232
<REALIZED-GAINS-CURRENT>      546
<APPREC-INCREASE-CURRENT>     0
<NET-CHANGE-FROM-OPS>         4302778
<EQUALIZATION>                0
<DISTRIBUTIONS-OF-INCOME>     4302232
<DISTRIBUTIONS-OF-GAINS>      0
<DISTRIBUTIONS-OTHER>         0
<NUMBER-OF-SHARES-SOLD>       325938134
<NUMBER-OF-SHARES-REDEEMED>   315502143
<SHARES-REINVESTED>           4395610
<NET-CHANGE-IN-ASSETS>        14832147
<ACCUMULATED-NII-PRIOR>       0
<ACCUMULATED-GAINS-PRIOR>     (7898)
<OVERDISTRIB-NII-PRIOR>       0
<OVERDIST-NET-GAINS-PRIOR>    0
<GROSS-ADVISORY-FEES>         521291
<INTEREST-EXPENSE>            0
<GROSS-EXPENSE>               1534855
<AVERAGE-NET-ASSETS>          174241033
<PER-SHARE-NAV-BEGIN>         1.00
<PER-SHARE-NII>               0.03
<PER-SHARE-GAIN-APPREC>       0
<PER-SHARE-DIVIDEND>          0.03
<PER-SHARE-DISTRIBUTIONS>     0
<RETURNS-OF-CAPITAL>          0
<PER-SHARE-NAV-END>           1.00
<EXPENSE-RATIO>               .88
<AVG-DEBT-OUTSTANDING>        0
<AVG-DEBT-PER-SHARE>          0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE>           6
<LEGEND>
                    The  schedule   contains   summary   financial   information
                    extracted  from  the  financial  statements  and  supporting
                    schedules  as of the end of the most  current  period and is
                    qualified in its  entirety by  reference  to such  financial
                    statements.
</LEGEND>
<CIK>               0000764901
<NAME>              Connecticut Daily Tax Free Income Fund, Inc.
<SERIES>
<NUMBER>            2
<NAME>              CLASS B
       
<S>                               <C>    
<FISCAL-YEAR-END>             JAN-31-1999
<PERIOD-START>                FEB-01-1998
<PERIOD-END>                  JAN-31-1999
<PERIOD-TYPE>                 YEAR
<INVESTMENTS-AT-COST>         191958690
<INVESTMENTS-AT-VALUE>        191958690
<RECEIVABLES>                 1302197
<ASSETS-OTHER>                0
<OTHER-ITEMS-ASSETS>          0
<TOTAL-ASSETS>                193260887
<PAYABLE-FOR-SECURITIES>      4235508
<SENIOR-LONG-TERM-DEBT>       0
<OTHER-ITEMS-LIABILITIES>     6409143
<TOTAL-LIABILITIES>           10644651
<SENIOR-EQUITY>               0
<PAID-IN-CAPITAL-COMMON>      182623588
<SHARES-COMMON-STOCK>         182641898
<SHARES-COMMON-PRIOR>         167810297
<ACCUMULATED-NII-CURRENT>     0
<OVERDISTRIBUTION-NII>        0
<ACCUMULATED-NET-GAINS>       (7352)
<OVERDISTRIBUTION-GAINS>      0
<ACCUM-APPREC-OR-DEPREC>      0
<NET-ASSETS>                  182616236
<DIVIDEND-INCOME>             0
<INTEREST-INCOME>             5837087
<OTHER-INCOME>                0
<EXPENSES-NET>                1534855
<NET-INVESTMENT-INCOME>       4302232
<REALIZED-GAINS-CURRENT>      546
<APPREC-INCREASE-CURRENT>     0
<NET-CHANGE-FROM-OPS>         4302778
<EQUALIZATION>                0
<DISTRIBUTIONS-OF-INCOME>     4302232
<DISTRIBUTIONS-OF-GAINS>      0
<DISTRIBUTIONS-OTHER>         0
<NUMBER-OF-SHARES-SOLD>       325938134
<NUMBER-OF-SHARES-REDEEMED>   315502143
<SHARES-REINVESTED>           4395610
<NET-CHANGE-IN-ASSETS>        14832147
<ACCUMULATED-NII-PRIOR>       0
<ACCUMULATED-GAINS-PRIOR>     (7898)
<OVERDISTRIB-NII-PRIOR>       0
<OVERDIST-NET-GAINS-PRIOR>    0
<GROSS-ADVISORY-FEES>         521291
<INTEREST-EXPENSE>            0
<GROSS-EXPENSE>               1534855
<AVERAGE-NET-ASSETS>          174241033
<PER-SHARE-NAV-BEGIN>         1.00
<PER-SHARE-NII>               0.03
<PER-SHARE-GAIN-APPREC>       0
<PER-SHARE-DIVIDEND>          0.03
<PER-SHARE-DISTRIBUTIONS>     0
<RETURNS-OF-CAPITAL>          0
<PER-SHARE-NAV-END>           1.00
<EXPENSE-RATIO>               .69
<AVG-DEBT-OUTSTANDING>        0
<AVG-DEBT-PER-SHARE>          0
        

</TABLE>


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