NEW ENGLAND FUNDS TRUST I
N-30D, 1996-03-12
Previous: NEW ENGLAND FUNDS TRUST I, N-30D, 1996-03-12
Next: NEW ENGLAND FUNDS TRUST I, N-30D, 1996-03-12




[LOGO]
NEW ENGLAND FUNDS
WHERE THE BEST MINDS MEET

ANNUAL REPORT AND PERFORMANCE UPDATE

NEW ENGLAND
MUNICIPAL
INCOME FUND
[ARTWORK APPEARS HERE]
DECEMBER 31, 1995
<PAGE>
January 31, 1996

DEAR SHAREHOLDER,
ItOs a real pleasure to present to you the 1995 Annual Report for  New
England  Municipal  Income Fund, containing your  portfolio  managerOs
commentary and complete financial information.

FAVORABLE ECONOMIC CONDITIONS IN 1995
In 1995 subdued economic growth with little or no inflation created  a
very  favorable backdrop for the bond and stock markets.    Long  term
interest  rates dipped on the positive inflation news, with the  yield
on  the  30-year Treasury bond falling to a low of 5.95% at year  end.
The  stock  market, fueled by lower interest rates and solid corporate
earnings growth, advanced 37.6%, as measured by the Standard &  PoorOs
500  Index,*  for  its  best showing since  1958.    In  July  and  in
December,  the  Federal  Reserve  Board  lowered  short  term   rates,
signaling  its  belief that the economy was indeed on a  path  towards
slow, non-inflationary growth.

NEW ENGLAND FUNDS - WHERE THE BEST MINDS MEET
Over this past year we launched our new corporate identity - Where the
Best  Minds Meet -which we believe reflects the essence of New England
Funds.  Our unique multiple adviser structure brings together some  of
the  best  investment  minds  in the business.   As  recent  examples,
consider  New  England Star Advisers Fund, managed by  four  prominent
equity  advisers, and New England Star Worldwide Fund, a  global  fund
introduced  this  January which builds off the Star Advisers  concept.
In  addition, last May we launched New England Strategic Income  Fund,
under  the  management  of  Dan Fuss of Loomis  Sayles.   One  of  the
industryOs  most respected managers, Dan Fuss was named  1995Os  OBond
Fund  Manager  of  the YearO by Morningstar for his  past  record  of
accomplishment in fund management at Loomis Sayles.**
*    Standard  &  PoorOs  500 is an unmanaged index  representing  500
     major companies, the majority of which are listed on the New York
     Stock Exchange.
**   Morningstar  is  a  third party, independent mutual  fund  rating
     service.

<PAGE>
NEW ENGLAND MUNICIPAL INCOME FUND

1995 DALBAR AWARD FOR SERVICE EXCELLENCE
Where  the  Best Minds Meet also refers to your financial adviser  and
all  the  people  at New England Funds who provide  you  with  quality
service.   We  are proud to report that in recognition of our  ongoing
quality  initiatives, New England Funds has been named a 1995  Quality
Tested  Service  Seal  Winner by DALBAR, an  independent  mutual  fund
service  rating company.  The coveted DALBAR award was given  to  only
seven  companies for Oproviding the highest tier of service excellence
in the mutual fund industry.O

OUTLOOK FOR 1996
Looking ahead, we believe interest rates are likely to remain flat  as
the  economy  continues  on its slow, steady, non-inflationary  growth
path.  While this scenario is extremely positive for the long term, it
is  unlikely  that  1996  will see a repeat  of  last  yearOs  stellar
performance.   At  this  time  itOs worth reiterating  that  long-term
investors  should  not focus on one yearOs performance.   Instead,  we
recommend  that  you review your asset allocation  program  with  your
financial adviser, then remain committed to that program to carry  out
its objectives.

We   believe   you  will  find  your  portfolio  managerOs  commentary
informative.   If you have any questions or comments,  please  contact
your financial representative or New England Funds directly at 800-225-
5478.  Also, please contact New England Funds for a prospectus on  any
of  the  funds  mentioned  above.  The prospectus  details  investment
objectives  and risks, as well as management fees and  expenses.   You
should read it carefully before investing or sending money.

Sincerely,

         /s/PETER S. VOSS      /s/HENRY L.P. SCHMELZER
         Peter S. Voss         Henry L.P. Schmelzer
                        Chairman                             President
<PAGE>
NEW ENGLAND MUNICIPAL INCOME FUND

INVESTMENT RESULTS THROUGH DECEMBER 31, 1995
Putting Performance into Perspective
The  graph  comparing  your FundOs performance to  a  benchmark  index
provides you with a general sense of how your Fund performed.  To  put
this  information  in  context, it may be helpful  to  understand  the
special differences between the two. Your FundOs total return for  the
period shown appears with and without sales charges and includes  Fund
expenses  and  management  fees.  A  securities  index  measures   the
performance  of a theoretical portfolio. Unlike a fund, the  index  is
unmanaged; there are no expenses that affect the results. In addition,
few  investors could purchase all of the securities necessary to match
the  index. And, if they could, they would incur transaction costs and
other expenses.

A $10,000 INVESTMENT IN CLASS A SHARES
[A  chart  in the form of a line graph appears here, illustrating  the
growth  of  a $10,000 investment in Class A Shares compared to  Lehman
Municipal Index(4) and the Cost of Living(5). The data points from the
graph are as follows:]

New England Municipal Income Fund - Net Asset Value(1)
Year                                                           Amount
- -----                                                          ------
1995                                                          $22,422
1994                                                          $19,126
1993                                                          $20,803
1992                                                          $18,467
1991                                                          $16,952
1990                                                          $15,191
1989                                                          $14,398
1988                                                          $13,119
1987                                                          $11,770
1986                                                          $12,125
12/31/84                                                      $10,000

New England Municipal Income Fund - With Maximum Sales Charge(2)
Year                                                           Amount
- -----                                                          ------
1995                                                          $21,413
1994                                                          $18,266
1993                                                          $19,867
1992                                                          $17,636
1991                                                          $16,189
1990                                                          $14,507
1989                                                          $13,750
1988                                                          $12,528
1987                                                          $11,240
1986                                                          $11,579
12/31/84                                                       $9,550

Lehman Municipal Index(4)
Year                                                           Amount
- -----                                                          ------
1995                                                          $24,203
1994                                                          $20,606
1993                                                          $21,729
1992                                                          $19,352
1991                                                          $17,786
1990                                                          $15,860
1989                                                          $14,782
1988                                                          $13,343
1987                                                          $12,112
1986                                                          $11,932
12/31/84                                                      $10,000

Cost of Living(5)
Year                                                           Amount
- -----                                                          ------
1995                                                          $14,055
1994                                                          $13,697
1993                                                          $13,340
1992                                                          $12,983
1991                                                          $12,617
1990                                                          $12,242
1989                                                          $11,537
1988                                                          $11,025
1987                                                          $10,558
1986                                                          $10,110
12/31/84                                                      $10,000

     This  illustration represents past performance of Class A  shares
     and   cannot  predict  future  results.  Investment  return   and
     principal value may vary, resulting in a gain or loss on the sale
     of shares. Class B share performance will be greater or less than
     that shown based on differences in inception date, fees and sales
     charges.  All  Index  and  Fund  performance  assumes  reinvested
     distributions.


<PAGE>
NEW ENGLAND MUNICIPAL INCOME FUND

AVERAGE ANNUAL TOTAL RETURNS AS OF 12/31/95*
<TABLE><CAPTION>
<S>                              <C>                <C>            <C>
CLASS A                       1 YEAR            5 YEARS       10 YEARS
Net Asset Value(1)            17.23%              8.09%          8.41%
With Max. Sales Charge(2)      12.00               7.10           7.92
Lipper General Muni. Average(6)16.84               8.48           8.62

CLASS B (INCEPTION 9/21/93)   1 YEAR    SINCE INCEPTION
Net Asset Value(1)            16.31%              3.10%
With CDSC(3)                   12.31               1.91
Lehman Municipal Index(4)      17.46               5.63
Lipper General Muni. Average(6)16.84               4.53

YIELDS AS OF 12/31/95*
                             CLASS A            CLASS B
SEC YIELD                      5.11%              4.60%
TAXABLE EQUIVALENT YIELD        8.46               7.62

<FN>
SEC  Yield is based on the FundOs net investment income over a  30-day
period  and  is calculated in accordance with Securities and  Exchange
Commission  guidelines.  Taxable equivalent  yield  is  based  on  the
maximum  federal income tax bracket of 39.6%. The alternative  minimum
tax may apply. Some federal and state taxes may apply.
* These  returns  represent past performance.  Investment  return  and
  principal value will fluctuate so that shares, upon redemption,  may
  be worth more or less than original cost.

