LANDMARK MULTI-STATE TAX FREE FUNDS, N-30B-2, 1996-04-25

LANDMARK MULTI-STATE TAX FREE FUNDS
N-30B-2, 1996-04-25

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<PAGE>

LANDMARK(SM) FUNDS

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
Thomas M. Lenz*

TREASURER
John R. Elder*

*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.

NYTFR/S/96 Printed on Recycled Paper

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

Landmark
New York Tax Free
Reserves

SEMI-ANNUAL
REPORT
FEBRUARY 29, 1996

<PAGE>

A Letter To Our Shareholders

Dear Shareholder:

Consistent with the economic environment during the first half of the
Fund's fiscal year, the six-month period ended February 29, 1996 was
characterized by modest economic growth, low inflation and declining interest
rates. While this combination of economic influences was a recipe for
above-average gains in stocks and bonds, shareholders of tax-exempt money market
funds saw yields decline along with interest rates. Yet, tax-exempt money market
funds remained an excellent investment vehicle for earning competitive, tax-free
returns on assets available for short-term investments.

Throughout the period, the Landmark Fund's investment adviser, Citibank,
N.A., managed Landmark New York 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, 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 primarily
composed of short-term municipal obligations issued by New York State, its
municipalities and their agencies. A portion of the Fund's income may not be
exempt from New York State and New York City 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, 1996
<PAGE>

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 New York Tax Free Reserves
- -------------------------------------------------------------------------------
1 Letter to Shareholders
- -------------------------------------------------------------------------------
2 Market Environment
Fund Snapshot
- -------------------------------------------------------------------------------
3 Fund Quotes
The Portfolio Manager Responds
Strategy and Outlook
- -------------------------------------------------------------------------------
4 Fund Data
7-Day Yield Comparisons
- -------------------------------------------------------------------------------
5 Portfolio of Investments
- -------------------------------------------------------------------------------
10 Statement of Assets and Liabilities
Statement of Operations
- -------------------------------------------------------------------------------
11 Statement of Changes in Net Assets
- -------------------------------------------------------------------------------
12 Financial Highlights
- -------------------------------------------------------------------------------
13 Notes to Financial Statements
- -------------------------------------------------------------------------------
<PAGE>
MARKET ENVIRONMENT
By September 1995, when the reporting period began, fixed-income yields
were declining in response to slower U.S. economic growth and a short-term
interest-rate cut enacted by the Federal Reserve in July. When the rate of
economic growth moderated further during the Fall, investors became convinced
that the Federal Reserve would need to lower interest rates again to reduce the
potential for a recession. Indeed, interest-rate cuts in December 1995 and
January 1996 helped drive yields lower.

At the same time, New York State and its municipalities were enjoying the
benefits of relative financial strength. Strong inflows of tax revenues and
spending reductions alleviated the need to borrow as much as in previous years.
As a result, New York issuers brought fewer short-term municipal bonds to the
market, causing a lack of supply. Yet, demand for short-term municipals remained
high as investors sought relief from federal, state and, in many cases, New York
City taxes for their investment income. This supply/demand imbalance put more
downward pressure on New York tax-free money market yields in a declining
interest-rate environment.

FUND SNAPSHOT

COMMENCEMENT OF OPERATIONS
November 4, 1985

NET ASSETS AS OF 2/29/96
$894.8 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
Declared daily, paid monthly

BENCHMARKS
o Lipper New York Tax Exempt Money Market Funds Average
o 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.

FUND QUOTES FROM THE PORTFOLIO MANAGER

"New York, which is weaker economically than many other states, is benefiting
from positive cash flows, so the state has less need to borrow."

"One of our strategies was to lengthen the average maturity of the portfolio and
lock in higher yields."

"Despite some recent evidence of renewed economic strength, we expect the
economy to grow only modestly for the remainder of 1996."

THE PORTFOLIO MANAGER RESPONDS

The greatest challenge facing the Fund in this market environment was
finding high-quality investments with higher-than-average yields. Fortunately,
because of Citibank's analytical skills, we were able to find attractive
investments. For example, rather than simply settle for the relatively low
yields provided by New York's tax-exempt general obligation notes, we found
higher yielding alternatives in short-term securities issued by some of the
state's school districts. These unrated securities are thoroughly evaluated by
Citibank credit analysts, and we buy only those that exhibit credit
characteristics equivalent to those rated AA or above by the major credit rating
agencies.

In addition, we strove to lengthen the average maturity of the Fund during
the period. By purchasing longer-dated investments, we were able to maintain
incrementally higher yields for a longer period as interest rates declined.

STRATEGY AND OUTLOOK

Stronger than expected economic data released in March--after the close of
the reporting period--raised concerns in the fixed-income markets that the
Federal Reserve may not reduce short-term interest rates again in the near
future. Because the likelihood of lower interest rates had already been
incorporated into bond prices, the market reacted negatively when the news was
released.

In addition, we foresee little change in the supply-and-demand situation.
The state budget recently proposed by Governor Pataki appears to contain
realistic revenue projections and spending cuts, so the issuance of short-term
paper by New York and its municipalities should continue to be restrained.

Our strategy looking forward is to maintain a less aggressive maturity
stance in our money market portfolios until it becomes clearer that economic
growth will not accelerate to inflationary levels. Subsequently, we will
actively manage the Fund through changes in average maturity in order to
maximize yields. In addition, we will continue to search the markets for
high-quality securities that help us generate competitive levels of tax-free
income and preserve capital for our shareholders.

FUND DATA All Periods Ended February 29, 1996 (unaudited)

<TABLE>
<CAPTION>
TOTAL RETURNS
------------------------------------------------------
SIX ONE FIVE TEN
MONTHS** YEAR YEARS* YEARS*
--------- --------- ---------- ----------
<S> <C> <C> <C> <C>
Landmark New York Tax Free Reserves............ 1.55% 3.27% 2.68% 3.58%
Lipper New York Tax Exempt Money
Market Funds Average ......................... 1.56% 3.26% 2.69% 3.67%
</TABLE>

* Average Annual Total Return
**Not Annualized

7-DAY YIELDS
- ------------
Annualized Current 2.76%
Effective 2.80%

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.

- ---------------------------------------------------------------
<PAGE>
7-DAY YIELD COMPARISONS

Comparison of 7-Day Yields for Landmark New York Tax Free Reserves
vs. IBC/Donoghue New York Tax Free Funds Average

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/Donoghue's Money Fund Report over most of the one
year period.

Landmark New York Tax Free Reserves
IBC/Donoghue New York Tax Free
Funds Average

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.
IBC/Donohgue
Landmark New York
New York Tax Free
Tax Free Money Funds
Reserves Average
3/7/95 3.31% 3.19%
3/14/95 3.24% 3.06%
3/21/95 3.30% 3.16%
3/28/95 3.40% 3.32%
4/4/95 3.46% 3.41%
4/11/95 3.30% 3.26%
4/18/95 3.43% 3.35%
4/25/95 3.56% 3.53%
5/2/95 3.68% 3.71%
5/9/95 3.67% 3.68%
5/16/95 3.73% 3.76%
5/23/95 3.57% 3.52%
5/30/95 3.48% 3.46%
6/6/95 3.25% 3.17%
6/13/95 2.92% 2.73%
6/20/95 3.28% 3.21%
6/27/95 3.44% 3.42%
7/4/95 3.34% 3.34%
7/11/95 3.06% 2.74%
7/18/95 2.92% 2.61%
7/25/95 3.18% 3.00%
8/1/95 3.23% 3.11%
8/8/95 3.14% 3.01%
8/15/95 3.21% 3.12%
8/22/95 3.19% 3.11%
8/29/95 3.14% 3.04%
9/5/95 3.09% 3.02%
9/12/95 3.00% 2.89%
9/19/95 3.17% 3.10%
9/26/95 3.28% 3.26%
10/3/95 3.40% 3.41%
10/10/95 3.09% 3.06%
10/17/95 3.09% 3.01%
10/24/95 3.17% 3.09%
10/31/95 3.22% 3.16%
11/7/95 3.17% 3.11%
11/14/95 3.21% 3.16%
11/21/95 3.25% 3.20%
11/28/95 3.21% 3.17%
12/5/95 3.15% 3.09%
12/12/95 3.03% 2.96%
12/19/95 3.31% 3.33%
12/26/95 3.60% 3.61%
1/2/96 3.75% 3.81%
1/9/96 3.03% 3.00%
1/16/96 2.84% 2.73%
1/23/96 2.73% 2.62%
1/30/96 2.81% 2.74%
2/6/96 2.79% 2.70%
2/13/96 2.75% 2.69%
2/20/96 2.78% 2.72%
2/27/96 2.77% 2.73%
<PAGE>
Landmark New York Tax Free Reserves
PORTFOLIO OF INVESTMENTS February 29, 1996 (unaudited)

