LANDMARK MULTI-STATE TAX FREE FUNDS, N-30B-2, 1995-05-03

LANDMARK MULTI-STATE TAX FREE FUNDS
N-30B-2, 1995-05-03

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<PAGE>

[LOGO] LANDMARK(SM) FUNDS
Advised by Citibank, N.A.

LANDMARK
CALIFORNIA
TAX FREE
RESERVES

SEMI-ANNUAL
REPORT
February 28, 1995
<PAGE>

A LETTER TO OUR SHAREHOLDERS

Dear Shareholder:

Although the six months ended February 28, 1995 were difficult for most
financial markets, short-term investments did quite well. In fact, this was one
of very few times in the history of the financial markets in which cash
equivalent investments outperformed longer term securities. Investors in money
market instruments enjoyed correspondingly higher yields as tighter monetary
policy caused interest rates to rise in a stronger-than-expected economy.

Throughout the period, the Landmark Funds' investment adviser, Citibank,
N.A., managed Landmark California Tax Free Reserves in a manner consistent with
the policies stated in the Fund's prospectus: providing high levels of current
income that are largely exempt from both federal and California personal income
taxes, preservation of capital and liquidity. The Fund seeks to offer an
attractive yield by investing in a high-quality portfolio composed primarily of
short-term municipal obligations issued by California, its municipalities and
their agencies. A portion of the Fund's income may not be exempt from California
personal income taxes.

This Semi-Annual Report reviews the Fund's investment activities and
performance over the past six months, and provides a summary of Citibank's
perspective on the financial markets and outlook for the foreseeable future. On
behalf of the Board of Trustees of the Landmark Funds, I want to thank our
shareholders for their participation and support. We look forward to serving you
in the months and years ahead.

/s/ Philip W. Coolidge
Philip W. Coolidge
President
March 20, 1995

Remember that Mutual Fund Shares:
o Are not bank deposits or FDIC insured
o Are not obligations of or guaranteed by Citibank or Citicorp Investment
Services
o Are subject to investment risks, in clud ing possible loss of the principal
amount invested.

TABLE OF CONTENTS
Landmark California
Tax Free Reserves
- - --------------------------------------
1 Letter to Shareholders
- - --------------------------------------
2 Market Environment
Fund Snapshot
- - --------------------------------------
3 The Portfolio Manager Responds
Fund Quotes
Strategy and Outlook
- - --------------------------------------
4 Fund Data
7-Day Yield Comparisons
- - --------------------------------------
5 Portfolio of Investments
- - --------------------------------------
7 Statement of Assets and Liabilities
- - --------------------------------------
8 Statement of Operations
- - --------------------------------------
9 Statement of Changes in Net Assets
- - --------------------------------------
10 Financial Highlights
- - --------------------------------------
11 Notes to Financial Statements
<PAGE>

MARKET ENVIRONMENT

As of this writing, the inflation rate remains stable, the economy appears
to be slowing and long-term interest rates are moderating from their 1994 highs.
The road to this relatively positive state of economic affairs, however, was a
rocky one. Six months ago, the national economy was growing faster than its
productive capacity despite five prior increases in the federal funds rate.
Fixed-income investors remained concerned about a resurgence of inflation,
causing most long-term bond prices to fall sharply. In response to these
concerns, the Federal Reserve raised short-term interest rates twice more during
the period--three-quarters of a percentage point in November and one-half of a
point in February--for a total of seven increases since February 4, 1994. During
that time, the federal funds rate doubled from three percent to six percent.

Although higher short-term interest rates put pressure on the prices of
longer term fixed-income securities, they had a positive effect on short-term,
cash equivalent investments. The short-term tax-exempt securities market also
performed particularly well during the six-month period as tax-exempt yields
remained high relative to taxable yields. In December, for example, six-month
municipal securities provided 71% of the yield of comparable-maturity U.S.
Treasury securities.

While California's economy continues to experience serious difficulties, it
appears to have turned the corner. In contrast to the limited supply of new
short-term, tax-exempt investments elsewhere in the U.S., the need to finance
deficit spending has resulted in a relatively plentiful supply of new issues.
The most significant event of the period was the bankruptcy of Orange County,
California in December 1994, which sent shock waves throughout the California
municipal marketplace. It is important to note that the county's problems had
more to do with poor judgement in selecting their investments than with the
underlying fundamental strength of the State's economy.

FUND SNAPSHOT

COMMENCEMENT OF OPERATIONS
March 10, 1992

NET ASSETS AS OF 2/28/95
$46.7 million

FUND OBJECTIVE
Provide high levels of current income which is exempt from both Federal and
California personal income taxes,+ preservation of capital and liquidity.

DIVIDENDS
Accrued daily, paid monthly

CAPITAL GAINS
Distributed annually, if any

BENCHMARKS
o Lipper California Tax Exempt Money Market Funds Average
o IBC/Donoghue California Tax Free Money Funds Average

INVESTMENT ADVISER
Citibank, N.A.

+A portion of the income may be subject to the Federal Alternative Minimum Tax.
Consult your personal tax advisor.
<PAGE>

THE PORTFOLIO MANAGER RESPONDS

Citibank actively managed the Fund with an eye toward maintaining
shareholder value and generating competitive levels of tax-free income. To that
end, we continually adjusted the portfolio's sensitivity to rising interest
rates. As interest rates rose, we maintained relatively short average maturity
for the Fund, which enabled us to take advantage of investment opportunities as
they became available and to shelter the Fund from the brunt of the state-wide
sell-off precipitated by the Orange County bankruptcy.

Landmark California Tax Free Reserves held no securities issued by Orange
County, California, or its municipalities at the time of the bankruptcy.
Nonetheless, the prices of even the most creditworthy California securities fell
temporarily in the aftermath of this unusual event. When it became clear that a
market set-back was imminent, our credit analysts conducted a thorough review of
the Fund's holdings (in addition to the exhaustive analyses before purchase) to
make certain that their underlying fundamentals remained sound. The Fund
continued to maintain a stable $1.00 share price throughout the period, and in
the weeks since the bankruptcy became public, many of the Fund's holdings have
bounced back strongly as investors have come to recognize their
creditworthiness. We continue to maintain a defensive investment posture in
California, characterized by a shorter-than-average maturity and careful
security selection. We are focusing on short-term municipal issues and
tax-exempt commercial paper that are relatively resistant to market declines.

FUND QUOTES FROM THE PORTFOLIO MANAGER

"We owned no securities from Orange County, California, at the time of the
bankruptcy, so we didn't have to worry about some of the issues other California
tax-exempt funds confronted."

"We thoroughly investigate the investment policies of the issuers in which we
invest."

STRATEGY AND OUTLOOK

Nationally, while the Federal Reserve may increase short-term interest
rates again if the national economy grows at an inflationary pace, we believe
that most of the increases are behind us. Indeed, we would not be surprised if
the Federal Reserve begins to loosen their reins on monetary policy in the
months ahead as the economy slows to more sustainable levels.

Citibank's strategy looking forward is the same one that we have employed
over the past six months: we intend to adjust the average maturity and
investment mix of the Fund in response to changes in economic and market
conditions. If short-term interest rates begin to fall over the next six months,
we are prepared to lengthen maturities to maintain higher yields for as long as
possible. If, on the other hand, interest rates begin to rise, we may maintain
shorter maturities to help ensure participation in higher yielding investments
as they become available.

As Orange County's situation becomes resolved and as it becomes clear that
other municipalities will not find themselves in a similar situation, we will
implement a more aggressive investment strategy. Over the near-term, however, we
remain cautious and expect to focus on secure issues such as those backed by
private insurance or bank letters of credit. We will continue to carefully
monitor the U.S. and California economies, monetary policy and other factors
that affect short-term tax-exempt securities.
<PAGE>

<TABLE>
FUND DATA All Periods Ending February 28, 1995 (unaudited)

<CAPTION>
TOTAL RETURNS
----------------------------------------
SINCE
SIX ONE 3/10/92
MONTHS YEAR INCEPTION<F1>
------ ------ ---------
<S> <C> <C> <C>
Landmark California Tax Free Reserves...................... 1.64% 2.88% 2.62%
Lipper California Tax Exempt Money Market Funds Average.... 1.50% 2.60% 2.32%<F2>
<FN>
<F1> Average Annual Total Return
<F2> Since 2/29/92
</TABLE>

7-DAY YIELDS
- - ------------
Annualized Current 3.77%
Effective 3.84%

The Annualized Current 7-Day Yield reflects the amount of income generated by
the investment during that seven day period and assumes that the income is
generated each week over a 365 day period. The yield is shown as a percentage of
the investment.

The Effective 7-Day Yield is calculated similarly, but when annualized, the
income earned by the investment during that seven day period is assumed to be
reinvested.

The effective yield is slightly higher than the current yield because of the
compounding effect of this assumed reinvestment.

7-DAY YIELD COMPARISONS

As the graph illustrates, Landmark California Tax Free Reserves generally had a
higher average than comparable Money Market Funds, as published in
IBC/Donoghue's Money Fund Report over most of the period.

COMPARISON OF 7-DAY YIELDS FOR LANDMARK CALIFORNIA TAX FREE RESERVES
VS. IBC/DONOGHUE CALIFORNIA TAX FREE FUNDS AVERAGE
[THE FOLLOWING DATA IS PRESENTED AS A GRAPH IN THE PRINTED REPORT]

IBC/Donoghue
Landmark California Tax
California Tax Free Funds
Free Reserves Average
3/1/94 2.17% 1.96%
3/8/94 2.11% 1.93%
3/15/94 2.00% 1.86%
3/22/94 1.91% 1.81%
3/29/94 1.92% 1.76%
4/5/94 2.29% 1.88%
4/12/94 1.93% 1.77%
4/19/94 2.05% 1.75%
4/26/94 2.42% 2.14%
5/3/94 2.52% 2.33%
5/10/94 2.45% 2.20%
5/17/94 2.57% 2.30%
5/24/94 2.61% 2.31%
5/31/94 2.67% 2.31%
6/7/94 2.47% 2.15%
6/14/94 2.32% 1.97%
6/21/94 2.49% 2.02%
6/28/94 2.64% 2.19%
7/5/94 2.51% 2.15%
7/12/94 2.10% 1.83%
7/19/94 2.35% 1.95%
7/26/94 2.54% 2.26%
8/2/94 2.54% 2.36%
8/9/94 2.50% 2.33%
8/16/94 2.64% 2.34%
8/23/94 2.75% 2.41%
8/30/94 2.91% 2.56%
9/6/94 2.85% 2.58%
9/13/94 2.72% 2.51%
9/20/94 2.97% 2.62%
9/27/94 3.13% 2.78%
10/4/94 3.18% 2.90%
10/11/94 2.71% 2.60%
10/18/94 2.65% 2.40%
10/25/94 2.96% 2.56%
11/1/94 3.18% 2.60%
11/8/94 3.07% 2.72%
11/15/94 3.25% 2.81%
11/22/94 3.36% 2.98%
11/29/94 3.42% 3.07%
12/6/94 3.25% 2.98%
12/13/94 3.14% 2.81%
12/20/94 3.71% 3.37%
12/27/94 3.95% 3.88%
1/3/95 4.06% 4.23%
1/10/95 3.45% 3.34%
1/17/95 3.08% 2.73%
1/24/95 3.12% 2.66%
1/31/95 3.55% 3.06%
2/7/95 3.48% 3.09%
2/14/95 3.59% 3.26%
2/21/95 3.77% 3.45%
2/28/95 3.72% 3.40%

Notes: The Fund seeks to maintain a stable $1.00 per share price, although there
is no assurance that this will be so on a continuing basis. Fund shares are not
insured or guaranteed by the U.S. Government. Yields and total returns will
fluctuate and past performance is no guarantee of future results. Total return
figures include reinvestment of dividends. Returns and yields reflect certain
voluntary fee waivers. If the waivers were not in place, the Fund's returns
would have been lower and the 7-day annualized current yield would have been
3.37%.
<PAGE>

Landmark California Tax Free Reserves

PORTFOLIO OF INVESTMENTS February 28, 1995 (unaudited)

PRINCIPAL
AMOUNT
ISSUER (000'S OMITTED) VALUE
- - -----------------------------------------------------------
TAX EXEMPT COMMERCIAL
PAPER -- 35.7%

Brazos River Authority, TX Pollution
Control Revenue, AMT,
4.30%, due 5/12/95.......... $2,100 $ 2,100,000
California Pollution Control
Finance Authority,
3.65%, due 3/15/95.......... 2,000 2,000,000
California Pollution Control
Finance Authority,
3.90%, due 3/10/95.......... 1,300 1,300,000
California Pollution Control
Finance Authority,
3.95%, due 5/11/95.......... 1,000 1,000,000
California Pollution Control
Finance Authority,
4.00%, due 5/11/95.......... 1,000 1,000,000
California Pollution Control
Finance Authority,
4.05%, due 5/10/95.......... 2,000 2,000,000
California Pollution Control
Finance Authority,
4.10%, due 4/7/95........... 1,200 1,200,000
Los Angeles County
Transportation Authority,
4.05%, due 4/13/95.......... 1,000 1,000,000
Puerto Rico Industrial
Development Authority,
3.70%, due 3/8/95........... 1,600 1,600,000
Sacramento, CA
Municipal Utility District,
3.70%, due 3/9/95........... 1,000 1 ,000,000
Sacramento, CA
Municipal Utility District,
4.00%, due 5/11/95.......... 2,500 2,500,000
-----------
16,700,000
-----------

ANNUAL AND SEMI-ANNUAL
TENDER REVENUE BONDS AND
NOTES (PUTS) -- 16.2%

Atlanta, GA
Urban Residential Authority,
4.30%, due 5/1/95........... $1,000 $ 1,000,000
Aurora Hanover Park, IL Single
Family Mortgage Revenue, AMT,
4.41%, due 7/15/95.......... 1,570 1,570,000
California Pollution Control
Finance Authority,
4.25%, due 8/1/95........... 1,000 1,000,000
East Baton Rouge, LA Single
Family Mortgage Revenue,
4.30%, due 6/15/95.......... 1,000 1,000,000
Oklahoma State Water Resource,
4.50%, due 9/1/95........... 1,000 1,000,000
Virgin Islands Housing
Financial Authority, AMT,
5.00%, due 5/1/95........... 2,000 2,000,000
-----------
7,570,000
-----------

BOND ANTICIPATION NOTES,
TAX AND REVENUE ANTICIPATION
NOTES -- 9.7%

Butte County, CA Bond Anticipation Notes,
5.00%, due 10/27/95......... 1,000 1,005,234
California State, Revenue
Anticipation Notes,
5.00%, due 6/28/95.......... 1,000 1,002,557
Los Angeles County, CA
Tax & Revenue Anticipation Notes,
4.50%, due 6/30/95.......... 500 501,037
San Bernardino County, CA
Tax & Revenue Anticipation Notes,
4.50%, due 7/31/95.......... 1,500 1,503,896
Sacramento, CA
Tax & Revenue Anticipation Notes,
5.00%, due 11/10/95......... 500 502,502
-----------
4,515,226
-----------

VARIABLE RATE DEMAND NOTES* -- 39.9%

Alameda County, CA
Industrial Development
Authority, due 6/1/04....... $ 400 $ 400,000
California Health
Facilities Finance
Authority, due 7/1/13....... 800 800,000
California Health
Facilities Finance
Authority, due 7/1/16....... 100 100,000
California Health
Facilities Finance
Authority, due 11/1/19...... 700 700,000
California Health
Facilities Finance
Authority, due 3/1/20....... 1,000 1,000,000
California Health
Facilities Finance
Authority, due 7/1/20....... 1,200 1,200,000
California Pollution
Control Finance
Authority, due 10/1/06...... 100 100,000
California Pollution
Control Finance
Authority, due 10/1/07...... 200 200,000
California Pollution
Control Finance
Authority, due 9/1/13....... 1,100 1,100,000
California Pollution
Control Finance Authority
Recovery Rev., AMT, due 12/1/17 100 100,000
California Pollution
Control Finance Authority
Recovery Rev., AMT, due 9/1/18 400 400,000
California Pollution
Control Finance Authority
Recovery Rev., AMT due 12/1/24 300 300,000
California Statewide Communities, AMT,
due 12/15/24................ 200 200,000
Eastern, CA Municipal
Water District Revenue
due 7/1/20.................. 700 700,000
Golden Empire School
Finance Authority, due 12/1/22 600 600,000
Kern County, CA
Certificates of Participation
due 8/1/06.................. 500 500,000
Los Angeles, CA Community
Redevelopment Authority,
due 12/1/05................. 700 700,000
Los Angeles, CA Community
Metropolitan Transportation,
due 7/1/20.................. 2,000 2,000,000
Monterey Peninsula, CA
Water, Management District
due 7/1/22.................. 1,500 1,500,000
Pitkin County, CO Industrial
Development Corp. Revenue,
due 4/1/16.................. 100 100,000
Pittsburg, CA
due 12/30/22................ 2,400 2,400,000
Santa Clara County, CA
Transportation Revenue,
due 6/1/15.................. 100 100,000
San Joaquin County, CA
Transportation Authority, Sales Tax
Revenue due 4/1/11.......... 1,300 1,300,000
South East , TX Single
Family Mortgage Revenue, AMT,
due 11/1/25................. 1,675 1,675,000
Unita County, WY
Pollution Control Revenue,
due 8/15/20................. 500 500,000
-----------
18,675,000
-----------
TOTAL INVESTMENTS,
AT AMORTIZED COST ........ 101.5% 47,460,226
OTHER ASSETS,
LESS LIABILITIES ......... (1.5) (710,457)
------ ----------
NET ASSETS ................. 100.0% $46,749,769
====== ===========
AMT - Subject to Alternate Minimum Tax
* Variable rate demand notes have a demand feature under which the Fund could
tender them back to the issuer on no more than 7 days' notice.

See notes to financial statements
<PAGE>

<TABLE>
Landmark California Tax Free Reserves

STATEMENT OF ASSETS AND LIABILITIES February 28, 1995 (unaudited)
<S> <C>
ASSETS:
Investments, at amortized cost (Note 1A)...................................................... $47,460,226
Cash.......................................................................................... 100,288
Interest receivable........................................................................... 235,367
-----------
Total assets.............................................................................. 47,795,881
-----------

LIABILITIES:
Payable for investments purchased............................................................. 1,000,000
Payable for shares of beneficial interest repurchased......................................... 15,000
Dividends payable............................................................................. 27,206
Accrued expenses and other liabilities........................................................ 3,906
-----------
Total liabilities......................................................................... 1,046,112
-----------

NET ASSETS for 46,758,542 shares of beneficial interest outstanding........................... $46,749,769
===========

NET ASSETS CONSIST OF:
Paid-in capital............................................................................... $46,758,542
Accumulated net realized loss on investments.................................................. (8,773)
-----------
Total..................................................................................... $46,749,769
===========

NET ASSET VALUE, OFFERING PRICE, AND REDEMPTION PRICE PER SHARE............................... $1.00
=====

See notes to financial statements
</TABLE>
<PAGE>
Landmark California Tax Free Reserves

<TABLE>
STATEMENT OF OPERATIONS
For the Six Months Ended February 28, 1995 (unaudited)

<S> <C> <C>
INVESTMENT INCOME (Note 1B)................................................ $ 861,702

EXPENSES:
Shareholder Servicing Agents' fees (Note 4B)............................... $ 97,372
Investment Advisory fees (Note 3).......................................... 48,686
Administrative fees (Note 4A).............................................. 36,514
Custodian fees............................................................. 33,177
Auditing fees.............................................................. 15,700
Legal fees................................................................. 13,715
Distribution fees (Note 5)................................................. 12,171
Shareholder reports........................................................ 12,163
Trustee fees............................................................... 10,194
Transfer agent fees........................................................ 6,000
Miscellaneous.............................................................. 8,337
--------
Total expenses......................................................... 294,029
Less aggregate amount waived by Investment Adviser,
Administrator, Shareholder Servicing Agents, and Distributor
(Notes 3, 4A, 4B, and 5).................................................. (194,743)
Expenses assumed by Administrator (Note 9)................................. (38,428)
--------
Net expenses........................................................... 60,858
-------
Net investment income.................................................. 800,844
NET REALIZED LOSS ON INVESTMENTS........................................... (7,800)
---------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS....................... $ 793,044
=========

See notes to financial statements
</TABLE>
<PAGE>

<TABLE>
Landmark California Tax Free Reserves

STATEMENT OF CHANGES IN NET ASSETS

SIX MONTHS ENDED
FEBRUARY 28, 1995 YEAR ENDED
(UNAUDITED) AUGUST 31, 1994
----------------- ---------------
<S> <C> <C>
INCREASE (DECREASE) IN NET ASSETS FROM:
OPERATIONS:
Net investment income..................................................... $ 800,844 $ 976,463
Net realized loss on investments.......................................... (7,800) (988)
------------ ------------
Net increase in net assets resulting from operations...................... 793,044 975,475
------------ ------------

DIVIDENDS TO SHAREHOLDERS FROM:
Net investment income..................................................... (800,844) (976,463)
------------ ------------

TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST AT NET ASSET VALUE
OF $1.00 PER SHARE (Note 6):
Proceeds from sale of shares.............................................. 95,620,738 146,519,662
Net asset value of shares issued to shareholders from
reinvestment of dividends................................................ 623,101 742,999
Cost of shares repurchased................................................ (102,349,512) (132,206,536)
------------ ------------
Net increase (decrease) in net assets from
transactions in shares of beneficial interest........................... (6,105,673) 15,056,125
------------ ------------
Net increase (decrease) in net assets .................................... (6,113,473) 15,055,137

NET ASSETS:
Beginning of period....................................................... 52,863,242 37,808,105
------------ ------------
End of period............................................................. $ 46,749,769 $ 52,863,242
============ ============

See notes to financial statements
</TABLE>
<PAGE>
Landmark California Tax Free Reserves
<TABLE>
FINANCIAL HIGHLIGHTS

<CAPTION>
MARCH 10, 1992
SIX MONTHS ENDED (COMMENCEMENT
FEBRUARY 28, 1995 YEAR ENDED YEAR ENDED OF OPERATIONS) TO
(UNAUDITED) AUGUST 31, 1994 AUGUST 31, 1993 AUGUST 31, 1992
----------------- --------------- --------------- -----------------
<S> <C> <C> <C> <C>
Net Asset Value, beginning of period. $ 1.00000 $ 1.00000 $ 1.00000 $ 1.00000
Net investment income................ 0.01630 0.02288 0.02467 0.01304
Less dividends from net investment income (0.01630) (0.02288) (0.02467) (0.01304)
--------- --------- --------- ---------
Net Asset Value, end of period...... $ 1.00000 $ 1.00000 $ 1.00000 $ 1.00000
========= ========= ========= =========

RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000's omitted) $ 46,750 $ 52,863 $ 37,808 $ 16,295
Ratio of expenses to average net assets 0.25%<F1> 0.25% 0.00% 0.00%<F1>
Ratio of net investment income to average
net assets.......................... 3.29%<F1> 2.30% 2.42% 2.71%<F1>
Total return......................... 1.64%<F2> 2.31% 2.50% 2.75%<F1>

Note: If Agents of the Fund had not voluntarily waived all or a portion of their
fees from the Fund and the Administrator had not voluntarily assumed expenses
for the periods indicated, the ratios and net investment income per share would
have been as follows:

Net investment income per share...... $0.0115 $0.01423 $0.01121 $0.00279
Ratios:
Expenses to average net assets....... 1.21%<F1> 1.12% 1.32% 2.13%<F1>
Net investment income to
average net assets................. 2.33%<F1> 1.43% 1.10% 0.58%<F1>

<FN>
<F1> Annualized
<F2> Not annualized

See notes to financial statements
</TABLE>
<PAGE>
Landmark California Tax Free Reserves
NOTES TO FINANCIAL STATEMENTS (unaudited)

(1) SIGNIFICANT ACCOUNTING POLICIES
Landmark California Tax Free Reserves (the "Fund") is a separate non-diversified
series of Landmark Multi-State Tax Free Funds (the "Trust"), which is organized
as a Massachusetts business trust and is registered under the Investment Company
Act of 1940, as amended, as an open-end, management investment company. The
Investment Adviser of the Fund is Citibank, N.A. ("Citibank"). The Landmark
Funds Broker-Dealer Services, Inc. ("LFBDS") acts as the Trust's Administrator
and Distributor. Citibank also serves as Sub-Administrator and makes shares
available to customers through various Shareholder Servicing Agents.

The significant accounting policies consistently followed by the Fund are in
conformity with generally accepted accounting principles and are as follows:

A. VALUATION OF INVESTMENTS -- Money market instruments are valued at amortized
cost, which the Trustees have determined in good faith constitutes fair value.
The Fund's use of amortized cost is subject to the Fund's compliance with
certain conditions as specified under Rule 2a-7 of the Investment Company Act of
1940.

B. INTEREST INCOME -- Interest income consists of interest accrued, less the
amortization of any premium and accretion of market discount on the investments
of the Fund.

C. FEDERAL TAXES -- The Fund's policy is to comply with the provisions of the
Internal Revenue Code available to regulated investment companies and to
distribute to shareholders all of its net investment income. Accordingly, no
provision for federal income or excise tax is necessary. At August 31, 1994, the
Fund, for federal income tax purposes, had a capital loss carryover of $988,
which will expire August 31, 2002. Such capital loss carryover will reduce the
Fund's taxable income arising from future net realized gain on investment
transactions, if any, to the extent permitted by the Internal Revenue Code, and
thus will reduce the amount of distributions to shareholders which would
otherwise be necessary to relieve the Fund of any liability for federal income
tax. Dividends paid by the Fund from net interest received on tax-exempt money
market instruments are not includable by shareholders as gross income for
federal income tax purposes because the Fund intends to meet certain
requirements of the Internal Revenue Code applicable to regulated investment
companies which will enable the Fund to pay exempt-interest dividends. The
portion of such interest, if any, earned on private activity bonds issued after
August 7, 1986, may be considered a tax preference item to shareholders.

D. EXPENSES -- The Fund bears all costs of its operations other than expenses
specifically assumed by Citibank and LFBDS. Expenses incurred by the Trust with
respect to any two or more Funds in a series are allocated in proportion to the
average net assets of each fund, except when allocations of direct expenses to
each fund can otherwise be made fairly. Expenses directly attributable to a fund
are charged to that fund.

E. OTHER -- Purchases, and maturities and sales, of money market instruments are
accounted for on the date of the transaction.

(3) INVESTMENT ADVISORY FEES
The investment advisory fee paid to Citibank, as compensation for overall
investment management services, amounted to $48,686, all of which was
voluntarily waived for the six months ended February 28, 1995. The investment
advisory fee is computed at the annual rate of 0.20% of the Fund's average daily
net assets.

(4) ADMINISTRATIVE SERVICES PLAN
The Trust has adopted an Administrative Services Plan (the "Administrative
Services Plan") which provides that the Trust, on behalf of each Fund, may
obtain the services of an Administrator, one or more Shareholder Servicing
Agents and other Servicing Agents and may enter into agreements providing for
the payment of fees for such services. Under the Administrative Services Plan,
the aggregate of the fee paid to the Administrator from the Fund, the fees paid
to the Shareholder Servicing Agents from the Fund under such plan and the Basic
Distribution Fee paid from the Fund to the Distributor under the Distribution
Plan may not exceed 0.60% of the Fund's average daily net assets on an
annualized basis for the Fund's then-current fiscal year.

A. ADMINISTRATIVE FEES -- Under the terms of an Administrative Services
Agreement, LFBDS is entitled to an administrative fee from the Fund, as
compensation for overall administrative services and general office facilities,
which is computed at the annual rate of 0.15% of the Fund's average daily net
assets. The administrative fee amounted to $36,514, all of which was voluntarily
waived for the six months ended February 28, 1995. Citibank acts as
Sub-Administrator and performs such duties and receives such compensation from
LFBDS as from time to time is agreed to by LFBDS and Citibank. The Fund pays no
compensation directly to any Trustee or any officer who is affiliated with the
Administrator, all of whom receive remuneration for their services to the Fund
from the Administrator or its affiliates. Certain of the officers and a Trustee
of the Fund are officers and a director of the Administrator or its affiliates.

B. SHAREHOLDER SERVICING AGENT FEES -- The Trust, on behalf of the Fund, has
entered into shareholder servicing agreements with each Shareholder Servicing
Agent pursuant to which that Shareholder Servicing Agent acts as an agent for
its customers and provides other related services. For their services, each
Shareholder Servicing Agent receives fees from the Fund, which may be paid
periodically, which may not exceed, on an annualized basis, an amount equal to
0.40% of the average daily net assets of the Fund represented by shares owned
during the period by investors for whom such Shareholder Servicing Agent
maintains a servicing relationship. Shareholder Servicing Agent fees amounted to
$97,372, all of which was voluntarily waived for the six months ended February
28, 1995.

(5) DISTRIBUTION FEES
The Trust has adopted a Plan of Distribution pursuant to Rule 12b-1 under the
Investment Company Act of 1940, as amended, in which the Fund reimburses the
Distributor for expenses incurred or anticipated in connection with the sale of
shares of the Fund, at an annual rate not to exceed 0.10% of the Fund's average
daily net assets. The Distributor may also receive an additional fee from the
Fund not to exceed 0.10% of the Fund's average daily net assets in anticipation
of, or as reimbursement for, advertising expenses incurred by the Distributor in
connection with the sale of shares of the Fund. No payments of such additional
fees have been made to date. Under the Administrative Services Plan the
distribution fees were computed at an annual rate of 0.05% of the Fund's average
daily net assets. The distribution fee amounted to $12,171, all of which was
voluntarily waived for the six months ended February 28, 1995.

(6) SHARES OF BENEFICIAL INTEREST
The Declaration of Trust permits the Trustees to issue an unlimited number of
full and fractional Shares of Beneficial Interest (without par value).

(7) INVESTMENT TRANSACTIONS
Purchases, and maturities and sales, of money market instruments aggregated
$178,631,555 and $183,865,000, respectively, for the six months ended February
28, 1995.

(8) FEDERAL INCOME TAX BASIS OF INVESTMENT SECURITIES
The cost of investment securities owned at February 28, 1995, for federal income
tax purposes, amounted to $47,460,226.

(9) ASSUMPTION OF EXPENSES
LFBDS has voluntarily agreed to pay a portion of the unwaived expenses of the
Fund for the six months ended February 28, 1995, which amounted to $38,428.

(10) LINE OF CREDIT
The Fund, along with other Landmark Funds, entered into an agreement with a bank
which allows the Funds collectively to borrow up to $40 million for temporary or
emergency purposes. Interest on borrowings, if any, is charged to the specific
fund executing the borrowing at the base rate of the bank. In addition, the $15
million committed portion of the line of credit requires a quarterly payment of
a commitment fee based on the average daily unused portion of the line of
credit. For the six months ended February 28, 1995, the commitment fee allocated
to the Fund was $192. Since the line of credit was established there have been
no borrowings.
<PAGE>
SHAREHOLDER
SERVICING AGENTS

FOR CITIBANK NEW YORK RETAIL BANKING AND
BUSINESS AND PROFESSIONAL CUSTOMERS:
Citibank, N.A.
450 West 33rd Street, New York, NY 10001
(212) 564-3456 or (800) 846-5300

FOR CITIGOLD CUSTOMERS:
Citigold
P.O. Box 5130, New York, NY 10126-5130
Call Your Citigold Executive or (212) 974-0900 or (800) 285-1701

FOR CITIBANK PRIVATE BANKING CLIENTS:
Citibank, N.A.
The Citibank Private Bank
153 East 53rd Street, New York, NY 10043
Call Your Citibank Private Banking Account Officer,
Investment Specialist or (212) 559-5959

FOR CITIBANK GLOBAL ASSET MANAGEMENT CLIENTS:
Citibank, N.A.
Citibank Global Asset Management
153 East 53rd Street, New York, NY 10043
(212) 559-7117

FOR CITIBANK NORTH AMERICAN INVESTOR SERVICES CLIENTS:
Citibank, N.A.
111 Wall Street, New York, NY 10043
Call Your Account Manager or (212) 657-9100

FOR CITICORP INVESTMENT SERVICES CUSTOMERS:
Citicorp Investment Services
One Court Square, Long Island City, NY 11120
Call Your Investment Consultant or (800) 846-5200,
(212) 736-8170 in New York City

[LOGO]LANDMARK
FAMILY OF FUNDS

MONEY MARKET FUNDS:
Cash Reserves
Premium Liquid Reserves
Institutional Liquid Reserves

U.S. Treasury Reserves
Premium U.S. Treasury Reserves
Institutional U.S. Treasury Reserves

Tax Free Reserves
California Tax Free Reserves
Connecticut Tax Free Reserves
New York Tax Free Reserves

STOCK & BOND FUNDS:
U.S. Government Income Fund
Intermediate Income Fund
National Tax Free Income Fund
New York Tax Free Income Fund

Balanced Fund
Equity Fund
International Equity Fund
Small Cap Equity Fund
<PAGE>
TRUSTEES AND OFFICERS
Philip W. Coolidge*, President
H. B. Alvord
Elliott J. Berv
Mark T. Finn
Riley C. Gilley
Diana R. Harrington
Susan B. Kerley
C. Oscar Morong, Jr.
Walter E. Robb, III
E. Kirby Warren
William S. Woods, Jr.

SECRETARY AND TREASURER
James B. Craver*

ASSISTANT TREASURER
Barbara M. O'Dette*

ASSISTANT SECRETARY
Molly S. Mugler*
*Affiliated Person of Administrator and Distributor

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

INVESTMENT ADVISER
Citibank, N.A.
153 East 53rd Street, New York, NY 10043

ADMINISTRATOR AND DISTRIBUTOR
The Landmark Funds Broker-Dealer Services, Inc.
6 St. James Avenue, Boston, MA 02116
(617) 423-1679

TRANSFER AGENT AND CUSTODIAN
State Street Bank and Trust Company
225 Franklin Street, Boston, MA 02110

AUDITORS
Deloitte & Touche LLP
125 Summer Street, Boston, MA 02110

LEGAL COUNSEL
Bingham, Dana & Gould
150 Federal Street, Boston, MA 02110

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

SHAREHOLDER SERVICING AGENTS
(See Inside Cover)

This report is prepared for the information of shareholders. It is authorized
for distribution to prospective investors only when preceded or accompanied by
an effective prospectus.

This Report is Prepared & Printed on Recycled Paper [Recycle Logo]
CATR/S/95
<PAGE>
[LOG0] LANDMARK(SM) FUNDS
ADVISED BY CITIBANK, N.A.

LANDMARK
CONNECTICUT
TAX FREE
RESERVES

SEMI-ANNUAL
REPORT
February 28, 1995

<PAGE>

A LETTER TO OUR SHAREHOLDERS

Dear Shareholder:

Throughout the period, the Landmark Funds' investment adviser, Citibank,
N.A., managed Landmark Connecticut Tax Free Reserves in a manner consistent with
the policies stated in the Fund's prospectus: providing high levels of current
income that are largely exempt from federal and Connecticut personal income
taxes, preservation of capital and liquidity. The Fund seeks to offer an
attractive yield by investing primarily in a high-quality portfolio of
short-term municipal obligations issued by Connecticut, its municipalities and
their agencies. A portion of the Fund's income may not be exempt from
Connecticut personal income taxes.

/s/ Philip W. Coolidge
Philip W. Coolidge
President
March 20, 1995

Remember that Mutual Fund Shares:
o Are not bank deposits or FDIC insured
o Are not obligations of or guaranteed by Citibank or Citicorp Investment
Services
o Are subject to investment risks, including possible loss of the principal
amount invested.

TABLE OF CONTENTS
LANDMARK CONNECTICUT
TAX FREE RESERVES
- - ---------------------------------------
1 Letter to Shareholders
- - ---------------------------------------
2 Market Environment
Fund Snapshot
- - ---------------------------------------
3 The Portfolio Manager Responds
Fund Quotes
Strategy and Outlook
- - ---------------------------------------
4 Fund Data
7-Day Yield Comparisons
- - ---------------------------------------
5 Portfolio of Investments
- - ---------------------------------------
7 Statement of Assets and Liabilities
- - ---------------------------------------
8 Statement of Operations
- - ---------------------------------------
9 Statement of Changes in Net Assets
- - ---------------------------------------
10 Financial Highlights
- - ---------------------------------------
11 Notes to Financial Statements
<PAGE>

MARKET ENVIRONMENT

Although Connecticut's economy is not growing as rapidly as the national
average, economic conditions continue to be sound. Revenues from the state
income tax and other sources have reduced the state's borrowing needs, resulting
in a relative scarce supply of new short-term municipal issues. The most
significant event of the period was the November, 1994, election when Republican
John G. Rowland was elected Governor after incumbent Lowell Weicker chose not to
seek a second term. Mr. Rowland ran on a platform promising gradual repeal of
the Connecticut state income tax.

FUND SHAPSHOT

COMMENCEMENT OF OPERATIONS
December 1, 1993

NET ASSETS AS OF 2/28/95
$50.2 million

FUND OBJECTIVE
Provide high levels of current income which is exempt from both Federal and
Connecticut personal income taxes,+ preservation of capital and liquidity.

DIVIDENDS
Accrued daily, paid monthly

CAPITAL GAINS
Distributed annually, if any

BENCHMARKS
o Lipper Connecticut Tax Exempt Money Market Funds Average
o IBC/Donoghue Connecticut Tax Free Money Funds Average

INVESTMENT ADVISER
Citibank, N.A.

+A portion of the income may be subject to the Federal Alternative Minimum Tax.
Consult your personal tax advisor.
<PAGE>

THE PORTFOLIO MANAGER RESPONDS

Citibank actively managed the Fund with an eye toward maintaining
shareholder value and generating competitive levels of tax-free income. To that
end, we continually adjusted the portfolio's sensitivity to rising interest
rates. We began the period with an average maturity significantly shorter than
the average Connecticut tax-free money market fund. In addition, assets grew
substantially in the last six months, and the Fund ended the period with more
than $50 million under management. The combination of a relatively short average
maturity and a steady inflow of new assets helped give us flexibility to invest
in higher yielding securities as they became available.

Limited supplies of new short-term municipal securities in Connecticut
produced an investment environment in which investors were competing for
whatever securities became available, effectively constraining the rise of
yields. Accordingly, we looked for creditworthy investments with competitive
yields in smaller issues. This ongoing search found several small, nonrated
issues from financially strong school districts that, after a thorough review by
our credit analysts, proved to be quite attractive. At times, issuers are
unwilling to pay the fees that independent rating services charge for smaller
issues, preferring instead to offer slightly higher yields on investments that
would otherwise be highly rated.

FUND QUOTES FROM THE PORTFOLIO MANAGER

"There is very little new supply of municipal securities in Connecticut, but we
have found attractive investments in smaller, nonrated school districts."

"As assets have flowed into the Fund, we have had more flexibility to adjust
maturities and enhance returns."

STRATEGY AND OUTLOOK

Although the Federal Reserve may increase short-term interest rates again
if the national economy grows at an inflationary pace, we believe that most of
the increases are behind us. Indeed, we would not be surprised if the Federal
Reserve begins to loosen their reins on monetary policy in the months ahead as
the economy slows to more sustainable levels.

Citibank's strategy looking forward is the same one that we have employed
over the past six months: we intend to adjust the average maturity and
investment mix of the Fund in response to changes in economic and market
conditions. If short-term interest rates begin to fall over the next six months,
we are prepared to lengthen maturities to maintain higher yields for as long as
possible. If, on the other hand, interest rates begin to rise, we may shorten
maturities to help ensure participation in higher yielding investments as they
become available.

The effects of a new administration in Hartford remain to be seen. While
spending cuts should help reduce the need for tax revenues, we are not convinced
that the State can afford to reduce or eliminate income taxes without shifting
financial burdens to local municipalities and school districts. We will continue
to carefully monitor the U.S. and Connecticut economies, monetary policy and
other factors that affect short-term tax-exempt securities.
<PAGE>

<TABLE>
FUND DATA All Periods Ending February 28, 1995 (unaudited)
<CAPTION>

TOTAL RETURNS
---------------------------------------
SINCE
SIX ONE 12/1/93
MONTHS YEAR INCEPTION<F1>
------ ------ ---------
<S> <C> <C> <C>
Landmark Connecticut Tax Free Reserves..................... 1.77% 3.10% 2.92%
Lipper Connecticut Tax Exempt Money Market Funds Average... 1.43% 2.47% 2.29%<F2>

<F1> Average Annual Total Return
<F2> From 11/30/93
</TABLE>

7-DAY YIELDS
- - ----------
Annualized Current 4.01%
Effective 4.09%

The Effective 7-Day Yield is calculated similarly, but when annualized, the
income earned by the investment during that seven day period is assumed to be
reinvested.

The effective yield is slightly higher than the current yield because of the
compounding effect of this assumed reinvestment.

7-DAY YIELD COMPARISONS

As the graph indicates, the seven day yield of Landmark Connecticut Tax Free
Reserves generally exceeded that of the IBC/Donoghue comparable average of
similar money funds, as reported in the IBC/Donoghue Money Fund Report, for most
of the period.

COMPARISON OF 7-DAY YIELDS FOR LANDMARK CONNECTICUT TAX FREE
RESERVES VS. IBC/DONOGHUE CONNECTICUT TAX FREE MONEY FUNDS AVERAGE
[THE FOLLOWING DATA IS PRESENTED AS A GRAPH IN THE PRINTED REPORT]
IBC/Donoghue
Landmark CT Tax Free
Connecticut Tax Money Funds
Free Reserves Average
3/1/94 2.18% 1.86%
3/8/94 2.20% 1.84%
3/15/94 2.27% 1.78%
3/22/94 1.91% 1.66%
3/29/94 1.83% 1.61%
4/5/94 2.36% 1.78%
4/12/94 1.95% 1.68%
4/19/94 1.96% 1.64%
4/26/94 2.81% 2.06%
5/3/94 3.07% 2.25%
5/10/94 2.72% 2.07%
5/17/94 2.96% 2.14%
5/24/94 2.93% 2.20%
5/31/94 2.96% 2.19%
6/7/94 2.66% 2.05%
6/14/94 2.34% 1.89%
6/21/94 2.57% 1.93%
6/28/94 2.88% 2.11%
7/5/94 2.69% 2.03%
7/12/94 2.10% 1.77%
7/19/94 2.30% 1.86%
7/26/94 2.76% 2.20%
8/2/94 2.88% 2.27%
8/9/94 2.68% 2.20%
8/16/94 2.74% 2.22%
8/23/94 2.89% 2.30%
8/30/94 3.09% 2.45%
9/6/94 3.12% 2.48%
9/13/94 2.95% 2.42%
9/20/94 3.12% 2.53%
9/27/94 3.42% 2.68%
10/4/94 3.56% 2.81%
10/11/94 3.06% 2.55%
10/18/94 2.91% 2.36%
10/25/94 3.14% 2.48%
11/1/94 3.39% 2.70%
11/8/94 3.29% 2.67%
11/15/94 3.37% 2.69%
11/22/94 3.58% 2.90%
11/29/94 3.70% 3.01%
12/6/94 3.52% 2.90%
12/13/94 3.19% 2.66%
12/20/94 4.02% 3.24%
12/27/94 4.66% 3.79%
1/3/95 3.97% 4.94%
1/10/95 3.84% 3.08%
1/17/95 2.99% 2.58%
1/24/95 3.03% 2.57%
1/31/95 3.04% 2.93%
2/7/95 3.65% 2.91%
2/14/95 3.86% 3.06%
2/21/95 4.02% 3.27%
2/28/95 4.08% 3.25%

Notes: The Fund seeks to maintain a stable $1.00 per share price, although there
is no assurance that this will be so on a continuing basis. Fund shares are not
insured or guaranteed by the U.S. Government. Yields and total returns will
fluctuate and past performance is no guarantee of future results. Total return
figures include reinvestment of dividends. Returns and yields reflect certain
voluntary fee waivers. If the waivers were not in place, the Fund's returns
would have been lower and the 7-Day annualized current yield would have been
3.36%.
<PAGE>
Landmark Connecticut Tax Free Reserves

PORTFOLIO OF INVESTMENTS February 28, 1995 (unaudited)

PRINCIPAL
AMOUNT
ISSUER (000'S) VALUE
- - ------------------------------------------------------------------

TAX EXEMPT COMMERCIAL
PAPER -- 11.3%

Connecticut State Health
and Educational Facilities, 3.80%,
due 3/6/95.................. $1,250 $ 1,250,000
Connecticut State
Housing Finance Authority, 4.10%,
due 4/10/95................. 1,300 1,300,000
Puerto Rico Industrial Environmental
Pollution Control Authority,
3.70%, due 3/8/95........... 1,400 1,400,000
Puerto Rico Industrial Environmental
Pollution Control Authority,
3.80%, due 4/10/95.......... 1,700 1,700,000
-----------
5,650,000
-----------

BOND, TAX AND REVENUE
ANTICIPATION NOTES AND
GENERAL OBLIGATIONS
NOTES -- 11.7%
California State Revenue
Anticipation Notes,
5.00%, due 6/28/95.......... 200 200,511
Cheshire, CT, Bond
Anticipation Notes,
4.25%, due 8/10/95.......... 300 300,513
Colchester, CT, Bond
6.75%, due 12/15/95......... 100 101,493
Connecticut State
General Obligation Notes, 5.40%,
due 6/15/95................. 500 501,865
Connecticut State
General Obligation Notes, 5.40%,
due 12/15/95................ 400 401,515
Connecticut State Health
Educational Facilities,
9.00%, due 7/1/95........... 50 51,771
Connecticut State Health
Educational Facilities,
6.60%, due 7/1/95........... 200 201,693
Fairfield, CT,
5.25%, due 1/16/96.......... 1,500 1,505,393
Glastonbury, CT,
4.25%, due 6/15/95.......... 500 500,356
Manchester, CT, General
Obligation Notes,
4.00%, due 7/14/95.......... 200 199,989
New Canaan, CT,
4.25%, due 8/15/95.......... 500 500,557
Norwich, CT,
7.50%, due 9/15/95.......... 410 417,723
Shelton, CT,
4.50%, due 8/15/95.......... 1,000 1,001,578
-----------
5,884,957
-----------

ANNUAL AND SEMI-ANNUAL
TENDER REVENUE BONDS AND
NOTES (PUTS) -- 6.4%
Aurora Hanover Park, IL
Single Family Mortgage
Revenue, AMT, 4.31%,
due 7/15/95................. 315 315,000
Connecticut State
Housing Finance Authority, AMT,
3.65%, due 5/15/95.......... 200 200,000
Connecticut State
Housing Finance Authority,
4.40%, due 9/1/95........... 200 200,000
Connecticut State,
4.10%, due 6/1/96........... 1,100 1,100,000
Virgin Islands Housing
Finance Authority, AMT,
5.00%, due 5/1/95........... 1,400 1,400,000
-----------
3,215,000
-----------

VARIABLE RATE DEMAND
NOTES* -- 70.2%

Connecticut State,
due 3/15/12................. $2,000 $ 2,000,000
Connecticut Pollution
Control Authority, AMT, due 9/1/28 2,600 2,600,000
Connecticut Pollution
Control Authority, due 9/1/28 5,600 5,600,000
Connecticut State Special
Assessment Revenue, due 11/1/01 6,600 6,600,000
Connecticut State Special
Tax Obligations,
due 12/1/10................. 8,600 8,600,000
Grapevine, TX Industrial
Development Corp. Revenue,
due 12/1/24................. 100 100,000
Hammond, IN Pollution
Control Authority, due 11/15/06 400 400,000
Jackson County, MS
Pollution Control Authority,
due 6/1/23.................. 800 800,000
Kansas City, MO Industrial
Development Authority,
due 4/15/15................. 400 400,000
Loudoun County, VA Industrial
Development Authority,
due 2/1/15.................. 100 100,000
Michigan State
Strategic Obligation, due 6/1/10 400 400,000
Monroe County, MI Economic
Development Corp.,
due 10/1/24................. 300 300,000
Peninsula Ports Authority,
VA, Revenue, due 12/1/05.... 500 500,000
Pitkin County, CO
Industrial Development,
due 4/1/16.................. 600 600,000
Puerto Rico Commonwealth
Development Government Authority,
due 12/1/15................. 700 700,000
Puerto Rico Commonwealth
Highway & Transportation Authority,
due 7/1/99.................. 100 100,000
Stamford, CT Housing
Financing Authority, AMT,
due 8/1/24.................. 1,600 1,600,000
Sweetwater County, WY
Pollution Control Revenue
due 11/1/24................. 2,300 2,300,000
Unita County, WY
Pollution Control Revenue
due 8/15/20................. 1,500 1,500,000
-----------
35,200,000
-----------
TOTAL INVESTMENTS, AT
AMORTIZED COST........... 99.6% 49,949,957
OTHER ASSETS, LESS
LIABILITIES............... 0.4 215,149
----- -----------
NET ASSETS.................. 100.0% $50,165,106
===== ===========

AMT-Subject to Alternative Minimum Tax

* Variable rate demand notes have a demand feature under which the fund could
tender them back to the issuer on no more than 7 days notice

See notes to financial statements
<PAGE>

Landmark Connecticut Tax Free Reserves

STATEMENT OF ASSETS AND LIABILITIES February 28, 1995 (unaudited)

ASSETS:
Investments, at amortized cost (Note 1A) ......................... $49,949,957
Cash ............................................................. 24,790
Interest receivable .............................................. 242,801
-----------
Total assets ................................................. 50,217,548
-----------

LIABILITIES:
Payable for shares of beneficial interest repurchased ............ 444
Dividends payable ................................................ 51,998
-----------
Total liabilities ............................................ 52,442
-----------

NET ASSETS for 50,165,106 shares of beneficial interest
outstanding .................................................... $50,165,106
===========

NET ASSETS CONSIST OF:
Paid-in capital .................................................. $50,165,106
===========

NET ASSET VALUE, OFFERING PRICE, AND REDEMPTION PRICE PER SHARE .. $1.00
=====

See notes to financial statements

<PAGE>

Landmark Connecticut Tax Free Reserves

<TABLE>
STATEMENT OF OPERATIONS
For the Six Months Ended February 28, 1995 (unaudited)

<S> <C> <C>
INVESTMENT INCOME (Note 1B)..................................................... $518,042

EXPENSES:
Shareholder Servicing Agents' fees (Note 4B).................................... $ 56,346
Investment Advisory fees (Note 3)............................................... 28,173
Administrative fees (Note 4A)................................................... 21,130
Auditing fees................................................................... 15,700
Custodian fees.................................................................. 19,036
Legal fees...................................................................... 14,515
Shareholder reports............................................................. 13,142
Trustee fees.................................................................... 8,728
Distribution fees (Note 5)...................................................... 7,043
Transfer agent fees............................................................. 6,000
Miscellaneous................................................................... 6,821
------
Total expenses.............................................................. 196,634
Less aggregate amount waived by Investment Adviser,
Administrator, Shareholder Servicing Agents, and Distributor
(Notes 3, 4A, 4B and 5)................................................... (112,692)
Expenses assumed by Administrator (Note 9).................................. (83,942)
--------
Net expenses................................................................ --
--------
Net investment income....................................................... $518,042
========

See notes to financial statements
</TABLE>
<PAGE>

<TABLE>
Landmark Connecticut Tax Free Reserves

STATEMENT OF CHANGES IN NET ASSETS
<CAPTION>
DECEMBER 1, 1993
SIX MONTHS ENDED (COMMENCEMENT
FEBRUARY 28, 1995 OF OPERATIONS) TO
(UNAUDITED) AUGUST 31, 1994
----------------- -----------------
<S> <C> <C>
INCREASE (DECREASE) IN NET ASSETS FROM:

OPERATIONS:
Net investment income, declared as dividends to shareholders (Note 2).. $ 518,042 $ 137,418
============ ============

TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST AT NET ASSET VALUE
OF $1.00 PER SHARE (NOTE 6):
Proceeds from sale of shares........................................... 66,341,744 23,701,429
Net asset value of shares issued to shareholders from reinvestment
of dividends......................................................... 353,416 110,355
Cost of shares repurchased............................................. (32,478,692) (7,863,146)
------------ ------------
NET INCREASE IN NET ASSETS ............................................ 34,216,468 15,948,638

NET ASSETS:
Beginning of period.................................................... 15,948,638 --
------------ ------------
End of period.......................................................... $ 50,165,106 $ 15,948,638
============ ============

See notes to financial statements
</TABLE>
<PAGE>

<TABLE>
Landmark Connecticut Tax Free Reserves

FINANCIAL HIGHLIGHTS
<CAPTION>

DECEMBER 1, 1993
SIX MONTHS ENDED (COMMENCEMENT
FEBRUARY 28, 1995 OF OPERATIONS) TO
(UNAUDITED) AUGUST 31, 1994
------------- -------------
<S> <C> <C>
Net Asset Value, beginning of period................................... $ 1.00000 $ 1.00000
Net investment income.................................................. 0.01761 0.01754
Less dividends from net investment income.............................. (0.01761) (0.01754)
--------- ---------
Net Asset Value, end of period......................................... $ 1.00000 $ 1.00000
========= =========

RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000's omitted).............................. $ 50,165 $ 15,949
Ratio of expenses to average net assets................................ 0.00%<F1> 0.00%<F1>
Ratio of net investment income to average net assets................... 3.68%<F1> 2.61%<F1>
Total return........................................................... 1.77%<F2> 1.75%<F2>

Net investment income per share........................................ $ 0.01091 $0.00128
RATIOS:
Expenses to average net assets......................................... 1.40%<F1> 2.42%<F1>
Net investment income to average net assets............................ 2.28%<F1> 0.19%<F1>
<FN>
<F1> Annualized.
<F2> Not Annualized.

See notes to financial statements
</TABLE>
<PAGE>

Landmark Connecticut Tax Free Reserves

NOTES TO FINANCIAL STATEMENTS (unaudited)

(1) SIGNIFICANT ACCOUNTING POLICIES
Landmark Connecticut Tax Free Reserves (the "Fund") is a separate
non-diversified series of Landmark Multi-State Tax Free Funds (the "Trust"),
which is organized as a Massachusetts business trust and is registered under the
Investment Company Act of 1940, as amended, as an open-end, management
investment company. The Investment Adviser of the Fund is Citibank, N.A.
("Citibank"). The Landmark Funds Broker-Dealer Services, Inc. ("LFBDS") acts as
the Trust's Administrator and Distributor. Citibank also serves as
Sub-Administrator and makes shares available to customers through various
Shareholder Servicing Agents.

The significant accounting policies consistently followed by the Fund are in
conformity with generally accepted accounting principles and are as follows:

B. INTEREST INCOME -- Interest income consists of interest accrued, less the
amortization of any premium and accretion of market discount on the investments
of the Fund.

E. OTHER -- Purchases, and maturities and sales, of money market instruments are
accounted for on the date of the transaction.

(3) INVESTMENT ADVISORY FEES
The investment advisory fee paid to Citibank, as compensation for overall
investment management services, amounted to $28,173, all of which was
voluntarily waived for the period ended February 28, 1995. The investment
advisory fee is computed at the annual rate of 0.20% of the Fund's average daily
net assets.

A. ADMINISTRATIVE FEES -- Under the terms of an Administrative Services
Agreement, LFBDS is entitled to an administrative fee from the Fund, as
compensation for overall administrative services and general office facilities,
which is computed at the annual rate of 0.15% of the Fund's average daily net
assets. The Administrator's fees amounted to $21,130, all of which was
voluntarily waived for the six months ended February 28, 1995. Citibank acts as
Sub-Administrator and performs such duties and receives such compensation from
LFBDS as from time to time is agreed to by LFBDS and Citibank. The Fund pays no
compensation directly to any Trustee or any officer who is affiliated with the
Administrator, all of whom receive remuneration for their services to the Fund
from the Administrator or its affiliates. Certain of the officers and a Trustee
of the Fund are officers and a director of the Administrator or its affiliates.

B. SHAREHOLDER SERVICING AGENT FEES -- The Trust, on behalf of the Fund, has
entered into shareholder servicing agreements with each Shareholder Servicing
Agent pursuant to which that Shareholder Servicing Agent acts as an agent for
its customers and provides other related services. For their services, each
Shareholder Servicing Agent receives fees from the Fund, which may be paid
periodically, which may not exceed, on an annualized basis, an amount equal to
0.40% of the average daily net assets of the Fund represented by shares owned
during the period by investors for whom such Shareholder Servicing Agent
maintains a servicing relationship. Shareholder Servicing Agent fees amounted to
$56,346, all of which was voluntarily waived for the six months ended February
28, 1995.

(5) DISTRIBUTION FEES
The Trust has adopted a Plan of Distribution pursuant to Rule 12b-1 under the
Investment Company Act of 1940, as amended, in which the Fund reimburses the
Distributor for expenses incurred or anticipated in connection with the sale of
shares of the Fund, at an annual rate not to exceed 0.10% of the Fund's average
daily net assets. The Distributor may also receive an additional fee from the
Fund not to exceed 0.10% of the Fund's average daily net assets in anticipation
of, or as reimbursement for, advertising expenses incurred by the Distributor in
connection with the sale of shares of the Fund. No payments of such additional
fees have been made to date. Under the Administrative Services Plan the
distribution fees were computed at an annual rate of 0.05% of the Fund's average
daily net assets and amounted to $7,043, all of which was voluntarily waived for
the six months ended February 28, 1995.

(6) SHARES OF BENEFICIAL INTEREST
The Declaration of Trust permits the Trustees to issue an unlimited number of
full and fractional Shares of Beneficial Interest (without par value).

(7) INVESTMENT TRANSACTIONS Purchases, and maturities and sales, of money market
instruments aggregated $97,530,939 and $63,420,000, respectively, for the six
months ended February 28, 1995.

(8) FEDERAL INCOME TAX BASIS OF INVESTMENT SECURITIES
The cost of investment securities owned at February 28, 1995, for federal income
tax purposes, amounted to $49, 949,957.

(9) ASSUMPTION OF EXPENSES
LFBDS has voluntarily agreed to pay all of the unwaived expenses of the Fund for
the six months ended February 28, 1995, which amounted to $83,942. Effective
March 1, 1995 the Fund accrued expenses at an annual rate of 0.35% of the Fund's
average daily net assets.

(10) LINE OF CREDIT
The Fund, along with other Landmark Funds, entered into an agreement with a bank
which allows the Funds collectively to borrow up to $40 million for temporary or
emergency purposes. Interest on borrowings, if any, is charged to the specific
fund executing the borrowing at the base rate of the bank. In addition, the $15
million committed portion of the line of credit requires a quarterly payment of
a commitment fee based on the average daily unused portion of the line of
credit. For the six months ended February 28, 1995, the commitment fee allocated
to the Fund was $104. Since the line of credit was established there have been
no borrowings.
<PAGE>

SHAREHOLDER
SERVICING AGENTS

FOR CITIBANK NEW YORK RETAIL BANKING AND
BUSINESS AND PROFESSIONAL CUSTOMERS:
Citibank, N.A.
450 West 33rd Street, New York, NY 10001
(212) 564-3456 or (800) 846-5300

FOR CITIGOLD CUSTOMERS:
Citigold
P.O. Box 5130, New York, NY 10126-5130
Call Your Citigold Executive or (212) 974-0900 or (800) 285-1701

FOR CITIBANK GLOBAL ASSET MANAGEMENT CLIENTS:
Citibank, N.A.
Citibank Global Asset Management
153 East 53rd Street, New York, NY 10043
(212) 559-7117

FOR CITIBANK NORTH AMERICAN INVESTOR SERVICE CLIENTS:
Citibank, N.A.
111 Wall Street, New York, NY 10043
Call Your Account Manager or (212) 657-9100

[LOGO] LANDMARK
FAMILY OF FUNDS

MONEY MARKET FUNDS:
Cash Reserves
Premium Liquid Reserves
Institutional Liquid Reserves

U.S. Treasury Reserves
Premium U.S. Treasury Reserves
Institutional U.S. Treasury Reserves

Tax Free Reserves
California Tax Free Reserves
Connecticut Tax Free Reserves
New York Tax Free Reserves

STOCK & BOND FUNDS:
U.S. Government Income Fund
Intermediate Income Fund
National Tax Free Income Fund
New York Tax Free Income Fund

SECRETARY AND TREASURER
James B. Craver*

ASSISTANT TREASURER
Barbara M. O'Dette*

ASSISTANT SECRETARY
Molly S. Mugler*
*Affiliated Person of Administrator and Distributor

INVESTMENT ADVISER
Citibank, N.A.
153 East 53rd Street, New York, NY 10043

ADMINISTRATOR AND DISTRIBUTOR
The Landmark Funds Broker-Dealer Services, Inc.
6 St. James Avenue, Boston, MA 02116
(617) 423-1679

TRANSFER AGENT AND CUSTODIAN
State Street Bank and Trust Company
225 Franklin Street, Boston, MA 02110

AUDITORS
Deloitte & Touche LLP
125 Summer Street, Boston, MA 02110

LEGAL COUNSEL
Bingham, Dana & Gould
150 Federal Street, Boston, MA 02110

SHAREHOLDER SERVICING AGENTS
(See Inside of Cover)

This report is prepared for the information of shareholders. It is authorized
for distribution to prospective investors only when preceded or accompanied by
an effective prospectus.

This Report is Prepared & Printed on Recycled Paper [Recycle Logo]
CTTR/S/95

[Logo] LANDMARK(SM) FUNDS
Advised by Citibank, N.A.

LANDMARK
NEW YORK TAX FREE
RESERVES

SEMI-ANNUAL
REPORT
February 28, 1995
<PAGE>

A LETTER TO OUR SHAREHOLDERS

Dear Shareholder:

Throughout the period, the Landmark Funds investment adviser, Citibank,
N.A., managed Landmark New York Tax Free Reserves in a manner consistent with
the policies stated in the Funds prospectus: providing high levels of current
income that are largely exempt from federal, New York State and New York City
personal income taxes, preservation of capital and liquidity. The Fund seeks to
offer an attractive yield by investing in a high-quality portfolio of primarily
short-term municipal obligations issued by New York State, its municipalities
and their agencies. A portion of the Funds income may not be exempt from New
York State and New York City personal income taxes.

This Semi-Annual Report reviews the Funds investment activities and
performance over the past six months, and provides a summary of Citibanks
perspective on the financial markets and outlook for the foreseeable future. On
behalf of the Board of Trustees of the Landmark Funds, I want to thank our
shareholders for their participation and support. We look forward to serving you
in the months and years ahead.

/S/ Philip W. Coolidge

Philip W. Coolidge
President
March 20, 1995

TABLE OF CONTENTS
LANDMARK NEW YORK TAX FREE RESERVES
- - ------------------------------------
1 Letter to Shareholders
- - --------------------------------------
2 Market Environment
2 Fund Snapshot
- - --------------------------------------
3 Fund Quotes
3 The Portfolio Manager Responds
3 Strategy and Outlook
- - --------------------------------------
4 Fund Data
4 7-Day Yield Comparisons
- - --------------------------------------
5 Portfolio of Investments
- - --------------------------------------
9 Statement of Assets and Liabilities
- - --------------------------------------
10 Statement of Operations
- - --------------------------------------
11 Statement of Changes in Net Assets
- - --------------------------------------
12 Financial Highlights
- - --------------------------------------
13 Notes to Financial Statements
<PAGE>
MARKET ENVIRONMENT

As of this writing the inflation rate remains stable, the economy appears to
be slowing and long-term interest rates are moderating from their 1994 highs.
The road to this relatively positive state of economic affairs, however, was a
rocky one. Six months ago, the national economy was growing faster than its
productive capacity despite five prior increases in the federal funds rate.
Fixed-income investors remained concerned about a resurgence of inflation,
causing most long-term bond prices to fall sharply. In response to these
concerns, the Federal Reserve raised short-term interest rates twice more --
three-quarters of a percentage point in November and one-half of a point in
February -- for a total of seven increases since February 4, 1994. During that
time, the federal funds rate doubled from three percent to six percent.

Although higher short-term interest rates put pressure on the prices of
longer term fixed-income securities, they had a positive effect on short-term,
cash equivalent investments. The short-term tax-exempt securities market also
performed particularly well during the six-month period as tax-exempt yields
remained high relative to taxable yields. In December, for example, 6-month
municipal securities provided 71% of the yield of comparable-maturity U.S.
Treasury securities.

While New Yorks economy is not growing as rapidly as the national average,
economic conditions continue to be sound. The absence of a budget deficit for
fiscal year 1995 reduced the states borrowing needs, resulting in a relative
scarce supply of new short-term municipal issues. The most significant event of
the period was the November, 1994, election, when George Pataki defeated
gubernatorial incumbent Mario Cuomo, largely on an income-tax reduction
platform. New York Citys financial condition also appears to be generally sound,
especially in light of spending cuts implemented by Mayor Giuliani.

FUND SNAPSHOT

COMMENCEMENT OF OPERATIONS
November 4, 1985

NET ASSETS AS OF 2/28/95
$708.1 million

FUND OBJECTIVE
To provide its shareholders with high levels of current income exempt from
federal, New York State and New York City personal income taxes*, preservation
of capital and liquidity.

DIVIDENDS
Accrued daily, paid monthly

BENCHMARKS
* Lipper New York Tax Exempt Money Market Funds Average
* IBC/Donoghue New York Tax Free Funds Average

INVESTMENT ADVISER
Citibank, N.A.

* A portion of the income may be subject to the Federal Alternative Minimum Tax
(AMT). Consult your personal tax advisor.
<PAGE>
FUND QUOTES FROM THE PORTFOLIO MANAGER

"The supply of new issues of municipal securities was down from 1993's levels,
which helped support yields."

"Our focus on pre-refunded, high-coupon municipal securities gave us a degree of
protection in a rising interest-rate environment."

"When supply starts to come back in the short-term market, we expect to extend
maturities to lock in high rates."

THE PORTFOLIO MANAGER RESPONDS

Citibank actively managed the Fund with an eye toward maintaining
shareholder value and generating competitive levels of tax-free income. To that
end, we continually adjusted the portfolios sensitivity to rising interest
rates. For example, during September, 1994, we extended the Funds average
maturity in order to lock in relatively high yields on tax-exempt securities.
Later in the period, we reduced the portfolios average maturity to the neutral
range (in line with prevailing averages) in order to keep some cash available
and take advantage of new opportunities.

Limited supplies of new short-term municipal securities in New York State
produced an investment environment in which investors were competing for
whatever securities became available, effectively constraining the rise of
yields. Accordingly, we looked for creditworthy investments with competitive
yields in smaller issues. This ongoing search found several small, nonrated
issues from financially strong school districts that, after a thorough review by
our credit analysts, proved to be quite attractive. At times, issuers are
unwilling to pay the fees that independent rating services charge for smaller
issues, preferring instead to offer slightly higher yields on investments that
would otherwise be highly rated.

STRATEGY AND OUTLOOK

Although the Federal Reserve may increase short-term interest rates again if
the national economy grows at an inflationary pace, we believe that most of the
increases are behind us. Indeed, we would not be surprised if the Federal
Reserve begins to loosen their reins on monetary policy in the months ahead as
the economy slows to more sustainable levels.

Citibanks strategy looking forward is the same one that we have employed
over the past six months: we intend to adjust the average maturity and
investment mix of the Fund in response to changes in economic and market
conditions. If short-term interest rates begin to fall over the next six months,
we are prepared to lengthen maturities to maintain higher yields for as long as
possible. If, on the other hand, interest rates begin to rise, we may shorten
maturities to participate in higher yielding investments as they become
available.

The effects of a new Republican administration in Albany remain to be seen.
While spending cuts should help reduce the need for tax revenues, we are not
convinced that the State can afford to reduce income taxes significantly without
shifting financial burdens to local municipalities and school districts. We will
continue to carefully monitor the U.S. and New York economies, monetary policy
and other factors that affect short-term tax-exempt securities.
<PAGE>

FUND DATA All periods Ended February 28, 1995 (unaudited)

TOTAL RETURNS
---------------------------------------
SINCE
SIX ONE FIVE 11/4/85
MONTHS YEAR YEARS* (INCEPTION)*
------ ------ -------- ----------
Landmark New York Tax Free Reserves 1.47% 2.53% 3.03% 3.66%
Lipper New York Tax Exempt
Money Market Funds Average 1.42% 2.45% 3.03% 3.77%**

*Average Annual Total Return
**From 10/31/85

7-Day Yields
- - ----------
Annualized Current 3.31%
Effective 3.37%

The Annualized Current 7-Day Yield reflects the amount of income generated by
the investment during that seven-day period and assumes that the income is
generated each week over a 365 day period. The yield is shown as a percentage of
the investment.

The Effective 7-Day Yield is calculated similarly, but when annualized the
income earned by the investment during that seven-day period is assumed to be
reinvested.

The effective yield is slightly higher than the current yield because of the
compounding effect of this assumed reinvestment.

As the graph illustrates, Landmark New York Tax Free Reserves generally provided
a higher annualized seven-day yield than the average of comparable Money Market
Funds, as published in IBC/Donoghues Money Fund Report over most of the one year
period.

COMPARISON OF 7-DAY YIELD FOR LANDMARK NEW YORK TAX FREE RESERVES VS.
IBC/DONOGHUE NEW YORK TAX FREE FUNDS AVERAGE
[THE FOLLOWING DATA IS PRESENTED AS A GRAPH IN THE PRINTED REPORT]
IBC/
Landmark Donoghue
NY Tax NY Tax Free
Free Funds
Reserves Average
3/1/94 1.81% 1.79%
3/8/94 1.83% 1.75%
3/15/94 1.78% 1.70%
3/22/94 1.74% 1.63%
3/29/94 1.73% 1.63%
4/5/94 1.89% 1.78%
4/12/94 1.72% 1.63%
4/19/94 1.76% 1.63%
4/26/94 2.09% 2.01%
5/3/94 2.21% 2.18%
5/10/94 2.10% 2.06%
5/17/94 2.20% 2.17%
5/24/94 2.20% 2.15%
5/31/94 2.27% 2.15%
6/7/94 2.07% 1.99%
6/14/94 1.95% 1.80%
6/21/94 2.06% 1.88%
6/28/94 2.18% 2.08%
7/5/94 2.12% 2.00%
7/12/94 1.92% 1.57%
7/19/94 2.03% 1.77%
7/26/94 2.18% 2.08%
8/2/94 2.26% 2.18%
8/9/94 2.22% 2.10%
8/16/94 2.30% 2.13%
8/23/94 2.34% 2.25%
8/30/94 2.43% 2.40%
9/6/94 2.49% 2.41%
9/13/94 2.49% 2.36%
9/20/94 2.57% 2.46%
9/27/94 2.69% 2.58%
10/4/94 2.76% 2.70%
10/11/94 2.60% 2.45%
10/18/94 2.55% 2.27%
10/25/94 2.63% 2.42%
11/1/94 2.77% 2.77%
11/8/94 2.76% 3.00%
11/15/94 2.81% 2.65%
11/22/94 2.97% 2.80%
11/29/94 3.02% 2.87%
12/6/94 2.97% 2.81%
12/13/94 2.85% 2.59%
12/20/94 3.23% 3.12%
12/27/94 3.62% 3.53%
1/3/95 3.75% 3.81%
1/10/95 3.19% 3.05%
1/17/95 2.85% 2.56%
1/24/95 2.83% 2.51%
1/31/95 3.10% 2.97%
2/7/95 3.08% 3.00%
2/14/95 3.19% 3.16%
2/21/95 3.32% 3.30%
2/28/95 3.30% 3.27%

Notes: The Fund seeks to maintain a stable $1.00 per share price, although there
is no assurance that this will be so on a continuing basis. Fund shares are not
insured or guaranteed by the U.S. Government. Yields and total returns will
fluctuate and past performance is no guarantee of future results. Total return
figures include reinvestment of dividends. Returns and yields reflect certain
voluntary fee waivers. If the waivers were not in place, the fund's returns and
yields would have been lower.
<PAGE>
LANDMARK NEW YORK TAX FREE RESERVES
- - -------------------------------------------------------------------------------
PORTFOLIO OF INVESTMENTS FEBRUARY 28, 1995 (UNAUDITED)

PRINCIPAL
AMOUNT
ISSUER (000'S OMITTED) VALUE
- - --------------------------------------------------------------------------------
TAX EXEMPT COMMERCIAL PAPER--12.7%
Brazos River Authority, TX, AMT, 4.30%,
due 5/12/95 ................................... $ 2,600 $ 2,600,000
Connecticut State Health & Education Facilities,
3.95%, due 4/10/95.............................. 1,300 1,300,000
New York City Municipal Water Finance Authority,
3.75%, due 3/7/95 .............................. 1,400 1,400,000
New York State 3.95%, due 4/27/95 ................ 1,300 1,300,000
New York State Dormitory Authority, 3.45%,
due 3/14/95 .................................... 8,000 8,000,000
New York State Dormitory Authority, 3.75%,
due 4/6/95 ..................................... 1,000 1,000,000
New York State Dormitory Authority, 3.80%,
due 4/5/95 ..................................... 11,035 11,035,000
New York State Dormitory Authority, 3.85%,
due 3/10/95 .................................... 32,940 32,940,000
New York State Dormitory Authority, 3.85%,
due 4/5/95 ..................................... 2,250 2,250,000
New York State Dormitory Authority, 4.00%,
due 5/11/95 .................................... 1,000 1,000,000
New York State Dormitory Authority, 4.10%,
due 4/7/95 ..................................... 7,000 7,000,000
New York State Energy Research & Development,
3.875%, due 3/6/95 ............................. 6,000 6,000,000
Port Authority of New York & New Jersey, 3.70%,
due 4/6/95 ..................................... 3,240 3,240,000
Port Authority of New York & New Jersey, 3.75%,
due 3/9/95 ..................................... 2,690 2,690,000
Port Authority of New York & New Jersey, 3.75%,
due 3/22/95 .................................... 1,285 1,285,000
Puerto Rico Industrial Tourist, 3.70%, due 3/8/95 7,200 7,200,000
------------
90,240,000
------------
REVENUE, TAX, BOND AND TAX
REVENUE ANTICIPATION NOTES--19.0%
Albany County, NY, BANs, 6.00%, due 2/21/96 ...... 10,000 10,111,990
Bay Shore, NY Union Free School District, TANs,
4.50%, due 6/29/95 ............................. 7,650 7,661,821
Binghamton, NY City School District, RANs,
5.25%, due 6/30/95 ............................. 3,500 3,506,323
California State, RANs, 5.00%, due 6/28/95 ....... 6,000 6,015,343
Cattaraugus County, NY, TANs, 6.00%, due 12/15/95 6,000 6,031,696
Eastern Suffolk, NY, RANs, 4.75%,due 6/29/95...... 9,000 9,015,825
Elmira City, NY School District, RANs, 4.75%,
due 6/29/95 .................................... 9,000 9,012,880
Kings Park, NY Central School District, TANs,
4.50%, due 6/29/95 ............................. 4,500 4,506,193
Kings Park, NY Central School District, TANs,
4.75%, due 6/29/95 ............................. 1,000 1,002,238
Middle County, NY Central School District, TANs,
4.75%, due 6/30/95 ............................. 7,000 7,016,249
Nassau County, NY, BANs, 5.50%, due 8/15/95 ...... 2,000 2,006,749
New York City, NY, RANs, 4.50%, due 4/12/95 ...... 6,000 6,006,078
New York City, NY, RANs, 4.75%, due 6/30/95 ...... 6,200 6,211,104
North Babylon, NY Union Free School District,BANs,
4.50%, due 6/29/95 ............................. 4,455 4,461,650
North Hempstead, NY, BANs, 3.50%, due 3/30/95 .... 1,000 1,000,112
North Hempstead, NY, BANs, 3.60%, due 3/30/95 .... 3,800 3,800,570
NorthPort-East NorthPort, NY Union Free School
District, TANs, 4.50%, due 6/30/95 ............. 2,000 2,002,883
Oneida County, NY, RANs, 4.10%, due 3/31/95 ...... 8,000 8,001,270
Orange County, NY, BANs, 5.00%, due 11/22/95 ..... 5,000 5,017,392
Oyster Bay, NY, BANs, 5.25%, due 12/8/95 ......... 1,000 1,004,052
Patchogue-Medford, NY Union Free School District,
TANs, 4.50%, due 6/30/95........................ 5,000 5,004,797
Phelps Clifton Springs School District, NY, BANs,
4.25%, due 6/22/95 ............................. 13,000 13,015,348
Riverhead, NY School District, BANs, 4.00%,
due 4/20/95..................................... 3,500 3,502,661
Suffolk County, NY, TANs, 5.25%, due 8/15/95 ..... 5,000 5,010,027
Suffolk County, NY, TANs, 4.50%, due 9/14/95 ..... 1,500 1,503,261
Westchester County, NY, TANs, 5.00%, due 12/14/95 3,000 3,011,453
------------
134,439,965
------------

ANNUAL, SEMI-ANNUAL AND QUARTERLY TENDER REVENUE BONDS AND NOTES (PUTS)--17.9%
Aurora, IL Single Family Mortgage Revenue, AMT,
4.41 %, due 7/15/95............................. 10,270 10,270,000
Intermountain, UT Power Agency, 3.75%, due 3/15/95 2,900 2,900,000
Municipal Assistance Corp., NY, 6.70%, due 7/1/95 4,000 4,035,159
Nassau County, NY, 6.30%, due 11/1/95 ............ 1,050 1,063,296
New York City Educational Construction Fund,
3.60%, due 4/1/95 .............................. 2,695 2,695,780
New York City Municipal Water Finance Authority,
9.25%, due 6/15/95 ............................. 7,500 7,752,340
New York State Energy, Research & Development, AMT,
3.00%, due 3/1/95 .............................. 10,000 10,000,000
New York State Energy, Research & Development,
3.25%, due 3/15/95 ............................. 5,000 5,000,000
New York State Energy, Research & Development,
4.10%, due 10/16/95 ............................ 1,000 1,000,000
New York State Energy, Research & Development,
4.70%, due 3/1/96 .............................. 5,000 5,000,000
New York State Power Authority, 3.80%, due 3/1/95 47,000 47,000,000
New York State Urban Development Corp. Revenue,
8.00%, due 1/1/96 .............................. 6,970 7,289,523
Puerto Rico Municipal Finance Agency, 4.75%,
due 7/1/95 ..................................... 1,200 1,202,906
Triborough Bridge & Tunnel Authority, NY,
6.50%, due 1/1/96 .............................. 5,000 5,078,569
Triborough Bridge & Tunnel Authority, NY,
7.625%, due 1/1/96 ............................. 2,535 2,650,277
Virgin Islands Housing Finance Authority, AMT,
5.00%, due 5/1/95 .............................. 8,600 8,600,000
Westchester County, NY, 4.75%, due 11/15/95 ...... 4,890 4,911,841
------------
126,449,691
------------

GENERAL OBLIGATION BONDS--1.3%
Hempstead Town, NY, 5.20%, due 3/1/95 ............ 1,220 1,220,000
Nassau County, NY, 5.63%, due 8/1/95 ............. 8,215 8,268,937
------------
9,488,937
------------

VARIABLE RATE DEMAND NOTES*--49.1%
Babylon, NY Industrial Development Agency, AMT,
due 7/1/14 ..................................... 1,000 1,000,000
California Pollution Control Financing, due 10/1/08 400 400,000
Connecticut State Special Assessment Revenue,
due 11/1/01..................................... 900 900,000
Connecticut State Special Tax Obligation Revenue,
due 12/1/10..................................... 300 300,000
Coweta County, GA Industrial Development Authority,
due 3/1/09 ..................................... 2,400 2,400,000
Erie County, NY Water Authority, due 12/1/16...... 1,900 1,900,000
Kern County, CA Certificate of Participation,
due 8/1/06 ..................................... 2,000 2,000,000
Manatee County, FL Housing, AMT, due 4/17/95...... 6,900 6,900,000
Metropolitan Transit Authority, NY due 7/1/21 .... 7,400 7,400,000
Michigan State, Strategic Fund, due 6/1/10 ....... 200 200,000
Municipal Assistance Corp., NY, due 7/1/99 ....... 9,005 9,005,000
Nassau County, NY, Industrial Development Revenue,
due 12/1/99..................................... 3,000 3,000,000
New York City, NY, due 8/15/96.................... 3,150 3,150,000
New York City, NY, due 8/1/00..................... 8,940 8,940,000
New York City, NY, due 8/15/04.................... 1,000 1,000,000
New York City, NY due 8/1/09 ..................... 200 200,000
New York City, NY, due 8/1/10 .................... 300 300,000
New York City, NY, due 8/1/12 .................... 2,000 2,000,000
New York City, NY, due 8/1/17 .................... 1,935 1,935,000
New York City, NY due 8/1/18 ..................... 600 600,000
New York City, NY due 8/1/20 ..................... 300 300,000
New York City, NY, due 10/1/20.................... 1,300 1,300,000
New York City, NY, due 8/1/21 .................... 1,200 1,200,000
New York City, NY, due 8/15/21.................... 1,000 1,000,000
New York City, NY due 8/1/22 ..................... 200 200,000
New York City, NY, due 8/1/23 .................... 1,300 1,300,000
New York City, NY, due 8/15/23.................... 4,000 4,000,000
New York City Housing Development, due 2/1/17 .... 1,500 1,500,000
New York City Housing Development, due 1/1/23 .... 1,300 1,300,000
New York City Housing Development, AMT,
due 12/15/24.................................... 13,500 13,500,000
New York City Industrial Development Agency,
due 6/30/14..................................... 2,000 2,000,000
New York City Industrial Development Agency,
due 6/30/23..................................... 1,600 1,600,000
New York City Industrial Development Agency, AMT,
due 11/1/15..................................... 900 900,000
New York City Municipal Water Finance Authority,
due 6/15/22..................................... 500 500,000
New York City Municipal Water Finance Authority,
due 6/15/24..................................... 4,300 4,300,000
New York City, NY, Cultural Affairs (Carnegie Hall),
due 12/1/10..................................... 2,000 2,000,000
New York City, NY, Cultural Affairs (Carnegie Hall),
due 12/1/15..................................... 5,225 5,225,000
New York State Dormitory Authority, due 7/1/24 ... 2,000 2,000,000
New York State Energy, Research & Development,
due 10/1/14..................................... 1,700 1,700,000
New York State Energy, Research & Development,
due 11/1/20 .................................... 15,000 15,000,000
New York State Energy, Research & Development, AMT,
due 10/1/24..................................... 10,000 10,000,000
New York State Energy, Research & Development,
due 12/1/25..................................... 1,400 1,400,000
New York State Energy, Research & Development,
due 6/1/27...................................... 2,000 2,000,000
New York State Energy, Research & Development, AMT,
due 7/1/27 ..................................... 2,800 2,800,000
New York State Housing Finance Authority, Normandy,
AMT, due 11/1/02................................ 2,520 2,520,000
New York State Housing Finance Authority,
due 5/15/15..................................... 4,600 4,600,000
New York State Job Development Authority,
due 3/1/99 ..................................... 2,520 2,520,000
New York State Job Development Authority, AMT,
due 3/1/00 ..................................... 2,825 2,825,000
New York State Job Development Authority,
due 3/1/00 ..................................... 7,380 7,380,000
New York State Job Development Authority, AMT,
due 3/1/02 ..................................... 400 400,000
New York State Job Development Authority, AMT,
due 3/1/03 ..................................... 1,500 1,500,000
New York State Job Development Authority, AMT,
due 3/1/05 ..................................... 520 520,000
New York State Job Development Authority, AMT,
due 3/1/07 ..................................... 965 965,000
New York State Local Government Assistance Corp.,
due 4/1/22 ..................................... 25,700 25,700,000
New York State Local Government Assistance Corp.,
due 4/1/23 ..................................... 29,200 29,200,000
New York State Medical Care Facilities Agency,
due 11/1/03..................................... 10,000 10,000,000
New York State Thruway Authority, due 1/1/24...... 1,300 1,300,000
Niagara Falls, NY due 10/1/19..................... 2,000 2,000,000
Port Authority of New York & New Jersey, AMT,
due 1/1/01 ..................................... 65,000 65,000,000
Puerto Rico Commonwealth Government Development,
due 12/1/15..................................... 1,000 1,000,000
Schenectady County, NY Industrial Development,
due 6/1/09 ...................................... 2,430 2,430,000
Seneca, NY Industrial Development Authority,
due 10/1/21..................................... 3,900 3,900,000
Southeast TX Housing Single Family Mortgage, AMT,
due 11/1/25..................................... 1,425 1,425,000
Thornton, CO Industrial Development Revenue,
due 12/15/99.................................... 1,000 1,000,000
Triborough Bridge & Tunnel Authority, NY,
due 1/1/07 ..................................... 1,800 1,800,000
Triborough Bridge & Tunnel Authority, NY,
due 1/1/08 ..................................... 7,000 7,000,000
Triborough Bridge & Tunnel Authority, NY,
due 1/1/24 ..................................... 29,800 29,800,000
Warren & Washington County, NY Industrial
Development Revenue, due 11/1/98................ 7,800 7,800,000
Westchester County, NY Industrial Development
Revenue, due 7/1/98 ............................ 4,300 4,300,000
------------
347,440,000
------------

TOTAL INVESTMENTS AT AMORTIZED COST .............. 100.0% 708,058,593

OTHER ASSETS, LESS LIABILITIES.................... 0.0% 18,356
------ ------------
NET ASSETS........................................ 100.0% $708,076,949
====== ============

AMT--Subject to Alternative Minimum Tax
* Variable rate demand notes have a demand feature under which the fund could
tender them back to the issuer on no more than a 7 days notice.

See notes to financial statements
<PAGE>
LANDMARK NEW YORK TAX FREE RESERVES
- - -------------------------------------------------------------------------------
STATEMENT OF ASSETS AND LIABILITIES FEBRUARY 28, 1995 (UNAUDITED)

ASSETS:
Investments, at amortized cost (Note 1A)......... $708,058,593
Cash............................................. 532,630
Interest receivable.............................. 5,754,658
Receivable for shares of beneficial interest sold 10,275
------------
Total assets................................ 714,356,156
------------
LIABILITIES:
Payable for investments purchased............... 5,000,000
Dividends payable............................... 788,997
Payable for shares of beneficial interest
repurchased.................................... 79,749
Payable to affiliates:
Investment advisory fees (Note 3)........... $ 88,805
Shareholder servicing agents' fees (Note 4B) 134,540 223,345
--------
Accrued expenses and other liabilities.......... 187,116
------------
Total liabilities........................... 6,279,207
------------

NET ASSETS for 708,098,154 shares of beneficial
interest outstanding........................ $708,076,949
============
NET ASSETS CONSIST OF:
Paid-in capital................................. $708,098,154
Accumulated net realized loss on investments.... (21,205)
------------
Total....................................... $708,076,949
============
NET ASSET VALUE, OFFERING PRICE, AND REDEMPTION
PRICE PER SHARE............................. $1.00
=====

See notes to financial statements

<PAGE>
LANDMARK NEW YORK TAX FREE RESERVES
- - -------------------------------------------------------------------------------
STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED FEBRUARY 28, 1995 (UNAUDITED)

INTEREST INCOME (NOTE 1B):..................... $12,041,913

EXPENSES:
Shareholder Servicing Agents' fees (Note 4B)... $1,338,009
Investment Advisory fees (Note 3).............. 669,005
Administrative fees (Note 4A).................. 501,754
Distribution fees (Note 5)..................... 167,251
Custodian fees................................. 125,729
Trustee fees................................... 51,236
Auditing fees.................................. 16,000
Shareholder reports............................ 10,000
Legal fees..................................... 8,015
Transfer agent fees............................ 3,555
Miscellaneous.................................. 12,387
-----------
Total expenses............................. 2,902,941
Less aggregate amount waived by Investment
Adviser, Administrator, Shareholder, Servicing
Agents, and Distributor (Notes 3, 4A, 4B and 5) (728,676)
-----------
Net expenses................................ 2,174,265
-----------
Net investment income....................... $ 9,867,648
===========

See notes to financial statements
<PAGE>
LANDMARK NEW YORK TAX FREE RESERVES
- - -------------------------------------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
SIX MONTHS ENDED
FEBRUARY 28, 1995 YEAR ENDED
(UNAUDITED) AUGUST 31, 1994
----------------- ---------------
<S> <C> <C>
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS:
Net investment income.................................................. $ 9,867,648 $ 12,413,426
Net realized gain on investments....................................... -- 9,906
------------ ------------
Net increase in net assets resulting from operations................. 9,867,648 12,423,332
------------ ------------

DIVIDENDS TO SHAREHOLDERS FROM:
Net investment income.................................................. (9,867,648) (12,413,426)
------------ ------------

TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST AT NET ASSET VALUE
OF $1.00 PER SHARE (Note 6):
Net proceeds from sale of shares....................................... 392,415,853 738,691,933
Net asset value of shares issued to shareholders
from reinvestment of dividends....................................... 5,712,250 7,816,192
Cost of shares repurchased............................................. (374,737,952) (669,823,228)
------------ ------------
Net increase in net assets from transactions in shares of
beneficial interest................................................ 23,390,151 76,684,897
------------ ------------
NET INCREASE IN NET ASSETS ............................................ 23,390,151 76,694,803

NET ASSETS:
Beginning of period.................................................... 684,686,798 607,991,995
------------ ------------
End of period.......................................................... $708,076,949 $684,686,798
============ ============
</TABLE>
See notes to financial statements
<PAGE>
LANDMARK NEW YORK TAX FREE RESERVES
- - -------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
<TABLE>
<CAPTION>

SIX MONTHS ENDED YEAR ENDED AUGUST 31
FEBRUARY 28, 1995 ---------------------------------------------------------
(UNAUDITED) 1994 1993 1992 1991 1990
----------------- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C>
Net Asset Value, beginning of period $1.00000 $1.00000 $1.00000 $1.00000 $1.00000 $1.00000
Net investment income............... 0.01461 0.01954 0.01858 0.02914 0.04211 0.05187
Dividends from net investment income (0.01461) (0.01954) (0.01858) (0.02914) (0.04211) (0.05187)
-------- -------- -------- -------- -------- --------
Net Asset Value, end of period...... $1.00000 $1.00000 $1.00000 $1.00000 $1.00000 $1.00000
======== ======== ======== ======== ======== ========

RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period
(000's omitted).................. $708,077 $684,687 $607,992 $675,238 $586,720 $622,820
Ratio of expenses to average net
assets........................... 0.65%<F1> 0.65% 0.65% 0.65% 0.64% 0.66%
Ratio of net investment income to
average net assets............... 2.95%<F1> 1.96% 1.86% 2.88% 4.21% 5.18%
Total return....................... 1.47%<F2> 1.97% 1.87% 2.94% 4.29% 5.29%

Note: If agents of the Fund had not voluntarily agreed to waive all or a portion of their fees for the periods indicated,
the net investment income per share and ratios would have been as follows:

Net investment income per share $0.01352 $0.01715 $0.01628 $0.02691 $0.04001 $0.04947

Ratios:
Expenses to average net assets. 0.87%<F1> 0.88% 0.88% 0.87% 0.85% 0.89%
Net investment income to
average net assets.............. 2.73%<F1> 1.72% 1.63% 2.66% 4.00% 4.94%

<FN>
<F1> Annualized
<F2> Not annualized
</TABLE>

See notes to financial statements
<PAGE>
LANDMARK NEW YORK TAX FREE RESERVES
- - -------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

(1) SIGNIFICANT ACCOUNTING POLICIES
Landmark New York Tax Free Reserves (the "Fund") is a separate non-diversified
series of Landmark Multi-State Tax Free Funds (the "Trust") which is organized
as a Massachusetts business trust and is registered under the Investment Company
Act of 1940, as amended, as an open-end, management investment company. The
Investment Adviser of the Fund is Citibank, N.A. ("Citibank"). The Landmark
Funds Broker-Dealer Services, Inc. ("LFBDS") acts as the Trust's Administrator
and Distributor. Citibank also serves as Sub-Administrator and makes Fund shares
available to customers through various Shareholder Servicing Agents.

The significant accounting policies consistently followed by the Fund are in
conformity with generally accepted accounting principles and are as follows:

B. INTEREST INCOME -- Interest income consists of interest accrued less the
amortization of any premium and accretion of market discount on the investments
of the Fund.

C. FEDERAL TAXES -- The Fund's policy is to comply with the provisions of the
Internal Revenue Code available to regulated investment companies and to
distribute to shareholders all of its net investment income. Accordingly, no
provision for federal income or excise tax is necessary. At August 31, 1994, the
Fund, for federal income tax purposes, had a capital loss carryover of $29,406,
of which $23,868 will expire on August 31, 1996, and $5,538 will expire on
August 31, 1999. Such capital loss carryover will reduce the Fund's taxable
income arising from future net realized gain on investment transactions, if any,
to the extent permitted by the Internal Revenue Code, and thus will reduce the
amount of distributions to shareholders which would otherwise be necessary to
relieve the Fund of any liability for federal income tax. Dividends paid by the
Fund from net interest received on tax-exempt money market instruments are not
includable by shareholders as gross income for federal income tax purposes
because the Fund intends to meet certain requirements of the Internal Revenue
Code applicable to regulated investment companies which will enable the Fund to
pay exempt-interest dividends. The portion of such interest, if any, earned on
private activity bonds issued after August 7, 1986 may be considered a tax
preference item to shareholders.

D. EXPENSES -- The Fund bears all costs of its operations other than expenses
specifically assumed by Citibank and LFBDS. Expenses incurred by the Trust with
respect to any two or more Funds in the series are allocated in proportion to
the average net assets of each fund, except when allocations of direct expenses
to each fund can otherwise be made fairly. Expenses directly attributable to a
fund are charged to that fund.

E. OTHER -- Purchases, and maturities and sales of money market instruments are
accounted for on the date of the transaction.

(2) DIVIDENDS
The net income of the Fund is determined once daily, as of 12:00 noon, New York
City time, and all of the net income of the Fund so determined is declared as a
dividend to shareholders of record at the time of such determination. Dividends
are distributed in the form of additional shares of the Fund or, at the election
of the shareholder, in cash (subject to the policies of the shareholder's
Shareholder Servicing Agent), on or prior to the last business day of the month.
<PAGE>
(3) INVESTMENT ADVISORY FEES
The investment advisory fee paid to Citibank, as compensation for overall
investment management services, amounted to $669,005 of which $113,461 was
voluntarily waived for the six months ended February 28, 1995. The investment
advisory fee is computed at the annual rate of 0.20% of the Fund's average daily
net assets.

(4) ADMINISTRATIVE SERVICES PLAN
The Trust has adopted an Administrative Services Plan (the "Administrative
Services Plan") which provides that the Trust on behalf of each Fund may obtain
the services of an Administrator, one or more Shareholder Servicing Agents and
other Servicing Agents and may enter into agreements providing for the payment
of fees for such services. Under the Administrative Services Plan, the aggregate
of the fee paid to the Administrator from the Fund, the fees paid to the
Shareholder Servicing Agents from the Fund under such Plan and the Basic
Distribution Fee paid from the Fund to the Distributor under the Distribution
Plan may not exceed 0.60% of the Fund's average daily net assets on an
annualized basis for the Fund's then-current fiscal year.

A. ADMINISTRATIVE FEES -- Under the terms of an Administrative Services
Agreement, the administrative fee paid to the Administrator, as compensation for
overall administrative services and general office facilities, is computed at
the annual rate of 0.20% of the Fund's average daily net assets, provided that
the aggregate of any such fee paid to the Administrator and the basic
distribution fee paid to the Distributor may not exceed an amount equal to 0.20%
of the Fund's average daily net assets. For the six months ended February 28,
1995, the Administrator received fees computed at the annual rate of 0.15% of
the Fund's average daily net assets which amounted to $501,754, of which $6,198
was voluntarily waived. Citibank acts as Sub-Administrator and performs such
duties and receives such compensation from LFBDS as from time to time is agreed
to by LFBDS and Citibank. The Fund pays no compensation directly to any Trustee
or any officer who is affiliated with the Administrator, all of whom receive
remuneration for their services to the Fund from the Administrator or its
affiliates. Certain of the officers and a Trustee of the Fund are officers or a
director of the Administrator or its affiliates.

B. SHAREHOLDER SERVICING AGENTS FEES -- The Trust on behalf of the Fund has
entered into shareholder servicing agreements with each Shareholder Servicing
Agent pursuant to which that Shareholder Servicing Agent acts as an agent for
its customers and provides other related services. For their services, each
Shareholder Servicing Agent receives fees from the Fund, which may be paid
periodically, which may not exceed, on an annualized basis, an amount equal to
0.40% of the average daily net assets of the Fund represented by shares owned
during the period by investors for whom such Shareholder Servicing Agent
maintains a servicing relationship. Shareholder Servicing Agents fees amounted
to $1,338,009, of which $501,753 was voluntarily waived for the six months ended
February 28, 1995.

(5) DISTRIBUTION FEES
The Trust has adopted a Plan of Distribution pursuant to Rule 12b-1 under the
Investment Company Act of 1940, as amended, in which the Fund reimburses the
Distributor for expenses incurred or anticipated in connection with sales of
shares of the Fund, at an annual rate not to exceed 0.05% of the Fund's average
daily net assets. The Distributor may also receive an additional fee from the
Fund not to exceed 0.10% of the Fund's average daily net assets in anticipation
of, or as reimbursement for, advertising expenses incurred by the Distributor in
connection with the sale of shares of the Fund. No payments of such additional
fees have been made to date. For the six months ended February 28, 1995, the
distribution fees were computed at the annual rate of 0.05% of the Fund's
average daily net assets and amounted to $167,251, of which $107,264 was
voluntarily waived.
<PAGE>
(6) SHARES OF BENEFICIAL INTEREST
The Declaration of Trust permits the Trustees to issue an unlimited number of
full and fractional Shares of Beneficial Interest (without par value).

(7) INVESTMENT TRANSACTIONS
Purchases, and maturities and sales, of money market instruments aggregated
$952,311,157 and $928,671,000, respectively, for the six months ended February
28, 1995.

(8) FEDERAL INCOME TAX BASIS OF INVESTMENT SECURITIES
The cost of investment securities owned at February 28, 1995, for federal income
tax purposes, amounted to $708,058,593.

(9) LINE OF CREDIT
The Fund, along with other Landmark Funds, entered into an agreement with a bank
which allows the Funds collectively to borrow up to $40 million for temporary or
emergency purposes. Interest on borrowings, if any, is charged to the specific
fund executing the borrowing at the base rate of the bank. In addition, the $15
million committed portion of the line of credit requires a quarterly payment of
a commitment fee based on the average daily unused portion of the line of
credit. For the six months ended February 28, 1995, the commitment fee allocated
to the Fund was $2,798. Since the line of credit was established, there have
been no borrowings.
<PAGE>

SHAREHOLDER
SERVICING AGENTS

FOR CITIBANK NEW YORK RETAIL BANKING AND
BUSINESS AND PROFESSIONAL CUSTOMERS:
Citibank, N.A.
450 West 33rd Street, New York, NY 10001
(212) 564-3456 or (800) 846-5300

FOR CITIGOLD CUSTOMERS:
Citibank, N.A.
Citigold
P.O. Box 5130, New York, NY 10126-5130
Call Your Citigold Executive or (212) 974-0900 or (800) 285-1701

FOR CITIBANK GLOBAL ASSET MANAGEMENT CLIENTS:
Citibank, N.A.
Citibank Global Asset Management
153 East 53rd Street, New York, NY 10043
(212) 559-7117

FOR CITIBANK NORTH AMERICAN INVESTOR
SERVICE CLIENTS:
Citibank, N.A.
111 Wall Street, New York, NY 10043
Call Your Account Manager or (212) 657-9100

FOR CITICORP INVESTMENT SERVICES CUSTOMERS:
Citicorp Investment Services
One Court Square, Long Island City, NY 11120
Call Your Investment Consultant or (800) 846-5200
(212) 736-8170 in New York City

[Logo] LANDMARK FUNDS

MONEY MARKET FUNDS:
Cash Reserves
Premium Liquid Reserves
Institutional Liquid Reserves

U.S. Treasury Reserves
Premium U.S. Treasury Reserves
Institutional U.S. Treasury Reserves

Tax Free Reserves
California Tax Free Reserves
Connecticut Tax Free Reserves
New York Tax Free Reserves

STOCK & BOND FUNDS:
U.S. Government Income Fund
Intermediate Income Fund
National Tax Free Income Fund
New York Tax Free Income Fund

Balanced Fund
Equity Fund
International Equity Fund
Small Cap Equity Fund
<PAGE>

TRUSTEES AND OFFICERS
Philip W. Coolidge*, President
H. B. Alvord
Elliott J. Berv
Mark T. Finn
Riley C. Gilley
Diana R. Harrington
Susan B. Kerley
C. Oscar Morong, Jr.
Walter E. Robb, III
E. Kirby Warren
William S. Woods, Jr.
SECRETARY AND TREASURER
James B. Craver*
ASSISTANT TREASURER
Barbara M. O'Dette*
ASSISTANT SECRETARY
Molly S. Mugler*
*Affiliated Person of Administrator and Distributor
- - --------------------------------------------------------------------------------

INVESTMENT ADVISER
Citibank, N.A.
153 East 53rd Street, New York, NY 10043
ADMINISTRATOR AND DISTRIBUTOR
The Landmark Funds Broker-Dealer Services, Inc.
6 St. James Avenue, Boston, MA 02116
(617) 423-1679
TRANSFER AGENT AND CUSTODIAN
State Street Bank and Trust Company
225 Franklin Street, Boston, MA 02110
AUDITORS
Deloitte & Touche LLP
125 Summer Street, Boston, MA02110
LEGAL COUNSEL
Bingham, Dana & Gould
150 Federal Street, Boston, MA 02110

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

SHAREHOLDER SERVICING AGENTS
(See Inside Cover)

This report is prepared for the information of shareholders. It is authorized
for distribution to prospective investors only when preceded or accompanied by
an effective prospectus.

This Report is Prepared & Printed on Recycled Paper [Recycle Logo]
NYTF/S/95