  NOTES TO CHARTS AND PERFORMANCE UPDATE
1 Net  Asset  Value  (NAV)  performance assumes  reinvestment  of  all
  distributions and does not reflect the payment of a sales charge  at
  the time of purchase.
2 With  Maximum Sales Charge performance assumes reinvestment  of  all
  distributions and reflects the maximum sales charge of 4.50% at  the
  time of purchase of Class A shares.
3 With  Contingent Deferred Sales Charge (CDSC) performance assumes  a
  maximum  4%  sales  charge is applied to a  redemption  of  Class  B
  shares. The sales charge will decrease over time, declining to  zero
  five years after the purchase of shares.
4 Lehman  Municipal  Index is an unmanaged index of  bonds  issued  by
  states,  municipalities  and  other  governmental  entities   having
  maturities  of  more  than one year. The Index performance  has  not
  been  adjusted  for ongoing management, distribution  and  operating
  expenses and sales charges applicable to mutual fund investments.
5 Cost  of  Living  is  based on the Consumer Price  Index,  a  widely
  recognized  measure of the cost of goods and services in the  United
  States, calculated by the U.S. Bureau of Labor Statistics.
6 Lipper  Average  is  an  average  of the  total  return  performance
  (calculated  on the basis of net asset value) of funds with  similar
  investment  objectives as calculated by Lipper Analytical  Services,
  an independent mutual fund ranking service.
</TABLE>

<PAGE>
NEW ENGLAND MUNICIPAL INCOME FUND

<PAGE>
NEW ENGLAND MUNICIPAL INCOME FUND
[PHOTO]
(FORMERLY NEW ENGLAND TAX EXEMPT INCOME FUND)
Portfolio Manager:  Nathan Wentworth
Back Bay Advisors, L.P."

Slow economic growth. Benign inflation. Falling interest rates. All in
all,  a  very  positive climate for municipal-bond investors.  General
municipal-bond funds produced an average total return of 16.8% in 1995
- -  a  sharp  contrast to their 6.5% decline in 1994, and  the  highest
return  since 1986, according to Lipper Analytical Services.1 But  for
concern  over  tax  reform  -  in particular,  the  various  flat  tax
proposals  - returns might have been higher still.

In early March, triple-A rated municipals due in 30 years yielded only
about  79%  of  comparable Treasury bonds. By late in the  year,  that
ratio  had  soared to about 90%, the higher relative yield  reflecting
faster price gains by Treasuries.

How Your Fund Performed
New  England  Municipal Income Fund produced excellent  returns  on  a
relative  basis.  For the fiscal year ended December  31,  1995,  your
FundOs  total return was 17.23% at net asset value for Class A  shares
placing  the  Fund ahead of the average return for 225 municipal  bond
funds tracked by Lipper.1 At that date, the FundOs yield was 5.11% and
4.6%  for  Class  A and Class B shares respectively, which  translates
into  taxable equivalent yields of 8.46% and 7.62% for a fully taxable
investment, assuming the maximum federal tax rate of 39.6%.2

1    Lipper   Analytical   Services   is   an   independent   research
     organization;  rankings vary over time and  do  not  reflect  the
     effects of sales charges. The Lipper Average is an average of the
     total  return performance (calculated on the basis of  net  asset
     value)  of funds with similar objectives, as calculated by Lipper
     Analytical Services.

2    The  alternative  minimum tax (AMT) may apply. Some  federal  and
     state  taxes  may  apply. Yield is calculated  using  a  standard
     formula  established  by the Securities and Exchange  Commission,
     and is an annualized percentage based on the yield earned for the
     FundOs  Class  A  and Class B shares during the  30  days  ending
     December 31, 1995.
<PAGE>
NEW ENGLAND MUNICIPAL INCOME FUND

How We Managed Your Fund
Over  the  course of the year, we actively managed your Fund, shifting
strategies  to  reflect current market conditions. At the  outset,  we
were  positioned aggressively in anticipation of the marketOs rebound.
The Fund was fully invested and owned a fair number of bonds priced at
a  discount,  as well as long-term bonds, which typically can  provide
significant  appreciation  potential  if  long-term  rates  begin   to
decline.  This  aggressive  stance  proved  extremely  successful   as
interest rates dropped and the bonds in the portfolio gained in price.

Later  in the year, we grew more cautious, as we saw growing signs  of
investor apathy due to tax reform fears. We believed that the  reduced
demand for municipal bonds would ultimately lead to lower bond values.
To  introduce  a  measure  of protection for the  Fund,  we  shortened
portfolio  duration from more than nine years to about six  years.  By
reducing  the  duration,  we  made the  portfolio  less  sensitive  to
interest-rate moves. We sold many of the discount bonds  in  favor  of
higher-coupon holdings.

To  help  maintain  a stable dividend stream for our shareholders,  we
have  been pursuing strategies designed to increase the FundOs  yield.
To  that  end, we have increased our holdings in bonds that are  below
investment-grade.  At  year-end, the Fund had roughly  13%  of  assets
invested in carefully selected bonds of this kind, helping to  produce
a  12-month  yield that is ranked in the top third of its Lipper  peer
group.  Careful, thorough, ongoing credit analysis enables us to  move
along  the  quality spectrum and seek bonds that we can be comfortable
with, including those that are not investment grade.

The  Fund continues to own New York bonds secured by a pledge of state
appropriations;  this  very liquid sector and has  been  a  source  of
attractive yields. We also own New

     <PAGE>
NEW ENGLAND MUNICIPAL INCOME FUND

York  City  General  Obligation bonds. Denver Airport  5%  bonds  also
delivered attractive returns for us this year.

When  interest rates decline, bond issuers often refinance their  debt
to  reduce costs. In an effort to shield the portfolio from early bond
redemptions, call protection is always built into your Fund. Depending
on  market  conditions, our strategies may include buying non-callable
bonds and bonds selling at a discount to their par value.

Our Outlook
In  our  view,  current indications lead us to  an  optimistic  -  but
cautious - outlook. The Federal Reserve Board has succeeded in keeping
inflation  at bay while maintaining sustainable economic growth.  This
has enabled the Fed to reduce short-term interest rates. We think that
the  sluggish growth in the fourth quarter of 1995, combined with  the
recent slowing of consumer spending and continued low inflation,  make
it  more  likely that the Fed will continue on an easing path,  albeit
slowly.   A  lowering  of  interest  rates,  however  modest,  implies
continued  growth, and we do not think that a recession is  likely  in
1996. Similarly, we do not believe that our economy, now entering  its
sixth  year  of  expansion, is immune to inflation.  In  other  words,
accelerating   inflation  or  faster  growth  could   introduce   some
turbulence into the smooth ride that fixed-income investors enjoyed in
1995. For this reason, we have positioned the Fund more conservatively
going into 1996.

What About Tax Reform?
Although there is no way to predict changes in the nationOs tax  code,
we  believe that the Flat Tax concept will be a very difficult one  to
sell.  Certainly, few observers anticipate passage of any  significant
tax  reform proposals before 1997. Until then, we have a tax structure
with  the highest federal rate at 39.6%, making the taxable-equivalent
yields  on  long-term municipals extremely attractive, especially  for
investors burdened by high federal income taxes.

     <PAGE>
NEW ENGLAND MUNICIPAL INCOME FUND
We  believe  that municipal bonds like those that the Fund holds  will
stand  up  well to the uncertainty of pending tax reform  legislation,
and  will  continue  to benefit from favorable economic  fundamentals.
Because  of  the relatively high current yields, municipal  bonds  are
particularly  well  positioned  to  produce  attractive  returns   for
investors.

A Special Note
Shareholders  of your Fund recently approved a proposal  to  eliminate
the  investment  restriction that limited the  FundOs  investments  in
securities  that  could  generate  interest  subject  to  the  Federal
Alternative  Minimum  Tax  (AMT). We believe  that  this  change  will
enhance the FundOs ability to achieve a higher yield. The change could
also increase the amount of the FundOs income distributions subject to
AMT.  Shareholders  who  are  subject  to  AMT  may  potentially   pay
additional  income taxes, but most shareholders are not  affected.  In
connection  with the new policy, the FundOs name has  changed  to  New
England Municipal Income Fund.

PORTFOLIO QUALITY AS OF 12/31/95
[A  pie chart appears here, illustrating the portfolio quality of  New
England  Municipal Income Fund at December 31, 1995. The pie chart  is
broken   in  pieces  representing  credit  ratings  in  the  following
percentages:]

CREDIT RATINGS       PERCENTAGE
- ---------------------------------
CASH                       2.9%
A                          9.8%
AA                         9.8%
AAA                       13.1%
BBB                       50.6%
BELOW BBB                  13.7
- ----------------------------------
AVERAGE PORTFOLIO QUALITY = A-
AVERAGE PORTFOLIO MATURITY = 21.5 YEARS

Quality ratings provided by Standard & PoorOs Corporation.

<PAGE>
NEW ENGLAND MUNICIPAL INCOME FUND
Glossary for Mutual Fund Investors

TOTAL RETURN - The change in value of a mutual fund investment over a
specific  time  period,  assuming  all  earnings  are  reinvested   in
additional shares of the fund. Expressed as a percentage.

INCOME DISTRIBUTIONS - Payments to shareholders resulting from the net
interest or dividend income earned by a fundOs portfolio.

CAPITAL  GAINS  DISTRIBUTIONS - Payments to  shareholders  of  profits
earned  from  selling securities in a fundOs portfolio. Capital  gains
distributions are usually paid once a year.

YIELD  - The rate at which a fund pays income. Yield calculations  for
30-day periods are standardized among mutual funds, based on a formula
developed by the Securities and Exchange Commission.

MATURITY - Refers to the period of time before principal repayment  on
a bond is due. A bond fundOs Oaverage maturityO refers to the weighted
average  of  the  maturities  of  all  the  individual  bonds  in  the
portfolio.