PRINCIPAL
AMOUNT
ISSUER (000'S OMITTED) VALUE
- -------------------------------------------------------------------------------
TAX-EXEMPT COMMERCIAL PAPER - 10.5%
New York State Dormitory
Authority Revenue,
3.65%, due 03/08/96......... $ 9,000 $ 9,000,000
New York State Dormitory
Authority Revenue,
3.30%, due 03/21/96......... 8,000 8,000,000
New York State Dormitory
Authority Revenue,
3.05%, due 03/22/96......... 2,000 2,000,000
New York State Dormitory
Authority Revenue,
3.15%, due 04/09/96......... 15,600 15,600,000
New York State Dormitory
Authority Revenue,
3.40%, due 04/09/96......... 19,125 19,125,000
New York State Dormitory
Authority Revenue,
3.55%, due 04/09/96......... 8,000 8,000,000
New York State Dormitory
Authority Revenue,
3.10%, due 04/10/96......... 9,000 9,000,000
New York State Dormitory
Authority Revenue,
3.30%, due 05/14/96......... 5,000 5,000,000
New York State Dormitory
Authority Revenue,
3.25%, due 05/23/96......... 3,000 3,000,000
New York State Environmental
Solid Waste,
3.00%, due 05/23/96......... 1,400 1,400,000
Port Authority of New York &
New Jersey, AMT,
3.10%, due 05/07/96......... 5,000 5,000,000
Port Authority of New York &
New Jersey, AMT,
3.35%, due 05/14/96......... 1,775 1,775,000
Port Authority of New York &
New Jersey, AMT,
3.20%, due 05/17/96......... 1,970 1,970,000
Puerto Rico Industrial Tourist,
3.10%, due 05/15/96......... 5,400 5,400,000
----------
94,270,000
----------
REVENUE, TAX, BOND AND TAX REVENUE ANTICIPATION NOTES - 22.7%
Babylon, New York Union Free
School District, TANs,
4.25%, due 04/15/96......... $ 3,500 $ 3,502,082
Babylon, New York Union Free
School District, TANs,
4.25%, due 06/14/96......... 1,500 1,502,436
Board Co-op Educational Services
NY, RANs, 4.25%, due 06/21/96... 3,750 3,753,855
Board Co-op Educational Services NY,
RANs, 4.25%, due 06/27/96... 5,000 5,007,762
Board Co-op Educational Services NY,
RANs, 4.50%, due 06/27/96... 18,000 18,033,452
Brighton, NY Central School District,
BANs, 3.88%, due 06/17/96... 5,000 5,005,878
Broome County, NY, BANs,
5.00%, due 04/19/96......... 5,500 5,504,585
California State, RANs,
5.75%, due 04/25/96......... 5,000 5,015,959
Carthage, NY Central School
District BANs,
4.25%, due 11/29/96......... 2,554 2,563,101
Connetquot, New York Central School
District, TANs,
4.38%, due 06/27/96......... 5,000 5,007,438
Elmira City, NY School District,RANs,
4.10%, due 06/28/96......... 5,000 5,005,631
Ithaca, NY, BANs,
3.75%, due 01/24/97......... 8,849 8,879,713
Levittown, NY Central School District,
TANs, 4.50%, due 06/26/96... 7,000 7,012,274
Little Falls, NY City School District,
BANs, 3.75%, due 07/12/96... 5,775 5,786,495
Longwood Central School District,
TANs, 4.50%, due 06/26/96... 10,000 10,013,827
Nassau County, NY, BANs,
4.25%, due 03/15/96......... 1,000 1,000,208
Nassau County, NY, TANs,
4.50%, due 03/15/96......... 5,500 5,501,243
Nassau County, NY, TANs,
4.00%, due 08/15/96......... 3,000 3,006,687
Nassau County, NY, TANs,
4.25%, due 08/15/96......... 2,375 2,383,924
New York, NY, RANS,
4.50%, due 04/11/96......... 2,000 2,002,181
New York, NY, RANS,
4.75%, due 06/28/96......... 10,400 10,446,645
North Hempstead, NY, BANs,
5.00%, due 05/30/96......... 7,000 7,014,919
Onondaga County, NY BANs,
4.13%, due 03/25/96......... 10,000 10,002,747
Oswego County, NY BANs,
4.40%, due 10/09/96......... 5,200 5,213,495
Oswego County, NY BANs,
3.88%, due 12/13/96......... 5,000 5,016,834
Phelps Clifton Springs,
New York, BANs,
4.50%, due 06/21/96......... 14,990 15,020,910
Riverhead, NY Central
School District, BANs,
5.00%, due 04/19/96......... 1,750 1,751,346
Rome, NY, BANs,
4.05%, due 12/20/96......... 5,009 5,010,931
Roslyn, NY, BANs
4.00%, due 12/18/96......... 6,050 6,072,779
Saranac, NY Central School District,
BANs, 4.50%, due 06/28/96... 10,726 10,744,198
Texas State, TANs,
4.75%, due 08/30/96......... 6,550 6,596,154
Wayland Cohocton, NY
Central School, BANs,
3.88%, due 02/14/97......... 9,600 9,642,161
Westchester County NY, TANs,
3.75%, due 12/11/96......... 5,000 5,024,763
-----------
203,046,613
-----------
ANNUAL, SEMI-ANNUAL AND QUARTERLY TENDER
REVENUE BONDS AND NOTES (PUTS) - 12.0%
New York State Dormitory
Authority Revenue,
3.65%, due 07/01/96......... $ 1,500 $ 1,500,074
New York State Energy, Research &
Development Authority,
4.70%, due 03/01/96......... 15,000 15,000,000
New York State Energy, Research &
Development Authority,
2.95%, due 06/15/96......... 5,050 5,050,000
New York State Energy, Research &
Development Authority,
3.85%, due 10/15/96......... 2,000 2,000,000
New York State Energy, Research &
Development Authority,
3.75%, due 11/15/96......... 8,000 8,000,000
New York State Energy, Research &
Development Authority,
2.95%, due 12/15/96......... 4,535 4,535,000
New York State Energy, Research &
Development Authority,
3.00%, due 02/15/97......... 14,075 14,075,000
New York State Power Authority,
3.85%, due 03/01/96......... 47,000 47,000,000
Puerto Rico Public Building Authority,
8.00%, due 07/01/96......... 2,000 2,086,496
Triborough Bridge &
Tunnel Authority, NY,
5.00%, due 01/01/97......... 1,450 1,470,119
United Nations Development Corp.
New York,
7.88%, due 07/01/96......... 2,000 2,069,198
Virgin Islands Housing Finance
Authority, AMT,
3.50%, due 11/01/96......... 2,000 2,000,000
Westchester County, New York,
5.75%, due 09/15/96......... 2,000 2,022,409
-----------
106,808,296
-----------
GENERAL OBLIGATION BONDS - 0.2%
Suffolk County, NY,
7.38%, due 03/01/96......... $1,700 $ 1,700,000
-----------
VARIABLE RATE DEMAND NOTES* - 54.0%
Alaska State Housing Finance
Corporation
due 06/01/26................ 3,500 3,500,000
Babylon, NY Industrial Development
Agency,
due 07/02/14................ 900 900,000
Babylon, NY lndustrial Development
Agency, AMT,
due 12/01/24................ 700 700,000
California Statewide Community
Certificates,
due 07/01/15................ 1,000 1,000,000
Colorado Health Facilities Authority
Revenue,
due 05/15/20................ 2,500 2,500,000
Connecticut State Development
Authority Pollution,
due 09/01/28................ 300 300,000
Connecticut State Housing Finance
Authority,
due 05/15/18................ 500 500,000
District of Columbia,
due 10/01/07................ 1,700 1,700,000
Erie County, NY Water Authority,
due 12/01/16................ 1,900 1,900,000
Farmington, NM Pollution Control
Revenue,
due 09/01/24................ 400 400,000
Jackson County, MS Pollution Control
Revenue,
due 12/01/16................ 2,200 2,200,000
Jackson County, MS Pollution Control
Revenue,
due 06/01/23................ 1,700 1,700,000
Jefferson County, NY Industrial
Development, AMT,
due 07/01/05................ 2,500 2,500,000
Kansas City, MO Hospital Industrial
Development,
due 04/15/15................ 400 400,000
Lake Charles, LA Harbor & Terminal,
due 08/01/07................ 1,000 1,000,000
Lincoln County, WY Pollution Control
Revenue, AMT,
due 07/01/17................ 2,500 2,500,000
Louisiana State Offshore Term
due 07/01/06................ 800 800,000
Lubbock, TX Health Facilities
Development,
due 07/01/13................ 1,300 1,300,000
Metropolitan Transit Authority, NY,
due 07/01/21................ 5,000 5,000,000
Nassau County, NY, Industrial
Development Agency
due 12/01/99................ 3,000 3,000,000
New York City, NY,
due 08/15/96................ 3,150 3,150,000
New York City, NY,
due 08/15/04................ 5,000 5,000,000
New York City, NY,
due 02/15/12................ 25,100 25,100,000
New York City, NY,
due 02/15/16................ 6,000 6,000,000
New York City, NY,
due 08/01/19................ 2,200 2,200,000
New York City, NY,
due 08/01/20................ 300 300,000
New York City, NY,
due 08/01/21................ 600 600,000
New York City, NY,
due 10/01/21................ 700 700,000
New York City, NY,
due 08/01/22................ 1,000 1,000,000
New York City, NY,
due 08/01/23................ 1,700 1,700,000
New York City, NY,
due 08/15/23................ 500 500,000
New York City Housing Development
Authority,
due 08/01/15................ 6,200 6,200,000
New York City Housing Development
Authority,
due 02/01/17................ 1,500 1,500,000
New York City Housing Development
Authority,
due 01/01/23................ 2,000 2,000,000
New York City Housing Development
Authority,
due 03/15/25................ 9,100 9,100,000
New York City Housing Development,
AMT,
due 12/15/24................ 20,100 20,100,000
New York City Industrial Development
Agency,
due 06/30/14................ 2,000 2,000,000
New York City Industrial Development
Agency,
due 12/01/14................ 1,600 1,600,000
New York City Industrial Development
Agency,
due 06/30/23................ 2,400 2,400,000
New York City Industrial Development
Agency, AMT,
due 11/01/15................ 300 300,000
New York City Municipal Water
Finance Authority,
due 06/15/22................ 1,300 1,300,000
New York City Municipal Water
Finance Authority,
due 06/15/23................ 7,500 7,500,000
New York City Municipal Water
Finance Authority,
due 06/15/24................ 1,500 1,500,000
New York City, NY, Cultural Affairs
(Carnegie Hall),
due 12/01/10................ 2,000 2,000,000
New York City, NY, Cultural Affairs
(Carnegie Hall),
due 12/01/15................ 4,325 4,325,000
New York State Dormitory Authority
Revenue,
due 07/01/24................ 2,000 2,000,000
New York State Dormitory Authority
Revenue,
due 07/01/25................ 700 700,000
New York State Energy, Research &
Development,
due 10/01/14................ 1,700 1,700,000
New York State Energy, Research &
Development Authority,
due 11/01/20................ 15,000 15,000,000
New York State Energy, Research &
Development Authority, AMT,
due 12/01/23................ 1,900 1,900,000
New York State Energy, Research &
Development Authority, AMT,
due 10/01/24................ 10,000 10,000,000
New York State Energy, Research &
Development Authority,
due 06/01/25................ 10,000 10,000,000
New York State Energy, Research &
Development Authority,
due 12/01/25................ 2,500 2,500,000
New York State Energy, Research &
Development Authority,
due 12/01/26................ 2,100 2,100,000
New York State Energy, Research &
Development Authority,
due 06/01/27................ 2,000 2,000,000
New York State Energy, Research &
Development, AMT,
due 07/01/27................ 1,800 1,800,000
New York State Environmental
Resource Recovery, AMT,
due 11/01/14................ 2,500 2,500,000
New York State Housing Finance
Authority, AMT,
due 05/15/15................ 4,900 4,900,000
New York State Housing Finance
Authority,
due 11/01/28................ 4,000 4,000,000
New York State Job Development
Authority,
due 03/01/99................ 2,295 2,295,000
New York State Job Development
Authority,
due 03/01/00................ 6,795 6,795,000
New York State Job Development
Authority, AMT,
due 03/01/00................ 2,675 2,675,000
New York State Job Development
Authority, AMT,
due 03/01/03................ 1,070 1,070,000
New York State Job Development
Authority, AMT,
due 03/01/07................ 275 275,000
New York State Local Government
Assistance Corp.,
due 04/01/22................ 30,900 30,900,000
New York State Local Government
Assistance Corp.,
due 04/01/23................ 31,600 31,600,000
New York State Local Government
Assistance Corp.,
due 04/01/25................ 38,000 38,000,000
New York State Medical Care Facilities
Agency,
due 11/01/03................ 9,300 9,300,000
Pitkin County, CO Industrial
Development Revenue, AMT
due 04/01/14................ 800 800,000
Port Authority of New York &
New Jersey, AMT,
due 01/01/01................ 65,000 65,000,000
Port Saint Helens, OR Pollution
Control Revenue,
due 04/01/10................ 1,100 1,100,000
Puerto Rico Commonwealth
Government Development,
due 12/01/15................ 12,300 12,300,000
Puerto Rico Commonwealth
Highway Authority,
due 07/01/13................ 10,098 10,098,000
Saint Charles Parish, LA Pollution
Control Authority, AMT,
due 09/01/23................ 200 200,000
Schenectady County, NY Industrial
Development,
due 06/01/09................ 2,030 2,030,000
Seneca, NY lndustrial Development
Authority,
due 10/01/21................ 3,800 3,800,000
Southwestern, IL Development
Authority ,AMT,
due 08/01/21................ 400 400,000
Suffolk County, NY Water Authority,
due 02/06/01................ 5,000 5,000,000
Thornton, CO lndustrial Development
Revenue,
due 12/15/99................ 1,000 1,000,000
Triborough Bridge & Tunnel
Authority, NY,
due 01/01/04................ 5,049 5,049,000
Triborough Bridge & Tunnel
Authority, NY,
due 01/01/07................ 1,800 1,800,000
Triborough Bridge & Tunnel
Authority, NY,
due 01/01/08................ 7,000 7,000,000
Triborough Bridge & Tunnel
Authority, NY,
due 01/01/24................ 29,800 29,800,000
Warren & Washington County,
NY Industrial Development Revenue,
due 11/01/98................ 7,800 7,800,000
Westchester County, NY Industrial
Development Revenue,
due 07/01/98................ 4,300 4,300,000
-----------
483,362,000
-----------
Total Investments
at Amortized Cost .......... 99.4% 889,186,909