DURATION  -  A  measure, stated in years, of a  bond  or  bond  fundOs
sensitivity to interest rates. Duration is a means to directly compare
the  volatility of different instruments. As a general rule, for every
1% move in interest rates, a fund is expected to fluctuate in value as
indicated by its duration. For example, if interest rates fall by  1%,
a fund with a duration of 4 years should rise in value 4%. Conversely,
the fund should decline 4% if interest rates rise 1%.

TREASURIES  -  Negotiable  debt obligations of  the  U.S.  government,
secured  by  its  full  faith and credit.  The  income  from  treasury
securities is exempt from state and local income taxes, but  not  from
federal  income  taxes. There are three types  of  treasuries:   Bills
(maturity  of 3-12 months), Notes (maturity of 1-10 years)  and  Bonds
(maturity of 10-30 years).

MUNICIPAL BOND - A debt security issued by a state or municipality  to
finance public expenditures. Interest payments are exempt from federal
taxes  and  in most cases from state and local income taxes.  The  two
main types are General Obligation (GO) Bonds, which are backed by  the
full  faith  and  credit  and taxing powers of the  municipality;  and
Revenue  Bonds, supported by the revenues from a municipal enterprise,
such as airports and toll bridges.

[LOGO]
NEW ENGLAND FUNDS
WHERE THE BEST MINDS MEET

PORTFOLIO COMPOSITION, FINANCIAL STATEMENTS AND HIGHLIGHTS

NEW ENGLAND
MUNICIPAL
INCOME FUND

DECEMBER 31, 1995
<PAGE>
PORTFOLIO COMPOSITION
Investments as of December 31, 1995

TAX EXEMPT BONDS--97.3% OF TOTAL NET ASSETS
<TABLE><CAPTION>
<C>        <S>                           <C>       <C>   <C>

                                              RATINGS (C)
                                              (UNAUDITED)
                                       ------------------
      FACE                                       STANDARD
    AMOUNT ISSUER                       MOODY'S  & POOR'S   VALUE (A)
- ----------------------------------------------------------------------
- --
           ALABAMA--0.8%
$1,500,000         Mobile Solid Waste Disposal,
           6.950%, 1/01/20                 BAA3      BBB-  $1,601,010
                                                         ------------
           ARIZONA--1.2%
2,300,000  University of Arizona,
           6.350%, 6/01/14 (d)               A1        AA   2,506,379
                                                         ------------
           CALIFORNIA--7.1%
 1,500,000  California Housing Finance Agency
           Revenue Bond, 8.100%, 8/01/07     AA        A+   1,577,130
           485,000 California Housing Finance
           Agency Revenue Bond, 8.125%,
           8/01/19                           AA        A+     509,197
 4,300,000  Foothills/Eastern Transportation
           Corridor, 6.500%, 1/01/32         --      BBB-   4,408,532
 3,500,000  Foothills/Eastern Transportation
           Corridor, 6.000%, 1/01/34         --      BBB-   3,489,535
 2,000,000  Los Angeles Convention &
           Exhibition Authority, 9.000%,
           12/01/20 (d)                     AAA       AAA   2,665,440
 2,000,000  Sacramento, California,
           6.500%, 7/01/21                   --      BBB-   2,092,300
                                                         ------------
                                                           14,742,134
                                                         ------------
           COLORADO--5.4%
1,500,000  Denver City & County Airport Revenue Bond,
           7.500%, 11/15/06                 BAA       BBB   1,694,715
1,500,000  Denver City & County Airport Revenue Bond,
           7.500%, 11/15/12                 BAA       BBB   1,666,410
5,000,000  Denver City & County Airport Revenue Bond,
           7.750%, 11/15/21                 BAA       BBB   5,600,200
2,000,000  Denver City & County Airport Revenue Bond,
           7.500%, 11/15/23                 BAA       BBB   2,225,920
                                                         ------------
                                                           11,187,245
                                                         ------------
           CONNECTICUT--1.0%
2,000,000  Connecticut State Housing Finance Authority,
           6.125%, 5/15/18                   AA        AA   2,070,200
                                                         ------------
<PAGE>

PORTFOLIO COMPOSITION--continued
Investments as of December 31, 1995

TAX EXEMPT BONDS--continued
                                              RATINGS (C)
                                              (UNAUDITED)
                                       ------------------
      FACE                                       STANDARD
    AMOUNT ISSUER                       MOODY'S  & POOR'S   VALUE (A)
- ----------------------------------------------------------------------
           FLORIDA--12.0%
$3,000,000                 Dade County Seaport,
           6.250%, 10/01/21 (AMBAC)         AAA       AAA  $3,199,740
3,000,000  Escambia County Pollution
           Control, 6.900%, 8/01/22        BAA1       BBB   3,218,670
1,430,000  Florida State,
           6.400%, 7/01/22                   AA        AA   1,537,879
2,000,000  Florida State Board of Ed.
           Cap. Outlay 6.625%, 6/01/22       AA        AA   2,180,520
1,890,000  Gainesville Utilities System
           Revenue Bond, 6.500%, 10/01/22    AA        AA   2,079,756
1,000,000  Martin County Industrial
           Development Authority,
           7.875%, 12/15/25                BAA3      BBB-   1,151,390
2,500,000  Palm Beach County,
           6.950%, 1/01/22                   --        --   2,577,450
1,500,000  Palm Beach County Solid Waste
           Revenue, 8.750%, 7/01/10           A        A-   1,634,445
2,000,000  Palm Beach County Solid Wast
           Revenue, 6.850%, 1/01/14          --        --   2,070,240
2,500,000  Pasco County, Pollution Control,
           Revenue 6.350%, 2/01/22 (MBIA)   AAA       AAA   2,699,725
2,350,000  Seminole County Gas, Tax Revenue,
           6.375%, 10/01/18 (FGIC).         AAA       AAA   2,559,385
                                                         ------------
                                                           24,909,200
                                                         ------------
           GEORGIA--1.3%
2,500,000  Atlanta Special Purpose Facilities
           Revenue, 7.900%, 12/01/18        BA3        BB   2,700,950
                                                         ------------
           Guam--2.2%
 5,000,000 Guam Government,
           5.400%, 11/15/18                  --       BBB   4,575,000
                                                         ------------
           Illinois--5.8%
2,250,000  Chicago O'Hare International Airport
           Special Facilities Revenue
           8.200%, 12/01/24                BAA2       BB+   2,685,015
 6,000,000 Illinois Development Financial
           Authority Pollution,
           7.250%, 6/01/11                 BAA2       BBB   6,536,220
2,500,000  Illinois Development Financial
           Authority Pollution,
           7.375%, 7/01/21                 BAA2       BBB   2,874,325
                                                         ------------
                                                           12,095,560
                                                         ------------
<PAGE>

PORTFOLIO COMPOSITION--continued
Investments as of December 31, 1995

TAX EXEMPT BONDS--continued
                                              RATINGS (C)
                                              (UNAUDITED)
                                       ------------------
      FACE                                       STANDARD
    AMOUNT ISSUER                       MOODY'S  & POOR'S   VALUE (A)
- ----------------------------------------------------------------------
           INDIANA--3.3%
$3,500,000           Indiana State Developement
           Financial Authority Pollution,
           6.850%, 12/01/12                 BA3        BB  $3,692,605
2,800,000  Indianapolis International
           Airport Authority, 7.100%,
           1/15/17                         BAA2       BBB   3,070,564
                                                         ------------
                                                            6,763,169
                                                         ------------
           KENTUCKY--1.5%
2,000,000  Kenton County Airport Board
           Revenue Bond, 7.500%, 2/01/12    BA1        BB   2,170,120
           815,000 Kentucky Housing Corp.
           Housing Revenue Bond,7.450%,
           1/01/23                          AA1       AAA     848,105
                                                         ------------
                                                            3,018,225
                                                         ------------
           MASSACHUSETTS--3.9%
2,000,000  Massachusetts Bay Transportation
           Authority, 6.100%, 3/01/23        A1        A+   2,068,560
2,500,000  Massachusetts State Housing
           Finance Agency, 6.300%, 10/01/13  A1        A+   2,580,950
3,315,000  Massachusetts State Housing
           Finance Agency, 6.375%, 4/01/21   A1        A+   3,404,174
                                                         ------------
                                                            8,053,684
                                                         ------------
           MICHIGAN--1.3%
2,765,000  Dickinson County Economic
           Development, 5.850%, 10/01/18   BAA1       BBB   2,757,811
                                                         ------------
           NEVADA--3.2%
6,500,000  Clark County, Passenger Facilities,
           6.000%, 7/01/22 (AMBAC).         AAA       AAA   6,664,905
                                                         ------------
           NEW JERSEY--1.1%
 2,250,000 New Jersey State Housing Management,
           6.050%, 11/01/20 (AMBAC)         AAA       AAA   2,331,945
                                                         ------------
<PAGE>
PORTFOLIO COMPOSITION--continued
Investments as of December 31, 1995
TAX EXEMPT BONDS--continued
                                              RATINGS (C)
                                              (UNAUDITED)
                                       ------------------
      FACE                                       STANDARD
    AMOUNT ISSUER                       MOODY'S  & POOR'S   VALUE (A)
- ----------------------------------------------------------------------
           NEW YORK--18.0%
$2,000,000      Metro Transit Authority Service
           Center, 5.750%, 7/01/15         BAA1       BBB  $1,995,340
2,450,000  New York City Revenue Bonds,
           7.500%, 2/01/05                 BAA1      BBB+   2,701,052
1,000,000  New York City Revenue Bonds,
           7.100%, 2/01/10                 BAA1      BBB+   1,077,900
4,860,000  New York City Revenue Bonds,
           7.000%, 10/01/13                BAA1      BBB+   5,239,031
1,500,000  New York State Dormitory
           Authority, 6.000%, 5/15/11      BAA1      BBB+   1,544,805
4,000,000  New York State Dormitory
           Authority, 5.500%, 5/15/13      BAA1      BBB+   3,955,640
1,350,000  New York State Dormitory
           Authority, 5.625%, 5/15/13      BAA1      BBB+   1,340,293
1,880,000  New York State Dormitory
           Authority, 7.500%, 5/15/13      BAA1      BBB+   2,263,764
2,740,000  New York State Dormitory
           Authority, 5.750%, 7/01/13      BAA1      BBB+   2,773,209
2,040,000  New York State Dormitory
           Authority, 5.375%, 5/15/16      BAA1      BBB+   1,948,730
           575,000 New York State Medical
           Care Facilities, 7.300%, 8/15/11BAA1      BBB+     651,647
1,955,000  New York State Medical Care
           Facilities, 6.500%, 8/15/12 (FGIC)AAA      AAA   2,105,144
2,500,000  New York State Medical Care
           Facilities, 5.375%, 2/15/14     BAA1      BBB+   2,408,775
4,150,000  New York State Medical Care
           Facilities, 5.250%, 8/15/14     BAA1      BBB+   3,946,318
3,430,000  New York State Urban Development
           Corp., 5.500%, 1/01/18          BAA1       BBB   3,307,137
                                                         ------------
                                                           37,258,785
                                                         ------------
           NORTH CAROLINA--2.0%
2,545,000  North Carolina Eastern Municipal
           Power, 6.125%, 1/01/09             A      BBB+   2,645,680
1,500,000  North Carolina Eastern Municipal
           Power, 6.000%, 1/01/22             A      BBB+   1,550,250
                                                         ------------
                                                            4,195,930
                                                         ------------
           OHIO--1.7%
3,000,000  Cleveland Public Power Systems Revenue,
           7.000%, 11/15/24 (MBIA).         AAA       AAA   3,461,250
                                                         ------------
<PAGE>
PORTFOLIO COMPOSITION--continued
Investments as of December 31, 1995

TAX EXEMPT BONDS--continued
                                              RATINGS (C)
                                              (UNAUDITED)
                                       ------------------
      FACE                                       STANDARD
    AMOUNT ISSUER                       MOODY'S  & POOR'S   VALUE (A)
- ----------------------------------------------------------------------
           OREGON--0.5%
$1,000,000             Western Generation Agency
           7.400%, 1/01/16                    --          -- $1,081,910
                                                            ------------
           PENNSYLVANIA--10.0%
3,000,000  Delaware County Pollution Control,
           7.375%, 4/01/21                  BAA1        BBB+ 3,282,120
 2,725,000 Pennsylvania Convention Center,
           6.700%, 9/01/14                   BAA        BBB- 2,917,658
2,000,000  Pennsylvania Convention Center,
           6.750%, 9/01/19                   BAA        BBB- 2,132,880
4,000,000  Pennsylvania Economic Development
           Financing Authority, 7.150%,
           12/01/18                           --        BBB- 4,304,280
3,000,000  Pennsylvania Economic Development
           Financing Authority, 6.600%,
           1/01/19                            --          -- 2,989,410
 1,500,000  Pennsylvania Economic Development
           Financing Authority, 7.600%,
           12/01/20                         BAA2        BBB- 1,702,365
3,000,000  Pennsylvania Economic Development
           Financing Authority, 7.600%,
           12/01/24                         BAA1        BBB+ 3,382,710
                                                            ------------
                                                             20,711,423
                                                            ------------
           PUERTO RICO--2.6%
2,845,000  Puerto Rico Commonwealth Highway,
           6.625%, 7/01/18                  BAA1           A 3,054,193
2,500,000  Puerto Rico Public Building
           Authority, 5.500%, 7/01/21       BAA1           A 2,433,200
                                                            ------------
                                                             5,487,393
                                                            ------------
           SOUTH DAKOTA--0.5%
1,000,000  South Dakota, Student Loan
           Financing, 7.700%, 8/01/07         --          A+ 1,082,470
                                                            ------------
           TENNESSEE--1.3%
2,500,000  Muary County, Individual Development
           Board, 6.500%, 9/01/24             --        BBB+ 2,645,575
                                                            ------------
           TEXAS--3.0%
3,205,000  Dallas Fort Worth International
           Airport, 6.250%, 11/01/13         BA1          BB 3,246,857
2,825,000  Dallas Fort Worth International
           Airport, 7.250%, 11/01/30        BAA2         BB+ 3,033,090
                                                            ------------
                                                             6,279,947
                                                            ------------
<PAGE>
PORTFOLIO COMPOSITION--continued
Investments as of December 31, 1995

TAX EXEMPT BONDS--continued
                                              RATINGS (C)
                                              (UNAUDITED)
                                       ------------------
      FACE                                       STANDARD
    AMOUNT ISSUER                       MOODY'S  & POOR'S   VALUE (A)
- ----------------------------------------------------------------------

           UTAH--1.5%
$2,000,000           Intermountain Power Agency,
           8.625%, 7/01/21                    AA          AA $2,186,600
  750,000  Utah State Board of Regents
           Student Loan Revenue,
           7.450%, 11/01/08 (AMBAC)          AAA         AAA   814,380
                                                            ------------
                                                             3,000,980
                                                            ------------
           VIRGIN ISLANDS--2.3%
4,500,000  Virgin Islands Public Finance
           Authority, 7.250%, 10/01/18        --          -- 4,839,390
                                                            ------------
           WASHINGTON--2.8%
1,000,000  Washington Public Power Supply,
           6.800%, 7/01/07                    AA          AA 1,106,350
1,270,000  Washington Public Power Supply,
           7.000%, 7/01/11                    AA          AA 1,398,588
3,000,000  Washington Public Power Supply,
           7.000%, 7/01/12                    AA          AA 3,303,750
                                                            ------------
                                                             5,808,688
                                                            ------------
           Total Tax Exempt Bonds
                  (Identified Cost $185,624,721)             201,831,158
                                                            ------------
           SHORT-TERM INVESTMENT--0.3%
  600,000  Household Finance Corp., 5.650%, 1/02/96.           599,906
                                                            ------------
           Total Short-Term Investment
           (Identified Cost $599,906).                         599,906
                                                            ------------
           Total Investments--97.6%
           (Identified Cost $186,224,627)(b)               202,431,064
           Cash, Receivables and other assets.               6,116,255
           Liabilities                                      (1,177,473)
                                                            ------------
           Total Net Assets--100%.                          $207,369,846
                                                            ===========

WRITTEN CALL OPTION -- U.S. TREASURE BOND FUTURE

CONTRACTS   EXPIRATION                     STRIKE PRICE    VALUE
- ----------------------------------------------------------------------
- --
200         February 17, 1996              $120.00         $E(509,375)

MUNICIPAL BOND FUTURES CONTRACT -- SOLD

                           AGGREGATE          MARKET    NET UNREALIZED
CONTRACTS   EXPIRATION    FACE VALUE           VALUE      DEPRECIATION
- ----------------------------------------------------------------------
- --
100         March 1996   $11,844,413     $12,103,126       $E(258,713)


PORTFOLIO COMPOSITION--continued
Investments as of December 31, 1995

TAX EXEMPT BONDS--CONTINUED
<FN>

(a) See Note 1a.
(b) Federal Tax Information: At December 31, 1995 the net unrealized
    appreciation on investments based on cost of $186,314,408 for
    federal income tax purposes was as follows:
    Aggregate gross unrealized appreciation for all investments in
    which there is an excess of value over tax cost.    $ 16,116,656
    Aggregate gross unrealized depreciation for all
    investments in which there is an excess of tax
    cost over value                                                0
                                                         -----------
     Net unrealized appreciation                        $ 16,116,656
                                                         -----------
                                                         -----------
(c) The ratings shown are believed to be the most recent ratings
    available at December 31, 1995. Securities are generally rated at
    the time of issuance. The rating agencies may revise their
    ratings from time to time. As a result, there can be no assurance
    that the same ratings would be assigned if the securities were
    rated at December 31, 1995. The Fund's adviser independently
    evaluates the Fund's portfolio securities and in making
    investment decisions does not rely solely on the ratings of
    agencies.
(d) These securities, or a portion thereof, are being used to
    collateralize the options and futures contracts open at December
    31, 1995.
</TABLE>
<PAGE>
STATEMENT OF ASSETS & LIABILITIES
December 31, 1995