Other Assets, Less Liabilities 0.6% 5,603,160
--- ---------
Net Assets ................... 100.0% $894,790,069
===== ============
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 New York Tax Free Reserves
STATEMENT OF ASSETS AND LIABILITIES February 29, 1996 (unaudited)

ASSETS:
Investments, at amortized cost (Note 1A).................... $889,186,909
Interest receivable......................................... 7,608,153
Receivable for shares of beneficial interest sold........... 13,775
------------
Total assets............................................ 896,808,837
------------
LIABILITIES:
Dividends payable........................................... 1,008,971
Payable for shares of beneficial interest repurchased....... 511,937
Payable to affiliates:
Investment advisory fees (Note 3)............. $ 58,986
Shareholder servicing agents' fees (Note 4B).. 174,950 233,936
------- -------
Accrued expenses and other liabilities...................... 263,924
------------
Total liabilities....................................... 2,018,768
------------
Net Assets for 894,792,548 shares of
beneficial interest outstanding............................ $894,790,069
============
Net Assets Consist of:
Paid-in capital............................................. $894,792,548
Accumulated net realized loss on investments................ (2,479)
-------------
Total................................................... $894,790,069
============
Net Asset Value, Offering Price, and
Redemption Price Per Share.................................. $1.00
=====

Landmark New York Tax Free Reserves
STATEMENT OF OPERATIONS
For the Six Months Ended February 29, 1996 (unaudited)

Interest Income (Note 1B):.................................. $15,176,557
Expenses:
Administrative fees (Note 4A)...................... $1,010,711
Shareholder Servicing Agents' fees (Note 4B)....... 1,010,711
Investment Advisory fees (Note 3).................. 808,569
Distribution fees (Note 5)......................... 404,284
Custodian fees..................................... 139,998
Trustee fees....................................... 19,291
Auditing fees...................................... 18,900
Legal fees......................................... 9,909
Shareholder reports................................ 9,471
Transfer agent fees................................ 6,000
Registration fees.................................. 225
Miscellaneous...................................... 30,700
----------
Total expenses................................. 3,468,769
Less aggregate amount waived by Investment
Adviser, Administrator, and Distributor
(Notes 3, 4A and 5)............................... (839,208)
Less fees paid indirectly (Note 1E) ............... (1,713)
-----------
Net expenses.................................. 2,627,848
----------
Net investment income......................... 12,548,709
Net Realized Gain on Investments................... 2,552
----------
Net Increase in Net Assets Resulting
from Operations................................... $12,551,261
===========

See notes to financial statements

<TABLE>
<CAPTION>
Landmark New York Tax Free Reserves
STATEMENT OF CHANGES IN NET ASSETS
SIX MONTHS ENDED
FEBRUARY 29, 1996 YEAR ENDED
(UNAUDITED) AUGUST 31, 1995
--------------- --------------
INCREASE (DECREASE) IN NET ASSETS FROM
OPERATIONS:
<S> <C> <C>
Net investment income.................................................. $ 12,548,709 $ 22,112,414
Net realized gain on investments....................................... 2,552 16,174
------------ -----------
Net increase in net assets resulting from operations................. 12,551,261 22,128,588
------------ -----------

DIVIDENDS TO SHAREHOLDERS FROM:

Net investment income.................................................. (12,548,709) (22,112,414)
------------ -----------

TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST AT
NET ASSET VALUE OF $1.00 PER
SHARE (Note 6):
Net proceeds from sale of shares....................................... 482,608,026 825,094,071
Net asset value of shares issued to shareholders
from reinvestment of dividends....................................... 6,427,271 12,406,021
Cost of shares repurchased............................................. (361,376,861) (755,073,983)
------------ ------------
Net increase in net assets from transactions in shares of

beneficial interest.................................................. 127,658,436 82,426,109
------------ ------------
NET INCREASE IN NET ASSETS ............................................ 127,660,988 82,442,283

NET ASSETS:

Beginning of period.................................................... 767,129,081 684,686,798
------------ ------------
End of period.......................................................... $894,790,069 $767,129,081
============ ============

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

SIX MONTHS ENDED YEAR ENDED AUGUST 31
FEBRUARY 29, 1996 -----------------------------------------------
(UNAUDITED) 1995 1994 1993 1992 1991
--------------- ---- ---- ---- ---- ----
<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................. 0.01545 0.03136 0.01954 0.01858 0.02914 0.04211
Dividends from net investment income (0.01545) (0.03136) (0.01954) (0.01858) (0.02914) (0.04211
-------- -------- -------- -------- -------- --------
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) $894,790 $767,129 $684,687 $607,992 $675,238 $586,720
Ratio of expenses to average net assets 0.65% *0.65% 0.65% 0.65% 0.65% 0.64%
Ratio of net investment income to average
net assets.......................... 3.10%* 3.15% 1.96% 1.86% 2.88% 4.21%
Total return.......................... 1.55%+ 3.18% 1.97% 1.87% 2.94% 4.29%

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 $0.01445 $0.02917 $0.01715 $0.01628 $0.02691 $0.04001

Ratios:

Expenses to average net assets..... 0.85%* 0.87% 0.88% 0.88% 0.87% 0.85%
Net investment income to
average net assets................. 2.90%* 2.93% 1.72% 1.63% 2.66% 4.00%

*Annualized.
+Not annualized.