<TABLE>
<S>                                     <C>               <C>
ASSETS
Investments at value                                      $202,431,064
Cash.                                                            1,555
Receivable for:
Fund shares sold                                                58,775
Securities sold                                              2,191,267
Accrued interest                                             3,860,658
Prepaid registration expense                                     4,000
                                                           -----------
                                                           208,547,319
LIABILITIES
Payable for:
Fund shares redeemed.                   $ 226,398
Futures variation margin                   31,250
Written options outstanding, at market
(premiums received $258,275)              509,375
Dividends declared                        233,559
Accrued expenses:
Management fees                            76,506
Deferred trustees' fees.                   41,739
Accounting and administrative.              3,737
Other expenses.                            54,909
                                          -------
                                                             1,177,473
                                                           -----------
NET ASSETS                                                $207,369,846
                                                          ============
Net Assets consist of:
Capital paid in                                           $199,810,650
Undistributed net investment income.                           214,756
Accumulated net realized losses                            (8,352,184)
Unrealized appreciation on investments,
options and futures contracts.                              15,696,624
                                                           -----------
NET ASSETS                                                $207,369,846
                                                          ============
Computation of net asset value and offering price:
Net asset value and redemption price of Class A shares
($195,300,988 divided by 25,690,646 shares of beneficial
interest)                                                        $7.60
                                                          ============
Offering price per share (100/95.50 of $7.60).                  $7.96*
                                                          ============
Net asset value and offering price of Class B shares
($12,068,858 divided by 1,587,609 shares of beneficial
interest)                                                      $7.60**
                                                            ==========
Identified cost of investments.                           $186,224,627
                                                          ============
<FN>

*    Based upon single purchases of less than $100,000. Reduced sales
     charges apply for purchases in excess of these amounts.
**   Redemption price per share is equal to net asset value less any
     applicable contingent deferred sales charges.
</TABLE>
<PAGE>
STATEMENT OF OPERATIONS
Year Ended December 31, 1995

<TABLE>
<S>                                    <C>               <C>
INVESTMENT INCOME
Interest                                                  $13,165,711
Expenses
Management fees                          $890,150
Service fees -- Class A                   483,317
Service and distribution fees -- Class B. 107,048
Trustees' fees and expenses                23,415
Accounting and administrative              49,539
Custodian                                 114,280
Transfer agent                            185,587
Audit and tax services                     46,000
Legal                                      20,148
Printing                                   30,434
Registration                               21,290
Miscellaneous                              15,536           1,986,744
                                      -----------         -----------
Net investment income.                                     11,178,967
REALIZED and UNREALIZED GAIN (LOSS)
on INVESTMENTS,
OPTIONS and FUTURES CONTRACTS
Realized gain (loss) on:
Investments -- net                      2,948,977
Options -- net                            231,122
Futures contracts -- net              (4,578,906)
                                       ----------
Total realized loss on investments,
options and futures
contracts                             (1,398,807)
                                      -----------
Unrealized appreciation
(depreciation) on:
Investments -- net                     22,789,287
Options -- net                          (251,100)
Futures contracts -- net                (258,713)
                                      -----------
Total unrealized appreciation on
investments, options and
futures contracts                      22,279,474
                                      -----------
Net gain on investment transactions    20,880,667
                                      -----------
NET INCREASE IN NET ASSETS FROM
OPERATIONS                            $32,059,634
                                      ===========
</TABLE>
<PAGE>
STATEMENT OF CHANGES IN NET ASSETS

<TABLE><CAPTION>
<S>                                  <C>                 <C>
                                        YEAR ENDED          YEAR ENDED
                                      DECEMBER 31,        DECEMBER 31,
                                              1994                1995
                                      ------------        ------------
FROM OPERATIONS
Net investment income.                $ 11,571,475        $ 11,178,967
Net realized loss on investment
transactions                           (6,747,827)         (1,398,807)
Unrealized appreciation (depreciation)
on investments                        (23,242,432)          22,279,474
                                       -----------         -----------
Increase (decrease) in net assets from
operations                            (18,418,784)          32,059,634
                                       -----------         -----------
FROM DISTRIBUTIONS TO SHAREHOLDERS
Net investment income
Class A.                              (11,356,838)        (10,706,960)
Class B.                                 (315,692)           (506,948)
                                       -----------         -----------
                                      (11,672,530)        (11,213,908)
                                       -----------         -----------
Decrease in net assets derived from
capital share
transactions                           (7,986,345)         (5,674,559)
                                       -----------         -----------
Total increase (decrease) in net assets.(38,077,659)        15,171,167
NET ASSETS
Beginning of the year.                 230,276,338         192,198,679
                                       -----------         -----------
End of the year.                      $192,198,679        $207,369,846
                                      ============        ============
UNDISTRIBUTED NET INVESTMENT INCOME
Beginning of the year.                          $0             $46,584
                                      ============        ============
End of the year.                          $ 46,584            $214,756
                                      ============        ============
</TABLE>
<PAGE>
FINANCIAL HIGHLIGHTS
<TABLE><CAPTION>
<S>                     <C>       <C>       <C>          <C>  <C>
                                            CLASS A
                        ------------------------------------------------
                                    YEAR ENDED DECEMBER 31,
                           1991      1992      1993     1994      1995
                        -------   -------   -------  -------     -----
Net Asset Value,
Beginning of Period.      $7.21     $7.53     $7.54    $7.87     $6.85
                        -------   -------   -------  -------     -----
Income From Investment
Operations
Net Investment
Income.                    0.45      0.44      0.40     0.39      0.42
Net Realized and
Unrealized Gain
(Loss) on
Investments                0.35      0.21      0.53   (1.01)      0.74
                        -------   -------   -------  -------     -----
Total From Investment
Operations                 0.80      0.65      0.93   (0.62)      1.16
                        -------   -------   -------  -------     -----
Less Distributions
Distributions From Net
Investment Income        (0.43)    (0.46)    (0.42)   (0.40)    (0.41)
Distributions From Net
Realized Capital
Gains                    (0.01)    (0.18)    (0.18)     0.00      0.00
Distributions from
Paid-in Capital          (0.04)      0.00      0.00     0.00      0.00
                        -------   -------   -------  -------     -----
Total Distributions      (0.48)    (0.64)    (0.60)   (0.40)    (0.41)
                        -------   -------   -------  -------     -----
Net Asset Value,
End of Period.            $7.53     $7.54     $7.87    $6.85     $7.60
                       ========    ======    ======   ======    ======
Total Return (%).          11.6       8.9      12.7    (8.0)      17.2
Ratio of Operating
Expenses to Average Net
Assets (%).                0.95      0.95      0.91     0.92      0.93
Ratio of Net Investment
Income to Average
Net Assets (%).            6.18      5.80      5.27     5.44      5.52
Portfolio Turnover
Rate (%).                   126        85        86       88        93
Net Assets,
End of Period
(000)                  $162,991  $183,276  $226,881  184,202  $195,301
</TABLE>
<PAGE>
FINANCIAL HIGHLIGHTS--continued
<TABLE><CAPTION>
<S>                             <C>           <C>            <C>
                                            CLASS B
                      -------------------------------------------------
                        SEPTEMBER 13,(A)          YEAR            YEAR
                                 THROUGH         ENDED           ENDED
                            DECEMBER 31,  DECEMBER 31,    DECEMBER 31,
                                    1993          1994            1995
                                 -------       -------         -------
Net Asset Value,
Beginning of Period               $ 8.03        $ 7.86           $6.85
                                 -------       -------         -------
Income From Investment Operations
Net Investment Income               0.07          0.34            0.36
Net Realized and Unrealized
Gain (Loss) on
Investments                         0.01        (1.01)            0.74
                                 -------       -------         -------
Total From Investment Operations.   0.08        (0.67)            1.10
                                 -------       -------         -------
Less Distributions
Distributions From Net Investment
Income.                           (0.07)        (0.34)          (0.35)
Distributions From Net
Realized Capital
Gains                             (0.18)          0.00            0.00
                                 -------       -------         -------
Total Distributions               (0.25)        (0.34)          (0.35)
                                 -------       -------         -------
Net Asset Value, End of Period    $ 7.86        $ 6.85           $7.60
                                 =======       =======         =======
Total Return (%)                  1.0(c)         (8.6)            16.3
Ratio of Operating Expenses
to Average Net
Assets (%)                       1.65(b)          1.67            1.68
Ratio of Net Investment Income
to Average
Net Assets (%)                   3.91(b)          4.69            4.77
Portfolio Turnover Rate (%)           86            88              93
Net Assets, End of Period (000)   $3,395        $7,997         $12,069
<FN>
(a)  Commencement of operations.
(b)  Computed on an annualized basis.
(c)  Not computed on an annualized basis.
</TABLE>
<PAGE>

NOTES TO FINANCIAL STATEMENTS
December 31, 1995

1.The  Fund  is  a  series  of  The  New  England  Funds  Trust  I,  a
Massachusetts  business trust (the "Trust"), and is  registered  under
the Investment Company Act of 1940, as amended (the "1940 Act"), as an
open-end  management  investment company.  The  Declaration  of  Trust
permits  the  Trustees to issue an unlimited number of shares  of  the
Trust in multiple series (each such series of shares a "Fund").

The  Fund  offers both Class A and Class B shares. The Fund  commenced
its  public offering of Class B shares on September 13, 1993. Class  A
shares are sold with a maximum front end sales charge of 4.50%.  Class
B shares do not pay a front end sales charge, but pay a higher ongoing
distribution fee than Class A shares for eight years (at  which  point
they  automatically convert to Class A shares), and are subject  to  a
contingent  deferred sales charge if those shares are redeemed  within
five years of purchase. Expenses of the Fund are borne pro-rata by the
holders  of  both  classes of shares, except  that  each  class  bears
expenses  unique to that class (including the Rule 12b-1  service  and
distribution fees applicable to such class), and votes as a class only
with  respect to its own Rule 12b-1 Plan. Shares of each  class  would
receive  their pro-rata share of the net assets of the  Fund,  if  the
Fund  were  liquidated.  In  addition, the Trustees  approve  separate
dividends on each class of shares.

The   following  is  a  summary  of  significant  accounting  policies
consistently followed by the Fund in the preparation of its  financial
statements.  The  policies are in conformity with  generally  accepted
accounting  principles for investment companies.  The  preparation  of
financial  statements in accordance with generally accepted accounting
principles requires management to make estimates and assumptions  that
affect   the  reported  amounts  and  disclosures  in  the   financial
statements. Actual results could differ from those estimates.

a.   SECURITY  VALUATION.The  Fund's  investment  adviser,  Back   Bay
Advisors,  L.P.  ("Back Bay Advisors"), under the supervision  of  the
Fund's  trustees,  determines the value of  the  Fund's  portfolio  of
securities, using valuations provided by a pricing service selected by
Back  Bay  Advisors and other information with respect to transactions
in   securities,   including  quotations  from   securities   dealers.
Valuations of securities and other assets owned by the Fund for  which
market quotations are readily available are based on those quotations.
Short-term obligations that will mature in 60 days or less are  stated
at   amortized  cost,  which  approximates  market  value.  All  other
securities and assets are valued at their fair value as determined  in
good  faith  by Back Bay Advisors under the supervision of the  Fund's
trustees.

b.   SECURITY  TRANSACTIONS  AND  RELATED  INVESTMENT  INCOME.Security
transactions are accounted for on the trade date (the date the buy  or
sell is executed). Dividend income is recorded on the ex-dividend date
and  interest income is recorded on the accrual basis. Interest income
for the Fund is increased by the accretion of original issue discount.
Interest income is reduced by the amortization of premium. In
<PAGE>
NOTES TO FINANCIAL STATEMENTS--continued
December 31, 1995

determining net gain or loss on securities sold, the cost of
securities has been determined on the identified cost basis.

c.   WHEN-ISSUED   SECURITIES.Delivery  and  payment  for   securities
purchased  on a when-issued or delayed basis can take place one  month
or more after the date of the transaction. The securities so purchased
are  subject to market fluctuation during this period. At December 31,
1995 the Fund held no such securities.

D. OPTIONS AND FUTURES
CALLS AND PUTS
The Fund may write (sell) call and put options on securities to manage
its  exposure  to interest rates and the bond market. Buying  futures,
writing puts, and buying calls tend to increase the fund's exposure to
the  underlying instrument. Selling futures, buying puts, and  writing
calls   tend  to  decrease  the  fund's  exposure  to  the  underlying
instrument, or hedge other fund investments. When a fund writes a call
or  put option, an amount equal to the premium received by the fund is
included in the fund's statement of assets and liabilities as an asset
and  as  an  equivalent  liability. The amount  of  the  liability  is
subsequently marked-to-market to reflect the current market  value  of
the  option  written.  The current value of a written  option  is  the
closing  price  on  the  principal exchange on which  such  option  is
traded. If an option which the fund has written either expires on  its
stipulated  expiration  date, or if the fund  enters  into  a  closing
purchase transaction, the fund realizes a gain (or loss if the cost of
a  closing purchase transaction exceeds the premium received when  the
option  was written) without regard to any unrealized gain or loss  on
the  underlying security, and the liability related to such option  is
extinguished.  If  a  call  option  which  the  fund  has  written  is
exercised, the fund realizes a capital gain or loss from the  sale  of
the  underlying security and the proceeds from such sale are increased
by the premium originally received. If a put option which the fund has
written  is  exercised, the amount of the premium originally  received
will  reduce  the cost of the security which the fund  purchases  upon
exercise of the option.

The  premium paid by a fund for the purchase of a call or a put option
is included in the asset section of the fund's statement of assets and
liabilities as an investment and subsequently adjusted to the  current
market value of the option. The current value of a purchased option is
the  closing price on the principal exchange on which such  option  is
traded.  If  an  option which the fund has purchased  expires  on  the
stipulated expiration date, the fund will realize a loss in the amount
of  the  cost  of the option. If the fund enters into a  closing  sale
transaction,  the  fund  will realize a gain  or  loss,  depending  on
whether  the  sales  proceeds from the closing  sale  transaction  are
greater  or less than the cost of the option. If the fund exercises  a
purchased put option, it will realize a gain or loss from the sale  of
the  underlying  security and the proceeds  from  such  sale  will  be
decreased  by  the  premium originally paid. If the fund  exercises  a
purchased call
<PAGE>

NOTES TO FINANCIAL STATEMENTS--continued
December 31, 1995

option,  the  cost  of  the  security which the  fund  purchases  upon
exercise will be increased by the premium originally paid.

The  risk  in writing a call option is that the fund relinquishes  the
opportunity  to profit if the market price of the underlying  security
increases  and the option is exercised. In writing a put  option,  the
fund  assumes  the  risk  of  incurring a loss  if  the  market  price
decreases and the option is exercised. In addition, there is the  risk
the  fund may not be able to enter into a closing transaction  because
of an illiquid secondary market.

INTEREST RATE FUTURES CONTRACTS

The  Fund  may  enter  into interest rate futures contracts  to  hedge
against  changes in the values of securities the fund owns or  expects
to purchase. An interest rate futures contract is an agreement between
two  parties to buy and sell a security for a set price (or to deliver
an  amount  of  cash)  on a future date. Upon  entering  into  such  a
contract,  the purchasing fund is required to pledge to the broker  an
amount of cash, U.S. Government securities or other high quality  debt
securities equal to the minimum "initial margin" requirements  of  the
exchange,  currently  up  to  $3,000 per  contract.  Pursuant  to  the
contract,  the  fund agrees to receive from or pay to  the  broker  an
amount  of  cash  equal  to  the daily fluctuation  in  value  of  the
contract.  Such receipts or payments are known as "variation  margin,"
and  are recorded by the fund as unrealized gains or losses. When  the
contract is closed, the fund records a realized gain or loss equal  to
the  difference between the value of the contract at the time  it  was
opened and the value at the time it was closed. Risks of entering into
futures  contracts  include  the possibility  that  there  may  be  an
illiquid market and that changes in the value of the contract may  not
correlate with changes in the value of the underlying securities.

E.  FEDERAL INCOME TAXES.The Fund intends to meet the requirements  of
the   Internal   Revenue  Code  applicable  to  regulated   investment
companies, and to distribute to its shareholders all of its income and
any  net  realized  capital gains at least annually.  Accordingly,  no
provision for federal income tax has been made.

F.  DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS.Dividends are declared
daily to shareholders of record at the time and are paid monthly.

The  timing  and characterization of certain income and capital  gains
distributions   are  determined  in  accordance   with   federal   tax
regulations,  which  may  differ  from generally  accepted  accounting
principles.  Permanent book and tax basis differences will  result  in
reclassification to the capital accounts.

2.PURCHASES AND SALES OF SECURITIES (excluding short-term investments)
for  the  Fund  for the year ended December 31, 1995 were $184,544,744
and $195,973,085 respectively.
<PAGE>
NOTES TO FINANCIAL STATEMENTS--continued
December 31, 1995

Transactions in written options and futures contracts for the Fund for
the year ended December 31, 1995 are summarized as follows:

<TABLE><CAPTION>
<S>                                    <C>               <C>
                                                     SALES OF FUTURES
                                                            CONTRACTS
                                        -----------------------------
                                                             AGGREGATE
                                         NUMBER OF          FACE VALUE
                                         CONTRACTS           CONTRACTS
                                        ----------        ------------
Contracts opened.                            3,912        $427,366,133
Contracts closed.                          (3,812)       (415,521,720)
                                            ------        ------------
Open at December 31, 1995.                     100        $ 11,844,413
                                            ======         ===========

                                                       WRITTEN OPTIONS
                                        ------------------------------
                                         NUMBER OF            PREMIUMS
                                         CONTRACTS            RECEIVED
                                            ------         -----------
Contracts opened                             4,351         $ 2,084,837
Contracts closed                           (4,151)         (1,826,562)
                                            ------         -----------
Open at December 31, 1995                      200            $258,275
                                            ======          ==========

</TABLE>
3A.  MANAGEMENT FEES AND OTHER TRANSACTIONS WITH AFFILIATES.During the
year  ended  December  31,  1995, the Fund  incurred  management  fees
payable to its investment adviser, Back Bay Advisors. Certain officers
and  directors  of the adviser and its affiliated companies  are  also
officers or trustees of the Fund. Back Bay Advisors is a wholly  owned
subsidiary  of New England Investment Companies, L.P. ("NEIC"),  which
is  a  majority owned subsidiary of New England Mutual Life  Insurance
Company.  The  management agreement in effect during  the  year  ended
December 31, 1995 provided for fees as set forth below:

<TABLE><CAPTION>
<C>          <C>                        <C>
FEES EARNED  ANNUAL PERCENTAGE  RATE     ANNUAL NET ASSET VALUE LEVELS
- ----------   -----------------------    ------------------------------
$890,150                      0.500%            the first $100 million
                              0.375%      the excess over $100 million
</TABLE>

Effective  January 1, 1996, New England Funds Management, L.P.  became
the  adviser  for  the  Fund  with the  aforementioned  adviser  being
retained as the Fund's sub-adviser.