See notes to financial statements
</TABLE>

<PAGE>
Landmark New York Tax Free Reserves
NOTES TO FINANCIAL STATEMENTS (unuadited)

(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 preparation of financial statements in accordance with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts and disclosures in the financial statements. Actual
results could differ from those estimates

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, 1995, the
Fund, for federal income tax purposes, had a capital loss carryover of $105
which 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 distri butions 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. Fees Paid Indirectly -- The Fund's custodian bank calculates its fees based
on the Fund's average daily net assets. The fee is reduced according to a fee
arrangement, which provides for custody fees to be reduced based on a formula
developed to measure the value of cash deposited with the custodian by the Fund.
This amount is shown as a reduction of expense on the Statement of Operations.

F. 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.

(3) INVESTMENT ADVISORY FEES
The investment advisory fee paid to Citibank, as compensation for overall
investment management services, amounted to $808,569 of which $205,243 was
voluntarily waived for the six months ended February 29, 1996. 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 0.25% of the Fund's average daily net assets.The
Administrative fees amounted to $1,010,711 of which $392,753 was voluntarily
waived for the six months ended February 29, 1996. 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 Ad min is tra tor 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, but may not exceed, on an annualized basis, an amount equal to
0.25% 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. Share holder Servicing Agents fees amounted
to $1,010,711, for the six months ended February 29, 1996.

(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 0.10% of the Fund's average
daily net assets. The Distribution fees amounted to $404,284, of which $241,212
was voluntarily waived for the six months ended February 29, 1996. 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.

(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
$839,978,620 and $713,692,348, respectively, for the six months ended February
29, 1996.

(8) FEDERAL INCOME TAX BASIS OF INVESTMENT SECURITIES
The cost of investment securities owned at February 29, 1996, for federal income
tax purposes, amounted to $889,186,909.

(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 29, 1996, the commitment fee allocated
to the Fund was $2,304. 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:
111 Wall Street, 3rd Floor
New York, NY 10043
(212) 820-2383 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, in NY or CT, (800) 285-1701,
for all other states, (800)285-1707

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) 820-2380 in New York City

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
Emerging Asian Markets Equity Fund

<PAGE>

SECRETARY
Thomas M. Lenz*

TREASURER
John R. Elder*
*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.

CATFR/S/96 Printed on Recycled Paper [Recycled Logo]
[Logo]
LANDMARK(SM) FUNDS
Advised by Citibank, N.A.

LANDMARK
CALIFORNIA
TAX FREE
RESERVES

SEMI-ANNUAL
REPORT
February 29, 1996
<PAGE>

A LETTER TO OUR SHAREHOLDERS

Dear Shareholder:

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.

/s/ Philip W. Coolidge
- -------------------------------------
Philip W. Coolidge
President
March 20, 1996

<PAGE>
TABLE OF CONTENTS

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

<PAGE>

MARKET ENVIRONMENT

By September 1995, when the reporting period began, fixed-income yields
were declining in response to slower U.S. economic growth and a short-term
interest-rate cut enacted by the Federal Reserve in July. When the rate of
economic growth moderated further during the Fall, investors became convinced
that the Federal Reserve would need to lower interest rates again to reduce the
potential for a recession. Indeed, interest-rate cuts in December 1995 and
January 1996 helped drive yields lower.

Despite the slowdown affecting most states, California showed encouraging
signs that it is finally emerging from a prolonged period of economic weakness.
Although some sectors of the region's economy remain weak, the state's tax
revenues for 1995 exceeded expectations. As a result, it is possible that the
major credit rating agencies may move to upgrade the state's municipal bonds'
credit rating if economic improvement continues.

FUND SNAPSHOT

COMMENCEMENT OF OPERATIONS
March 10, 1992

NET ASSETS AS OF 2/29/96
$108.7 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
Declared 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.
(AMT) Consult your personal tax advisor.

<PAGE>

FUND QUOTES FROM THE PORTFOLIO MANAGER

"California's economy is finally doing well after years of recession."

"One of our strategies was to lengthen the average maturity of the portfolio and
lock in higher yields."

"Despite some recent evidence of renewed economic strength, we expect the
economy to grow only modestly for the remainder of 1996."

THE PORTFOLIO MANAGER RESPONDS

We effectively lengthened the average maturity of the Fund during the
period as interest rates and bond yields declined. By purchasing longer-dated
investments, we were able to maintain incrementally higher yields for a longer
period.

Unlike many other states, there is no shortage of short-term municipal
securities in California. Because supply and demand for these securities is
relatively well balanced, California securities traded at a modest premium to
other states' securities during the period, producing higher yields for
California bondholders than were available elsewhere. We took advantage of this
situation by carefully combing the markets for high-quality investments with
attractive yields.

Finally, we are pleased that the problems associated with bonds issued by
bankrupt Orange County have abated. We avoided California tax revenue
anticipation notes throughout most of 1995 because of the fallout from the
Orange County situation which came to light in December, 1994.

STRATEGY AND OUTLOOK

Nationally, stronger than expected economic data released in March--after
the close of the reporting period--raised concerns in the fixed-income markets
that the Federal Reserve may not reduce short-term interest rates again in the
near future. Because the likelihood of lower interest rates had already been
incorporated into bond prices, the market reacted negatively when the news was
released.

We believe, however, that the economic strength underlying the data will
not persist. Instead, we expect the U.S. economy to grow only modestly in 1996,
keeping both inflation and interest rates at relatively low levels. These
factors should help create an environment in which short-term municipal bond
yields continue to decline modestly. In addition, we foresee little change in
the supply-and-demand situation in a slow-growth environment; the issuance of
short-term paper should continue to satisfy demand.

In California, we forecast a continuation of the economic recovery that
took hold in 1995. A stronger economy will help improve the credit quality of
the state's municipal notes and bonds, which is positive for our shareholders.
While a potential credit-rating upgrade may cause yields on the highest-quality
California investments to fall in 1996, we believe that we will find competitive
yields in securities issued by California's counties, cities, towns and
agencies.

FUND DATA All Periods Ending February 29, 1996 (unaudited)
<TABLE>
<CAPTION>
TOTAL RETURNS
------------------------------------
SINCE
SIX ONE MARCH 10, 1992
MONTHS** YEAR INCEPTION*
------ ------ ----------
<S> <C> <C> <C>
Landmark California Tax Free Reserves................... 1.66% 3.50% 2.84%
Lipper California Tax Exempt Money Market Funds Average. 1.55% 3.25% 2.56%+
</TABLE>
* Average Annual Total Return
** Not Annualized
+ Since 2/29/92

7-DAY YIELDS
- ----------
Annualized Current 2.97%
Effective 3.01%

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 annualized 7-day yield than the comparable Money Market Funds, as
published in IBC/Donoghue's Money Fund Report over most of the year.
<PAGE>
COMPARISON OF 7-DAY YIELDS FOR LANDMARK CALIFORNIA TAX FREE RESERVES
VS. IBC/DONOGHUE CALIFORNIA TAX FREE MONEY FUNDS AVERAGE

IBC/Donoghue
Landmark California
California Tax Free
Tax Free Funds
Reserves Average
3/7/95 3.63% 3.31%
3/14/95 3.51% 3.15%
3/21/95 3.59% 3.22%
3/28/95 3.72% 3.35%
4/4/95 3.78% 3.46%
4/11/95 3.59% 3.28%
4/18/95 3.68% 3.40%
4/25/95 3.82% 3.57%
5/2/95 3.90% 3.72%
5/9/95 3.86% 3.72%
5/16/95 3.96% 3.82%
5/23/95 3.81% 3.61%
5/30/95 3.75% 3.50%
6/6/95 3.50% 3.23%
6/13/95 3.16% 2.78%
6/20/95 3.68% 3.26%
6/27/95 3.72% 3.48%
7/4/95 3.65% 3.39%
7/11/95 3.23% 2.86%
7/18/95 3.18% 2.69%
7/25/95 3.43% 3.10%
8/1/95 3.45% 3.21%
8/8/95 3.33% 3.07%
8/15/95 3.43% 3.17%
8/22/95 3.43% 3.18%
8/29/95 3.33% 3.11%
9/5/95 3.34% 3.08%
9/12/95 3.16% 2.94%
9/19/95 3.35% 3.15%
9/26/95 3.58% 3.33%
10/3/95 3.73% 3.47%
10/10/95 3.14% 3.07%
10/17/95 3.22% 3.04%
10/24/95 3.34% 3.17%
10/31/95 3.44% 3.24%
11/7/95 3.36% 3.16%
11/14/95 3.42% 3.21%
11/21/95 3.41% 3.25%
11/28/95 3.40% 3.22%
12/5/95 3.37% 3.15%
12/12/95 3.35% 2.99%
12/19/95 3.58% 3.37%
12/26/95 3.75% 3.71%
1/2/96 3.83% 3.83%
1/9/96 3.27% 3.07%
1/16/96 3.03% 2.81%
1/23/96 2.89% 2.71%
1/30/96 3.04% 2.72%
2/6/96 3.01% 2.75%
2/13/96 3.02% 2.73%
2/20/96 2.97% 2.75%
2/27/96 2.96% 2.76%
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
2.67%.
<PAGE>
Landmark California Tax Free Reserves
PORTFOLIO OF INVESTMENTS February 29, 1996 (unaudited)

PRINCIPAL
AMOUNT
ISSUER (000'S OMITTED) VALUE
- -------------------------------------------------------------------------------
TAX EXEMPT COMMERCIAL
PAPER--23.9%
California Pollution Control
Finance Authority,
3.15% due 3/12/96........... $2,000 $ 2,000,000
California Pollution Control
Finance Authority,
3.30% due 3/21/96........... 1,300 1,300,000
California Pollution Control
Finance Authority,
3.10% due 4/8/96............ 4,000 4,000,000
California Pollution Control
Finance Authority,
3.40% due 4/9/96............ 1,200 1,200,000
California Pollution Control
Finance Authority,
3.10% due 5/14/96........... 1,000 1,000,000
California Pollution Control
Finance Authority,
3.00% due 5/16/96........... 1,000 1,000,000
Long Beach, CA Harbor
Authority, AMT
3.20% due 5/9/96............ 1,500 1,500,000
Los Angeles County, CA
Series A,
3.00% due 5/16/96........... 1,000 1,000,000
Los Angeles County, CA
Series A,
3.20% due 5/23/96........... 3,100 3,100,000
Puerto Rico Industrial Tourist,
3.20% due 4/12/96........... 1,000 1,000,000
Puerto Rico Industrial Tourist,
3.10% due 5/15/96........... 2,500 2,500,000
Sacramento, CA
Municipal Utility District,
3.25% due 3/21/96........... 1,000 1,000,000
Sacramento, CA
Utility District, Series I,
3.05% due 4/9/96............ 4,000 4,000,000
San Diego County, CA
Water Authority,
3.20% due 4/12/96........... 1,400 1,400,000
-----------
26,000,000
-----------

ANNUAL AND SEMI-ANNUAL
TENDER REVENUE BONDS AND
NOTES (PUTS)--25.4%
California Housing Finance
Agency Revenue, AMT,
3.50% due 2/1/97............ 1,500 1,500,000
California Pollution Control
Finance Authority,
4.25% due 6/15/96........... 1,360 1,362,107
California Pollution Control
Finance Authority,
4.00% due 11/15/96.......... 2,960 2,966,095
Fresno, CA
Certificates of Participation,
7.88% due 8/1/96............ 1,500 1,556,054
Long Beach, CA
Harbor Revenue,
6.50% due 5/15/96........... 3,000 3,017,585
Los Angeles, CA
Certificates of Participation,
3.70% due 2/1/97............ 3,000 3,010,758
Oklahoma State Water Resource,
3.95% due 3/1/96............ 1,000 1,000,000
Puerto Rico Public
Buildings Authority,
8.00% due 7/1/96............ 2,000 2,086,365
Puerto Rico Industrial,
Medical and Environmental,
3.80% due 12/1/96........... 2,000 2,002,915
Sacramento, CA
Municipal Utility District,
7.50% due 5/1/96............ 1,000 1,025,357
Sacramento, CA
Redevelopment Tax Allocation,
8.15% due 11/1/96........... 1,000 1,047,535
San Diego County, CA
Transportation Commission,
5.80% due 4/1/96............ 1,000 1,001,724
San Joaquin County, CA
Certificates of Participation,
4.00% due 11/15/96.......... 1,750 1,756,605
Santa Clara Valley, CA
Water Utility District,
4.20% due 6/1/96............ 1,000 1,000,719
Southern CA,
Public Power Authority,
8.13% due 7/1/96........... 2,160 2,257,754
University CA Revenues,
7.80% due 11/1/96........... 1,000 1,050,088
----------
27,641,661
----------

BOND ANTICIPATION NOTES,
TAX AND REVENUE ANTICIPATION
NOTES--10.2%
California State,
Revenue Anticipation Notes,
5.75% due 4/25/96........... 5,000 5,015,011
Los Angeles County, CA
Tax and Revenue Anticipation Notes,
4.50% due 7/1/96............ 2,000 2,007,583
Michigan State, Notes,
4.00% due 9/30/96........... 3,000 3,017,193
Texas State, TX
Tax and Revenue Anticipation Notes,
4.75% due 8/30/96........... 1,000 1,003,305
----------
11,043,092
----------
VARIABLE RATE DEMAND
NOTES*--39.9%
California Health Facilities Finance
Authority, due 7/1/13....... 400 400,000
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....... 500 500,000
California Health Facilities Finance
Authority, due 7/1/20....... 3,000 3,000,000
California Pollution Control Finance
Authority, due 11/1/00...... 600 600,000
California Pollution Control Finance
Authority, due 10/1/06...... 100 100,000
California Pollution Control Finance
Authority, due 10/1/08...... 600 600,000
California Pollution Control Finance
Authority, due 12/1/12...... 800 800,000
California Pollution Control Finance
Authority, due 9/1/13....... 1,100 1,100,000
California Pollution Control Finance
Authority, AMT, due 12/1/17. 700 700,000
California Pollution Control Finance
Authority, AMT, due 9/1/18.. 400 400,000
California Pollution Control Finance
Authority, AMT,due 9/1/20... 850 850,000
California Pollution Control Solid
Waste, AMT, due 10/1/07..... 2,500 2,500,000
California Pollution Control Solid
Waste, due 10/1/10.......... 2,385 2,385,000
California Statewide
Community Development,
due 7/1/15.................. 5,800 5,800,000
California Statewide
Community Development,
due 11/1/15................. 1,830 1,830,000
Carlsbad, CA
Multi-Family Housing Revenue,
due 6/1/11.................. 400 400,000
Contra Costa, CA
Transportation Revenue,
due 3/1/09.................. 3,500 3,500,000
Contra Costa, CA
Multi-Family Housing Revenue,
AMT, due 12/1/17............ 2,550 2,550,000
Eastern, CA Municipal
Water District Revenue, AMT,
due 7/1/20................. 2,200 2,200,000
Freemont, CA
Multi-Family Housing Revenue,
due 9/1/07................. 1,000 1,000,000
Indepedent Cities CA Lease,
due 6/1/98.................. 400 400,000
Jackson County, MS
Pollution Control Authority,
due 12/1/16................. 3,000 3,000,000
Jackson County, MS
Pollution Control Authority,
due 6/1/23.................. 100 100,000
Kansas City, MO
Industrial Development Hospital,
due 4/15/15................. 300 300,000
Kern County, CA
Certificates of Participation,
due 8/1/06.................. 1,600 1,600,000
Los Angeles, CA Community
Redevelopment Authority,
due 12/1/05................. 700 700,000
Los Angeles, CA Community
Certificates of Participation,
due 11/1/05................. 400 400,000
Monterey Peninsula, CA
Water Authority,
due 7/1/22.................. 500 500,000
Pittsburg, CA,
due 12/30/22................ $2,400 2,400,000
San Francisco, CA Multi-Family
Redevelopment Authority,
due 12/1/05................. 1,000 1,000,000
Unita County, WY Pollution Control
Revenue For Chevron,
due 8/15/20................. 1,000 1,000,000
------------
43,415,000
------------
TOTAL INVESTMENTS,
AT AMORTIZED COST ........ 99.4% 108,099,753
OTHER ASSETS,
LESS LIABILITIES ......... 0.6 623,289
----- ------------
NET ASSETS ................. 100.0% $108,723,042
----- ------------
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 California Tax Free Reserves
STATEMENT OF ASSETS AND LIABILITIES February 29, 1996 (unaudited)

ASSETS:
Investments, at amortized cost (Note 1A)...................... $ 108,099,753
Cash.......................................................... 62,182
Interest receivable........................................... 810,876
Receivable for shares of beneficial interest sold............. 31,000
-------------
Total assets.............................................. 109,003,811
-------------
LIABILITIES:

Payable for shares of beneficial interest repurchased......... 60,731
Dividends payable............................................. 158,403
Accrued expenses and other liabilities........................ 61,635
-------------
Total liabilities......................................... 280,769
-------------
NET ASSETS for 108,731,815 shares of
beneficial interest outstanding.............................. $ 108,723,042
=============
NET ASSETS CONSIST OF:
Paid-in capital............................................... $ 108,731,815
Accumulated net realized loss on investments.................. (8,773)
--------------
Total..................................................... $ 108,723,042
==============
NET ASSET VALUE, OFFERING PRICE, AND REDEMPTION
PRICE PER SHARE.............................................. $1.00
=====

See notes to financial statements

<PAGE>

Landmark California Tax Free Reserves
STATEMENT OF OPERATIONS
For the Six Months Ended February 29, 1996 (unaudited)

INVESTMENT INCOME (Note 1B)................................... $1,643,042
EXPENSES:
Administrative fees (Note 4A)....................... $112,048
Shareholder Servicing Agents' fees (Note 4B)........ 112,048
Investment Advisory fees (Note 3)................... 89,639
Distribution fees (Note 5).......................... 44,819
Custodian fees...................................... 43,554
Shareholder reports................................. 17,869
Auditing fees....................................... 16,600
Trustee fees........................................ 9,010
Legal fees.......................................... 8,456
Transfer agent fees................................. 6,000
Miscellaneous....................................... 4,841
--------
Total expenses.................................. 464,884
Less aggregate amount waived by Investment
Adviser, Administrator, Shareholder Servicing
Agents, and Distributor (Notes 3, 4A, 4B, and 5). (306,639)
Less fees paid indirectly (Note 1E)................. (1,377)
--------
Net expenses.................................... 156,868
----------
Net investment income........................... $1,486,174
==========

See notes to financial statements

<PAGE>

<TABLE>
<CAPTION>
Landmark California Tax Free Reserves
STATEMENT OF CHANGES IN NET ASSETS
SIX MONTHS ENDED
FEBRUARY 29, 1996 YEAR ENDED
(UNAUDITED) AUGUST 31, 1995
----------------- ---------------
INCREASE (DECREASE) IN NET ASSETS FROM
OPERATIONS:

<S> <C> <C>
Net investment income..................................................... $ 1,486,174 $ 1,573,943
Net realized loss on investments.......................................... -- (7,800)
------------ -----------
Net increase in net assets resulting from operations...................... 1,486,174 1,566,143
------------ -----------
DIVIDENDS TO SHAREHOLDERS FROM:
Net investment income..................................................... (1,486,174) (1,573,943)
------------ -----------
TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST
AT NET ASSET VALUE OF $1.00 PER SHARE (Note 6):
Proceeds from sale of shares.............................................. 186,054,823 163,071,202
Net asset value of shares issued to
shareholders from reinvestment of dividends 759,959 1,256,049
Cost of shares repurchased................................................ (129,924,052) (165,350,381)
------------ ------------
Net increase (decrease) in net assets from
transactions in shares of beneficial interest........................... 56,890,730 (1,023,130)
------------ -----------
Net increase (decrease) in net assets .................................... 56,890,730 (1,030,930)
NET ASSETS:
Beginning of period....................................................... 51,832,312 52,863,242
------------ ------------
End of period............................................................. $108,723,042 $ 51,832,312
============ ============
See notes to financial statements
</TABLE>

<PAGE>

<TABLE>
<CAPTION>
Landmark California Tax Free Reserves
FINANCIAL HIGHLIGHTS
MARCH 10, 1992
SIX MONTHS ENDED YEAR ENDED AUGUST 31, (COMMENCEMENT
FEBRUARY 29, 1996 ----------------------------------- OF OPERATIONS) TO
(UNAUDITED) 1995 1994 1993 AUGUST 31, 1992
--------------- -------- -------- -------- -------------
<S> <C> <C> <C> <C> <C>
Net Asset Value, beginning of period. $ 1.00000 $ 1.00000 $ 1.00000 $ 1.00000 $ 1.00000
Net investment income................ 0.01645 0.03434 0.02288 0.02467 0.01304
Less dividends from net investment income (0.01645) (0.03434) (0.02288) (0.02467) (0.01304)
----------- --------- --------- --------- ---------
Net Asset Value, end of period.... $ 1.00000 $ 1.00000 $ 1.00000 $ 1.00000 $ 1.00000
=========== ========= ========= ========= =========
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000's omitted) $ 108,723 $ 51,832 $ 52,863 $ 37,808 $ 16,295
Ratio of expenses to average net assets 0.35%* 0.30% 0.25% 0.00% 0.00%*
Ratio of net investment income to average
net assets......................... 3.32%* 3.43% 2.30% 2.42% 2.71%*
Total return......................... 1.66%+ 3.49% 2.31% 2.50% 2.75%*

Net investment income per share...... $0.01303 $0.02513 $0.01423 $0.01121 $0.00279
Ratios:
Expenses to average net assets....... 1.04%* 1.21% 1.12% 1.32% 2.13%*
Net investment income to average net assets 2.63%* 2.51% 1.43% 1.10% 0.58%*
* Annualized
+ 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, 1995, the
Fund, for federal income tax purposes, had a capital loss carryover of $988, of
which $988 will expire August 31, 2003. 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. FEES PAID INDIRECTLY--The Fund's custodian bank calculates its fees based on
the Fund's average daily net assets. The fee is reduced according to a fee
arrangement, which provides for custody fees to be reduced based on a formula
developed to measure the value of cash deposited with the custodian by the Fund.
This amount is shown as a reduction of expense on the Statement of Operations.

F. 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.

(3) INVESTMENT ADVISORY FEES
The investment advisory fee paid to Citibank, as compensation for overall
investment management services, amounted to $89,639, all of which was
voluntarily waived for the six months ended February 29, 1996. 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 0.25% of the Fund's average daily net assets. The
administrative fee amounted to $112,048, of which $60,133 was voluntarily waived
for the six months ended February 29, 1996. 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, but may not exceed, on an annualized basis, an amount equal to
0.25% 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
$112,048, all of which was voluntarily waived for the six months ended February
29, 1996.

(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 Distribution fees amounted to $44,819, all of which was
voluntarily waived for six months ended February 29, 1996. 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.

(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
$307,616,299 and $253,931,000, respectively, for the six months ended February
29, 1996.

(8) FEDERAL INCOME TAX BASIS OF INVESTMENT SECURITIES
The cost of investment securities owned at February 29, 1996, for federal income
tax purposes, amounted to $108,099,753.

(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 29, 1996, the commitment fee allocated
to the Fund was $239. 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.
111 Wall Street, New York, NY 10043
(212) 820-2383 or (800) 846-5300

FOR CITIGOLD CUSTOMERS:
Citigold
P.O. Box 5130, New York, NY 10126-5130
Call Your Citigold Executive or in NY or CT (800) 285-1701, or for all other
states, (800) 285-1707

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) 820-2380 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
Emerging Asian Markets Equity Fund

<PAGE>

SECRETARY
Thomas M. Lenz*

TREASURER
John R. Elder*

*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.

CTFR/S/96 Printed on Recycled Paper

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

LANDMARK
CONNECTICUT
TAX FREE
RESERVES

SEMI-ANNUAL
REPORT
February 29, 1996
<PAGE>

A LETTER TO OUR SHAREHOLDERS

Dear Shareholder:

Consistent with the economic environment during the first half of the
Fund's fiscal year, the six-month period ended February 29, 1996 was
characterized by modest economic growth, low inflation and declining interest
rates. While this combination of economic influences was a recipe for
above-average gains in stocks and bonds, shareholders of tax-free money market
funds saw yields decline along with interest rates. Yet, tax-exempt money market
funds remained an excellent investment vehicle for earning competitive, tax-free
returns on assets available for short-term investments.

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.

Assets invested in Landmark Connecticut Tax Free Reserves exceeded the $100
million mark for the first time during the six-month period ended February 29,
1996. We are quite pleased with both the growth and performance of the Fund.

/s/ Philip W. Coolidge

Philip W. Coolidge
President
March 20, 1996

TABLE OF CONTENTS

LANDMARK CONNECTICUT
TAX FREE RESERVES

- -------------------------------------------------------------------------------
1 Letter to Shareholders
- -------------------------------------------------------------------------------
2 Market Environment
Fund Snapshot
- -------------------------------------------------------------------------------
3 Fund Quotes
The Portfolio Manager Responds
Strategy and Outlook
- -------------------------------------------------------------------------------
4 Fund Data
7-Day Yield Comparisons
- -------------------------------------------------------------------------------
5 Portfolio of Investments
- -------------------------------------------------------------------------------
7 Statement of Assets and Liabilities
Statement of Operations
- -------------------------------------------------------------------------------
8 Statement of Changes in Net Assets
Financial Highlights
- -------------------------------------------------------------------------------
9 Notes to Financial Statements
- -------------------------------------------------------------------------------

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.
<PAGE>

MARKET ENVIRONMENT
By September 1995, when the reporting period began, fixed-income yields
were declining in response to slower U.S. economic growth and a short-term
interest-rate cut enacted by the Federal Reserve in July. When the rate of
economic growth moderated further during the Fall, investors became convinced
that the Federal Reserve would need to lower interest rates again to reduce the
potential for a recession. Indeed, interest-rate cuts in December 1995 and
January 1996 helped drive yields lower.

The economic slowdown has had some effect on the state of Connecticut,
which was in a slightly weaker financial condition at the end of the reporting
period than it was at the beginning. The combination of tax-cuts initiated by
Governor Rowland and a weaker economy caused a reduction in the state's budget
surplus. Yet, a surplus does remain and the supply of high-quality Connecticut
paper continues to be quite low relative to investor demand, putting more
downward pressure on Connecticut tax-free money market yields, causing interest
rates to decline further.

FUND SNAPSHOT

COMMENCEMENT OF OPERATIONS
December 1, 1993

NET ASSETS AS OF 2/29/96
$108.2 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
Declared 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
(AMT). Consult your personal tax advisor.
<PAGE>

FUND QUOTES FROM THE PORTFOLIO MANAGER
"Connecticut continues to benefit from a budget surplus, so the state has less
need to borrow."

"One of our strategies was to lengthen the average maturity of the portfolio and
lock in higher yields."

"Despite some recent evidence of renewed economic strength, we expect the
economy to grow only modestly for the remainder of 1996."

THE PORTFOLIO MANAGER RESPONDS
The greatest challenge facing the Fund in this market environment was
finding high-quality investments from Connecticut issuers. Fortunately, because
of Citibank's analytical skills, we were able to find attractive investments.
For example, we found higher yielding alternatives in bond anticipation notes
issued by some of the state's towns and cities. These unrated securities are
thoroughly evaluated by Citibank credit analysts, and we buy only those that
exhibit credit characteristics equivalent to those rated AA or above by the
major credit rating agencies.

We also strove to lengthen the average maturity of the Fund during the
period. By purchasing longer-dated investments as existing holdings matured and
new assets flowed into the Fund, we were able to maintain incrementally higher
yields for a longer period when interest rates declined.

STRATEGY AND OUTLOOK
Stronger than expected economic data released in March--after the close of
the reporting period--raised concerns in the fixed-income markets that the
Federal Reserve may not reduce short-term interest rates again in the near
future. Because the likelihood of lower interest rates had already been
incorporated into bond prices, the market reacted negatively when the news was
released.

In addition, we foresee little change in the supply-and-demand situation
for Connecticut paper. The state's financial condition, while weaker than it
was, is not expected to degrade to the point at which deficit funding is
required. Therefore, the issuance of short-term paper by Connecticut and its
municipalities should continue to be restrained.

FUND DATA All Periods Ending February 29, 1996 (unaudited)

<TABLE>
<CAPTION>
TOTAL RETURNS
--------------------------------------------
SINCE
SIX ONE 12/1/93
MONTHS** YEAR INCEPTION*
-------- ------ ----------
<S> <C> <C> <C>
Landmark Connecticut Tax Free Reserves ................ 1.68% 3.52% 3.18%
Lipper Connecticut Tax Exempt Money Market Funds Average 1.49% 3.12% 2.68%+
* Average Annual Total Return
** Not Annualized
+ From 11/30/93

7-DAY YIELDS
- ------------
Annualized Current 2.94%
Effective 2.99%
</TABLE>

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

COMPARISON OF 7-DAY YIELDS FOR LANDMARK CONNECTICUT TAX FREE RESERVES
VS. IBC/DONOGHUE CONNECTICUT TAX FREE MONEY FUNDS AVERAGE

IBC/Donoghue
Landmark Connecticut
Connecticut Tax Free
Tax Free Funds
Reserves Average

3/7/95 3.61% 3.14%
3/14/95 3.35% 2.99%
3/21/95 3.44% 3.02%
3/28/95 3.66% 3.19%
4/4/95 3.81% 3.30%
4/11/95 3.61% 3.14%
4/18/95 3.75% 3.31%
4/25/95 3.91% 3.42%
5/2/95 4.10% 3.58%
5/9/95 4.01% 3.56%
5/16/95 4.11% 3.62%
5/23/95 3.90% 3.47%
5/30/95 3.82% 3.37%
6/6/95 3.50% 3.10%
6/13/95 3.01% 2.64%
6/20/95 3.55% 3.17%
6/27/95 3.76% 3.36%
7/4/95 3.67% 3.26%
7/11/95 3.15% 2.86%
7/18/95 3.02% 2.62%
7/25/95 3.36% 2.94%
8/1/95 3.44% 3.08%
8/8/95 3.32% 2.98%
8/15/95 3.43% 3.07%
8/22/95 3.46% 3.08%
8/29/95 3.33% 3.01%
9/5/95 3.30% 2.98%
9/12/95 3.21% 2.86%
9/19/95 3.41% 3.06%
9/26/95 3.54% 3.20%
10/3/95 3.74% 3.27%
10/10/95 3.28% 2.93%
10/17/95 3.33% 2.93%
10/24/95 3.43% 3.04%
10/31/95 3.51% 3.10%
11/7/95 3.43% 3.03%
11/14/95 3.47% 3.07%
11/21/95 3.49% 3.12%
11/28/95 3.44% 3.09%
12/5/95 3.42% 2.99%
12/12/95 3.23% 2.87%
12/19/95 3.57% 3.25%
12/26/95 3.91% 3.51%
1/2/96 4.11% 3.66%
1/9/96 3.28% 2.92%
1/16/96 3.07% 2.71%
1/23/96 2.93% 2.62%
1/30/96 3.07% 2.66%
2/6/96 2.98% 2.65%
2/13/96 2.90% 2.62%
2/20/96 2.94% 2.65%
2/27/96 2.96% 2.67%

As the graph illustrates, Landmark Connecticut Tax Free Reserves generally had a
higher average annualized 7-day yield than the comparable Money Market Funds, as
published in IBC/Donoghue's Money Fund Report over most of the year.

Landmark Connecticut Tax Free Reserves
PORTFOLIO OF INVESTMENTS February 29, 1996 (unaudited)

PRINCIPAL
AMOUNT
ISSUER (000'S OMITTED) VALUE
- -----------------------------------------------------------------
TAX EXEMPT COMMERCIAL
PAPER--6.9%

Connecticut State Health and
Educational Facilities,
3.10% due 5/14/96 .................. $1,300 $ 1,300,000
Connecticut State Housing
Finance Authority, AMT,
3.30% due 5/10/96 .................. 1,300 1,300,000
Puerto Rico Industrial, Medical and
Environment, 3.15% due 4/12/96 ..... 600 600,000
Puerto Rico Industrial Tourist,
3.10% due 5/15/96 .................. 4,300 4,300,000
------------
7,500,000
------------

BOND, TAX AND REVENUE
ANTICIPATION NOTES AND
GENERAL OBLIGATION BONDS
AND NOTES--15.1%

Connecticut State General Obligation
Notes, 3.30% due 6/01/96 ........... 1,400 1,400,000
Connecticut State General Obligation
Notes, 5.50% due 6/15/96 ........... 3,085 3,103,523
Connecticut State General Obligation
Notes, 4.25% due 12/15/96 .......... 2,000 2,008,421
Fairfield, CT, Sewer Assessment Notes,
4.00% due 6/07/96 .................. 479 479,658
Litchfield, CT, Bond Anticipation
Notes, 4.00% due 10/24/96 .......... 1,000 1,001,682
Michigan State, Notes,
4.00% due 9/30/96 .................. 3,000 3,017,193
Milford, CT, Bond Anticipation Notes,
3.80% due 11/14/96 ................. 300 300,613
New Britain, CT, Bond Anticipation
Notes, 3.70% due 4/15/96 ........... 2,000 2,001,112
Puerto Rico Commonwealth,
General Obligation Notes,
7.90% due 7/01/96 .................. 1,000 1,043,200
Torrington, CT, Bond Anticipation
Notes, 6.00% due 10/15/96 .......... 985 998,266
Winchester, CT, Bond Anticipation Notes,
3.88% due 8/02/96 .................. 1,000 1,001,972
------------
16,355,640
------------

ANNUAL AND SEMI-ANNUAL
TENDER REVENUE BONDS AND
NOTES (PUTS)--14.2%
Connecticut State, 7.13% due 3/01/96 . 350 350,000
Connecticut State, 7.00% due 3/15/96 . 1,000 1,001,094
Connecticut State, 5.20% due 5/15/96 . 2,500 2,508,811
Connecticut State Economic
Development, 4.65% due 11/15/96 . 465 467,222
Connecticut State Housing Financial
Authority, 3.75% due 4/15/96 ....... 1,000 1,000,000
Connecticut State Housing Financial
Authority, AMT, 3.75% due 6/10/96 .. 1,400 1,400,000
Connecticut State Housing Financial
Authority, AMT, 3.85% due 6/10/96 .. 1,800 1,800,000
Connecticut State Special Assessment
Revenue, 3.90% due 7/01/96 ......... 1,000 1,000,000
Puerto Rico Public Building Authority,
8.00% due 7/01/96 .................. 1,000 1,043,248
Puerto Rico Industrial, Medical and
Environment, 3.80% due 12/01/96 .... 3,000 3,004,373
Virgin Islands Housing
Finance Authority, AMT,
3.50% due 11/01/96 ................. 1,750 1,750,000
------------
15,324,748
------------
VARIABLE RATE DEMAND
NOTES*--63.3%
Alexandria, VA, Industrial Development
Authority, AMT, due 12/01/16 ....... 1,300 1,300,000
Berkeley County, SC Pollution Control
Authority, due 7/01/12 ............. 400 400,000
Burke County, GA, Pollution Control
Authority, due 9/01/25 ............. 800 800,000
California Health Facilities Finance
Revenue, due 7/01/13 ............... 100 100,000
Connecticut Pollution Control
Authority, due 9/01/28 ............. 5,000 5,000,000
Connecticut Pollution Control
Authority, AMT, due 9/01/28 ........ 4,700 4,700,000
Connecticut State, due 3/15/12 ....... 3,500 3,500,000
Connecticut State Development
Authority Revenue, due 12/01/19 .... 1,400 1,400,000
Connecticut State Development
Authority Revenue, due 8/01/23 ..... 1,000 1,000,000
Connecticut State Housing Finance
Authority, due 5/15/18 ............. 6,200 6,200,000
Connecticut State Special Assessment
Revenue, due 11/01/01 .............. 3,800 3,800,000
Connecticut State Special
Tax Obligations,
due 12/01/10 ....................... 8,300 8,300,000
Connecticut State Water Authority,
AMT, due 4/01/35 ................... 1,000 1,000,000
District of Columbia, due 6/01/03 .... 1,000 1,000,000
Grapevine, TX, Industrial Development
Corp Revenue, due 12/01/24 ......... 100 100,000
Indianapolis, IN, Resource
Recovery, due 12/01/16 ............. 1,500 1,500,000
Jackson County, MS, Pollution Control
Authority, AMT, due 12/01/16 ....... 800 800,000
Jackson County, MS, Pollution Control
Authority, due 6/01/23 ............. 1,000 1,000,000
Lincoln County, WY, Pollution Control
Authority, AMT, due 7/01/07 ........ 1,200 1,200,000
Louisiana State Offshore Terminal,
due 9/01/06 ........................ 600 600,000
Maricopa County, AZ, Hospital Facilities
Authority Revenue, due 12/01/08 .... 800 800,000
Medford, OR, Hospital Facilities
Authority Revenue, due 5/01/21 ..... 1,500 1,500,000
New York, NY, due 8/01/23 ............ 1,300 1,300,000
North AL, Environmental Authority
Revenue, due 12/01/00 .............. 400 400,000
Orangeburg County, SC, Solid Waste,
due 11/01/24 ....................... 300 300,000
Peninsula Ports Authority, VA, Revenue,
due 12/01/05 ....................... 3,100 3,100,000
Perry County, MS, Pollution Control
Authority, due 3/01/02 ............. 200 200,000
Puerto Rico Commonwealth
Government Development
Authority, due 12/01/15 ............ 9,700 9,700,000
Puerto Rico Commonwealth
Highway & Transportation
Authority, due 7/01/99 ............. 3,900 3,900,000
Saint Charles Parish, LA, Pollution
Control Authority, AMT,
due 11/01/21 ....................... 500 500,000
Southwest Higher Education Authority,
due 7/01/15 ........................ 500 500,000
Stamford, CT Housing Authority
Revenue, due 12/01/24 .............. 1,600 1,600,000
University Athletic Association, FL,
due 2/01/20 ........................ 400 400,000
Voluisa County, FL, Health Facilities
Authority, due 9/01/20 ............. 600 600,000
------------
68,500,000
------------
TOTAL INVESTMENTS, AT
AMORTIZED COST ..................... 99.5% 107,680,388
OTHER ASSETS, LESS
LIABILITIES ........................ 0.5 495,407
----- ------------
NET ASSETS ........................... 100.0% $108,175,795
===== ============
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 29, 1996 (unaudited)

ASSETS:
Investments, at amortized cost (Note 1A) ...................... $ 107,680,388
Cash .......................................................... 87,828
Interest receivable ........................................... 646,406
-------------
Total assets .............................................. 108,414,622
-------------
LIABILITIES:

Payable for shares of beneficial interest repurchased ......... 7,010
Dividends payable ............................................. 172,008
Accrued expenses and other liabilities ........................ 59,809
-------------
Total liabilities ......................................... 238,827
-------------
NET ASSETS for 108,180,106 shares of beneficial interest
outstanding $ 108,175,795
=============
NET ASSETS CONSIST OF:
Paid-in capital ............................................... $ 108,180,106
Accumulated net realized loss on investments .................. (4,311)
-------------
Total ..................................................... $ 108,175,795
=============
NET ASSET VALUE, OFFERING PRICE, AND REDEMPTION PRICE PER SHARE $1.00
=====
<PAGE>

Landmark Connecticut Tax Free Reserves
STATEMENT OF OPERATIONS
For the Six Months Ended February 29, 1996 (unaudited)

INVESTMENT INCOME (Note 1B) ................................ $ 1,286,152
EXPENSES:
Administrative fees (Note 4A) .............................. $ 87,119
Shareholder Servicing Agents' fees (Note 4B) ............... 87,119
Investment Advisory fees (Note 3) .......................... 69,695
Custodian fees ............................................. 44,620
Distribution fees (Note 5) ................................. 34,848
Shareholder reports ........................................ 14,834
Auditing fees .............................................. 13,875
Trustee fees ............................................... 12,192
Legal fees ................................................. 12,144
Transfer agent fees ........................................ 6,000
Miscellaneous .............................................. 3,376
-----------
Total expenses ......................................... 385,822
Less aggregate amount waived by Investment Adviser,
Administrator, Shareholder Servicing Agents, and
Distributor (Notes 3, 4A, 4B and 5) ...................... (261,844)
Less fees paid indirectly (Note 1E) ........................ (2,011)
-----------
Net expenses ........................................... 121,967
-----------
Net investment income .................................. 1,164,185
NET REALIZED GAIN ON INVESTMENTS ........................... 673
-----------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ....... $ 1,164,858
===========
See notes to financial statements
<PAGE>
Landmark Connecticut Tax Free Reserves
STATEMENT OF CHANGES IN NET ASSETS
SIX MONTHS ENDED
FEBRUARY 29, 1996 YEAR ENDED
(UNAUDITED) AUGUST 31, 1995
---------------- --------------
INCREASE (DECREASE) IN NET ASSETS FROM
OPERATIONS:

Net investment income ....................... $ 1,164,185 $ 1,334,372
Net realized gain (loss) on investments ..... 673 (4,984)
------------ ------------
Net increase in net assets from operations 1,164,858 1,329,388
------------ ------------
DIVIDENDS TO SHAREHOLDERS FROM

Net investment income ........................ (1,164,185) (1,334,372)
------------ ------------
TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST
AT NET ASSET VALUE OF $1.00 PER SHARE (Note 6):

Net proceeds from sale of shares ............. 138,671,834 126,404,505
Net asset value of shares issued to shareholders
from reinvestment of dividends ............. 402,333 885,293
Cost of shares repurchased ................... (77,455,247) (96,677,250)
------------ ------------
Net increase in net assets from transactions in
shares of beneficial interest .............. 61,618,920 30,612,548
------------ ------------
NET INCREASE IN NET ASSETS ................... 61,619,593 30,607,564
NET ASSETS:

Beginning of period .......................... 46,556,202 15,948,638
------------ ------------
End of period ................................ $108,175,795 $ 46,556,202
============ ============

<TABLE>
Landmark Connecticut Tax Free Reserves
FINANCIAL HIGHLIGHTS
<CAPTION>
DECEMBER 1, 1993
SIX MONTHS ENDED (COMMENCEMENT
FEBRUARY 29, 1996 YEAR ENDED OF OPERATIONS) TO
(UNAUDITED) AUGUST 31, 1995 AUGUST 31, 1994
-------------- ------------- -------------
<S> <C> <C> <C>
Net Asset Value, beginning of period................. $ 1.00000. $ 1.00000 $ 1.00000
Net investment income................................ 0.01665. 0.03564 0.01754
Less dividends from net investment income............ (0.01665) (0.03564) (0.01754)
---------- --------- ---------
Net Asset Value, end of period....................... $ 1.00000. $ 1.00000 $ 1.00000
========== ========= =========
RATIOS/SUPPLEMENTAL DATA:

Net assets, end of period (000's omitted)............ $ 108,176. $ 46,556 $ 15,949
Ratio of expenses to average net assets.............. 0.35%* 0.22% 0.00%*
Ratio of net investment income to average net assets. 3.34%* 3.60% 2.61%*
Total return......................................... 1.68%** 3.62% 1.75%**

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...................... $ 0.01286 $ 0.02732 $ 0.00128
RATIOS:
Expenses to average net assets....................... 1.11%* 1.06% 2.42%*
Net investment income to average net assets.......... 2.58%* 2.76% 0.19%*
* Annualized.
** Not Annualized.
</TABLE>

See notes to financial statements
<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:

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.

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. FEES PAID INDIRECTLY -- The Fund's custodian bank calculates its fees based
on the Fund's average daily net assets. The fee is reduced according to a fee
arrangement, which provides for custody fees to be reduced based on a formula
developed to measure the value of cash deposited with the custodian by the Fund.
This amount is shown as a reduction of expense on the Statement of Operations.

F. 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.

(3) INVESTMENT ADVISORY FEES
The investment advisory fee paid to Citibank, as compensation for overall
investment management services, amounted to $69,695, all of which was
voluntarily waived for the six months ended February 29, 1996. 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 0.25% of the Fund's average daily net
assets. The Administrator's fees amounted to $87,119, of which $70,182 was
voluntarily waived for the six months ended February 29, 1996. 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, but may not exceed, on an annualized basis, an amount equal to
0.25% 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
$87,119, all of which was voluntarily waived for the six months ended February
29, 1996.

(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 Distribution fees amounted to $34,848, all of which was
voluntarily waived for the six months ended February 29, 1996. 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.

(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
$186,476,819 and $127,623,254, respectively, for the six months ended February
29, 1996.

(8) FEDERAL INCOME TAX BASIS OF INVESTMENT SECURITIES
The cost of investment securities owned at February 29, 1996 for federal income
tax purposes, amounted to $107,680,388.

(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 29, 1996, the commitment fee allocated
to the Fund was $188. 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.
111 Wall Street, New York, NY 10043
(212) 820-2383 or (800) 846-5300

FOR CITIGOLD CUSTOMERS:
Citigold
P.O. Box 5130, New York, NY 10126-5130
Call Your Citigold Executive or, in NY or CT (800) 285-1701,
or for all other states, (800) 285-1707

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
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
Emerging Asian Markets Equity Fund