B.  ACCOUNTING AND ADMINISTRATIVE EXPENSE.New England Funds L.P. ("New
England  Funds"), the Fund's distributor, performs certain  accounting
and  administrative  services for the Fund. The  Fund  reimburses  New
England  Funds  for  all  or part of New England  Funds'  expenses  of
providing these services which include the following: (i) expenses for
personnel  performing bookkeeping, accounting, internal  auditing  and
financial reporting functions and related clerical functions  relating
to  the  Fund, (ii) expenses for services required in connection  with
the   preparation   of  registration  statements   and   prospectuses,
shareholder reports and notices, proxy solicitation material furnished
to  shareholders of the Fund or regulatory authorities and reports and
questionnaires for SEC compliance, and (iii) registration, filing  and
other

<PAGE>
NOTES TO FINANCIAL STATEMENTS--continued
December 31, 1995

fees  in  connection with requirements of regulatory authorities.  For
the  year  ended December 31, 1995 these expenses amounted to  $49,539
and are shown separately in the financial statements as accounting and
administrative.

C.   TRANSFER  AGENT  FEES.New  England  Funds  is  the  transfer  and
shareholder  servicing agent to the Fund. For the year ended  December
31, 1995, the Fund paid New England Funds $132,906 as compensation for
its services in that capacity.

D. SERVICE AND DISTRIBUTION FEES.Pursuant to Rule 12b-1 under the 1940
Act, the Trust has adopted a Service Plan relating to the Fund's Class
A  shares  (the  "Class A Plan") and a Service and  Distribution  Plan
relating to the Fund's Class B shares (the "Class B Plan").

Under  the  Class  A Plan, the Fund pays New England Funds  a  monthly
service fee at the annual rate of up to 0.25% of the average daily net
assets attributable to the Fund's Class A shares, as reimbursement for
expenses (including certain payments to securities dealers who may  be
affiliated  with New England Funds) incurred by New England  Funds  in
providing personal services to investors in Class A shares and/or  the
maintenance  of shareholder accounts. For the year ended December  31,
1995, the Fund paid New England Funds $483,317 in fees under the Class
A  Plan.  If  the  expenses of New England Funds  that  are  otherwise
reimbursable  under the Class A Plan incurred in any year  exceed  the
amounts  payable by the Fund under the Class A Plan, the  unreimbursed
amount  (together with unreimbursed amounts from prior years)  may  be
carried forward for reimbursement in future years in which the Class A
Plan  remains  in effect. The amount of unreimbursed expenses  carried
forward into 1996 is $1,700,600.

Under  the  Class  B Plan, the Fund pays New England Funds  a  monthly
service fee at the annual rate of up to 0.25% of the average daily net
assets attributable to the Fund's Class B shares, as compensation  for
services   provided  and  expenses  (including  certain  payments   to
securities  dealers,  who may be affiliated with  New  England  Funds)
incurred  by  New  England  Funds in providing  personal  services  to
investors  in  Class  B shares and/or the maintenance  of  shareholder
accounts.  For  the year ended December 31, 1995, the  Fund  paid  New
England Funds $26,762 in service fees under the Class B Plan.

Also under the Class B Plan, the Fund pays New England Funds a monthly
distribution  fee  at the annual rate of up to 0.75%  of  the  average
daily  net  assets  attributable to the  Fund's  Class  B  shares,  as
compensation  for  services provided and expenses  (including  certain
payments to securities dealers, who may be affiliated with New England
Funds)  incurred by New England Funds in connection with the marketing
or  sale of Class B shares. For the year ended December 31, 1995,  the
Fund  paid  New England Funds $80,286 in distribution fees  under  the
Class B Plan.


NOTES TO FINANCIAL STATEMENTS--continued
December 31, 1995

Commissions  (including  contingent deferred sales  charges)  on  Fund
shares  paid to New England Funds by investors of shares of  the  Fund
during the year ended December 31, 1995 amounted to $307,028.

E.  TRUSTEES  FEES AND EXPENSES.The Fund does not pay any compensation
directly  to  its officers or trustees who are directors, officers  or
employees  of  Back  Bay Advisors, New England Funds,  NEIC  or  their
affiliates,  other  than registered investment companies.  Each  other
trustee is compensated by the Fund as follows:

          Annual Retainer                       $2,400
          Meeting Fee                           $125/meeting
          Committee Meeting Fee                 $75/meeting
          Committee Chairman Retainer           $125/year

A  deferred  compensation  plan is available  to  the  trustees  on  a
voluntary  basis.  Each participating trustee will receive  an  amount
equal to the value that such deferred compensation would have had, had
it been invested in the Fund on the normal payment date.

4.CONCENTRATION   OF  CREDIT.The  Fund  had  the  following   industry
concentrations in excess of 10% at December 31, 1995 as  a  percentage
of the Fund's total net assets: Airports 16.7%. The Fund also had more
than  10%  of  its  total net assets invested in: Pennsylvania  10.0%,
Florida  12.0% and New York 18.0% at December 31, 1995. Certain  risks
arise from concentrating investments in any state. Certain revenue  or
tax  related  events in a state may impair the ability of  issuers  of
municipal   securities  to  pay  principal  and  interest   on   their
obligations.

5.CAPITAL SHARES.At December 31, 1995 there was an unlimited number of
shares  of  beneficial interest authorized, divided into two  classes:
Class A and Class B capital stock. Transactions in capital shares were
as follows:
<TABLE><CAPTION>
<S>                 <C>        <C>          <C>         <C>
                                 YEAR ENDED                 YEAR ENDED
                          DECEMBER 31, 1994          DECEMBER 31, 1995
                    -----------------------    -----------------------
 CLASS A                 SHARES        AMOUNT     SHARES        AMOUNT
- ---------             ---------   -----------  ---------   -----------
Shares sold           3,542,005  $ 26,128,781  1,603,141  $ 11,755,869
Shares issued in
connection with
the reinvestment of:
Dividends from net
investment income     1,101,789     7,965,454  1,035,922     7,650,069
                      ---------   -----------  ---------   -----------
                      4,643,794    34,094,235  2,639,063    19,405,938
Shares repurchased. (6,611,073)  (47,557,785)(3,825,037)  (28,129,585)
                      ---------   -----------  ---------   -----------
Net decrease.       (1,967,279) $(13,463,550)(1,185,974) $ (8,723,647)
                    ----------- ------------- ----------  ------------
<PAGE>
NOTES TO FINANCIAL STATEMENTS--continued
December 31, 1995
                                 YEAR ENDED                 YEAR ENDED
                          DECEMBER 31, 1994          DECEMBER 31, 1995
                    -----------------------    -----------------------
 CLASS B                 SHARES        AMOUNT     SHARES        AMOUNT
- ------                ---------   -----------  ---------   -----------
Shares sold             913,518    $6,744,228    594,737    $4,335,541
Shares issued in
connection with
the reinvestment of:
Distributions from net
investment income.       31,151       222,402     46,353       342,707
                      ---------   -----------  ---------   -----------
                        944,669     6,966,630    641,090     4,678,248
Shares repurchased.   (209,246)   (1,489,425)  (220,882)   (1,629,160)
                      ---------   -----------  ---------   -----------
Net increase.           735,423     5,477,205    420,208     3,049,088
                      ---------   -----------  ---------   -----------
Increase (decrease)
derived from
capital shares
transactions        (1,231,856) $ (7,986,345)  (765,766) $ (5,674,559)
                    ===========  ============ ==========  ============
</TABLE>
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS

To the Board of Trustees and Shareholders of NEW ENGLAND MUNICIPAL
INCOME FUND (FORMERLY NEW ENGLAND TAX EXEMPT INCOME FUND)

In  our  opinion, the accompanying statement of assets &  liabilities,
including  the  portfolio composition, and the related  statements  of
operations  and of changes in net assets and the financial  highlights
present  fairly, in all material respects, the financial  position  of
New  England Municipal Income Fund ("the Fund") at December 31,  1995,
the results of its operations for the year then ended, the changes  in
its net assets and the financial highlights for the periods indicated,
in  conformity  with generally accepted accounting  principles.  These
financial statements and the financial highlights (hereafter  referred
to  as  "financial statements") are the responsibility of  the  Fund's
management;  our  responsibility is to express  an  opinion  on  these
financial  statements based on our audits. We conducted our audits  of
these  financial  statements  in accordance  with  generally  accepted
auditing standards which require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are
free  of material misstatement. An audit includes examining, on a test
basis,  evidence  supporting  the  amounts  and  disclosures  in   the
financial  statements, assessing the accounting  principles  used  and
significant  estimates made by management, and evaluating the  overall
financial  statement presentation. We believe that our  audits,  which
included  confirmation of securities owned at  December  31,  1995  by
correspondence  with the custodian and brokers, provide  a  reasonable
basis for the opinion expressed above.

PRICE WATERHOUSE LLP

Boston, Massachusetts
February 7, 1996
<PAGE>
SHAREHOLDER MEETING

<TABLE><CAPTION>
<S>                   <C>             <C>         <C>            <C>         <C>
At  a  special shareholders' meeting held on December 28, 1995, shareholders  of
the New England Municipal Income Fund voted for the following proposals:

                               VOTED         VOTED    ABSTAINED        BROKER           TOTAL
                                 FOR       AGAINST        VOTES     NON-VOTES           VOTES
                              ------      --------    ---------     ---------          ------
1. To approve new
investment advisory
arrangements to be
effective upon the
merger of New
England Mutual Life
Insurance Company
into Metropolitan
Life Insurance
Company, such
arrangements to be
substantially
identical to the
investment advisory
arrangements in
effect for the Fund
immediately prior to
such merger           15,422,206.252   615,903.917  682,471.170                16,720,581.339
                       =============  ============   ==========
2. To approve a new
Advisory Agreement
between the Fund and
New England Funds
Management, L.P.
("NEFM")              15,191,489.090   759,928.196 747,163.053     22,001.000  16,720,581.339
                       =============  ============   ==========  ============
3. To approve a related
Sub-Advisory
Agreement between
NEFM and such Fund's
current investment
adviser.              14,977,944.684   905,727.031  814,908.624    22,001.000  16,720,581.339
                       =============  ============   ==========  ============
4. To approve the
elimination of the
Fund's fundamental
investment policy
that requires that
it normally invest
at least 80% of its
net assets in tax
exempt bonds the
income from which is
not subject to the
federal alternative
minimum tax           12,641,546.241 2,045,203.710  626,883.388 1,406,948.000  16,720,581.339
                       =============  ============   ==========  ============
</TABLE>

<PAGE>
REGULAR INVESTING PAYS

FIVE GOOD REASONS TO INVEST REGULARLY
1. ItOs an easy way to build assets
2. ItOs convenient and effortless
3. It requires a low minimum to get started
4. It   can  help  you  reach  important  long-term  goals  like  retirement  or
   college funding
5. It can help you benefit from the ups and downs of the market
With    Investment   Builder,   New   England   FundsO   automatic    investment
program,  you  can  invest  as  little as  $50  a  month  in  your  New  England
Fund  automatically  -  without  even writing a  check.  And,  as  you  can  see
from  the  chart  below,  your  monthly  investments  can  really  add  up  over
time.

THE POWER OF MONTHLY INVESTING
[A   line   graph  appears  here,  illustrating  the  hypothetical  accumulation
of  monthly  investments  at  an  8% annual rate  of  return.  The  data  points
of the graph are as follows:]

Monthly investments of $50

Years                Growth of Monthly Investments
0                                               $0
5                                           $3,661
10                                          $9,040
15                                         $16,943
20                                         $28,555
25                                         $45,618

Monthly investments of $100

Years                Growth of Monthly Investments
0                                               $0
5                                           $7,322
10                                         $18,079
15                                         $33,886
20                                         $57,111
25                                         $91,236
Monthly investments of $200

Years                Growth of Monthly Investments
0                                               $0
5                                          $14,643
10                                         $36,158
15                                         $67,772
20                                        $114,222
25                                        $182,472
Monthly investments of $500

Years                Growth of Monthly Investments
0                                               $0
5                                          $36,608
10                                         $90,396
15                                        $169,429
20                                        $285,555
25                                        $456,181
For   illustrative   purposes   only.  These  figures   represent   hypothetical
accumulation  at  an  8%  annual  rate of return,  and  are  not  indicative  of
future  performance  of  any  New England Fund.  The  value  of  a  New  England
Fund will fluctuate with changing market conditions.

This  program  cannot  assure  a  profit  nor  protect  against  a  loss  in   a
declining   market.  It  does,  however,  ensure  that  you  buy   more   shares
when the price is low and fewer shares when the price is high.

You   can   start   an  Investment  Builder  program  with  your   current   New
England   Fund  account,  or  with  any  of  our  other  funds.   To   open   an
Investment   Builder   account   today,  call  your   financial   representative
or New England Funds at 1-800-225-5478.
<PAGE>
SAVING FOR RETIREMENT

AN EARLY START CAN MAKE A BIG DIFFERENCE
With   todayOs  lengthening  life  spans,  you  may  be  retired  for  20  years
or    more   after   you   complete   your   working   career.   Living    these
retirement   years   the  way  youOve  dreamed  of  will  require   considerable
financial   resources.  While  itOs  never  too  late  to  start  a   retirement
savings  program,  itOs  certainly  never  too  early:  The  sooner  you  begin,
the longer the time your money has to grow.
The   chart   below   illustrates   this  point   dramatically.   One   investor
starts  at  age  30,  saves  for  just  10 years,  then  leaves  the  investment
to   grow.   The  second  investor  starts  10  years  later  but   saves   much
longer   -   for   25   years,   in  fact.  Can   you   guess   which   investor
accumulates the greater retirement nest egg?
For the answer, look at the chart.

AN EARLY START CAN MAKE A BIG DIFFERENCE
[A   chart   in   the  form  of  a  line  graph  appears  here,  comparing   the
growth   of   investments  made  for  10  years  by  an  investor   who   begins
investing  at  age  30  to  the  growth  of  investments  made  for  twenty-five
years   by   an  investor  who  begins  investing  at  age  40.  A  hypothetical
appreciation  of  10%  is  assumed.  The data  points  from  the  graph  are  as
follows:]

Investor A - Begins at age 30 for 10 years:
Age                Growth of Investments
30                                $2,000
35                               $15,431
40                               $35,062
45                               $90,943
55                              $146,464
60                              $235,882
65                              $379,890


Investor B - Begins investing at age 40 for 25 years:
Age                Growth of Investments
40                                $2,000
45                               $15,431
50                               $37,062
55                               $71,899
60                              $128,005
65                              $216,364
Assumes   10%   hypothetical  appreciation.  For  illustrative   purposes   only
and not indicative of future performance of any New England Fund.
Investor  A  invested  $20,000,  less  than  half  of  investor  BOs  commitment
- -  and  for  less  than  half the time. Yet investor A  wound  up  with  a  much
greater  retirement  nest  egg.  The  reason?  ItOs  all  thanks  to  an   early
start.
New   England   Funds   has   prepared  a  number  of   informative   retirement
planning   guides.   Call   your  financial  representative   or   New   England
Funds today, and ask for the guide that best fits your personal needs.
<PAGE>
NEW ENGLAND FUNDS
                              STOCK FUNDS
                                   
                         Growth Fund of Israel
                       International Equity Fund
                          Star Worldwide Fund
                              Growth Fund
                          Star Advisers Fund
                          Capital Growth Fund
                               Value Fund
                       Growth Opportunities Fund
                             Balanced Fund
                                   
                              BOND FUNDS
                                   
                           High Income Fund
                         Strategic Income Fund
                       Government Securities Fund
                            Bond Income Fund
                   Limited Term U.S. Government Fund
                  Adjustable Rate U.S. Government Fund
                                   
                           TAX EXEMPT FUNDS
                                   
                         Municipal Income Fund
                   Massachusetts Tax Free Income Fund
             Intermediate Term Tax Free Fund of California
              Intermediate Term Tax Free Fund of New York
                                   
                          MONEY MARKET FUNDS
                         Cash Management Trust
                         - Money Market Series
                         - U.S. Government Series
                     Tax Exempt Money Market Trust
                                   
               To learn more, and for a free prospectus,
                contact your financial representative.
                                   
                        New England Funds, L.P.
                          399 Boylston Street
                           Boston, MA  02116
                        Toll Free  800-225-5478

 This material is authorized for distribution to prospective investors
 when it is preceded or accompanied by the FundOs current prospectus,
 which contains information about distribution charges, management and
 other items of interest. Investors are advised to read the prospectus
                      carefully before investing.
<PAGE>
Bulk Rate
U.S. Postage
Paid
Brockton, MA
Permit No. 770

[LOGO]
NEW ENGLAND FUNDS
WHERE THE BEST MINDS MEET

399 Boylston Street
Boston, Massachusetts
02116

[LOGO]
QUALITY
TESTED SERVICE
1996
DALBAR
HONORS COMMITMENT TO:
INVESTORS

TX56

[RECYCLE LOGO] PRINTED ON RECYCLED PAPER
<PAGE>
APPENDIX TO FORM N-30D FILINGS TO DESCRIBE DIFFERENCES BETWEEN PRINTED
AND EDGAR-FILED TEXTS.

(1)  Rule lines for tables are omitted.

(2)  Italic typefaces is displayed in normal type.

(3)  Boldface type is displayed in capital letters.

(4)  Headers (e.g. the names of the fund) and footers (e.g. page
     numbers and OSee accompanying notes to financial statementsO) are
     omitted.

(5)  Because the printed page breaks are not reflected, certain
     tabular and columnar headings and symbols are displayed
     differently in this filing.

(6)  Bullet points, leaders and similar graphic symbols are omitted.

(7)  Page numbering is different.



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission