FFB FUNDS TRUST
485APOS, 1995-11-22
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                            Registration Nos. 33-2010
                                    811-4510

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    Form N-1A

         REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933     /x/
                                      ----

                       Pre-Effective Amendment No. __                / /

                      Post-Effective Amendment No. 23                /x/
                                      ----

                                     and/or

     REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 /x/
                                                                          

                             Amendment No. 24                        /x/

                                 FFB FUNDS TRUST
              (Exact Name of Registration as Specified in Charter)

                    237 Park Avenue, New York, New York 10017
               (Address of Principal Executive Offices) (Zip Code)

       Registrant's Telephone Number, including Area Code: (212) 808-3900

Steven R. Howard                          Michael C. Petrycki
Baker & McKenzie                          237 Park Avenue
805 Third Avenue                          New York, New York  10017
New York, New York  10022

                     (Name and Address of Agent for Service)


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

/ / Immediately upon filing pursuant to paragraph (b) or 
/ / on (date) pursuant to paragraph (b) or 
/X/ 60 days after filing pursuant to paragraph (a)(i) or 
/ / on (date)  pursuant to  paragraph  (a)(i) or 
/ / 75 days after  filing  pursuant to paragraph (a)(ii) or 
/ / on (date) pursuant to paragraph (a)(ii) of Rule 485

If appropriate, check the following box:
/ / This post-effective amendment designates a new effective date for a
         previously filed post-effective amendment
/ / 60 days after filing pursuant to paragraph  (a)(i) 
/ / on (date) pursuant to paragraph (a)(i)

Registrant has filed with the  Securities and Exchange  Commission a declaration
pursuant to Rule 24f-2 under the Investment Company Act of 1940, and:

/X/ filed the Notice required by that Rule on or about April 30, 1995; or
/ / intends to file the Notice required by that Rule on or about (date); or

/ / during the most recent fiscal year did not sell any securities pursuant to
    Rule 24f-2 under the Investment  Company Act of 1940, and,  pursuant to Rule
    24f-2(b)(2), need not file the Notice.


                          CROSS REFERENCE SHEET

     This  Amendment to the  Registration  Statement of THE FFB FUNDS TRUST (the
"Trust"), relates to two of the Trust's portfolios: (1) THE FFB PENNSYLVANIA TAX
FREE MONEY MARKET FUND,  which after  January 19, 1996 is expected to be renamed
the  EVERGREEN  PENNSYLVANIA  TAX FREE MONEY  MARKET  FUND,  and (2) THE FFB NEW
JERSEY TAX FREE  INCOME  FUND,  which  after  January 19, 1996 is expected to be
renamed  the  EVERGREEN  NEW JERSEY TAX FREE INCOME  FUND.  


                              CROSS REFERENCE SHEET
                          (as required by Rule 481(a))

N-1A Item No.                                       Location in Prospectus(es)

Part A

Item 1.   Cover Page                                Cover Page

Item 2.   Synopsis and Fee Table                    Overview of the Fund(s);
                                                    Expense Information

Item 3.   Condensed Financial Information           Financial Highlights

Item 4.   General Description of Registrant         Cover Page; Description of
                                                      the Funds; General
                                                      Information

Item 5.   Management of the Fund                    Management of the Fund(s);
                                                      General Information

Item 5A.  Management's Discussion                   Management's Discussion of
                                                      Fund Performance

Item 6.   Capital Stock and Other Securities        Dividends, Distributions and
                                                      Taxes; General
                                                      Information

Item 7.   Purchase of Securities Being Offered      Purchase and Redemption of
                                                      Shares

Item 8.   Redemption or Repurchase                  Purchase and Redemption of
                                                      Shares

Item 9.   Pending Legal Proceedings                 Not Applicable

                                                    Location in Statement of
Part B                                                Additional Information

Item 10.  Cover Page                                Cover Page

Item 11.  Table of Contents                         Table of Contents

Item 12.  General Information and History           Not Applicable

Item 13.  Investment Objectives and Policies        Investment Objectives and
                                                       Policies;Investment
                                                       Restrictions; Other
                                                       Restrictions and
                                                       Operating Policies

Item 14.  Management of the Fund                    Management

Item 15.  Control Persons and Principal             Management
           Holders of Securities

Item 16.  Investment Advisory and Other Services    Investment Adviser;
                                                    Purchase of Shares

Item 17.  Brokerage Allocation                      Allocation of Brokerage

Item 18.  Capital Stock and Other Securities        Purchase of Shares

Item 19.  Purchase, Redemption and Pricing of       Distribution Plans; Purchase
          Securities Being Offered                    of Shares; Net Asset Value

Item 20.  Tax Status                                Additional Tax Information

Item 21.  Underwriters                              Distribution Plans; Purchase
                                                      of Shares

Item 22.  Calculation of Performance Data           Performance Information

Item 23.  Financial Statements                      Financial Statements

Part C

     Information  required  to be  included  in Part C is set  forth  under  the
appropriate item, so numbered, in Part C to this Registration Statement.


*******************************************************************************
AB MONEY MARKET

<PAGE>
  PROSPECTUS                                                 January 22, 1996

                                            (Evergreen tree logo appears here)

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

     A "Statement  of  Additional  Information"  for the Fund and certain  other
funds in the  Evergreen  group of mutual  funds dated  January 22, 1996 has been
filed  with the  Securities  and  Exchange  Commission  and is  incorporated  by
reference herein. The Statement of Additional  Information  provides information
regarding  certain matters  discussed in this Prospectus and other matters which
may be of interest to investors,  and may be obtained  without charge by calling
the Funds at (800)  807-2940.  There  can be no  assurance  that the  investment
objective  of any Fund will be  achieved.  Investors  are  advised  to read this
Prospectus carefully.

THE SHARES  OFFERED BY THIS  PROSPECTUS  ARE NOT DEPOSITS OR  OBLIGATIONS OF ANY
BANK,  ARE NOT ENDORSED OR GUARANTEED BY ANY BANK,  ARE NOT INSURED OR OTHERWISE
PROTECTED BY THE U.S. GOVERNMENT, THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE
FEDERAL RESERVE BOARD,  OR ANY OTHER  GOVERNMENT  AGENCY AND INVOLVE  INVESTMENT
RISKS.

AN  INVESTMENT  IN THE  FUND IS  NEITHER  INSURED  NOR  GUARANTEED  BY THE U.S.
GOVERNMENT,  AND  THERE  CAN BE NO  ASSURANCE  THAT  THE  FUND  WILL BE ABLE TO
MAINTAIN A STABLE NET ASSET VALUE OF $1.00 PER SHARE.

THESE  SECURITIES  HAVE NOT BEEN APPROVED OR  DISAPPROVED  BY THE SECURITIES AND
EXCHANGE  COMMISSION OR ANY STATE  SECURITIES  COMMISSION NOR HAS THE SECURITIES
AND  EXCHANGE  COMMISSION  OR ANY STATE  SECURITIES  COMMISSION  PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.

                   KEEP THIS PROSPECTUS FOR FUTURE REFERENCE

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

<PAGE>
                               TABLE OF CONTENTS

OVERVIEW OF THE FUND                                   
EXPENSE INFORMATION                                     
FINANCIAL HIGHLIGHTS                                    
DESCRIPTION OF THE FUND
         Investment Objectives and Policies             
         Investment Restrictions          
MANAGEMENT OF THE FUND
         Investment Adviser                            
         Distribution Plan and Agreement              
PURCHASE AND REDEMPTION OF SHARES
         How to Buy Shares                              
         How to Redeem Shares                           
         Exchange Privilege                             
         Shareholder Services                           
         Effect of Banking Laws                         
OTHER INFORMATION
         Dividends, Distributions and Taxes             
         General Information                            

 
                             OVERVIEW OF THE FUND
       The following summary is qualified in its entirety by the more detailed
information contained elsewhere in this Prospectus. See "Description of the
Funds" and "Management of the Fund".

       
     The Capital Management Group of First Union National Bank of North Carolina
("CMG") serves as investment  adviser to EVERGREEN  PENNSYLVANIA  TAX FREE MONEY
MARKET  FUND.  First  Union  National  Bank  of  North  Carolina  ("FUNB")  is a
subsidiary  of First  Union  Corporation,  one of the ten largest  bank  holding
companies in the United  States. 

     EVERGREEN  PENNSYLVANIA  TAX-FREE MONEY MARKET FUND invests in high quality
Pennsylvania  securities that are exempt from Federal and Pennsylvania  personal
income  taxes in the  opinion  of bond  counsel  to the  issuer  with  remaining
maturities of thirteen months or less.

       The Fund seeks to maintain a stable net asset value of $1.00 per share
although no assurances can be given that such a stable net asset value will be
maintained.

    THERE IS NO ASSURANCE THAT THE INVESTMENT OBJECTIVE OF THE FUND WILL BE
                                   ACHIEVED.
                                      
 

<PAGE>

     EXPENSE  INFORMATION  The table set forth below  summarizes the shareholder
transaction  costs  associated with an investment in Class A shares of the Fund.
For further  information  see "Purchase  and  Redemption of Shares" and "General
Information -- Other Classes of Shares".
<TABLE>
<CAPTION>
                                                             
SHAREHOLDER TRANSACTION EXPENSES              Class A Shares 
<S>                                           <C>            <C>
Maximum Sales Charge Imposed on Purchases          None      
Sales Charge on Dividend Reinvestments             None      
Contingent Deferred Sales Charge (as a % of        None      
original purchase price or redemption                        
proceeds, whichever is lower)                                
                                                             
                                                             
Redemption Fee                                     None      
Exchange Fee                                       None      
</TABLE>
 
     The  following  tables show for each Fund the  estimated  annual  operating
expenses (as a percentage of average net assets)  attributable  to each Class of
Shares,  together with examples of the  cumulative  effect of such expenses on a
hypothetical  $1,000 investment in each Class for the periods specified assuming
(i) a 5% annual  return,  and (ii)  redemption  at the end of each  period  and,
additionally for Class B shares, no redemption at the end of each period.

EVERGREEN PENNSYLVANIA TAX FREE MONEY MARKET FUND
<TABLE>
<CAPTION>
                                                     EXAMPLE
                                              
                   ANNUAL OPERATING           
                      EXPENSES*               
                       Class A                        Class A        
<S>                    <C>        <C>                 <C>            
Management Fees          .50%                                      
                                  After 1 Year        $  10          
12b-1 Fees **            .30%                                      
                                  After 3 Years       $  32          
Other Expenses           .22%                                      
                                  After 5 Years       $  56          
                                  After 10 Years      $ 125          
Total                   1.02%                                        
</TABLE>
 

<PAGE>
     The investment  adviser has agreed to reimburse the Fund to the extent that
the  Fund's  aggregate  annual  operating  expenses  (including  the  investment
adviser's fee, but excluding taxes, interest, brokerage commissions,  Rule 12b-1
distribution  fees and  shareholder  services fees and  extraordinary  expenses)
exceed 1% of the average net assets for any fiscal year.

*The annual  operating  expenses and examples do not reflect the  voluntary  fee
waivers  of XXX of 1% of  average  net  assets for Class A Shares for the fiscal
period ended February 28, 1995.

**Class A Shares can pay up to .50 of 1% of  average  net assets as a 12b-1 Fee.
For the  foreseeable  future,  the Class A Share's 12b-1 Fees will be limited to
 .30 of 1% of average net assets. Distribution related 12b-1 fees will be limited
to .75 of 1% of average net assets as permitted  under the rules of the National
Association of Securities Dealers, Inc.

From time to time, the Fund's investment adviser may, at its discretion, waive
its fee or reimburse a Fund for certain of its expenses in order to reduce the
Fund's expense ratio. The investment adviser may cease these voluntary waivers
or reimbursements at any time.

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


                              FINANCIAL HIGHLIGHTS

                         [TO BE ADDED BY AMENDMENT]


                      INVESTMENT OBJECTIVES AND POLICIES

     The investment  objective of the Fund is to seek to provide  investors with
as high a level of current income as is consistent with  preservation of capital
and liquidity. There is no assurance that this objective will be achieved.

     To obtain its  objective the Fund invests at least 80% of its net assets in
municipal  obligations  issued  by  the  Commonwealth  of  Pennsylvania  or  its
counties,  municipalities,  authorities  or other  political  subdivisions,  and
municipal obligations issued by territories or possessions of the United States,
such as Puerto Rico , the interest on which, in the opinion of bond counsel,  is
exempt from Federal  (collectively,  "Municipal  Obligations")  and Pennsylvania
personal income taxes. The Fund limits its investments to Municipal  Obligations
with  remaining  maturities  of  thirteen  months  or less and will  maintain  a
dollar-weighted average portfolio maturity of 90 days or less.

     Normally,  the Fund will seek to invest  substantially all of its assets in
short-term Municipal Obligations.  However, under certain unusual circumstances,
such as a temporary  decline in the issuance of  Pennsylvania  obligations,  the
Fund may invest up to 20% of its assets in the following:  short-term  municipal
securities  issued outside of Pennsylvania (the income from which may be subject
to Pennsylvania  income taxes) or certain  taxable fixed income  securities (the
income from which may be subject to Federal  and  Pennsylvania  personal  income
taxes). In most instances, however, the Fund will seek to avoid such holdings in
an effort to provide  income that is fully exempt from Federal and  Pennsylvania
personal income taxes.

     The Fund may also invest in Municipal Obligations issued to finance private
activities,  whose  interest is a  preference  item for  purposes of the Federal
alternative  minimum tax. Such "private activity bonds" might include industrial
development  bonds and securities issued to finance projects such as solid waste
disposal  facilities,  student  loans or water  and  sewage  projects.  The Fund
currently  intends to treat "private activity bonds" as not federally tax exempt
and, accordingly,  to limit income from "private activity bonds" to no more than
20%. See "Federal Taxes" for further information. 

     The Fund will not invest in  options,  financial  futures  transactions  or
other similar "derivative" instruments except as otherwise provided herein.

     Shares of the fund are not  insured  or  guaranteed  by the  United  States
Government.  The Fund will only  purchase  securities:  (i) rated within the two
highest rating  categories by Moody's  Investors  Service Inc.,  ("Moody's") and
Standard & Poors Ratings Group ("S & P") or in a comparable  rating  category by
any two of the nationally recognized  statistical rating organizations that have
rated the  securities;  (ii) rated in a comparable  rating  category by only one
such organization that has rated the securities, or (iii) which, if unrated, are
deemed to be of  equivalent  quality as  determined  by the  investment  adviser
pursuant  to  guidelines  established  by the  Board of  Trustees.  The types of
Municipal Obligations in which the Fund may invest include the following:

     MUNICIPAL  BONDS.  Municipal bonds generally have a maturity at the time of
issuance of more than one year. Municipal bonds may be issued to raise money for
various public purposes -- such as constructing  public  facilities and resource
recovery projects and making loans to public  institutions.  There are generally
two types of  municipal  bonds:  general  obligation  bonds and  revenue  bonds.
General  obligation  bonds  are  backed  by the  taxing  power  of  the  issuing
municipality and are considered the safest type of municipal bond. Revenue bonds
are backed by the revenues of a project or facility -- tolls from a toll bridge,
for example.  Industrial  development  revenue bonds (which are private activity
bonds) are a specific  type of revenue bond backed by the credit and security of
a private user,  and therefore  investments  in these bonds have more  potential
risk.  Certain  types of  municipal  bonds  are  issued to  obtain  funding  for
privately operated facilities.  Municipal bonds generally have a maturity at the
time of issuance of more than one year.

     MUNICIPAL NOTES. Municipal notes are generally sold as interim financing in
anticipation  of the  collection  of  taxes,  a bond  sale or  receipt  of other
revenue.  Municipal  notes  generally have maturities at the time of issuance of
one year or less.  Investments in municipal notes are limited to notes which are
rated at the date of purchase: (i)" MIG 1" or "MIG 2" by Moody's and in a 
comparable rating category by at least one other nationally  recognized  
statistical rating organization  that has rated the notes, or (ii) in a 
comparable  rating category by only one such organization, including Moody's, 
if it is the only organization that has rated the notes,  or (iii) if not  
rated,  are,  in the  opinion of the Adviser, of comparable investment quality 
and within the credit quality policies and guidelines established by the Board 
of Trustees.

     Notes  rated "MIG 1" are judged to be of the "best  quality"  and carry the
smallest  amount of  investment  risk.  Notes  rated "MIG 2" are judged to be of
"high quality", with margins of protection ample although not as large as in the
preceding group.

     MUNICIPAL COMMERCIAL PAPER. Municipal commercial paper is a debt obligation
with a stated  maturity of one year or less which is issued to finance  seasonal
working capital needs or as short-term  financing in anticipation of longer-term
debt.  Investments in municipal commercial paper are limited to commercial paper
which is rated at the date of purchase: (i) "P-1" or "P-2" by Moody's and "A-1",
"A-1 +" or "A-2" by S&P or (ii) in a  comparable  rating  category by any two of
the nationally  recognized  statistical  ratings  organizations  that have rated
commercial  paper or  (iii) in a  comparable  rating  category  by only one such
organization if it is the only  organization that has rated the commercial paper
or  (iv)  if not  rated,  is,  in the  opinion  of the  Adviser,  of  comparable
investment  quality  and within  the  credit  quality  policies  and  guidelines
established by the Board of Trustees.

     Issuers of  municipal  (and  taxable)  commercial  paper rated "P-1" have a
"superior  capacity for repayment of  short-term  promissory  obligations".  The
"A-1" rating for commercial  paper under the S&P  classification  indicates that
the "degree of safety  regarding  timely payment is either  overwhelming or very
strong".  Commercial paper with "overwhelming  safety  characteristics"  will be
rated "A1+". Commercial paper receiving a "P-2" rating has a strong capacity for
repayment of short-term promissory obligations. Commercial paper rated "A-2" has
the capacity for timely payment although the relative degree of safety is not as
overwhelming  as for  issues  designated  "A-1".  See  the  Appendix  for a more
complete description of securities ratings.

     WHEN-ISSUED  SECURITIES.  The Fund may purchase Municipal  Obligations on a
when-issued  basis, in which case delivery and payment normally take place 15 to
45 days after the date of the  commitment  to purchase.  The Fund will only make
commitments to purchase  Municipal  Obligations on a when-issued  basis with the
intention  of actually  acquiring  the  securities  but may sell them before the
settlement  date if it is deemed  advisable.  Any gains  realized  in such sales
would produce taxable income.  The when-issued  securities are subject to market
fluctuation  and no interest  accrues to the purchaser  during this period.  The
payment obligation and the interest rate that will be received on the securities
are each  fixed  at the  time the  purchaser  enters  into the  commitment.  For
purposes of determining the Fund's weighted average maturity,  the maturity of a
when-issued  security  is  calculated  from  its  commitment  date.   Purchasing
Municipal  Obligations  on a when-issued  basis is a form of leveraging  and can
involve a risk that the yields  available in the market when the delivery  takes
place may actually be higher than those  obtained in the  transaction  itself in
which case there could be an unrealized loss at the time of delivery.

     The Fund will establish a segregated account with its custodian in which it
will maintain cash, United States government  securities,  or other liquid, high
quality  debt  instruments  in an amount at least  equal in value to the  Fund's
commitments  to purchase  when-issued  securities.  If the value of these assets
declines, the Fund will place additional liquid assets in the account on a daily
basis so that the value of the  assets in the  account is equal to the amount of
such commitments.

     SECURITIES  WITH PUT OR DEMAND  RIGHTS.  The Fund has the ability to enter
into put  transactions,  sometimes  referred  to as stand-by  commitments,  with
respect to Municipal Obligations held in its portfolio or to purchase securities
which carry a demand feature or put option which permit the Fund, as holder,  to
tender them back to the issuer or a third  party  prior to maturity  and receive
payment within seven days.  Segregated  accounts will be maintained by the Fund
for all such transactions.

     The amount  payable to the Fund by the seller  upon its  exercise  of a put
will normally be (i) the Fund's  acquisition  cost of the securities  (excluding
any  accrued  interest  which  the  Fund paid on their  acquisition),  less any
amortized  market  premium plus any amortized  market or original issue discount
during the period the Fund owned the securities,  plus (ii) all interest accrued
on the  securities  since the last  interest  payment date during the period the
securities  were  owned by the Fund.  Absent  unusual  circumstances,  the Fund
values the  underlying  securities at their  amortized  cost.  Accordingly,  the
amount  payable by a broker dealer or bank during the time a put is  exercisable
will be substantially the same as the value of the underlying securities.

     The Fund's right to exercise a put is unconditional and unqualified.  A put
is not  transferable  by the  Fund,  although  the Fund may sell the  underlying
securities  to a third  party at any  time.  The Fund  expects  that  puts  will
generally be available without any additional direct or indirect cost.  However,
if necessary and advisable, the Fund may pay for certain puts either separately
in cash or by paying a higher price for portfolio  securities which are acquired
subject to such a put (thus reducing the yield to maturity  otherwise  available
to the same securities).  Thus, the aggregate price paid for securities with put
rights may be higher than the price that would otherwise be paid.

     The Fund may enter  into put  transactions  only with  broker  dealers  (in
accordance  with the rules of the Securities and Exchange  Commission) and banks
which, in the opinion of the Adviser,  present minimal credit risks. The Adviser
will monitor  periodically the  creditworthiness  of issuers of such obligations
held by the Fund.  The  Fund's  ability  to  exercise  a put will  depend on the
ability of the broker-dealer or bank to pay for the underlying securities at the
time the put is  exercised.  In the event that a  broker-dealer  or bank  should
default on its obligation to purchase an underlying security,  the Fund might be
unable to recover all or a portion of any loss sustained from having to sell the
security  elsewhere.  The Fund intends to enter into put transactions  solely to
maintain  portfolio  liquidity  and does  not  intend  to  exercise  its  rights
thereunder for trading purposes.

     For a detailed description of put transactions, see "Investment Policies --
Securities with Put Rights" in the Statement of Additional Information.

     TAXABLE SECURITIES.  Under normal market conditions,  the Fund may at times
elect to invest  temporarily up to 20% of the current value of its net assets in
taxable  securities  of the type  described  below  pending  the  investment  in
Municipal  Obligations  of proceeds of sales of Fund shares or proceeds from the
sale of portfolio securities or in anticipation of redemptions.  However, at all
times under normal  market  conditions  the  percentage of the Fund's income and
corresponding  distributions  which is tax-exempt will be very close to 100%. In
addition,  for temporary defensive  purposes,  the Fund may invest up to 100% of
its total assets in such taxable securities when, in the opinion of the Adviser,
it is  advisable  to do so  because of market  conditions.  The types of taxable
securities  in which the Fund may invest  are  limited  to the  following  money
market  instruments  which have  remaining  maturities  not  exceeding  thirteen
months;  (i)  obligations  of the United  States  Government,  its  agencies  or
instrumentalities;   (ii)  negotiable   certificates  of  deposit  and  bankers'
acceptances  of United  States  banks  which  have more than $1 billion in total
assets at the time of investment  and are members of the Federal  Reserve System
or are examined by the Comptroller of the Currency or whose deposits are insured
by the Federal Deposit  Insurance  Corporation;  (iii) domestic and foreign U.S.
dollar-denominated commercial paper rated "P-1" by Moody's or "A-1" or "A-1+" by
S&P;  and  (iv)  repurchase  agreements  with  respect  to any of the  foregoing
portfolio  securities.  The Fund  also  has the  right to hold up to 100% of its
total assets in cash as the Adviser  deems  necessary  for  temporary  defensive
purposes.

     Investments  of the  Fund in U.S.  dollar-denominated  foreign  commercial
paper may involve certain  risks not applicable to investment by the Fund in the
obligations  of  domestic  issuers.  These  risks may  include  risks of foreign
political or economic instability,  difficulties in enforcing a judgment against
a foreign  issuer  should it default,  the  imposition or tightening of exchange
controls  and  changes  in  foreign   governmental   attitudes   toward  private
investment, including the possibility of increased taxation, nationalization or
expropriation of Fund assets.  Foreign issuers of securities may also be subject
to different  accounting and disclosure  systems,  which may affect the type and
quality of information  available  about an issuer.  The rating services used by
the Fund take these  factors into  consideration  when assigning a rating to a
particular security, and therefore the additional risk to the Fund of investing
in  foreign  securities  with the same  ratings as a  domestic  security  is not
expected to be significant.

     The Fund will not invest in any obligations of or loan any of its portfolio
securities  to the First Union National Bank of North Carolina ("FUNB") or its  
affiliates  as defined in the 1940 Act or any affiliates  of the Fund.  
Subject to the  limitations  described,  the Fund is permitted to invest in 
obligations of correspondent  banks of  FUNB (banks with which the FUNB  
maintains a special bank servicing  relationship)  which are not affiliates of 
the Trust, its Adviser or its  Distributor,  but the Fund will not give 
preference in its investment selections to those obligations.

     After  purchase by the Fund, a security may cease to be rated or its rating
may be reduced  below the minimum  required  for  purchase by the Fund.  Neither
event will  require a sale of such  security  by the Fund.  However,  the 
Adviser  will  consider  such event in its  determination  of whether  the Fund
should continue to hold the security. To the extent the ratings given by Moody's
or S&P may change as a result of changes in such  organizations  of their rating
systems,  the Fund will  attempt  to use  comparable  ratings as  standards  for
investments  in  accordance  with  the  investment  policies  contained  in this
Prospectus and in the SAI.

     Opinions  relating to the  validity  of  Municipal  Obligations  and to the
exclusion  of interest  thereon from Federal and  Pennsylvania  personal  income
taxes are  rendered  by bond  counsel to the  respective  issuers at the time of
issuance.  Neither  the  Fund,  the  Trust  nor the  Adviser  will  review  the
proceedings  relating to the issuance of Municipal  Obligations or the basis for
such opinions.


     MUNICIPAL  LEASE  OBLIGATIONS.  Municipal  lease  obligations are financing
arrangements secured by leases of property to a municipality.  These obligations
are  considered to be illiquid  securities and typically are not fully backed by
the municipality's credit. Interest from a municipal lease obligation may become
taxable if the lease is assigned.  If the governmental user does not appropriate
sufficient  funds for the  following  year's  lease  payments,  the  lease  will
terminate,  with  the  possibility  of  default  on the  lease  obligations  and
significant  loss to the Fund.  The Fund will not purchase any  municipal  lease
obligation  that is not covered by a legal opinion  (typically from the issuer's
counsel) to the effect that, as of the effective  date of such lease,  the lease
is the valid and  binding  obligation  of the  governmental  issuer.  For a more
detailed  description of Municipal Leases, see "Investment Policies -- Municipal
Leases" in the Statement of Additional Information.

     RESOURCE RECOVERY BONDS. Resource recovery bonds may be general obligations
of the issuing  municipality or supported by corporate or bank  guarantees.  The
viability of the resource recovery project, environmental protection regulations
and project  operator tax  incentives may affect the value and credit quality of
resource recovery bonds.

     VARIABLE  AND  FLOATING   RATE   OBLIGATIONS.   Certain  of  the  Municipal
Obligations  which the Fund may  purchase  have a floating or  variable  rate of
interest. Such obligations bear interest at rates which are not fixed, but which
vary with  changes  in  specified  market  rates or  indices,  such as a Federal
Reserve composite index.  Certain of such obligations may carry a demand feature
or put option  which would permit the Fund,  as holder,  to tender them back to
the issuer or a third party prior to maturity ("demand instruments").  The Fund
may invest in floating  and variable  rate  Municipal  Obligations  even if they
carry stated maturities in excess of one year. Obligations with a demand feature
generally  receive two ratings,  one representing an evaluation of the degree of
risk  associated  with scheduled  interest and principal  payments and the other
representing  an  evaluation  of the degree of risk  associated  with the demand
feature.  The two highest ratings  assigned to the demand feature by Moody's are
"VMIG 1" and "VMIG 2" which have generally the same  characteristics  as Moody's
"MIG  1" and  "MIG  2"  ratings.  Investments  in  variable  and  floating  rate
obligations  are  limited to those that are rated "VMIG" 1 by Moody's or, if not
rated, are, in the opinion of the Adviser, of comparable investment quality. The
Adviser will monitor on an ongoing basis the earning power,  cash flow and other
liquidity ratios of the issuers of such  obligations and will similarly  monitor
the ability of an issuer of a demand instrument to pay principal and interest on
demand.  The Fund's right to obtain payment at par on a demand  instrument could
be  affected  by events  occurring  between  the date the Fund elects to demand
payment and the date  payment is due which may  adversely  affect the ability of
the issuer of the instrument to make payment when due.

     The  Fund  does  not  intend  to  concentrate  its  investments  in any one
industry.  Thus,  from  time to time,  the Fund may  invest  25% or more of its
assets  in  Municipal  Obligations  which  are  related  in  such a way  that an
economic,  business  or  political  development  or  change  affecting  one such
Obligation  would also  affect the other  Obligations;  for  example,  Municipal
Obligations,  the  interest  on which is paid  from  revenues  of  similar  type
projects or Municipal Obligations whose issuers are located in the same state.

     Because the taxable money market is a broader and more liquid market with a
greater  number of  investors,  issuers and market makers than is the market for
short-term tax-exempt municipal  obligations,  the liquidity of the Fund may not
be equal to that of a money market fund which invests  exclusively in short-term
taxable money market instruments.  The more limited  marketability of short-term
tax-exempt municipal  obligations may make it difficult in certain circumstances
to dispose of large investments advantageously. In general, tax-exempt municipal
obligations  are also subject to credit risks such as the loss of credit ratings
or possible default. In addition,  an issuer of tax-exempt municipal obligations
may lose its tax-exempt status in the event of a change in the current tax laws.

     RISK  FACTORS:  INVESTING  IN  PENNSYLVANIA  MUNICIPAL  OBLIGATIONS.   Each
investor  should  consider  carefully the special  risks  inherent in the Fund's
investment  in  Pennsylvania  Municipal   Obligations.   Pennsylvania  has  been
historically  identified as a heavy industry state although that  reputation has
recently changed as the industrial composition of Pennsylvania  diversified when
the coal, steel, and railroad industries began to decline.  This diversification
was necessary when the traditionally strong industries in Pennsylvania  declined
as a long-term  shift in jobs,  investment  and workers away from the  northeast
part of the  nation  took  place.  The major new  sources  of growth  are in the
service sector,  including  trade,  medical and health  services,  education and
financial institutions. Pennsylvania is highly urbanized, with approximately 50%
of the  Commonwealth's  population  contained  in the  metropolitan  areas which
include the cities of Philadelphia and Pittsburgh.

     It should be noted that Pennsylvania Municipal Obligations may be adversely
affected by local  political and economic  conditions  and  developments  within
Pennsylvania.  For example,  adverse conditions in a significant industry within
Pennsylvania  may from time to time  have a  correspondingly  adverse  effect on
specific  issuers  within   Pennsylvania  or  on  anticipated   revenue  to  the
Commonwealth itself; conversely, an improving economic outlook for a significant
industry may have a positive  effect on such  issuers or  revenues.  An expanded
discussion of the risks  associated with the purchase of Pennsylvania  issues is
contained in the SAI.

     INVESTMENT COMPANY SECURITIES.  The Fund may invest in securities issued by
other investment companies.  Such securities will be acquired by Fund within the
limits  prescribed  by the Act,  which  include a  prohibition  against the Fund
investing  more than 10% of the value of its  total  assets in such  securities.
Investments  in securities  issued by other  investment  companies  will subject
shareholders to the imposition of duplicative fees and expenses.

     The Fund may engage in the following portfolio transactions:

     LOANS OF PORTFOLIO SECURITIES.  The Fund may loan its portfolio securities
to brokers,  dealers, and financial institutions to increase current income. All
loans of securities  must be  continuously  secured by collateral  consisting of
United States Government  securities,  cash or letters of credit maintained on a
daily  mark-to-market  basis in an amount at least equal to the  current  market
value of the  securities  loaned plus the  interest  payable with respect to the
loan.

     As a condition  of the loan,  the Fund must have the right to call the loan
and  obtain the return of the  securities  loaned  within  five  business  days.
Moreover,  the Fund will receive any  interest or  dividends  paid on the loaned
securities.  The Fund will not lend portfolio  securities to FUNB, or to
any  affiliate of the FUNB or to any other  affiliate of the Fund.  Loans of
securities involve a risk that the borrower may fail to return the securities or
may fail to provide additional collateral.

     REPURCHASE  AGREEMENTS.  Securities  held by the  Fund  may be  subject  to
repurchase  agreements.  A repurchase  agreement is a  transaction  in which the
seller of a security  commits itself at the time of the sale to repurchase  that
security from the buyer at a mutually agreed upon time and price.  The Fund will
enter into repurchase agreements only with dealers, domestic banks or recognized
financial  institutions  which,  in the opinion of the Adviser,  present minimal
credit risks.  The Fund will enter into repurchase  agreements only with respect
to  obligations  which could  otherwise  be  purchased  by the Fund or any other
obligations backed by the full faith and credit of the United States.  Where the
securities underlying a repurchase agreement are not U.S. Government securities,
they must be of the  highest  quality at the time the  repurchase  agreement  is
entered into (e.g.,  a long-term  debt security would be required to be rated by
S&P as "AAA" or its equivalent). While the maturity of the underlying securities
in a repurchase agreement transaction may be more than one year, the term of the
repurchase  agreement  is  always  less  than one year.  The  maturities  of the
underlying  securities  will have to be taken into  account in  calculating  the
Fund's  dollar  weighted  average  portfolio  maturity  if  the  seller  of  the
repurchase  agreement  fails to perform  under such  agreement.  In the event of
default by the seller under the repurchase agreement,  the Fund may experience a
loss of income  from the loaned  securities  and a decrease  in the value of any
collateral  maintained,  problems  in  exercising  its rights to the  underlying
securities and costs and time delays in connection  with the disposition of such
securities.  The  Fund  will  invest  no more  than  10% of its net  assets  in
repurchase  agreements  maturing  in more than  seven  days and  other  illiquid
investments.

                            INVESTMENT RESTRICTIONS

     The  investment  objective of the Fund and its policy of investing at least
80% of its net assets in Municipal  Obligations are  fundamental  policies and
except for policies with respect to repurchase  agreements and  securities  with
put rights,  which are also fundamental policies of the Fund and subject to the
investment restrictions set forth below, the Fund's investment policies and the
Adviser's  discretion  to  make  use of a  particular  investment  technique  or
activity are not  fundamental and may be changed by the Board of Trustees of the
Trust without the approval of shareholders.

     The Fund may not: (1) borrow money or pledge or mortgage its assets, except
that the Fund may borrow from banks up to 10% of the current  value of its total
net assets for temporary purposes only in order to meet redemptions,
and those  borrowings  may be  secured by the pledge of not more than 10% of the
current  value of its total net assets (but  investments  may not be
purchased by the Fund while any such borrowings exist); (2) make loans,  except
loans of portfolio  securities having a value of not more than 10% of the Fund's
current  assets and except  that the Fund may  purchase a portion of an issue of
publicly distributed bonds, debentures or other obligations,  make deposits with
banks and  enter  into  repurchase  agreements  with  respect  to its  portfolio
securities; or (3) invest an amount equal to 10% or more of the current value of
the Fund's net assets in illiquid  securities,  including those securities which
do not have readily available market quotations and repurchase agreements having
maturities  of  more  than  seven  calendar  days.   Investments  in  restricted
securities  eligible for resale  pursuant to Rule 144A of the  Securities Act of
1933 which have been determined to be liquid by the Board of Trustees based upon
the trading markets for the securities will not be included for purposes of this
limitation.  However, investing in Rule 144A securities could have the effect of
increasing  the  level  of  fund   illiquidity  to  the  extent  that  qualified
institutional  buyers  become,  for a  time,  uninterested  in  purchasing  such
securities.  The  foregoing  investment  restrictions  and those
described  in the SAI are  fundamental  policies  which may be changed only when
permitted  by law and  approved by the holders of a majority of the  outstanding
voting  securities of the Fund, as described  under "Other  Information" in the
SAI.

                            MANAGEMENT OF THE FUND

INVESTMENT ADVISER

     The  management  of the Fund is supervised by the Trustees of Evergreen Tax
Free Trust.  The Capital  Management Group of First Union National Bank of North
Carolina ("CMG") serves as investment adviser to each Fund. First Union National
Bank of North  Carolina  ("FUNB") is a  subsidiary  of First  Union  Corporation
("First  Union"),  one of the ten largest bank  holding  companies in the United
States. First Union is headquartered in Charlotte, North Carolina, and had $83.1
billion  in  consolidated  assets  as of June  30,  1995.  First  Union  and its
subsidiaries  provide a broad range of  financial  services to  individuals  and
businesses  through offices in 36 states.  The Capital  Management Group of FUNB
manages or  otherwise  oversees  the  investment  of over $36  billion in assets
belonging to a wide range of clients,  including the fifteen series of Evergreen
Investment  Trust (formerly  known as First Union Funds).  First Union Brokerage
Services, Inc., a wholly-owned subsidiary of FUNB, is a registered broker-dealer
that is principally  engaged in providing retail brokerage  services  consistent
with its federal  banking  authorizations.  First Union Capital Markets Corp., a
wholly-owned   subsidiary  of  First  Union,   is  a  registered   broker-dealer
principally   engaged  in  providing,   consistent   with  its  federal  banking
authorizations,   private  placement,   securities  dealing,   and  underwriting
services.  Prior to December XXX, 1995, First Fidelity Bank, N.A. ("FFB") served
as investment  adviser to the Fund.  CMG succeeded to the mutual funds  advisory
business of FFB in  connection  with the  acquisition  of FFB by a subsidiary of
First Union.

     CMG manages  investments and supervises the daily business  affairs of each
Fund and, as compensation  therefor,  is entitled to receive an annual fee equal
to .40 of 1% of the average daily net assets of the Fund up to $500 million, .36
of 1% of the next $500  million of  assets,  .32 of 1% of assets in excess of $1
billion but not  exceeding  $1.5  billion,  and .28 of 1% of assets in excess of
$1.5 billion.  The total annualized  operating expenses of the Fund for its most
recent  fiscal  period  are  set  forth  in  the  section  entitled   "Financial
Highlights".  Evergreen Asset Management Corp. ("Evergreen Asset"), a subsidiary
of FUNB,  serves as  administrator to each Fund and is entitled to receive a fee
based on the average  daily net assets of each Fund at a rate based on the total
assets of the mutual  funds  administered  by  Evergreen  Asset for which CMG or
Evergreen Asset also serve as investment adviser,  calculated in accordance with
the  following  schedule:  .050% of the first $7  billion;  .035% on the next $3
billion;  .030% on the next $5 billion;  .020% on the next $10 billion; .015% on
the next $5 billion;  and .010% on assets in excess of $30 billion.  Furman Selz
Incorporated, an affiliate of Evergreen Funds Distributor, Inc., distributor for
the Evergreen group of mutual funds, serves as  sub-administrator  for each Fund
and is entitled to receive a fee from each Fund  calculated on the average daily
net assets of the Funds at a rate based on the total  assets of the mutual funds
administered  by Evergreen  Asset for which CMG or Evergreen Asset also serve as
investment adviser, calculated in accordance with the following schedule: .0100%
of the first $7 billion;  .0075% on the next $3 billion;  .0050% on the next $15
billion;  and .0040% on assets in excess of $25 billion. The total assets of the
mutual funds  administered  by Evergreen  Asset for which CMG or Evergreen Asset
serve as investment adviser were approximately  $XXXX billion as of December 30,
1995.

<PAGE>
DISTRIBUTION PLANS AND AGREEMENTS

     Rule 12b-1 under the  Investment  Company Act of 1940 permits an investment
company  to pay  expenses  associated  with the  distribution  of its  shares in
accordance with a duly adopted plan. The Fund has adopted for its Class A shares
a "Rule 12b-1 plan" (each, a "Plan"or collectively the "Plans"). Pursuant to the
Plan, the Fund may incur distribution-related and shareholder  servicing-related
expenses  which  may  not  exceed  an  annual  rate  of .35 of 1% of the  Fund's
aggregate average daily net assets attributable to Class A shares. Payments with
respect to Class A shares under the Plan are  currently  voluntarily  limited to
 .30 of 1% of each Fund's  aggregate  average  daily net assets  attributable  to
Class A shares.  The Plans provide that a portion of the fee payable  thereunder
may constitute a service fee to be used for providing  ongoing personal services
and/or  the  maintenance  of  shareholder  accounts.  Service  fee  payments  to
financial  intermediaries  for such  purposes  will not  exceed .25 of 1% of the
aggregate average daily net assets  attributable to each Class of shares of each
Fund.

     Each  Fund  has  also  entered  into  a  distribution   agreement  (each  a
"Distribution  Agreement" or collectively the  "Distribution  Agreements")  with
Evergreen  Funds  Distributor,   Inc.  ("EFD").  Pursuant  to  the  Distribution
Agreements,  each Fund will  compensate EFD for its services as distributor at a
rate  which may not exceed an annual  rate of .30 of 1% of the Fund's  aggregate
average  daily  net  assets  attributable  to Class A shares.  The  Distribution
Agreements  provide that EFD will use the  distribution fee received from a Fund
for payments (i) to compensate  broker-dealers or other persons for distributing
shares of the Funds,  including  interest and principal payments made in respect
of amounts paid to  broker-dealers or other persons that have been financed (EFD
may assign its rights to  receive  compensation  under the Plans to secure  such
financings), (ii) to otherwise promote the sale of shares of the Fund, and (iii)
to  compensate  broker-dealers,  depository  institutions  and  other  financial
intermediaries for providing administrative,  accounting and other services with
respect to the Fund's  shareholders.  The  financing of payments  made by EFD to
compensate  broker-dealers or other persons for distributing shares of the Funds
may be  provided  by First  Union  or its  affiliates.  The  Fund may also  make
payments,  in amounts up to .25 of 1% of the Fund's aggregate  average daily net
assets  on an  annual  basis  attributable  to  Class B  shares,  to  compensate
organizations,  which may include EFD and Evergreen Asset or its affiliates, for
personal services rendered to shareholders and/or the maintenance of shareholder
accounts or for engaging  others to render such services.  The Funds may not pay
any  distribution  or services  fees  during any fiscal  period in excess of the
amounts  set forth  above.  Since  EFD's  compensation  under  the  Distribution
Agreements is not directly  tied to the expenses  incurred by EFD, the amount of
compensation  received by it under the Distribution  Agreements  during any year
may be more or less than its actual  expenses and may result in a profit to EFD.
Distribution  expenses  incurred by EFD in one fiscal year that exceed the level
of  compensation  paid to EFD for that year may be paid from  distribution  fees
received  from a Fund in subsequent  fiscal  years.  The Plans are in compliance
with  rules of the  National  Association  of  Securities  Dealers,  Inc.  which
effectively  limit the annual  asset-based sales charges and service fees that a
mutual  fund  may  pay  on a  class  of  shares  to  .75  of 1%  and  .25 of 1%,
respectively,  of the average annual net assets  attributable to that class. The
rules also limit the aggregate of all front-end,  deferred and asset-based sales
charges  imposed  with  respect to a class of shares by a mutual  fund that also
charges  a  service  fee to 6.25% of  cumulative  gross  sales of shares of that
class,  plus  interest  at the  prime  rate  plus  1% per  annum.  

PURCHASE  AND REDEMPTION  OF SHARES 

     HOW  TO  BUY  SHARES  You  can   purchase   shares  of  the  Fund   through
broker-dealers,  banks or other financial  intermediaries,  or directly  through
EFD. The minimum  initial  investment is $1,000,  which may be waived in certain
situations.  There is no minimum for subsequent investments.  Share certificates
are not issued. In states where EFD is not registered as a broker-dealer  shares
of a Fund will only be sold  through  other  broker-dealers  or other  financial
institutions  that  are  registered.  See the  Share  Purchase  Application  and
Statement of Additional Information for more information. Only Class A shares of
the Fund are offered  through this  Prospectus.  (See "General  Information"  --
"Other  Classes of Shares".)  Class A shares of the Fund can be purchased at net
asset value  without an initial sales charge.  Certain  broker-dealers  or other
financial  institutions  may impose a fee in  connection  with  purchases at net
asset value.

     How the Fund  Values its Shares.  The net asset value of the Fund's  shares
for purposes of both purchases and redemptions is determined  twice daily, at 12
noon (Eastern  time) and promptly  after the regular close of the New York Stock
Exchange (the  "Exchange")  (currently 4:00 p.m. Eastern time) each business day
(i.e.,  any weekday  exclusive  of days on which the Exchange or State Street is
closed).  The Exchange is closed on New Year's Day, Presidents Day, Good Friday,
Memorial Day,  Independence Day, Labor Day,  Thanksgiving Day and Christmas Day.
The net asset value per share is calculated by taking the sum of the values of a
Fund's investments and any cash and other assets,  subtracting liabilities,  and
dividing by the total number of shares outstanding.  All expenses, including the
fees payable to the Fund's investment adviser, are accrued daily. The securities
in the Fund's portfolio are valued on an amortized cost basis. Under this method
of  valuation,  a security is  initially  valued at its  acquisition  cost,  and
thereafter, a constant straight-line  amortization of any discount or premium is
assumed each day regardless of the impact of  fluctuating  interest rates on the
market value of the security.  The market value of the  obligations  in a Fund's
portfolio can be expected to vary  inversely to changes in  prevailing  interest
rates. As a result,  the market value of the obligations in the Fund's portfolio
may vary from the value determined  using the amortized cost method.  Securities
which are not rated are normally valued on the basis of valuations provided by a
pricing  service when such prices are believed to reflect the fair value of such
securities.  Other assets and  securities  for which no  quotations  are readily
available  are  valued  at the fair  value as  determined  in good  faith by the
Trustees.  The Fund attempts to maintain its net asset value at $1.00 per share.
Under most conditions, management believes this will be possible, although there
can be no assurance that this will be achieved.  Calculations  are  periodically
made to compare the value of the Fund's  portfolio valued at amortized cost with
market values. If a deviation of 1/2 of 1% or more were to occur between the net
asset value  calculated  by reference to market  values and the Fund's $1.00 per
share net asset  value,  or if there were other  deviations  which the  Trustees
believed would result in a material dilution to shareholders or purchasers,  the
Trustees would promptly consider what action, if any, should be initiated.

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

     Shares  of the  Fund  are  sold at the  net  asset  value  per  share  next
determined after a shareholder's investment has been converted to Federal funds.
Investments  by federal  funds wire will be effective  upon  receipt.  Qualified
institutions  may  telephone  orders for the  purchase  of Fund  shares.  Shares
purchased by  institutions  via telephone will receive the dividend  declared on
that day if the telephone order is placed by 12 noon (Eastern time), and federal
funds are received the same day by 4:00 p.m. (Eastern time). Institutions should
telephone the Fund at the phone number on the front page of this  Prospectus for
additional  information  on same day purchases by telephone.  Investment  checks
received at State  Street will be invested on the date of receipt.  Shareholders
will begin earning dividends the following business day.

     A Fund cannot  accept  investments  specifying a certain  price or date and
reserves the right to reject any specific  purchase order,  including  orders in
connection with exchanges from the other Evergreen Funds. Although not currently
anticipated,  each Fund  reserves the right to suspend the offer of shares for a
period of time.

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

HOW TO REDEEM SHARES

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

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

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

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

     The  telephone  redemption  service is not made  available to  shareholders
automatically. Shareholders wishing to use the telephone redemption service must
indicate this on the Share  Purchase  Application  and choose how the redemption
proceeds are to be paid.  Redemption proceeds will either (i) be mailed by check
to the  shareholder at the address in which the account is registered or (ii) be
wired to an account with the same registration as the shareholder's account in a
Fund at a designated  commercial bank.  State Street  currently  deducts a $5.00
wire charge from all redemption proceeds wired. This charge is subject to change
without notice. Redemption proceeds will be wired on the same day if the request
is made prior to 12 noon (Eastern  time).  Such shares,  however,  will not earn
dividends for that day.  Redemption  requests  received  after 12 noon will earn
dividends for that day, and the proceeds will be wired on the following business
day.  A  shareholder  who  decides  later  to use  this  service,  or to  change
instructions already given, should fill out a Shareholder Services Form and send
it to State Street Bank and Trust Company, P.O. Box 9021, Boston,  Massachusetts
02205-9827,  with such  shareholder's  signature  guaranteed  by a bank or trust
company (not a Notary Public),  a member firm of a domestic stock exchange or by
other financial  institutions  whose  guarantees are acceptable to State Street.
Shareholders  should allow approximately ten days for such form to be processed.
The Funds  will  employ  reasonable  procedures  to  confirm  that  instructions
communicated by telephone are genuine.  These procedures  include requiring some
form of  personal  identification  prior to acting  upon  instructions  and tape
recording of telephone instructions.  If a Fund fails to follow such procedures,
it may be liable for any losses due to unauthorized or fraudulent  instructions.
The Funds will not be liable for  following  telephone  instructions  reasonably
believed  to be  genuine.  The Funds  reserve  the  right to refuse a  telephone
redemption if it is believed  advisable to do so. Financial  intermediaries  may
charge a fee for handling  telephonic  requests.  Procedures  for redeeming Fund
shares by telephone  may be modified or terminated  without  notice at any time.
Redemptions by Check.  Upon request,  each Fund will provide  holders of Class A
shares,  without  charge,  with checks drawn on the Fund that will clear through
State Street.  Class B shares cannot be redeemed by check.  Shareholders will be
subject  to  State  Street's  rules  and  regulations  governing  such  checking
accounts.  Checks will be sent usually  within ten business  days  following the
date the account is established.  Checks may be made payable to the order of any
payee in an amount of $250 or more.  The payee of the check may cash or  deposit
it like a check drawn on a bank. (Investors should be aware that, as in the case
with  regular  bank  checks,  certain  banks may not provide cash at the time of
deposit, but will wait until they have received payment from State Street.) When
such a check is  presented to State Street for  payment,  State  Street,  as the
shareholder's  agent,  causes the Fund to redeem a sufficient number of full and
fractional shares in the shareholder's account to cover the amount of the check.
Checks  will  be  returned  by  State  Street  if  there  are   insufficient  or
uncollectable  shares to meet the withdrawal amount. The check writing procedure
for withdrawal enables  shareholders to continue earning income on the shares to
be redeemed up to but not including the date the  redemption  check is presented
to State Street for payment.

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

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

EXCHANGE PRIVILEGE

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

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

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

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

SHAREHOLDER SERVICES

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

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

     Telephone  Investment  Plan.  You may  make  investments  into an  existing
account electronically in amounts of not less than $100 or more than $25,000 per
investment.  Telephone  investment requests received by 3:00 p.m. (Eastern time)
will be credited to a shareholder's  account two business days after the request
is received. 
 
     Systematic  Cash  Withdrawal  Plan.  When an  account of $10,000 or more is
opened or when an existing account reaches that size, you may participate in the
Funds Systematic Cash Withdrawal Plan by filling out the appropriate part of the
Share  Purchase  Application.  Under this plan,  you may receive (or designate a
third party to receive) a monthly or quarterly  check in a stated  amount of not
less than $100.  Fund shares will be redeemed as  necessary  to meet  withdrawal
payments.  All participants  must elect to have their dividends and capital gain
distributions  reinvested  automatically.

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

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

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

EFFECT OF BANKING LAWS

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

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

OTHER INFORMATION 

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

     Such  dividends  will be  automatically  reinvested in full and  fractional
shares of a Fund on the last business day of each month.  However,  shareholders
who so inform the transfer agent in writing may have their dividends paid out in
cash monthly.  Shareholders who invest by check will be credited with a dividend
on the business day  following  initial  investment.  Shareholders  will receive
dividends on  investments  made by federal funds bank wire the same day the wire
is received provided that wire purchases are received by State Street by 12 noon
(Eastern  time).  Shares  purchased by qualified  institutions  via telephone as
described in "How to Purchase Shares" will receive the dividend declared on that
day if the  telephone  order is placed by 12 noon  (Eastern  time),  and federal
funds are  received  by 4:00 p.m.  (Eastern  time).  All  other  wire  purchases
received  after  12 noon  (Eastern  time)  will  earn  dividends  beginning  the
following business day. Dividends accruing on the day of redemption will be paid
to redeeming shareholders except for redemptions by check and where proceeds are
wired the same day. (See "How to Redeem Shares".)

     The Fund has  qualified and intends to continue to qualify to be treated as
a  regulated  investment  company  under the  Code.  While so  qualified,  it is
expected that each Fund will not be required to pay any Federal  income taxes on
that  portion of its  investment  company  taxable  income and any net  realized
capital  gains  it   distributes  to   shareholders.   The  Code  imposes  a  4%
nondeductible excise tax on regulated investment  companies,  such as the Funds,
to the extent they do not meet certain  distribution  requirements by the end of
each calendar year. The Fund anticipates meeting such distribution requirements.
The excise tax generally  does not apply to the tax exempt income of a regulated
investment  company that pays exempt interest  dividends.

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

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

       The Fund is required by Federal law to withhold 31% of reportable
payments (which may include dividends, capital gain distributions and
redemptions) paid to certain shareholders. In order to avoid this backup
withholding requirement, you must certify on the Share Purchase Application, or
on a separate form supplied by State Street, that the investor's social security
or taxpayer identification number is correct and that the investor is not
currently subject to backup withholding or is exempt from backup withholding.

GENERAL INFORMATION

     Portfolio  Transactions.  Consistent with the Rules of Fair Practice of the
National  Association of Securities  Dealers,  Inc., and subject to seeking best
price and execution,  a Fund may consider sales of its shares as a factor in the
selection  of  dealers  to enter  into  portfolio  transactions  with the  Fund.

     Organization.  The Fund is a separate  investment  series of Evergreen  Tax
Free Trust, a Massachusetts business trust organized in 1985. The Fund does not
intend to hold annual shareholder  meetings;  shareholder  meetings will be held
only when  required by  applicable  law.  Shareholders  have  available  certain
procedures for the removal of Trustees.

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

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

Principal Underwriter. EFD, an affiliate of Furman Selz Incorporated, located
230 Park Avenue, New York, New York 10169, is the principal underwriter of the
Funds. Furman Selz Incorporated also acts as sub-administrator to the Fund.

     Other Classes of Shares. The Fund offers two classes of shares, Class A and
Class  Y.  Class Y  shares  are not  offered  by this  Prospectus  and are  only
available to (i) persons who at or prior to December 31, 1994, owned shares in a
mutual fund advised by Evergreen Asset, (ii) certain institutional investors and
(iii) investment  advisory clients of CMG,  Evergreen Asset or their affiliates.
The  dividends  payable  with respect to Class A and Class B shares will be less
than those  payable with respect to Class Y shares due to the  distribution  and
distribution  and shareholder  servicing  related  expenses borne by Class A and
Class B shares and the fact that such  expenses are not borne by Class Y shares.

     Performance  Information.  From time to time, a Fund may quote its yield in
advertisements or in reports to shareholders. Yield information may be useful in
reviewing the  performance  of a Fund and for  providing a basis for  comparison
with other investment  alternatives.  However,  since net investment income of a
Fund changes in response to  fluctuations  in interest  rates and Fund expenses,
any given yield quotation  should not be considered  representative  of a Fund's
yields for any future period. The method of calculating each Fund's yield is set
forth in the Statement of Additional Information.  Before investing in the Fund,
the investor may want to determine  which  investment  -- tax-free or taxable --
will result in a higher after-tax  return. To do this, the yield on the tax-free
investment should be divided by the decimal determined by subtracting from 1 the
highest  Federal  tax rate to which  the  investor  currently  is  subject.  For
example,  if the tax-free yield is 6% and the investor's  maximum tax bracket is
36%, the  computation  is: 6% Tax-Free Yield /(1 - .36 Tax Rate) = 6/.64 = 9.38%
Taxable Yield. In this example,  the investor's  after-tax return will be higher
from the 6% tax-free  investment  if available  taxable  yields are below 9.38%.
Conversely,  the taxable  investment  will provide a higher  return when taxable
yields exceed 9.38%.  This is only an example and is not necessarily  reflective
of a Fund's yield.  The tax equivalent  yield will be lower for investors in the
lower income brackets.

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

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

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


  INVESTMENT ADVISER
  Capital Management Group of First Union National Bank, 201 South College
  Street, Charlotte, North Carolina 28288

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

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

  INDEPENDENT ACCOUNTANTS
  KPMG Peat Marwick, LLP, One Mellon Bank Center, Pittsburgh, Pennsylvania 15219

  DISTRIBUTOR
  Evergreen Funds Distributor, Inc., 230 Park Avenue, New York, New York 10169
                          

******************************************************************************


*******************************************************************************
Y MONEY MARKET
 
  PROSPECTUS                                                 January 22, 1996

                                            (Evergreen tree logo appears here)

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

     A "Statement  of  Additional  Information"  for the Fund and certain  other
funds in the  Evergreen  group of mutual  funds dated  January 22, 1996 has been
filed  with the  Securities  and  Exchange  Commission  and is  incorporated  by
reference herein. The Statement of Additional  Information  provides information
regarding  certain matters  discussed in this Prospectus and other matters which
may be of interest to investors,  and may be obtained  without charge by calling
the Funds at (800)  807-2940.  There  can be no  assurance  that the  investment
objective  of any Fund will be  achieved.  Investors  are  advised  to read this
Prospectus carefully.

THE SHARES  OFFERED BY THIS  PROSPECTUS  ARE NOT DEPOSITS OR  OBLIGATIONS OF ANY
BANK,  ARE NOT ENDORSED OR GUARANTEED BY ANY BANK,  ARE NOT INSURED OR OTHERWISE
PROTECTED BY THE U.S. GOVERNMENT, THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE
FEDERAL RESERVE BOARD,  OR ANY OTHER  GOVERNMENT  AGENCY AND INVOLVE  INVESTMENT
RISKS.

AN  INVESTMENT  IN THE  FUND IS  NEITHER  INSURED  NOR  GUARANTEED  BY THE U.S.
GOVERNMENT,  AND  THERE  CAN BE NO  ASSURANCE  THAT  THE  FUND  WILL BE ABLE TO
MAINTAIN A STABLE NET ASSET VALUE OF $1.00 PER SHARE.

THESE  SECURITIES  HAVE NOT BEEN APPROVED OR  DISAPPROVED  BY THE SECURITIES AND
EXCHANGE  COMMISSION OR ANY STATE  SECURITIES  COMMISSION NOR HAS THE SECURITIES
AND  EXCHANGE  COMMISSION  OR ANY STATE  SECURITIES  COMMISSION  PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.

                   KEEP THIS PROSPECTUS FOR FUTURE REFERENCE

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

<PAGE>
                               TABLE OF CONTENTS

OVERVIEW OF THE FUND                                   
EXPENSE INFORMATION                                     
FINANCIAL HIGHLIGHTS                                    
DESCRIPTION OF THE FUND
         Investment Objectives and Policies             
         Investment Restrictions          
MANAGEMENT OF THE FUND
         Investment Adviser                            
PURCHASE AND REDEMPTION OF SHARES
         How to Buy Shares                              
         How to Redeem Shares                           
         Exchange Privilege                             
         Shareholder Services                           
         Effect of Banking Laws                         
OTHER INFORMATION
         Dividends, Distributions and Taxes             
         General Information                            

 
                             OVERVIEW OF THE FUND
       The following summary is qualified in its entirety by the more detailed
information contained elsewhere in this Prospectus. See "Description of the
Funds" and "Management of the Fund".

       
     The Capital Management Group of First Union National Bank of North Carolina
("CMG") serves as investment  adviser to EVERGREEN  PENNSYLVANIA  TAX FREE MONEY
MARKET  FUND.  First  Union  National  Bank  of  North  Carolina  ("FUNB")  is a
subsidiary  of First  Union  Corporation,  one of the ten largest  bank  holding
companies in the United  States. 

     EVERGREEN  PENNSYLVANIA  TAX-FREE MONEY MARKET FUND invests in high quality
Pennsylvania  securities that are exempt from Federal and Pennsylvania  personal
income  taxes in the  opinion  of bond  counsel  to the  issuer  with  remaining
maturities of thirteen months or less.

       The Fund seeks to maintain a stable net asset value of $1.00 per share
although no assurances can be given that such a stable net asset value will be
maintained.

    THERE IS NO ASSURANCE THAT THE INVESTMENT OBJECTIVE OF THE FUND WILL BE
                                   ACHIEVED.
                                      
 

<PAGE>

     EXPENSE  INFORMATION  The table set forth below  summarizes the shareholder
transaction  costs  associated with an investment in Class Y shares of the Fund.
For further  information  see "Purchase  and  Redemption of Shares" and "General
Information -- Other Classes of Shares".
<TABLE>
<CAPTION>
                                                             
SHAREHOLDER TRANSACTION EXPENSES              Class A Shares 
<S>                                           <C>            <C>
Maximum Sales Charge Imposed on Purchases          None      
Sales Charge on Dividend Reinvestments             None      
Contingent Deferred Sales Charge (as a % of        None      
original purchase price or redemption                        
proceeds, whichever is lower)                                
                                                             
                                                             
Redemption Fee                                     None      
Exchange Fee                                       None      
</TABLE>
 
     The  following  tables show for each Fund the  estimated  annual  operating
expenses (as a percentage of average net assets)  attributable  to each Class of
Shares,  together with examples of the  cumulative  effect of such expenses on a
hypothetical  $1,000 investment in each Class for the periods specified assuming
(i) a 5% annual  return,  and (ii)  redemption  at the end of each  period  and,
additionally for Class B shares, no redemption at the end of each period.

EVERGREEN PENNSYLVANIA TAX FREE MONEY MARKET FUND
<TABLE>
<CAPTION>
                                                     EXAMPLE
                                              
                   ANNUAL OPERATING           
                      EXPENSES*               
                       Class Y                        Class Y        
<S>                    <C>        <C>                 <C>            
Management Fees          .50%                                      
                                  After 1 Year        $  10          
12b-1 Fees **            .30%                                      
                                  After 3 Years       $  32          
Other Expenses           .22%                                      
                                  After 5 Years       $  56          
                                  After 10 Years      $ 125          
Total                   1.02%                                        
</TABLE>
 

<PAGE>
     The investment  adviser has agreed to reimburse the Fund to the extent that
the  Fund's  aggregate  annual  operating  expenses  (including  the  investment
adviser's fee, but excluding taxes, interest, brokerage commissions,  Rule 12b-1
distribution  fees and  shareholder  services fees and  extraordinary  expenses)
exceed 1% of the average net assets for any fiscal year.

*The annual  operating  expenses and examples do not reflect the  voluntary  fee
waivers  of XXX of 1% of  average  net  assets for Class A Shares for the fiscal
period ended February 28, 1995.

**Class A Shares can pay up to .50 of 1% of  average  net assets as a 12b-1 Fee.
For the  foreseeable  future,  the Class A Share's 12b-1 Fees will be limited to
 .30 of 1% of average net assets. Distribution related 12b-1 fees will be limited
to .75 of 1% of average net assets as permitted  under the rules of the National
Association of Securities Dealers, Inc.

From time to time, the Fund's investment adviser may, at its discretion, waive
its fee or reimburse a Fund for certain of its expenses in order to reduce the
Fund's expense ratio. The investment adviser may cease these voluntary waivers
or reimbursements at any time.

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


                              FINANCIAL HIGHLIGHTS

                         [TO BE ADDED BY AMENDMENT]


                      INVESTMENT OBJECTIVES AND POLICIES

     The investment  objective of the Fund is to seek to provide  investors with
as high a level of current income as is consistent with  preservation of capital
and liquidity. There is no assurance that this objective will be achieved.

     To obtain its  objective the Fund invests at least 80% of its net assets in
municipal  obligations  issued  by  the  Commonwealth  of  Pennsylvania  or  its
counties,  municipalities,  authorities  or other  political  subdivisions,  and
municipal obligations issued by territories or possessions of the United States,
such as Puerto Rico , the interest on which, in the opinion of bond counsel,  is
exempt from Federal  (collectively,  "Municipal  Obligations")  and Pennsylvania
personal income taxes. The Fund limits its investments to Municipal  Obligations
with  remaining  maturities  of  thirteen  months  or less and will  maintain  a
dollar-weighted average portfolio maturity of 90 days or less.

     Normally,  the Fund will seek to invest  substantially all of its assets in
short-term Municipal Obligations.  However, under certain unusual circumstances,
such as a temporary  decline in the issuance of  Pennsylvania  obligations,  the
Fund may invest up to 20% of its assets in the following:  short-term  municipal
securities  issued outside of Pennsylvania (the income from which may be subject
to Pennsylvania  income taxes) or certain  taxable fixed income  securities (the
income from which may be subject to Federal  and  Pennsylvania  personal  income
taxes). In most instances, however, the Fund will seek to avoid such holdings in
an effort to provide  income that is fully exempt from Federal and  Pennsylvania
personal income taxes.

     The Fund may also invest in Municipal Obligations issued to finance private
activities,  whose  interest is a  preference  item for  purposes of the Federal
alternative  minimum tax. Such "private activity bonds" might include industrial
development  bonds and securities issued to finance projects such as solid waste
disposal  facilities,  student  loans or water  and  sewage  projects.  The Fund
currently  intends to treat "private activity bonds" as not federally tax exempt
and, accordingly,  to limit income from "private activity bonds" to no more than
20%. See "Federal Taxes" for further information. 

     The Fund will not invest in  options,  financial  futures  transactions  or
other similar "derivative" instruments except as otherwise provided herein.

     Shares of the fund are not  insured  or  guaranteed  by the  United  States
Government.  The Fund will only  purchase  securities:  (i) rated within the two
highest rating  categories by Moody's  Investors  Service Inc.,  ("Moody's") and
Standard & Poors Ratings Group ("S & P") or in a comparable  rating  category by
any two of the nationally recognized  statistical rating organizations that have
rated the  securities;  (ii) rated in a comparable  rating  category by only one
such organization that has rated the securities, or (iii) which, if unrated, are
deemed to be of  equivalent  quality as  determined  by the  investment  adviser
pursuant  to  guidelines  established  by the  Board of  Trustees.  The types of
Municipal Obligations in which the Fund may invest include the following:

     MUNICIPAL  BONDS.  Municipal bonds generally have a maturity at the time of
issuance of more than one year. Municipal bonds may be issued to raise money for
various public purposes -- such as constructing  public  facilities and resource
recovery projects and making loans to public  institutions.  There are generally
two types of  municipal  bonds:  general  obligation  bonds and  revenue  bonds.
General  obligation  bonds  are  backed  by the  taxing  power  of  the  issuing
municipality and are considered the safest type of municipal bond. Revenue bonds
are backed by the revenues of a project or facility -- tolls from a toll bridge,
for example.  Industrial  development  revenue bonds (which are private activity
bonds) are a specific  type of revenue bond backed by the credit and security of
a private user,  and therefore  investments  in these bonds have more  potential
risk.  Certain  types of  municipal  bonds  are  issued to  obtain  funding  for
privately operated facilities.  Municipal bonds generally have a maturity at the
time of issuance of more than one year.

     MUNICIPAL NOTES. Municipal notes are generally sold as interim financing in
anticipation  of the  collection  of  taxes,  a bond  sale or  receipt  of other
revenue.  Municipal  notes  generally have maturities at the time of issuance of
one year or less.  Investments in municipal notes are limited to notes which are
rated at the date of purchase: (i)" MIG 1" or "MIG 2" by Moody's and in a 
comparable rating category by at least one other nationally  recognized  
statistical rating organization  that has rated the notes, or (ii) in a 
comparable  rating category by only one such organization, including Moody's, 
if it is the only organization that has rated the notes,  or (iii) if not  
rated,  are,  in the  opinion of the Adviser, of comparable investment quality 
and within the credit quality policies and guidelines established by the Board 
of Trustees.

     Notes  rated "MIG 1" are judged to be of the "best  quality"  and carry the
smallest  amount of  investment  risk.  Notes  rated "MIG 2" are judged to be of
"high quality", with margins of protection ample although not as large as in the
preceding group.

     MUNICIPAL COMMERCIAL PAPER. Municipal commercial paper is a debt obligation
with a stated  maturity of one year or less which is issued to finance  seasonal
working capital needs or as short-term  financing in anticipation of longer-term
debt.  Investments in municipal commercial paper are limited to commercial paper
which is rated at the date of purchase: (i) "P-1" or "P-2" by Moody's and "A-1",
"A-1 +" or "A-2" by S&P or (ii) in a  comparable  rating  category by any two of
the nationally  recognized  statistical  ratings  organizations  that have rated
commercial  paper or  (iii) in a  comparable  rating  category  by only one such
organization if it is the only  organization that has rated the commercial paper
or  (iv)  if not  rated,  is,  in the  opinion  of the  Adviser,  of  comparable
investment  quality  and within  the  credit  quality  policies  and  guidelines
established by the Board of Trustees.

     Issuers of  municipal  (and  taxable)  commercial  paper rated "P-1" have a
"superior  capacity for repayment of  short-term  promissory  obligations".  The
"A-1" rating for commercial  paper under the S&P  classification  indicates that
the "degree of safety  regarding  timely payment is either  overwhelming or very
strong".  Commercial paper with "overwhelming  safety  characteristics"  will be
rated "A1+". Commercial paper receiving a "P-2" rating has a strong capacity for
repayment of short-term promissory obligations. Commercial paper rated "A-2" has
the capacity for timely payment although the relative degree of safety is not as
overwhelming  as for  issues  designated  "A-1".  See  the  Appendix  for a more
complete description of securities ratings.

     WHEN-ISSUED  SECURITIES.  The Fund may purchase Municipal  Obligations on a
when-issued  basis, in which case delivery and payment normally take place 15 to
45 days after the date of the  commitment  to purchase.  The Fund will only make
commitments to purchase  Municipal  Obligations on a when-issued  basis with the
intention  of actually  acquiring  the  securities  but may sell them before the
settlement  date if it is deemed  advisable.  Any gains  realized  in such sales
would produce taxable income.  The when-issued  securities are subject to market
fluctuation  and no interest  accrues to the purchaser  during this period.  The
payment obligation and the interest rate that will be received on the securities
are each  fixed  at the  time the  purchaser  enters  into the  commitment.  For
purposes of determining the Fund's weighted average maturity,  the maturity of a
when-issued  security  is  calculated  from  its  commitment  date.   Purchasing
Municipal  Obligations  on a when-issued  basis is a form of leveraging  and can
involve a risk that the yields  available in the market when the delivery  takes
place may actually be higher than those  obtained in the  transaction  itself in
which case there could be an unrealized loss at the time of delivery.

     The Fund will establish a segregated account with its custodian in which it
will maintain cash, United States government  securities,  or other liquid, high
quality  debt  instruments  in an amount at least  equal in value to the  Fund's
commitments  to purchase  when-issued  securities.  If the value of these assets
declines, the Fund will place additional liquid assets in the account on a daily
basis so that the value of the  assets in the  account is equal to the amount of
such commitments.

     SECURITIES  WITH PUT OR DEMAND  RIGHTS.  The Fund has the ability to enter
into put  transactions,  sometimes  referred  to as stand-by  commitments,  with
respect to Municipal Obligations held in its portfolio or to purchase securities
which carry a demand feature or put option which permit the Fund, as holder,  to
tender them back to the issuer or a third  party  prior to maturity  and receive
payment within seven days.  Segregated  accounts will be maintained by the Fund
for all such transactions.

     The amount  payable to the Fund by the seller  upon its  exercise  of a put
will normally be (i) the Fund's  acquisition  cost of the securities  (excluding
any  accrued  interest  which  the  Fund paid on their  acquisition),  less any
amortized  market  premium plus any amortized  market or original issue discount
during the period the Fund owned the securities,  plus (ii) all interest accrued
on the  securities  since the last  interest  payment date during the period the
securities  were  owned by the Fund.  Absent  unusual  circumstances,  the Fund
values the  underlying  securities at their  amortized  cost.  Accordingly,  the
amount  payable by a broker dealer or bank during the time a put is  exercisable
will be substantially the same as the value of the underlying securities.

     The Fund's right to exercise a put is unconditional and unqualified.  A put
is not  transferable  by the  Fund,  although  the Fund may sell the  underlying
securities  to a third  party at any  time.  The Fund  expects  that  puts  will
generally be available without any additional direct or indirect cost.  However,
if necessary and advisable, the Fund may pay for certain puts either separately
in cash or by paying a higher price for portfolio  securities which are acquired
subject to such a put (thus reducing the yield to maturity  otherwise  available
to the same securities).  Thus, the aggregate price paid for securities with put
rights may be higher than the price that would otherwise be paid.

     The Fund may enter  into put  transactions  only with  broker  dealers  (in
accordance  with the rules of the Securities and Exchange  Commission) and banks
which, in the opinion of the Adviser,  present minimal credit risks. The Adviser
will monitor  periodically the  creditworthiness  of issuers of such obligations
held by the Fund.  The  Fund's  ability  to  exercise  a put will  depend on the
ability of the broker-dealer or bank to pay for the underlying securities at the
time the put is  exercised.  In the event that a  broker-dealer  or bank  should
default on its obligation to purchase an underlying security,  the Fund might be
unable to recover all or a portion of any loss sustained from having to sell the
security  elsewhere.  The Fund intends to enter into put transactions  solely to
maintain  portfolio  liquidity  and does  not  intend  to  exercise  its  rights
thereunder for trading purposes.

     For a detailed description of put transactions, see "Investment Policies --
Securities with Put Rights" in the Statement of Additional Information.

     TAXABLE SECURITIES.  Under normal market conditions,  the Fund may at times
elect to invest  temporarily up to 20% of the current value of its net assets in
taxable  securities  of the type  described  below  pending  the  investment  in
Municipal  Obligations  of proceeds of sales of Fund shares or proceeds from the
sale of portfolio securities or in anticipation of redemptions.  However, at all
times under normal  market  conditions  the  percentage of the Fund's income and
corresponding  distributions  which is tax-exempt will be very close to 100%. In
addition,  for temporary defensive  purposes,  the Fund may invest up to 100% of
its total assets in such taxable securities when, in the opinion of the Adviser,
it is  advisable  to do so  because of market  conditions.  The types of taxable
securities  in which the Fund may invest  are  limited  to the  following  money
market  instruments  which have  remaining  maturities  not  exceeding  thirteen
months;  (i)  obligations  of the United  States  Government,  its  agencies  or
instrumentalities;   (ii)  negotiable   certificates  of  deposit  and  bankers'
acceptances  of United  States  banks  which  have more than $1 billion in total
assets at the time of investment  and are members of the Federal  Reserve System
or are examined by the Comptroller of the Currency or whose deposits are insured
by the Federal Deposit  Insurance  Corporation;  (iii) domestic and foreign U.S.
dollar-denominated commercial paper rated "P-1" by Moody's or "A-1" or "A-1+" by
S&P;  and  (iv)  repurchase  agreements  with  respect  to any of the  foregoing
portfolio  securities.  The Fund  also  has the  right to hold up to 100% of its
total assets in cash as the Adviser  deems  necessary  for  temporary  defensive
purposes.

     Investments  of the  Fund in U.S.  dollar-denominated  foreign  commercial
paper may involve certain  risks not applicable to investment by the Fund in the
obligations  of  domestic  issuers.  These  risks may  include  risks of foreign
political or economic instability,  difficulties in enforcing a judgment against
a foreign  issuer  should it default,  the  imposition or tightening of exchange
controls  and  changes  in  foreign   governmental   attitudes   toward  private
investment, including the possibility of increased taxation, nationalization or
expropriation of Fund assets.  Foreign issuers of securities may also be subject
to different  accounting and disclosure  systems,  which may affect the type and
quality of information  available  about an issuer.  The rating services used by
the Fund take these  factors into  consideration  when assigning a rating to a
particular security, and therefore the additional risk to the Fund of investing
in  foreign  securities  with the same  ratings as a  domestic  security  is not
expected to be significant.

     The Fund will not invest in any obligations of or loan any of its portfolio
securities  to the First Union National Bank of North Carolina ("FUNB") or its  
affiliates  as defined in the 1940 Act or any affiliates  of the Fund.  
Subject to the  limitations  described,  the Fund is permitted to invest in 
obligations of correspondent  banks of  FUNB (banks with which the FUNB  
maintains a special bank servicing  relationship)  which are not affiliates of 
the Trust, its Adviser or its  Distributor,  but the Fund will not give 
preference in its investment selections to those obligations.

     After  purchase by the Fund, a security may cease to be rated or its rating
may be reduced  below the minimum  required  for  purchase by the Fund.  Neither
event will  require a sale of such  security  by the Fund.  However,  the 
Adviser  will  consider  such event in its  determination  of whether  the Fund
should continue to hold the security. To the extent the ratings given by Moody's
or S&P may change as a result of changes in such  organizations  of their rating
systems,  the Fund will  attempt  to use  comparable  ratings as  standards  for
investments  in  accordance  with  the  investment  policies  contained  in this
Prospectus and in the SAI.

     Opinions  relating to the  validity  of  Municipal  Obligations  and to the
exclusion  of interest  thereon from Federal and  Pennsylvania  personal  income
taxes are  rendered  by bond  counsel to the  respective  issuers at the time of
issuance.  Neither  the  Fund,  the  Trust  nor the  Adviser  will  review  the
proceedings  relating to the issuance of Municipal  Obligations or the basis for
such opinions.


     MUNICIPAL  LEASE  OBLIGATIONS.  Municipal  lease  obligations are financing
arrangements secured by leases of property to a municipality.  These obligations
are  considered to be illiquid  securities and typically are not fully backed by
the municipality's credit. Interest from a municipal lease obligation may become
taxable if the lease is assigned.  If the governmental user does not appropriate
sufficient  funds for the  following  year's  lease  payments,  the  lease  will
terminate,  with  the  possibility  of  default  on the  lease  obligations  and
significant  loss to the Fund.  The Fund will not purchase any  municipal  lease
obligation  that is not covered by a legal opinion  (typically from the issuer's
counsel) to the effect that, as of the effective  date of such lease,  the lease
is the valid and  binding  obligation  of the  governmental  issuer.  For a more
detailed  description of Municipal Leases, see "Investment Policies -- Municipal
Leases" in the Statement of Additional Information.

     RESOURCE RECOVERY BONDS. Resource recovery bonds may be general obligations
of the issuing  municipality or supported by corporate or bank  guarantees.  The
viability of the resource recovery project, environmental protection regulations
and project  operator tax  incentives may affect the value and credit quality of
resource recovery bonds.

     VARIABLE  AND  FLOATING   RATE   OBLIGATIONS.   Certain  of  the  Municipal
Obligations  which the Fund may  purchase  have a floating or  variable  rate of
interest. Such obligations bear interest at rates which are not fixed, but which
vary with  changes  in  specified  market  rates or  indices,  such as a Federal
Reserve composite index.  Certain of such obligations may carry a demand feature
or put option  which would permit the Fund,  as holder,  to tender them back to
the issuer or a third party prior to maturity ("demand instruments").  The Fund
may invest in floating  and variable  rate  Municipal  Obligations  even if they
carry stated maturities in excess of one year. Obligations with a demand feature
generally  receive two ratings,  one representing an evaluation of the degree of
risk  associated  with scheduled  interest and principal  payments and the other
representing  an  evaluation  of the degree of risk  associated  with the demand
feature.  The two highest ratings  assigned to the demand feature by Moody's are
"VMIG 1" and "VMIG 2" which have generally the same  characteristics  as Moody's
"MIG  1" and  "MIG  2"  ratings.  Investments  in  variable  and  floating  rate
obligations  are  limited to those that are rated "VMIG" 1 by Moody's or, if not
rated, are, in the opinion of the Adviser, of comparable investment quality. The
Adviser will monitor on an ongoing basis the earning power,  cash flow and other
liquidity ratios of the issuers of such  obligations and will similarly  monitor
the ability of an issuer of a demand instrument to pay principal and interest on
demand.  The Fund's right to obtain payment at par on a demand  instrument could
be  affected  by events  occurring  between  the date the Fund elects to demand
payment and the date  payment is due which may  adversely  affect the ability of
the issuer of the instrument to make payment when due.

     The  Fund  does  not  intend  to  concentrate  its  investments  in any one
industry.  Thus,  from  time to time,  the Fund may  invest  25% or more of its
assets  in  Municipal  Obligations  which  are  related  in  such a way  that an
economic,  business  or  political  development  or  change  affecting  one such
Obligation  would also  affect the other  Obligations;  for  example,  Municipal
Obligations,  the  interest  on which is paid  from  revenues  of  similar  type
projects or Municipal Obligations whose issuers are located in the same state.

     Because the taxable money market is a broader and more liquid market with a
greater  number of  investors,  issuers and market makers than is the market for
short-term tax-exempt municipal  obligations,  the liquidity of the Fund may not
be equal to that of a money market fund which invests  exclusively in short-term
taxable money market instruments.  The more limited  marketability of short-term
tax-exempt municipal  obligations may make it difficult in certain circumstances
to dispose of large investments advantageously. In general, tax-exempt municipal
obligations  are also subject to credit risks such as the loss of credit ratings
or possible default. In addition,  an issuer of tax-exempt municipal obligations
may lose its tax-exempt status in the event of a change in the current tax laws.

     RISK  FACTORS:  INVESTING  IN  PENNSYLVANIA  MUNICIPAL  OBLIGATIONS.   Each
investor  should  consider  carefully the special  risks  inherent in the Fund's
investment  in  Pennsylvania  Municipal   Obligations.   Pennsylvania  has  been
historically  identified as a heavy industry state although that  reputation has
recently changed as the industrial composition of Pennsylvania  diversified when
the coal, steel, and railroad industries began to decline.  This diversification
was necessary when the traditionally strong industries in Pennsylvania  declined
as a long-term  shift in jobs,  investment  and workers away from the  northeast
part of the  nation  took  place.  The major new  sources  of growth  are in the
service sector,  including  trade,  medical and health  services,  education and
financial institutions. Pennsylvania is highly urbanized, with approximately 50%
of the  Commonwealth's  population  contained  in the  metropolitan  areas which
include the cities of Philadelphia and Pittsburgh.

     It should be noted that Pennsylvania Municipal Obligations may be adversely
affected by local  political and economic  conditions  and  developments  within
Pennsylvania.  For example,  adverse conditions in a significant industry within
Pennsylvania  may from time to time  have a  correspondingly  adverse  effect on
specific  issuers  within   Pennsylvania  or  on  anticipated   revenue  to  the
Commonwealth itself; conversely, an improving economic outlook for a significant
industry may have a positive  effect on such  issuers or  revenues.  An expanded
discussion of the risks  associated with the purchase of Pennsylvania  issues is
contained in the SAI.

     INVESTMENT COMPANY SECURITIES.  The Fund may invest in securities issued by
other investment companies.  Such securities will be acquired by Fund within the
limits  prescribed  by the Act,  which  include a  prohibition  against the Fund
investing  more than 10% of the value of its  total  assets in such  securities.
Investments  in securities  issued by other  investment  companies  will subject
shareholders to the imposition of duplicative fees and expenses.

     The Fund may engage in the following portfolio transactions:

     LOANS OF PORTFOLIO SECURITIES.  The Fund may loan its portfolio securities
to brokers,  dealers, and financial institutions to increase current income. All
loans of securities  must be  continuously  secured by collateral  consisting of
United States Government  securities,  cash or letters of credit maintained on a
daily  mark-to-market  basis in an amount at least equal to the  current  market
value of the  securities  loaned plus the  interest  payable with respect to the
loan.

     As a condition  of the loan,  the Fund must have the right to call the loan
and  obtain the return of the  securities  loaned  within  five  business  days.
Moreover,  the Fund will receive any  interest or  dividends  paid on the loaned
securities.  The Fund will not lend portfolio  securities to FUNB, or to
any  affiliate of the FUNB or to any other  affiliate of the Fund.  Loans of
securities involve a risk that the borrower may fail to return the securities or
may fail to provide additional collateral.

     REPURCHASE  AGREEMENTS.  Securities  held by the  Fund  may be  subject  to
repurchase  agreements.  A repurchase  agreement is a  transaction  in which the
seller of a security  commits itself at the time of the sale to repurchase  that
security from the buyer at a mutually agreed upon time and price.  The Fund will
enter into repurchase agreements only with dealers, domestic banks or recognized
financial  institutions  which,  in the opinion of the Adviser,  present minimal
credit risks.  The Fund will enter into repurchase  agreements only with respect
to  obligations  which could  otherwise  be  purchased  by the Fund or any other
obligations backed by the full faith and credit of the United States.  Where the
securities underlying a repurchase agreement are not U.S. Government securities,
they must be of the  highest  quality at the time the  repurchase  agreement  is
entered into (e.g.,  a long-term  debt security would be required to be rated by
S&P as "AAA" or its equivalent). While the maturity of the underlying securities
in a repurchase agreement transaction may be more than one year, the term of the
repurchase  agreement  is  always  less  than one year.  The  maturities  of the
underlying  securities  will have to be taken into  account in  calculating  the
Fund's  dollar  weighted  average  portfolio  maturity  if  the  seller  of  the
repurchase  agreement  fails to perform  under such  agreement.  In the event of
default by the seller under the repurchase agreement,  the Fund may experience a
loss of income  from the loaned  securities  and a decrease  in the value of any
collateral  maintained,  problems  in  exercising  its rights to the  underlying
securities and costs and time delays in connection  with the disposition of such
securities.  The  Fund  will  invest  no more  than  10% of its net  assets  in
repurchase  agreements  maturing  in more than  seven  days and  other  illiquid
investments.

                            INVESTMENT RESTRICTIONS

     The  investment  objective of the Fund and its policy of investing at least
80% of its net assets in Municipal  Obligations are  fundamental  policies and
except for policies with respect to repurchase  agreements and  securities  with
put rights,  which are also fundamental policies of the Fund and subject to the
investment restrictions set forth below, the Fund's investment policies and the
Adviser's  discretion  to  make  use of a  particular  investment  technique  or
activity are not  fundamental and may be changed by the Board of Trustees of the
Trust without the approval of shareholders.

     The Fund may not: (1) borrow money or pledge or mortgage its assets, except
that the Fund may borrow from banks up to 10% of the current  value of its total
net assets for temporary purposes only in order to meet redemptions,
and those  borrowings  may be  secured by the pledge of not more than 10% of the
current  value of its total net assets (but  investments  may not be
purchased by the Fund while any such borrowings exist); (2) make loans,  except
loans of portfolio  securities having a value of not more than 10% of the Fund's
current  assets and except  that the Fund may  purchase a portion of an issue of
publicly distributed bonds, debentures or other obligations,  make deposits with
banks and  enter  into  repurchase  agreements  with  respect  to its  portfolio
securities; or (3) invest an amount equal to 10% or more of the current value of
the Fund's net assets in illiquid  securities,  including those securities which
do not have readily available market quotations and repurchase agreements having
maturities  of  more  than  seven  calendar  days.   Investments  in  restricted
securities  eligible for resale  pursuant to Rule 144A of the  Securities Act of
1933 which have been determined to be liquid by the Board of Trustees based upon
the trading markets for the securities will not be included for purposes of this
limitation.  However, investing in Rule 144A securities could have the effect of
increasing  the  level  of  fund   illiquidity  to  the  extent  that  qualified
institutional  buyers  become,  for a  time,  uninterested  in  purchasing  such
securities.  The  foregoing  investment  restrictions  and those
described  in the SAI are  fundamental  policies  which may be changed only when
permitted  by law and  approved by the holders of a majority of the  outstanding
voting  securities of the Fund, as described  under "Other  Information" in the
SAI.

                            MANAGEMENT OF THE FUND

INVESTMENT ADVISER

     The  management  of the Fund is supervised by the Trustees of Evergreen Tax
Free Trust.  The Capital  Management Group of First Union National Bank of North
Carolina ("CMG") serves as investment adviser to each Fund. First Union National
Bank of North  Carolina  ("FUNB") is a  subsidiary  of First  Union  Corporation
("First  Union"),  one of the ten largest bank  holding  companies in the United
States. First Union is headquartered in Charlotte, North Carolina, and had $83.1
billion  in  consolidated  assets  as of June  30,  1995.  First  Union  and its
subsidiaries  provide a broad range of  financial  services to  individuals  and
businesses  through offices in 36 states.  The Capital  Management Group of FUNB
manages or  otherwise  oversees  the  investment  of over $36  billion in assets
belonging to a wide range of clients,  including the fifteen series of Evergreen
Investment  Trust (formerly  known as First Union Funds).  First Union Brokerage
Services, Inc., a wholly-owned subsidiary of FUNB, is a registered broker-dealer
that is principally  engaged in providing retail brokerage  services  consistent
with its federal  banking  authorizations.  First Union Capital Markets Corp., a
wholly-owned   subsidiary  of  First  Union,   is  a  registered   broker-dealer
principally   engaged  in  providing,   consistent   with  its  federal  banking
authorizations,   private  placement,   securities  dealing,   and  underwriting
services.  Prior to December XXX, 1995, First Fidelity Bank, N.A. ("FFB") served
as investment  adviser to the Fund.  CMG succeeded to the mutual funds  advisory
business of FFB in  connection  with the  acquisition  of FFB by a subsidiary of
First Union.

     CMG manages  investments and supervises the daily business  affairs of each
Fund and, as compensation  therefor,  is entitled to receive an annual fee equal
to .40 of 1% of the average daily net assets of the Fund up to $500 million, .36
of 1% of the next $500  million of  assets,  .32 of 1% of assets in excess of $1
billion but not  exceeding  $1.5  billion,  and .28 of 1% of assets in excess of
$1.5 billion.  The total annualized  operating expenses of the Fund for its most
recent  fiscal  period  are  set  forth  in  the  section  entitled   "Financial
Highlights".  Evergreen Asset Management Corp. ("Evergreen Asset"), a subsidiary
of FUNB,  serves as  administrator to each Fund and is entitled to receive a fee
based on the average  daily net assets of each Fund at a rate based on the total
assets of the mutual  funds  administered  by  Evergreen  Asset for which CMG or
Evergreen Asset also serve as investment adviser,  calculated in accordance with
the  following  schedule:  .050% of the first $7  billion;  .035% on the next $3
billion;  .030% on the next $5 billion;  .020% on the next $10 billion; .015% on
the next $5 billion;  and .010% on assets in excess of $30 billion.  Furman Selz
Incorporated, an affiliate of Evergreen Funds Distributor, Inc., distributor for
the Evergreen group of mutual funds, serves as  sub-administrator  for each Fund
and is entitled to receive a fee from each Fund  calculated on the average daily
net assets of the Funds at a rate based on the total  assets of the mutual funds
administered  by Evergreen  Asset for which CMG or Evergreen Asset also serve as
investment adviser, calculated in accordance with the following schedule: .0100%
of the first $7 billion;  .0075% on the next $3 billion;  .0050% on the next $15
billion;  and .0040% on assets in excess of $25 billion. The total assets of the
mutual funds  administered  by Evergreen  Asset for which CMG or Evergreen Asset
serve as investment adviser were approximately  $XXXX billion as of December 30,
1995.


                       PURCHASE AND REDEMPTION OF SHARES
HOW TO BUY SHARES
       Eligible investors may purchase Fund shares at net asset value by mail or
wire as described below. The Funds impose no sales charges on Class Y shares.
Class Y shares are the only class of shares offered by this Prospectus and are
only available to (i) persons who at or prior to December 30, 1994, owned shares
in a mutual fund advised by Evergreen Asset, (ii) certain institutional
investors and (iii) investment advisory clients of CMG, Evergreen Asset or their
affiliates. The minimum initial investment is $1,000, which may be waived in
certain situations. There is no minimum for subsequent investments. Investors
may make subsequent investments by establishing a Systematic Investment Plan or
a Telephone Investment Plan.
Purchases by Mail or Wire. Each investor must complete the Share Purchase
Application and mail it, together with a check made payable to the Fund whose
shares are being purchased, to State Street Bank and Trust Company ("State
Street") at P.O. Box 9021, Boston, Massachusetts 02205-9827. Checks not drawn on
U.S. banks will be subject to foreign collection which will delay an investor's
investment date and will be subject to processing fees.
       When making subsequent investments, an investor should either enclose the
return remittance portion of the statement, or indicate on the face of the
check, the name of the Fund in which an investment is to be made, the exact
title of the account, the address, and the Fund account number. Purchase
requests should not be sent to a Fund in New York. If they are, the Fund must
forward them to State Street, and the request will not be effective until State
Street receives them.
       Initial investments may also be made by wire by (i) calling State Street
at (800) 423-2615 for an account number and (ii) instructing your bank, which
may charge a fee, to wire federal funds to State Street, as follows: State
Street Bank and Trust Company, ABA No.0110-0002-8, Attn: Custodian and
Shareholder Services. The wire must include references to the Fund in which an
investment is being made, account registration, and the account number. A
completed Application must also be sent to State Street indicating that the
shares have been purchased by wire, giving the date the wire was sent and
referencing the account number. Subsequent wire investments may be made by
existing shareholders by following the instructions outlined above. It is not
necessary, however, for existing shareholders to call for another account
number.
How the Funds Value Their Shares. The net asset value of each Fund's shares for
purposes of both purchases and redemptions is determined twice daily, at 12 noon
(Eastern time) and promptly after the regular close of the New York Stock
Exchange (currently 4:00 p.m. Eastern time) each business day (i.e., any weekday
exclusive of days on which the New York Stock Exchange (the "Exchange") or State
Street is closed). The Exchange is closed on New Year's Day, Presidents Day,
Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and
Christmas Day. The net asset value per share is calculated by taking the sum of
the values of a Fund's investments and any cash and other assets, subtracting
liabilities, and dividing by the total number of shares outstanding. All
expenses, including the fees payable to each Fund's Investment adviser, are
accrued daily. The securities in a Fund's portfolio are valued on an amortized
cost basis. Under this method of valuation, a security is initially valued at
its acquisition cost, and thereafter, a constant straight-line amortization of
any discount or premium is assumed each day regardless of the impact of
fluctuating interest rates on the market value of the security. The market value
of the obligations in a Fund's portfolio can be expected to vary inversely to
changes in prevailing interest rates. As a result, the market value of the
obligations in a Fund's portfolio may vary from the value determined using the
amortized cost method. Securities which are not rated are normally valued on the
basis of valuations provided by a pricing service when such prices are believed
to reflect the fair value of such securities. Other assets and securities for
which no quotations are readily available are valued at the fair value as
determined in good faith by the Trustees.
       Each Fund attempts to maintain its net asset value at $1.00 per share.
Under most conditions, management believes this will be possible, although there
can be no assurance that this will be achieved. Calculations are periodically
made to compare the value of a Fund's portfolio valued at amortized cost with
market values. If a deviation of 1/2 of 1% or more were to occur between the net
asset value calculated by reference to market values and a Fund's $1.00 per
share net asset value, or if there were other deviations which the Trustees
believed would result in a material dilution to shareholders or purchasers, the
Trustees would promptly consider what action, if any, should be initiated.
                                       16
 
<PAGE>
Additional Purchase Information. As a condition of this offering, if a purchase
is canceled due to nonpayment or because an investor's check does not clear, the
investor will be responsible for any loss a Fund or the Fund's investment
adviser incurs. If such investor is an existing shareholder, a Fund may redeem
shares from his or her account to reimburse a Fund or the Fund's investment
adviser for any loss. In addition, such investors may be prohibited or
restricted from making further purchases in any of the Evergreen mutual funds.
       Shares of the Funds are sold at the net asset value per share next
determined after a shareholder's investment has been converted to federal funds.
Investments by federal funds wire will be effective upon receipt. Qualified
institutions may telephone orders for the purchase of Fund shares. Shares
purchased by institutions via telephone will receive the dividend declared on
that day if the telephone order is placed by 12 noon (Eastern time), and federal
funds are received the same day by 4:00 p.m. (Eastern time). Institutions should
telephone the Fund at the number on the front page of this Prospectus for
additional information on same day purchases by telephone. Investment checks
received at State Street will be invested on the date of receipt. Shareholders
will begin earning dividends the following business day.
       The Share Purchase Application may not be used to invest in any of the
prototype retirement plans for which the EVERGREEN MONEY MARKET FUND is an
available investment. For information about the requirements to make such
investments, including copies of the necessary application forms, please call
the telephone number set forth on the cover page of this Prospectus. A Fund
cannot accept investments specifying a certain price or date and reserves the
right to reject any specific purchase order, including orders in connection with
exchanges from the other Evergreen Funds. Although not currently anticipated,
each Fund reserves the right to suspend the offer of shares for a period of
time.
HOW TO REDEEM SHARES
       You may "redeem", i.e., sell your shares in a Fund to the Fund on any day
the Exchange is open, either directly or through your financial intermediary.
The price you will receive is the net asset value next calculated after the Fund
receives your request in proper form. Proceeds generally will be sent to you
within seven days. However, for shares recently purchased by check, a Fund will
not send proceeds until it is reasonably satisfied that the check has been
collected (which may take up to ten days). Once a redemption request has been
telephoned or mailed, it is irrevocable and may not be modified or cancelled.
Redeeming Shares Directly by Mail or Telephone. Send a signed letter of
instruction or stock power form to State Street which is the registrar, transfer
agent and dividend-disbursing agent for each Fund. Stock power forms are
available from your financial intermediary, State Street, and many commercial
banks. Additional documentation is required for the sale of shares by
corporations, financial intermediaries, fiduciaries and surviving joint owners.
Signature guarantees are required for all redemption requests for shares with a
value of more than $10,000 or where the redemption proceeds are to be mailed to
an address other than that shown in the account registration. A signature
guarantee must be provided by a bank or trust company (not a Notary Public), a
member firm of a domestic stock exchange or by other financial institutions
whose guarantees are acceptable to State Street.
       Shareholders may withdraw amounts of $1,000 or more from their accounts
by calling State Street at (800) 423-2615 between the hours of 8:00 a.m. to 5:30
p.m. (Eastern time) each business day (i.e., any weekday exclusive of days on
which the Exchange or State Street's offices are closed). The Exchange is closed
on New Year's Day, Presidents Day, Good Friday, Memorial Day, Independence Day,
Labor Day, Thanksgiving Day and Christmas Day. Redemption requests made after
4:00 p.m. (Eastern time) will be processed using the net asset value determined
on the next business day. Such redemption requests must include the
shareholder's account name, as registered with a Fund, and the account number.
During periods of drastic economic or market changes, shareholders may
experience difficulty in effecting telephone redemptions. Shareholders who are
unable to reach a Fund or State Street by telephone should follow the procedures
outlined above for redemption by mail.
       The telephone redemption service is not made available to shareholders
automatically. Shareholders wishing to use the telephone redemption service must
indicate this on the Share Purchase Application and choose how the redemption
proceeds are to be paid. Redemption proceeds will either (i) be mailed by check
to the shareholder at the address in which the account is registered or (ii) be
wired to an account with the same registration as the shareholder's account in a
Fund at a designated commercial bank. State Street currently deducts a $5.00
wire charge from all redemption proceeds wired. This charge is subject to change
without notice. Redemption proceeds will be wired on the same day if the request
is made prior to 12 noon (Eastern time). Such shares, however, will not earn
dividends for that day. Redemption requests received after 12 noon will earn
dividends for that day, and the proceeds will be wired on the following business
day. A shareholder who decides
                                       17
 
<PAGE>
later to use this service, or to change instructions already given, should fill
out a Shareholder Services Form and send it to State Street Bank and Trust
Company, P.O. Box 9021, Boston, Massachusetts 02205-9827, with such
shareholder's signature guaranteed by a bank or trust company (not a Notary
Public), a member firm of a domestic stock exchange or by other financial
institutions whose guarantees are acceptable to State Street. Shareholders
should allow approximately ten days for such form to be processed. The Funds
will employ reasonable procedures to confirm that instructions communicated by
telephone are genuine. These procedures include requiring some form of personal
identification prior to acting upon instructions and tape recording of telephone
instructions. If a Fund fails to follow such procedures, it may be liable for
any losses due to unauthorized or fraudulent instructions. The Funds will not be
liable for following telephone instructions reasonably believed to be genuine.
The Funds reserve the right to refuse a telephone redemption if it is believed
advisable to do so. Financial intermediaries may charge a fee for handling
telephonic requests. Procedures for redeeming Fund shares by telephone may be
modified or terminated without notice at any time.
Redemptions by Check. Upon request, each Fund will provide holders of Class Y
shares, without charge, with checks drawn on the Fund that will clear through
State Street. Shareholders will be subject to State Street's rules and
regulations governing such checking accounts. Checks will be sent usually within
ten business days following the date the account is established. Checks may be
made payable to the order of any payee in an amount of $250 or more. The payee
of the check may cash or deposit it like a check drawn on a bank. (Investors
should be aware that, as in the case with regular bank checks, certain banks may
not provide cash at the time of deposit, but will wait until they have received
payment from State Street.) When such a check is presented to State Street for
payment, State Street, as the shareholder's agent, causes the Fund to redeem a
sufficient number of full and fractional shares in the shareholder's account to
cover the amount of the check. Checks will be returned by State Street if there
are insufficient or uncollectable shares to meet the withdrawal amount. The
check writing procedure for withdrawal enables shareholders to continue earning
income on the shares to be redeemed up to but not including the date the
redemption check is presented to State Street for payment.
       Shareholders wishing to use this method of redemption, should fill out
the appropriate part of the Share Purchase Application (including the Signature
Card) and mail the completed form to State Street Bank and Trust Company, P.O.
Box 9021, Boston, Massachusetts 02205-9827. Shareholders requesting this service
after an account has been opened must contact State Street since additional
documentation will be required. Currently, there is no charge either for checks
or for the clearance of any checks. This service may be terminated or altered at
any time.
General. Under unusual circumstances, a Fund may suspend redemptions or postpone
payment for up to seven days or longer, as permitted by Federal securities law.
The Funds reserve the right to close an account that through redemption has
remained below $1,000 for thirty days. Shareholders will receive sixty days'
written notice to increase the account value before the account is closed. The
Funds have elected to be governed by Rule 18f-1 under the Investment Company Act
of 1940 pursuant to which each Fund is obligated to redeem shares solely in
cash, up to the lesser of $250,000 or 1% of a Fund's total net assets during any
ninety day period for any one shareholder. See the Statement of Additional
Information for further details.
EXCHANGE PRIVILEGE
How To Exchange Shares. You may exchange some or all of your shares for shares
of the same Class of the other Evergreen mutual funds by telephone or mail as
described below. An exchange which represents an initial investment in another
Evergreen mutual fund must amount to at least $1,000. Once an exchange request
has been telephoned or mailed, it is irrevocable and may not be modified or
canceled. Exchanges will be made on the basis of the relative net asset values
of the shares exchanged next determined after an exchange request is received.
Exchanges are subject to minimum investment and suitability requirements.
       Each of the Evergreen mutual funds has different investment objectives
and policies. For complete information, a prospectus of the fund into which an
exchange will be made should be read prior to the exchange. An exchange is
treated for Federal income tax purposes as a redemption and purchase of shares
and may result in the realization of a capital gain or loss. Each Fund imposes a
fee of $5 per exchange on shareholders who exchange in excess of four times per
calendar year. This exchange privilege may be materially modified or
discontinued at any time by the Fund upon sixty days' notice to shareholders and
is only available in states in which shares of the fund being acquired may
lawfully be sold.
Exchanges by Telephone and Mail. You may exchange shares by telephone by calling
State Street at (800) 423-2615. Exchange requests made after 4:00 p.m. (Eastern
time) will be processed using the net asset value
                                       18
 
<PAGE>
determined on the next business day. During periods of drastic economic or
market changes, shareholders may experience difficulty in effecting telephone
exchanges. You should follow the procedures outlined below for exchanges by mail
if you are unable to reach State Street by telephone. If you wish to use the
telephone exchange service you should indicate this on the Share Purchase
Application. As noted above, each Fund will employ reasonable procedures to
confirm that instructions for the redemption or exchange of shares communicated
by telephone are genuine. A telephone exchange may be refused by a Fund or State
Street if it is believed advisable to do so. Procedures for exchanging Fund
shares by telephone may be modified or terminated at any time. Written requests
for exchanges should follow the same procedures outlined for written redemption
requests in the section entitled "How to Redeem Shares", however, no signature
guarantee is required.
SHAREHOLDER SERVICES
       The Funds offer the following shareholder services. For more information
about these services or your account, contact your financial intermediary,
Evergreen Funds Distributor, Inc. ("EFD"), the distributor of the Funds' shares,
or the number on the front page of this Prospectus. Some services are described
in more detail in the Share Purchase Application.
Systematic Investment Plan. You may make monthly or quarterly investments into
an existing account automatically in amounts of not less than $25.
Telephone Investment Plan. You may make investments into an existing account
electronically in amounts of not less than $100 or more than $25,000 per
investment. Telephone investment requests received by 3:00 p.m. (Eastern time)
will be credited to a shareholder's account two business days after the request
is received.
Systematic Cash Withdrawal Plan. When an account of $10,000 or more is opened or
when an existing account reaches that size, you may participate in the Funds
Systematic Cash Withdrawal Plan by filling out the appropriate part of the Share
Purchase Application. Under this plan, you may receive (or designate a third
party to receive) a monthly or quarterly check in a stated amount of not less
than $100. Fund shares will be redeemed as necessary to meet withdrawal
payments. All participants must elect to have their dividends and capital gain
distributions reinvested automatically.
Tax Sheltered Retirement Plans. Eligible investors may open a pension and profit
sharing account in any Evergreen mutual fund (except those funds having an
objective of providing tax free income) under the following prototype retirement
plans: (i) Individual Retirement Accounts ("IRAs") and Rollover IRAs; (ii)
Simplified Employee Pension (SEP) for sole proprietors, partnerships and
corporations; and (iii) Profit-Sharing and Money Purchase Pension Plans for
corporations and their employees.
Automatic Reinvestment Plan. For the convenience of investors, all dividends and
distributions are automatically reinvested in full and fractional shares of the
Funds at the net asset value per share at the close of business on the last
business day of each month, unless otherwise requested by a shareholder in
writing. If the transfer agent does not receive a written request for subsequent
dividends and/or distributions to be paid in cash at least three full business
days prior to a given record date, the dividends and/or distributions to be paid
to a shareholder will be reinvested. If you elect to receive dividends and
distributions in cash and the U.S. Postal Service cannot deliver the checks, or
if the checks remain uncashed for six months, the checks will be reinvested into
your account at the then current net asset value.
EFFECT OF BANKING LAWS
       The Glass-Steagall Act and other banking laws and regulations presently
prohibit member banks of the Federal Reserve System ("Member Banks") or their
non-bank affiliates from sponsoring, organizing, controlling, or distributing
the shares of registered open-end investment companies such as the Funds. Such
laws and regulations also prohibit banks from issuing, underwriting or
distributing securities in general. However, under the Glass-Steagall Act and
such other laws and regulations, a Member Bank or an affiliate thereof may act
as investment adviser, transfer agent or custodian to a registered open-end
investment company and may also act as agent in connection with the purchase of
shares of such an investment company upon the order of their customer. Evergreen
Asset, since it is a subsidiary of FUNB, and CMG are subject to and in
compliance with the aforementioned laws and regulations.

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

                               OTHER INFORMATION

DIVIDENDS, DISTRIBUTIONS AND TAXES

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

     Such  dividends  will be  automatically  reinvested in full and  fractional
shares of a Fund on the last business day of each month.  However,  shareholders
who so inform the transfer agent in writing may have their dividends paid out in
cash monthly.  Shareholders who invest by check will be credited with a dividend
on the business day  following  initial  investment.  Shareholders  will receive
dividends on  investments  made by federal funds bank wire the same day the wire
is received provided that wire purchases are received by State Street by 12 noon
(Eastern  time).  Shares  purchased by qualified  institutions  via telephone as
described in "How to Purchase Shares" will receive the dividend declared on that
day if the  telephone  order is placed by 12 noon  (Eastern  time),  and federal
funds are  received  by 4:00 p.m.  (Eastern  time).  All  other  wire  purchases
received  after  12 noon  (Eastern  time)  will  earn  dividends  beginning  the
following business day. Dividends accruing on the day of redemption will be paid
to redeeming shareholders except for redemptions by check and where proceeds are
wired the same day. (See "How to Redeem Shares".)

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

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

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

       Each Fund is required by Federal law to withhold 31% of reportable
payments (which may include dividends, capital gain distributions and
redemptions) paid to certain shareholders. In order to avoid this backup
withholding requirement, you must certify on the Share Purchase Application, or
on a separate form supplied by State Street, that the investor's social security
or taxpayer identification number is correct and that the investor is not
currently subject to backup withholding or is exempt from backup withholding.

GENERAL INFORMATION

Portfolio Transactions. Consistent with the Rules of Fair Practice of the
National Association of Securities Dealers, Inc., and subject to seeking best
price and execution, a Fund may consider sales of its shares as a factor in the
selection of dealers to enter into portfolio transactions with the Fund.
Organization. The EVERGREEN MONEY MARKET FUND (formerly Evergreen Money Market
Trust) is a Massachusetts business trust organized in 1987. The EVERGREEN TAX
EXEMPT MONEY MARKET FUND is a separate investment series of The Evergreen
Municipal Trust, which is a Massachusetts business trust organized in 1988. The
Evergreen Treasury Money Market Fund is a separate investment series of
Evergreen Investment Trust (formerly First Union Funds), which is a
Massachusetts business trust organized in 1984.

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

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

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

Principal Underwriter. EFD, an affiliate of Furman Selz Incorporated, located
237 Park Avenue, New York, New York 10017, is the principal underwriter of the
Funds. Furman Selz Incorporated also acts as sub-administrator to EVERGREEN
TREASURY MONEY MARKET FUND and provides certain sub-administrative services to
Evergreen Asset in connection with its role as investment adviser to EVERGREEN
TAX EXEMPT MONEY MARKET FUND and EVERGREEN MONEY MARKET FUND, including
providing personnel to serve as officers of the Funds.

Other Classes of Shares. EVERGREEN MONEY MARKET FUND offers three classes of
shares, Class A, Class B and Class Y. EVERGREEN TAX EXEMPT MONEY MARKET FUND and
EVERGREEN TREASURY MONEY MARKET FUND each offer two classes of shares, Class A
and Class Y. Class Y shares are the only Class offered by this Prospectus and
are only available to (i) persons who at or prior to December 31, 1994, owned
shares in a mutual fund advised by Evergreen Asset, (ii) certain institutional
investors and (iii) investment advisory clients of CMG, Evergreen Asset or their
affiliates. The dividends payable with respect to Class A and Class B shares
will be less than those payable with respect to Class Y shares due to the
distribution and distribution and shareholder servicing related expenses borne
by Class A and Class B shares and the fact that such expenses are not borne by
Class Y shares.

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

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

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

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

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

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

Additional Information. This Prospectus and the Statement of Additional
Information, which have been incorporated by reference herein, do not contain
all the information set forth in the Registration Statements filed by the Trusts
with the Commission under the Securities Act. Copies of the Registration
Statements may be obtained at a reasonable charge from the Commission or may be
examined, without charge, at the offices of the Commission in Washington, D.C.
                                       22
 
<PAGE>
  INVESTMENT ADVISER
  Evergreen Asset Management Corp., 2500 Westchester Avenue, Purchase, New York
  10577
      EVERGREEN MONEY MARKET FUND, EVERGREEN TAX EXEMPT MONEY MARKET FUND
  Capital Management Group of First Union National Bank of North Carolina, 201
  South College Street, Charlotte, North Carolina 28288
      EVERGREEN TREASURY MONEY MARKET FUND
  CUSTODIAN & TRANSFER AGENT
  State Street Bank & Trust Company, Box 9021, Boston, Massachusetts 02205-9827
  LEGAL COUNSEL
  Sullivan & Worcester, 1025 Connecticut Avenue, N.W., Washington, D.C. 20036
  INDEPENDENT AUDITORS
  Price Waterhouse LLP, 1177 Avenue of the Americas, New York, New York 10036
      EVERGREEN MONEY MARKET FUND, EVERGREEN TAX EXEMPT MONEY MARKET FUND
  KPMG Peat Marwick, LLP One Mellon Bank Center Pittsburgh, Pennsylvania 15219
      EVERGREEN TREASURY MONEY MARKET FUND
  DISTRIBUTOR
  Evergreen Funds Distributor, Inc., 237 Park Avenue, New York, New York 10017
                                                                     536128rev01
 


*******************************************************************************
ABC SINGLE STATE


<PAGE>
  PROSPECTUS                                                 January 22, 1996
                                             (Evergreen tree logo appears here)

  EVERGREEN(SM) STATE SPECIFIC TAX FREE FUNDS
  EVERGREEN FLORIDA MUNICIPAL BOND FUND
  EVERGREEN GEORGIA MUNICIPAL BOND FUND
  EVERGREEN NEW JERSEY TAX FREE INCOME FUND
  EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND
  EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND
  EVERGREEN VIRGINIA MUNICIPAL BOND FUND
  EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND

  CLASS A SHARES
  CLASS B SHARES

     The Evergreen  State Specific  Tax-Free Funds (the "Funds") are designed to
provide investors with current income exempt from Federal income tax and certain
state income tax. This Prospectus provides information regarding the Class A and
Class B shares  offered  by the  Funds.  Each  Fund is,  or is a series  of,  an
open-end,  non-diversified,  management  investment company except for EVERGREEN
FLORIDA HIGH INCOME  MUNICIPAL BOND FUND which is  diversified.  This Prospectus
sets  forth  concise  information  about the Funds that a  prospective  investor
should  know  before  investing.  The  address of the Funds is 2500  Westchester
Avenue, Purchase, New York 10577.

     A "Statement  of  Additional  Information"  for the Funds and certain other
funds in the  Evergreen  group of mutual  funds dated  January 22, 1996 has been
filed  with the  Securities  and  Exchange  Commission  and is  incorporated  by
reference herein. The Statement of Additional  Information  provides information
regarding  certain matters  discussed in this Prospectus and other matters which
may be of interest to investors,  and may be obtained  without charge by calling
the Funds at (800)  807-2940.  There  can be no  assurance  that the  investment
objective  of any Fund will be  achieved.  Investors  are  advised  to read this
Prospectus carefully.

    THE SHARES OFFERED BY THIS PROSPECTUS ARE NOT DEPOSITS OR OBLIGATIONS OF
    ANY BANK, ARE NOT ENDORSED OR GUARANTEED BY ANY BANK, ARE NOT INSURED OR
    OTHERWISE PROTECTED BY THE U.S. GOVERNMENT, THE FEDERAL DEPOSIT INSURANCE
   CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY AND
  INVOLVE INVESTMENT RISKS.

    THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
     AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE
      SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION
   PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION
                     TO THE CONTRARY IS A CRIMINAL OFFENSE.

   EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND WILL INVEST AT LEAST 65%
   OF THE VALUE OF ITS TOTAL ASSETS IN MUNICIPAL SECURITIES CONSISTING OF HIGH
      YIELD (I.E., HIGH RISK), MEDIUM, LOWER RATED AND UNRATED BONDS. SUCH
   SECURITIES ARE COMMONLY CALLED JUNK BONDS AND ARE SUBJECT TO GREATER MARKET
     FLUCTUATIONS AND RISK OF LOSS OF INCOME AND PRINCIPAL THAN HIGHER RATED
   SECURITIES. LOWER QUALITY SECURITIES INVOLVE A GREATER RISK OF DEFAULT AND,
    CONSEQUENTLY, SHARES OF THE EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND
                        FUND ARE SPECULATIVE SECURITIES.

                   KEEP THIS PROSPECTUS FOR FUTURE REFERENCE

  EVERGREEN(SM) is a Service Mark of Evergreen Asset Management Corp.
  Copyright 1995, Evergreen Asset Management Corp.
 
<PAGE>
                               TABLE OF CONTENTS


OVERVIEW OF THE FUNDS                                     
EXPENSE INFORMATION                                       
FINANCIAL HIGHLIGHTS                                      
DESCRIPTION OF THE FUNDS
         Investment Objectives and Policies               
         Investment Practices and Restrictions            
MANAGEMENT OF THE FUNDS
         Investment Adviser                               
         Distribution Plans and Agreements                
PURCHASE AND REDEMPTION OF SHARES
         How to Buy Shares                                
         How to Redeem Shares                             
         Exchange Privilege                               
         Shareholder Services                             
         Effect of Banking Laws                           
OTHER INFORMATION
         Dividends, Distributions and Taxes                    
         General Information                              
APPENDIX
         Florida Risk Considerations                      

 
                             OVERVIEW OF THE FUNDS

     The  following  summary is qualified  in its entirety by the more  detailed
information  contained  elsewhere in this  Prospectus.  See  "Description of the
Funds" and "Management of the Funds".

     The Capital Management Group of First Union National Bank of North Carolina
("CMG") serves as investment  adviser to Evergreen State Specific Tax Free Funds
which  include:   EVERGREEN  FLORIDA  MUNICIPAL  BOND  FUND,  EVERGREEN  GEORGIA
MUNICIPAL BOND FUND, EVERGREEN NEW JERSEY TAX FREE FUND, EVERGREEN  NORTH 
CAROLINA  MUNICIPAL BOND FUND,  EVERGREEN
SOUTH CAROLINA  MUNICIPAL BOND FUND,  EVERGREEN VIRGINIA MUNICIPAL BOND FUND and
EVERGREEN  FLORIDA HIGH INCOME MUNICIPAL BOND FUND. First Union National Bank of
North Carolina ("FUNB") is a subsidiary of First Union  Corporation, the sixth
largest bank holding company in the United States.

     EVERGREEN  FLORIDA  MUNICIPAL  BOND  FUND  (formerly  First  Union  Florida
Municipal Bond Portfolio,  successor to ABT Florida Tax-Free Fund) seeks current
income exempt from federal income tax consistent  with  preservation of capital.
In  addition,  the Fund  intends  to qualify as an  investment  exempt  from the
Florida state intangibles tax.

     EVERGREEN  GEORGIA  MUNICIPAL  BOND  FUND  (formerly  First  Union  Georgia
Municipal  Bond  Portfolio)  seeks current income exempt from federal income tax
and Georgia state income tax, consistent with preservation of capital.

     EVERGREEN NEW JERSEY TAX FREE INCOME FUND (formerly FFB New Jersey Tax Free
Income  Fund) seeks a high level of income,  exempt from  federal and New Jersey
personal income taxes.

     EVERGREEN  NORTH CAROLINA  MUNICIPAL BOND FUND (formerly  First Union North
Carolina  Municipal  Bond  Portfolio)  seeks current  income exempt from federal
income tax and North Carolina state income tax,  consistent with preservation of
capital. In addition, the Fund intends to qualify as an investment substantially
exempt from the North Carolina intangible personal property tax.

     EVERGREEN  SOUTH CAROLINA  MUNICIPAL BOND FUND (formerly  First Union South
Carolina  Municipal  Bond  Portfolio  seeks  current  income exempt from federal
income tax and South Carolina state income tax.

     EVERGREEN  VIRGINIA  MUNICIPAL  BOND FUND  (formerly  First Union  Virginia
Municipal  Bond  Portfolio)  seeks current income exempt from federal income tax
and Virginia state income tax, consistent with preservation of capital.

     EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND (successor to ABT Florida
High Income Municipal Bond Fund) seeks to provide a high level of current income
exempt from federal income tax. Under normal circumstances, the Fund will invest
at least 65% of the value of its total assets in municipal securities consisting
of high yield (i.e., high risk), medium, lower rated and unrated bonds.

       THERE IS NO ASSURANCE THAT THE INVESTMENT OBJECTIVE OF ANY FUND WILL BE
ACHIEVED.
                                       2
 
<PAGE>
                              EXPENSE INFORMATION

     The table set forth below  summarizes  the  shareholder  transaction  costs
associated  with an  investment  in Class A and  Class B Shares  of a Fund.  For
further  information  see "Purchase and  Redemption of Fund Shares" and "General
Information -- Other Classes of Shares".
<TABLE>
<CAPTION>
SHAREHOLDER TRANSACTION EXPENSES       Class A Shares                  Class B Shares
<S>                                    <C>              <C>
Maximum Sales Charge Imposed on             4.75%                           None
Purchases (as a % of offering price)
Sales Charge on Dividend Reinvestments      None                            None
Contingent Deferred Sales Charge            None        5% during the first year, 4% during the
(as a % of original purchase                            second year, 3% during the third and fourth
price or redemption proceeds,                           years, 2% during the fifth year, 1% during
 whichever is lower)                                    the sixth and seventh years and 0% after the
                                                        seventh year
Redemption Fee                              None                            None
Exchange Fee                                None                            None
</TABLE>
 
       The following tables show for each Fund the estimated annual operating
expenses (as a percentage of average net assets) attributable to each Class of
Shares, together with examples of the cumulative effect of such expenses on a
hypothetical $1,000 investment in each Class for the periods specified assuming
(i) a 5% annual return and (ii) redemption at the end of each period and,
additionally for Class B shares, no redemption at the end of each period.

       In the following examples (i) the expenses for Class A Shares assume
deduction of the maximum 4.75% sales charge at the time of purchase, (ii) the
expenses for Class B Shares assume deduction at the time of redemption (if
applicable) of the maximum contingent deferred sales charge applicable for that
time period, and (iii) the expenses for Class B Shares reflect the conversion to
Class A Shares eight years after purchase (years eight through ten, therefore,
reflect Class A expenses).

<TABLE>
<CAPTION>
EVERGREEN FLORIDA MUNICIPAL BOND FUND
                                                                           EXAMPLES
                                                                    Assuming        Assuming
                             ANNUAL OPERATING                    Redemption          no
                                 EXPENSES                     at End of Period   Redemption
                            Class A    Class B               Class A    Class B   Class B
<S>                         <C>        <C>     <C>           <C>        <C>      <C>
Management Fees(a)            .30%       .30%
                                               After 1 Year   $  53      $  66      $ 16
12b-1 Fees(b)                 .06%       .75%
                                               After 3 Years  $  66      $  79      $ 49
Shareholder Service Fees        --       .25%
                                               After 5 Years  $  80      $ 104      $ 84
Other Expenses                .25%       .25%
                                               After 10 Years $ 120      $ 147      $147
Total                         .61%      1.55%
</TABLE>
 
<TABLE>
<CAPTION>
EVERGREEN GEORGIA MUNICIPAL BOND FUND
                                                                         EXAMPLES
                                                                  Assuming        Assuming
                             ANNUAL OPERATING                    Redemption          no
                                 EXPENSES                     at End of Period   Redemption
                            Class A    Class B               Class A    Class B   Class B
<S>                         <C>        <C>     <C>           <C>        <C>      <C>
Management Fees               .50%       .50%
                                               After 1 Year   $  60      $  70      $ 20
12b-1 Fees(b)                 .25%       .75%
                                               After 3 Years  $  85      $  93      $ 63
Shareholder Service Fees        --       .25%
                                               After 5 Years  $ 113      $ 128      $108
Other Expenses(c)             .50%       .50%
                                               After 10 Years $ 191      $ 204      $204
Total                        1.25%      2.00%
</TABLE>
 
<TABLE>
<CAPTION>
EVERGREEN NEW JERSEY TAX FREE INCOME FUND
                                                                         EXAMPLES
                                                                  Assuming        Assuming
                             ANNUAL OPERATING                    Redemption          no
                                 EXPENSES                     at End of Period   Redemption
                            Class A    Class B               Class A    Class B   Class B
<S>                         <C>        <C>     <C>           <C>        <C>      <C>
Management Fees               .50%       .50%
                                               After 1 Year   $  60      $  70      $ 20
12b-1 Fees(b)                 .25%       .75%
                                               After 3 Years  $  85      $  93      $ 63
Shareholder Service Fees        --       .25%
                                               After 5 Years  $ 113      $ 128      $108
Other Expenses                .50%       .50%
                                               After 10 Years $ 191      $ 204      $204
Total                        1.25%      2.00%
</TABLE>
 
<TABLE>
<CAPTION>
EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND
                                                                         EXAMPLES
                                                                  Assuming        Assuming
                             ANNUAL OPERATING                    Redemption          no
                                 EXPENSES                     at End of Period   Redemption
                            Class A    Class B               Class A    Class B   Class B
<S>                         <C>        <C>     <C>           <C>        <C>      <C>
Management Fees               .50%       .50%
                                               After 1 Year   $  60      $  70      $ 20
12b-1 Fees(b)                 .25%       .75%
                                               After 3 Years  $  85      $  93      $ 63
Shareholder Service Fees        --       .25%
                                               After 5 Years  $ 113      $ 128      $108
Other Expenses                .50%       .50%
                                               After 10 Years $ 191      $ 204      $204
Total                        1.25%      2.00%
</TABLE>
 
                                       3
 
<PAGE>
<TABLE>
<CAPTION>
EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND
                                                                         EXAMPLES
                                                                  Assuming        Assuming
                             ANNUAL OPERATING                    Redemption          no
                                 EXPENSES                     at End of Period   Redemption
                            Class A    Class B               Class A    Class B   Class B
<S>                         <C>        <C>     <C>           <C>        <C>      <C>
Management Fees               .50%       .50%  After 1 Year   $  60      $  70      $ 20
                                               
12b-1 Fees(b)                 .25%       .75%  After 3 Years  $  85      $  93      $ 63
                                               
Shareholder Service Fees        --       .25%  After 5 Years  $ 113      $ 128      $108
                                               
Other Expenses(c)             .50%       .50%  After 10 Years $ 191      $ 204      $204
                                               
Total                        1.25%      2.00%
</TABLE>
 
<TABLE>
<CAPTION>
EVERGREEN VIRGINIA MUNICIPAL BOND FUND
                                                                         EXAMPLES
                                                                  Assuming        Assuming
                             ANNUAL OPERATING                    Redemption          no
                                 EXPENSES                     at End of Period   Redemption
                            Class A    Class B               Class A    Class B   Class B
<S>                         <C>        <C>     <C>           <C>        <C>      <C>
Management Fees               .50%       .50%  After 1 Year   $  60      $  70      $ 20
                                               
12b-1 Fees(b)                 .25%       .75%  After 3 Years  $  85      $  93      $ 63
                                               
Shareholder Service Fees        --       .25%  After 5 Years  $ 113      $ 128      $108
                                               
Other Expenses(c)             .50%       .50%  After 10 Years $ 191      $ 204      $204
                                               
Total                        1.25%      2.00%
</TABLE>
 
<TABLE>
<CAPTION>
EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND
                                                                         EXAMPLES
                                                                  Assuming        Assuming
                             ANNUAL OPERATING                    Redemption          no
                                 EXPENSES                     at End of Period   Redemption
                            Class A    Class B               Class A    Class B   Class B
<S>                         <C>        <C>     <C>           <C>        <C>      <C>
Management Fees(a)            .30%       .30%  After 1 Year   $  58      $  68      $ 18
                                               
12b-1 Fees(b)                 .25%      1.00%  After 3 Years  $  80      $  87      $ 57
                                               
Other Expenses                .52%       .52%  After 5 Years  $ 104      $ 119      $ 99
                                               
                                               
Total                        1.07%      1.82%  After 10 Years $ 172      $ 185      $185
</TABLE>
 
(a) CMG has agreed to limit the Management Fee charged to EVERGREEN FLORIDA
    MUNICIPAL BOND FUND and EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND to
    .30 of 1% of average net assets until July 7, 1996.

From time to time each Fund's adviser may, at its discretion, reduce or waive
its fees or reimburse these Funds for certain of their other expenses in order
to reduce their expense ratios. Each Fund's adviser may cease these voluntary
waivers and reimbursements at any time.

(b) Class A Shares can pay up to .75 of 1% of average annual net assets as a
    12b-1 Fee. For the forseeable future, the Class A Shares 12b-1 Fees will be
    limited to .25 of 1% of average annual net assets. For Class B Shares of
    EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND, a portion of the 12b-1
    Fees equivalent to .25 of 1% of average annual assets will be shareholder
    servicing-related. Distribution-related 12b-1 Fees will be limited to .75 of
    1% of average annual assets as permitted under the rules of the National
    Association of Securities Dealers, Inc.

     EVERGREEN FLORIDA MUNICIPAL BOND FUND will not pay 12b-1 Fees to the extent
that the effect of such  payment  would be to cause the Fund's ratio of expenses
to average  net  assets  for Class A Shares to exceed  .61 of 1%. The  estimated
annual  operating  expenses  and examples do not reflect fee waivers and expense
reimbursements  for the most recent fiscal period.  Actual  expenses for Class A
and B Shares net of fee waivers and expense  reimbursements for the period ended
August 31, 1995 as applicable were as follows:
<TABLE>
<CAPTION>
                                                                                     CLASS A    CLASS B
<S>                                                                                  <C>        <C>
EVERGREEN FLORIDA MUNICIPAL BOND FUND                                                 .82%       1.44%
EVERGREEN GEORGIA MUNICIPAL BOND FUND                                                 .71%       1.46%
EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND                                          .92%       1.67%
EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND                                          .53%       1.28%
EVERGREEN VIRGINIA MUNICIPAL BOND FUND                                                .72%       1.47%
EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND                                     1.07%        N/A
</TABLE>
 
(c) Reflects agreements by CMG to limit aggregate operating expenses (including
    the investment advisory fees, but excluding interest, taxes, brokerage
    commissions, Rule 12b-1 Fees, shareholder servicing fees and extraordinary
    expenses) of EVERGREEN GEORGIA MUNICIPAL BOND FUND, EVERGREEN SOUTH CAROLINA
    MUNICIPAL BOND FUND and EVERGREEN VIRGINIA MUNICIPAL BOND FUND to 1% of
    average net assets for the
                                       4
 
<PAGE>
    foreseeable future. Absent such agreements, the estimated annual operating
    expenses for the Funds would be as follows:
<TABLE>
<CAPTION>
                                                                                     CLASS A    CLASS B
<S>                                                                                  <C>        <C>
EVERGREEN GEORGIA MUNICIPAL BOND FUND                                                 2.83%      3.58%
EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND                                          6.50%      7.25%
EVERGREEN VIRGINIA MUNICIPAL BOND FUND                                                3.83%      4.58%
</TABLE>
 
       The purpose of the foregoing table is to assist an investor in
understanding the various costs and expenses that an investor in each Class of
Shares of the Funds will bear directly or indirectly. The amounts set forth both
in the tables and in the examples are estimated amounts based on the experience
of each Fund for its most recent fiscal period. Such expenses have been restated
to reflect current fee arrangements and in the case of Funds that did not offer
all of the above-referenced Classes of shares during such periods, the amounts
set forth in the tables are based on the expenses incurred by the Classes which
were offered. THE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR
FUTURE EXPENSES OR ANNUAL RETURN. ACTUAL EXPENSES AND ANNUAL RETURN MAY BE
GREATER OR LESS THAN THOSE SHOWN. For a more complete description of the various
costs and expenses borne by the Funds see "Management of the Funds." As a result
of asset-based sales charges, long-term shareholders may pay more than the
economic equivalent of the maximum front-end sales charges permitted under the
rules of the National Association of Securities Dealers, Inc.
                                       5
 
<PAGE>
                              FINANCIAL HIGHLIGHTS


[FINANCIAL HIGHLIGHTS TO BE ADDED BY AMENDMENT]

 
<PAGE>
                            DESCRIPTION OF THE FUNDS

INVESTMENT OBJECTIVES AND POLICIES

EVERGREEN FLORIDA MUNICIPAL BOND FUND
EVERGREEN GEORGIA MUNICIPAL BOND FUND
EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND
EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND
EVERGREEN VIRGINIA MUNICIPAL BOND FUND

     The Funds seek current  income exempt from federal  regular income tax and,
where applicable,  state income taxes,  consistent with preservation of capital.
In addition,  the EVERGREEN FLORIDA MUNICIPAL BOND FUND intends to qualify as an
investment  exempt from the Florida  state  intangibles  tax.  Florida  does not
currently tax personal income.

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

     As a matter of  fundamental  investment  policy,  which may not be  changed
without shareholder approval,  each Fund will normally invest its assets so that
at least 80% of its annual interest income is, or at least 80% of its net assets
are,  invested in obligations which provide interest income which is exempt from
federal  regular  income taxes.  The interest  retains its tax-free  status when
distributed to the Funds' shareholders.  In addition,  at least 65% of the value
of each  Fund's  total  assets  will  be  invested  in  municipal  bonds  of the
particular  state  after  which the Fund is named.  To qualify as an  investment
exempt from the Florida state  intangibles tax, the Evergreen  Florida Municipal
Bond Fund's  portfolio  must  consist  entirely of  investments  exempt from the
Florida state intangibles tax on the last business day of the calendar year.

     Each  Fund  seeks  to  achieve  its   investment   objective  by  investing
principally in municipal bonds,  including industrial  development bonds, of its
designated state. In addition,  the Funds may invest in obligations issued by or
on behalf of any state, territory, or possession of the United States, including
the  District of  Columbia,  or their  political  subdivisions  or agencies  and
instrumentalities,  the interest from which is exempt from federal (regular,  if
applicable)  income tax. It is likely that  shareholders  who are subject to the
alternative  minimum tax will be required to include  interest from a portion of
the municipal  securities owned by a Fund in calculating the federal  individual
alternative minimum tax or the federal alternative minimum tax for corporations.

     Municipal bonds are debt obligations  issued by the state or local entities
to support a government's  general financial needs or special projects,  such as
housing projects or sewer works.  Municipal bonds include industrial development
bonds issued by or on behalf of public  authorities to provide  financing aid to
acquire sites or construct or equip  facilities  for privately or publicly owned
corporations.

     The  two  principal   classifications   of  municipal  bonds  are  "general
obligation" and "revenue"  bonds.  General  obligation  bonds are secured by the
issuer's pledge of its full faith and credit and taxing power for the payment of
principal  and  interest.  Revenue  bonds  are paid off  only  with the  revenue
generated  by the  project  financed by the bond or other  specified  sources of
revenue.  For example, in the case of a bridge project,  proceeds from the tolls
would go directly to retiring the bond issue.  Thus,  unlike general  obligation
bonds,  revenue  bonds do not represent a pledge of credit or create any debt of
or charge against the general revenues of a municipality or public authority.

     The  municipal  bonds in which the Funds will  invest are subject to one or
more  of the  following  quality  standards:  rated  Baa or  better  by  Moody's
Investors  Service,  Inc.  ("Moody's")  or BBB or  better by  Standard  & Poor's
Ratings Group ("S&P") or, if unrated,  are  determined by the Fund's  investment
adviser to be of comparable quality to such ratings; insured by a municipal bond
insurance  company which is rated Aa by Moody's or AA by S&P;  guaranteed at the
time of  purchase by the U.S.  government  as to the  payment of  principal  and
interest;  or fully  collateralized by an escrow of U.S. government  securities.
Bonds  rated  BBB by S&P or Baa by  Moody's  have  speculative  characteristics.
Changes in economic conditions or other circumstances are more likely to lead to
weakened  capacity to make  principal  and interest  payments  than higher rated
bonds.  However, like the higher rated bonds, these securities are considered to
be investment grade. If any security owned by a Fund loses its rating or has its
rating reduced after the Fund has purchased it, the Fund is not required to sell
or otherwise dispose of the security, but may consider doing so. If ratings made
by  Moody's or S&P change  because  of changes in those  organizations  or their
ratings  systems,  the Funds will try to use comparable  ratings as standards in
accordance with the Funds'  investment  objectives.  A description of the rating
categories   is  contained  in  an  Appendix  to  the  Statement  of  Additional
Information.

     The Funds may also invest in:

                    participation  interests  in any of the  above  obligations.
               (Participation   interests  may  be  purchased   from   financial
               institutions   such  as  commercial   banks,   savings  and  loan
               associations  and  insurance  companies,   and  give  a  Fund  an
               undivided interest in particular municipal securities.);

                    variable   rate   municipal   securities.   (Variable   rate
               securities  offer interest rates which are tied to a money market
               rate, usually a published interest rate or interest rate index or
               the 91-day U.S.  Treasury bill rate. Many of these securities are
               subject to prepayment of principal on demand by the Fund, usually
               in seven days or less.); and

                    municipal  leases issued by state and local  governments  or
               authorities   to  finance  the   acquisition   of  equipment  and
               facilities.  The Fund may purchase  municipal  securities  in the
               form  of  participation   interests  which  represent   undivided
               proportional  interests in lease  payments by a  governmental  or
               non-profit  entity. The lease payments and other rights under the
               lease  provide for and secure the  payments on the  certificates.
               Lease  obligations  may be  limited by  municipal  charter or the
               nature of the appropriation  for the lease. In particular,  lease
               obligations  may be subject  to  periodic  appropriation.  If the
               entity does not appropriate funds for future lease payments,  the
               entity cannot be compelled to make such payments.  Furthermore, a
               lease may provide that the certificate  trustee cannot accelerate
               lease obligations upon default. The trustee would only be able to
               enforce  lease  payments  as they  become  due. In the event of a
               default or  failure of  appropriation,  it is  unlikely  that the
               trustee would be able to obtain an acceptable  substitute  source
               of  payment  or that  the  substitute  source  of  payment  would
               generate tax-exempt income.

     During  periods when,  in the opinion of the Funds  investment  adviser,  a
temporary  defensive  position  in  the  market  is  appropriate,   a  Fund  may
temporarily  invest in  short-term  tax-exempt  or  taxable  investments.  These
temporary  investments  include:  notes  issued by or on behalf of  municipal or
corporate issuers;  obligations issued or guaranteed by the U.S. government, its
agencies,  or instrumentalities;  other debt securities;  commercial paper; bank
certificates of deposit;  shares of other investment  companies;  and repurchase
agreements.   There  are  no  rating   requirements   applicable   to  temporary
investments.   However,  the  Funds  investment  adviser  will  limit  temporary
investments  to those it  considers  to be of  comparable  quality to the Funds'
primary investments.

     Although the Funds are  permitted to make taxable,  temporary  investments,
there is no current  intention of generating  income subject to federal  regular
income tax,  where  applicable.  However,  certain  temporary  investments  will
generate  income which is subject to state taxes.  The Funds may employ  certain
additional investment strategies which are discussed in Investment Practices and
Restrictions", below.

EVERGREEN NEW JERSEY TAX FREE INCOME FUND

     The objective of the EVERGREEN NEW JERSEY TAX FREE INCOME FUND is to seek a
high level of income,  exempt from Federal and New Jersey personal income taxes.
The Fund is available  only to investors  who reside in New Jersey.  There is no
assurance  that the Fund will  achieve  its  stated  objective.  The  investment
objective  of the Fund is  fundamental  and so may not be  changed  without  the
approval of a majority of the Fund's shareholders.

     To attain its  objective,  the  EVERGREEN  NEW JERSEY TAX FREE  INCOME FUND
invests at least 80% of its net assets in  municipal  obligations  issued by the
State  of New  Jersey  or its  counties,  municipalities,  authorities  or other
political  subdivisions  and  municipal  obligations  issued by  territories  or
possessions of the United States, such as Puerto Rico (collectively,  "Municipal
Obligations"), the interests on which, in the opinion of bond counsel, is exempt
from federal and New Jersey personal income taxes.  The Fund normally invests in
intermediate and long-term Municipal  Obligations.  Intermediate-term  Municipal
Obligations  generally  mature  in  three  to  ten  years.  Long-term  Municipal
Obligations  generally mature in ten to thirty years. The Fund has no maximum or
minimum  maturity for any  individual  Municipal  Obligation,  however,  it will
maintain a dollar-weighted  average portfolio  maturity of twenty years or less.
If its investment  adviser  determines that market conditions  warrant a shorter
average maturity, the Fund's investments will be adjusted accordingly.

     The Fund will only  purchase  securities  rated  within  the three  highest
rating  categories  by Moody's or by S&P and unrated  securities  of  equivalent
quality  as  determined  by  the  investment   adviser  pursuant  to  guidelines
established by the Trustees. See the Statement of Additional Information for
further information in regard to ratings.

         The  Fund  will  seek to  invest  substantially  all of its  assets  in
intermediate  and  long-term  Municipal  Obligations.   However,  under  certain
circumstances,  such  as a  temporary  decline  in the  issuance  of New  Jersey
obligations,  the Fund may  invest  up to 20% of its  assets  in the  following:
short-term  municipal  securities  issued outside of New Jersey (the income from
which may be subject to New Jersey income taxes) or certain taxable fixed income
securities  (the  income  from which may be  subject  to federal  and New Jersey
personal income taxes).

         In addition, under unusual circumstances the Fund reserves the right to
invest more than 20% of its assets in securities other than New Jersey Municipal
Obligations such as taxable fixed income securities, the interest from which may
be subject to Federal and New Jersey  personal  income taxes. In most instances,
however,  the Fund will seek to avoid  holdings  in an effort to provide  income
that is fully exempt from federal and New Jersey personal income taxes.

         The Fund may also  invest in  Municipal  Obligations  issued to finance
private  activities,  whose  interest is a  preference  item for purposes of the
Federal  alternative  minimum tax. Such "private  activity  bonds" might include
industrial  development  bonds and securities  issued to finance project such as
solid waste disposal facilities, student loans or water and sewage projects. The
Fund  currently  intends  to treat  "private  activity  bonds" as not  Federally
tax-exempt and  accordingly to limit income from "private  activity bonds" to no
more than 20%. See "Other Information-Dividends, Distributions and Taxes" 
for further information.

Other types of Municipal Obligations purchased by the Fund include:

         Municipal lease obligations.  Municipal lease obligations are financing
arrangements secured by leases of property to a municipality.  These obligations
are  considered to be illiquid  securities and typically are not fully backed by
the municipality's  credit.  Interest from municipal lease obligation may become
taxable if the lease is assigned.  If the governmental user does not appropriate
sufficient  funds for the  following  year's  lease  payments,  the  lease  will
terminate,  with  the  possibility  of  default  on the  lease  obligations  and
significant  loss to the Fund.  The Fund will not purchase any  municipal  lease
obligation  that is not covered by a legal opinion  (typically from the issuer's
counsel) to the effect that, as of the effective  date of such lease,  the lease
is the valid binding obligation of government issuer.

         Resource  recovery  bonds.  Resource  recovery  bonds  may  be  general
obligations  of the issuing  municipality  or  supported  by  corporate  or bank
guarantees.  The  viability  of the  resource  recovery  project,  environmental
protection  regulations and project operator tax incentives may affect the value
and credit quality of resource recovery bonds.

         Zero coupon debt  securities.  Zero coupon debt  securities do not make
regular interest payments.  Instead, they are sold at a deep discount from their
face value. In calculating  their daily dividends,  each day the Fund takes into
account as income a portion of the difference between these securities' purchase
price and their face value.  Because they do not pay current income,  the prices
of zero coupon debt securities can be very volatile when interest rates change.

         Securities with Put or Demand Rights. The Fund has the ability to enter
into put  transactions,  sometimes  referred  to as stand-by  commitments,  with
respect to Municipal Obligations held in its portfolio or to purchase securities
which carry a demand feature or put option which permit the Fund, as holder,  to
tender them back to the issuer or a third  party  prior to maturity  and receive
payment  within seven days.  Segregated  accounts will be maintained by the Fund
for all such transactions.  For a detailed description of put transactions,  see
"Investment Policies--Securities with Put Rights" in the Statement of Additional
Information.

         The amount payable to the Fund by the seller upon its exercise of a put
will normally be (i) the Fund's  acquisition  cost of the securities  (excluding
any  accrued  interest  which  the  Fund  paid on their  acquisition),  less any
amortized  market  premium plus any amortized  market or original issue discount
during the period the Fund owned the securities,  plus (ii) all interest accrued
on the  securities  since the last  interest  payment date during the period the
securities  were  owned  by the  Fund.  Accordingly,  the  amount  payable  by a
broker-dealer or bank during the time a put is exercisable will be substantially
the same as the value of the underlying securities.

         The Fund's right to exercise a put is unconditional and unqualified.  A
put is not  transferable by the Fund,  although the Fund may sell the underlying
securities  to a third  party at any  time.  The Fund  expects  that  puts  will
generally be available without any additional direct or indirect cost.  However,
if necessary and advisable,  the Fund may pay for certain puts either separately
in cash or by paying a higher price for portfolio  securities which are acquired
subject to such a put (thus reducing the yield to maturity  otherwise  available
to the same securities).  Thus, the aggravate price paid for securities with put
rights may be higher than the price that would otherwise be paid.

     The Fund may  enter  into put  transactions  only with  broker-dealers  (in
accordance  with the rules of the Securities and Exchange  Commission) and banks
which, in the opinion of the Fund's Adviser,  present minimal credit risks.  The
Fund's Adviser will monitor periodically the creditworthiness of issuers of such
obligations  held by the Fund.  The Fund's ability to exercise a put will depend
on the ability of the broker-dealer or bank to pay for the underlying securities
at the time the put is  exercised.  In the  event  that a  broker-dealer  should
default on its obligation to purchase an underlying security,  the Fund might be
unable to recover all or a portion of any loss sustained from having to sell the
security  elsewhere.  The Fund intends to enter into put transactions  solely to
maintain  portfolio  liquidity  and does  not  intend  to  exercise  its  rights
thereunder for trading purposes.

Special Risk Factors Related to Investing In New Jersey Municipal Obligations

         It  should  be  noted  that New  Jersey  Municipal  Obligations  may be
adversely  affected by local political and economic  conditions and developments
within the State of New Jersey. For example, adverse conditions in a significant
industry within New Jersey may from time to time have a correspondingly  adverse
effect on specific  issuers within New Jersey or on  anticipated  revenue to the
State  itself;  conversely,  an  improving  economic  outlook for a  significant
industry may have a positive effect on such issuers or revenues.

         The value of New Jersey's Municipal Obligations may also be affected by
general  conditions  in the money markets or the  municipal  bond  markets,  the
levels of federal  and New Jersey  income  tax rates,  the supply of  tax-exempt
bonds, the size of the particular offering, the maturity of the obligation,  the
credit  quality and rating of the issue,  and  perceptions  with  respect to the
level of interest rates. In general, the value of bonds tends to appreciate when
interest  rates decline and  depreciate  when  interest  rates rise. An expanded
discussion  of the risks  associated  with the purchase of New Jersey  issues is
contained in the Statement of Additional Information.

EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND

     EVERGREEN  FLORIDA HIGH INCOME  MUNICIPAL BOND FUND seeks to provide a high
level of current  income which is exempt from  federal  income  taxes.  The term
"high-level"  indicates  that the Fund  seeks to  achieve  an income  level that
exceeds that which an investor would expect from an investment  grade  portfolio
with similar maturity  characteristics.  EVERGREEN FLORIDA HIGH INCOME MUNICIPAL
BOND FUND invests primarily in high yield, medium and lower rated (Baa through C
by Moody's  and BBB  through C1 by S&P) and  unrated  municipal  securities.  To
varying degrees, medium and lower rated municipal securities, as well as unrated
municipal securities, are considered to have speculative characteristics and are
subject to greater market  fluctuations and risk of loss of income and principal
than higher rated securities. To the extent that an investor realizes a yield in
excess of that which could be expected  from a fund which  invests  primarily in
investment grade  securities,  the investor should expect to bear increased risk
due to the fact that the risk of principal and/or interest not being repaid with
respect to the high yield securities  described above is  significantly  greater
than that which  exists in  connection  with  investment  grade  securities.  In
assessing  the risk  involved in  purchasing  medium and lower rated and unrated
securities,  the  Fund's  investment  adviser  will  use  nationally  recognized
statistical  rating  organizations  such as Moody's and S&P,  and will also rely
heavily on credit analysis it develops internally.  Under normal  circumstances,
the Fund's  dollar-weighted  average maturity generally will be fifteen years or
more.  However,  the Fund may invest in securities  of any maturity,  and if the
Fund's investment  adviser  determines that market conditions  warrant a shorter
average  maturity,  the Fund's  investments  will be  adjusted  accordingly.  In
pursuit of its investment  objective,  EVERGREEN  FLORIDA HIGH INCOME  MUNICIPAL
BOND FUND will, under normal market conditions, invest at least 65% of its total
assets in such medium and lower rated municipal  securities or unrated municipal
securities of comparable quality to such rated municipal bonds. Investors should
note that such a policy is not a fundamental  policy of the Fund and shareholder
approval is not  necessary  to change such policy.  There is no  assurance  that
EVERGREEN  FLORIDA HIGH INCOME  MUNICIPAL  BOND FUND can achieve its  investment
objective.

     The Fund will not  invest in  municipal  securities  which are in  default,
i.e.,  securities  rated D by S&P.  Investments  may  also be made by  EVERGREEN
FLORIDA HIGH INCOME  MUNICIPAL BOND FUND in higher quality  municipal bonds and,
for temporary defensive purposes, the Fund may invest less than 65% of its total
assets in the medium and lower quality municipal securities described above. The
Fund may assume a defensive  position if, for  example,  yield  spreads  between
lower  grade and  investment  grade  municipal  bonds are  narrow and the yields
available on lower  quality  municipal  securities  do not justify the increased
risk associated with an investment in such securities or when there is a lack of
medium and lower  quality  issues in which to  invest.  EVERGREEN  FLORIDA  HIGH
INCOME MUNICIPAL BOND FUND may also invest primarily in higher quality municipal
obligations  until its net assets  reach a level  that would  permit the Fund to
begin  investing in medium and lower rated  municipal bonds and at the same time
maintain adequate  diversification  and liquidity.  Investing in this manner may
result in yields lower than those normally  associated  with a fund that invests
primarily in medium and lower quality municipal securities.

       During the fiscal year ended August 31, 1995 EVERGREEN FLORIDA HIGH
INCOME MUNICIPAL BOND FUND'S holdings had the following average credit quality
characteristics:
<TABLE>
<CAPTION>
                                 Percent of
  Rating                         Net Assets
<S>                              <C>          <C>
Aaa or AAA                            5.4%
Aa or AA                            --
A                                     1.9
Baa or BBB                           18.3
Ba or BB                              8.0
Non-rated                            61.5
Total                                95.1%
</TABLE>
 
       The Fund may purchase industrial development bonds only if the interest
on such bonds is, in the opinion of bond counsel, exempt from federal income
taxes. It is anticipated that the annual portfolio turnover rate for the Fund
may exceed 100%. The Fund may employ certain additional investment strategies
which are discussed in "Investment Practices and Restrictions", below. Also, see
the Statement of Additional Information for further information in regard to
ratings.

INVESTMENT PRACTICES AND RESTRICTIONS

     Risk Factors. Bond yields are dependent on several factors including market
conditions,  the size of an offering,  the maturity of the bond,  ratings of the
bond and the ability of issuers to meet their obligations.  There is no limit on
the maturity of the bonds  purchased  by the Funds.  Because the prices of bonds
fluctuate  inversely in relation to the direction of interest rates,  the prices
of longer term bonds  fluctuate more widely in response to market  interest rate
changes. A Fund's concentration in securities issued by its designated state and
that state's political subdivisions provides a greater level of risk than a fund
which is diversified across numerous states and municipal entities.  An expanded
discussion of the risks  associated with the purchase of the designated  state's
municipal bonds is contained in the Statements of Additional Information.

     Although the Funds, other than EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND
FUND,  will not  purchase  securities  rated  below BBB by S&P or Baa by Moody's
(i.e.,  junk bonds),  the Funds are not required to dispose of  securities  that
have been downgraded  subsequent to their purchase. If the municipal obligations
held by a Fund (because of adverse  economic  conditions in a particular  state,
for example) are  downgraded,  the Fund's  concentration  in  securities of that
state may cause the Fund to be subject to the risks inherent in holding material
amounts  of  low-rated  debt  securities  in its  portfolio.  As  stated  above,
EVERGREEN  FLORIDA HIGH INCOME  MUNICIPAL  BOND FUND  invests  primarily in high
yield,  medium and lower  rated (Baa  through C by Moody's and BBB through C1 by
S&P) and unrated securities.  Additional risk factors relating to the investment
by EVERGREEN  FLORIDA HIGH INCOME MUNICIPAL BOND FUND in high yield,  medium and
lower  rated (Baa  through C by Moody's  and BBB  through C1 by S&P) and unrated
securities are discussed below.
 
     Portfolio Turnover. A portfolio turnover rate of 100% would occur if all of
a Fund's portfolio  securities were replaced in one year. The portfolio turnover
rate  experienced by a Fund directly  affects the transaction  costs relating to
the purchase and sale of securities which a Fund bears directly.  A high rate of
portfolio  turnover will  increase  such costs.  See the Statement of Additional
Information  for  further  information  regarding  the  practices  of the  Funds
affecting portfolio turnover.

     Non-Diversification.   Each  of  EVERGREEN  FLORIDA  MUNICIPAL  BOND  FUND,
EVERGREEN  GEORGIA  MUNICIPAL  BOND FUND,  EVERGREEN  NEW JERSEY TAX FREE INCOME
FUND,  EVERGREEN  NORTH CAROLINA  MUNICIPAL BOND FUND,  EVERGREEN SOUTH CAROLINA
MUNICIPAL   BOND  FUND  and  EVERGREEN   VIRGINIA   MUNICIPAL  BOND  FUND  is  a
non-diversified  portfolio of an  investment  company and, as such,  there is no
limit on the percentage of assets which can be invested in any single issuer. An
investment in a Fund, therefore,  will entail greater risk than would exist in a
diversified  investment  company  because the higher  percentage of  investments
among fewer issuers may result in greater  fluctuation in the total market value
of the Fund's  portfolio.  Each of the Funds intends to comply with Subchapter M
of the Internal  Revenue Code of 1986,  as amended (the "Code")  which  requires
that at the end of each  quarter of each taxable  year,  with regard to at least
50% of the  Fund's  total  assets,  no more than 5% of the total  assets  may be
invested  in the  securities  of a single  issuer  and that with  respect to the
remainder of the Fund's total  assets,  no more than 25% of its total assets are
invested in the securities of a single issuer.

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

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

     Lending Of Portfolio  Securities.  In order to generate  additional income,
the Funds may lend their portfolio securities on a short-term or long-term basis
to broker/dealers,  banks, or other institutional  borrowers of securities.  The
Funds will only enter into loan  arrangements  with  creditworthy  borrowers and
will receive collateral in the form of cash or U.S. government  securities equal
to at  least  100%  of the  value  of the  securities  loaned.  As a  matter  of
fundamental  investment  policy,  which  cannot be changed  without  shareholder
approval,  the  Funds  will  not  lend  any of  their  assets  except  portfolio
securities  up to  one-third  of the value of their  total  assets,  except  for
EVERGREEN NEW JERSEY TAX FREE INCOME FUND,  which will only lend up to 5% of the
value of its assets.  There is the risk that when lending portfolio  securities,
the  securities  may not be  available  to a Fund on a timely basis and the Fund
may,  therefore,  lose the  opportunity  to sell the  securities  at a desirable
price.  In addition,  in the event that a borrower of securities  would file for
bankruptcy or become  insolvent,  disposition  of the  securities may be delayed
pending court action.

     Investing In Securities Of Other Investment Companies. Each Fund may invest
in the securities of other investment companies. This is a short-term measure to
invest cash which has not yet been invested in other  portfolio  instruments and
is subject to the  following  limitations:  (1) no Fund will own more than 3% of
the total outstanding  voting stock of any one investment  company,  (2) no Fund
may invest more than 5% of its total  assets in any one  investment  company and
(3) no Fund may invest more than 10% of its total assets in investment companies
in general.  The Funds investment adviser will waive its investment advisory fee
on  assets  invested  in  securities  of other  open end  investment  companies.
Borrowing.  

     As a matter of fundamental policy,  which may not be changed without
shareholder  approval,  the Funds may not  borrow  money  except as a  temporary
measure to facilitate  redemption  requests  which might  otherwise  require the
untimely disposition of portfolio investments and for extraordinary or emergency
purposes, provided that the aggregate amount of such borrowings shall not exceed
one-third of the value of the total net assets at the time of such borrowing.

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

     Unseasoned Issuers.  The Funds will not invest more than 5% of the value of
their total assets in securities of issuers (or  guarantors,  where  applicable)
which have records of less than three years of continuous operations,  including
the operation of any predecessor.

     Risk Factors  Associated with Medium and Lower Rated and Unrated  Municipal
Obligations.  EVERGREEN  FLORIDA HIGH INCOME  MUNICIPAL BOND FUND will invest in
medium and lower  rated or  unrated  municipal  securities.  The market for high
yield,  high  risk  debt  securities  rated  in  the  medium  and  lower  rating
categories,  or  which  are  unrated,  is  relatively  new  and its  growth  has
paralleled  a long  economic  expansion.  Past  experience  may not,  therefore,
provide  an  accurate   indication  of  future   performance   of  this  market,
particularly  during  periods of economic  recession.  An  economic  downturn or
increase in interest rates is likely to have a greater  negative  effect on this
market,  the value of high yield debt  securities in the Fund's  portfolio,  the
Fund's net asset value and the ability of the bonds' issuers to repay  principal
and interest,  meet projected  business goals and obtain  additional  financing,
than would be the case if  investments  by the Fund were limited to higher rated
securities.  These  circumstances  also  may  result  in a higher  incidence  of
defaults.  Yields on medium or lower-rated municipal bonds may not fully reflect
the  higher  risks of such  bonds.  Therefore,  the risk of a decline  in market
value, should interest rates increase or credit quality concerns develop, may be
higher  than  has  historically  been  experienced  with  such  investments.  An
investment  in  EVERGREEN  FLORIDA  HIGH  INCOME  MUNICIPAL  BOND  FUND  may  be
considered  more  speculative  than  investment  in shares of another fund which
invests primarily in higher rated debt securities.

     Prices of high  yield  debt  securities  may be more  sensitive  to adverse
economic changes or corporate  developments than higher rated investments.  Debt
securities with longer maturities, which may have higher yields, may increase or
decrease in value more than debt  securities  with  shorter  maturities.  Market
prices of high yield debt  securities  structured as zero coupon or  pay-in-kind
securities  are affected to a greater extent by interest rate changes and may be
more volatile than securities which pay interest periodically and in cash. Where
EVERGREEN  FLORIDA HIGH INCOME  MUNICIPAL BOND FUND deems it appropriate  and in
the best interests of its shareholders, it may incur additional expenses to seek
recovery  on a debt  security  on which the issuer has  defaulted  and to pursue
litigation  to protect  the  interests  of  security  holders  of its  portfolio
entities.

     Because the market for medium or lower rated  securities may be thinner and
less active  than the market for higher  rated  securities,  there may be market
price  volatility  for these  securities  and  limited  liquidity  in the resale
market.  Unrated  securities  are usually not as attractive to as many buyers as
are  rated  securities,   a  factor  which  may  make  unrated  securities  less
marketable.  These factors may have the effect of limiting the  availability  of
the securities for purchase by EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND
and may also limit the ability of the Fund to sell such securities at their fair
value  either to meet  redemption  requests  or in  response  to  changes in the
economy or the financial  markets.  Adverse publicity and investor  perceptions,
whether  or not based on  fundamental  analysis,  may  decrease  the  values and
liquidity  of medium or lower  rated  debt  securities,  especially  in a thinly
traded market. To the extent the Fund owns or may acquire illiquid or restricted
high  yield  securities,  these  securities  may  involve  special  registration
responsibilities,   liabilities   and  costs,   and   liquidity   and  valuation
difficulties.  Changes  in  values of debt  securities  which the Fund owns will
affect the  Fund's  net asset  value per  share.  If market  quotations  are not
readily  available  for the  Fund's  lower  rated or unrated  securities,  these
securities  will be valued by a method  that the  Trustees  believes  accurately
reflects  fair value.  Valuation  becomes more  difficult  and judgment  plays a
greater  role in  valuing  high  yield  debt  securities  than with  respect  to
securities  for  which  more  external  sources  of  quotations  and  last  sale
information are available.

       Special tax considerations are associated with investing in high yield
debt securities structured as zero coupon or pay-in-kind securities. A Fund
investing in such securities accrues income on these securities prior to the
receipt of cash payments. EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND must
distribute substantially all of its income to shareholders to qualify for pass
through treatment under the tax laws and may, therefore, have to dispose of
portfolio securities to satisfy distribution requirements.

     While  credit  ratings are only one factor  EVERGREEN  FLORIDA  HIGH INCOME
MUNICIPAL BOND FUND'S investment adviser relies on in evaluating high yield debt
securities,  certain  risks are  associated  with using credit  ratings.  Credit
ratings evaluate the safety of principal and interest payments, not market value
risk.  Credit  rating  agencies  may fail to change in timely  manner the credit
ratings to reflect  subsequent  events;  however,  the Fund's investment adviser
continuously  monitors the issuers of high yield debt  securities  in the Fund's
portfolio in an attempt to determine  if the issuers will have  sufficient  cash
flow and profits to meet required principal and interest  payments.  Achievement
of EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND'S investment  objective may
be more dependent  upon the Fund's  investment  adviser and the credit  analysis
capability of the Fund's investment adviser, than is the case for higher quality
debt securities.  Credit ratings for individual  securities may change from time
to time and  EVERGREEN  FLORIDA  HIGH  INCOME  MUNICIPAL  BOND FUND may retain a
portfolio  security  whose  rating  has  been  changed.  See  the  Statement  of
Additional Information for a description of bond and note ratings.

     Transactions  in Options and Futures.  The Funds,  other than EVERGREEN NEW
JERSEY TAX FREE INCOME  FUND,  may engage in options  and futures  transactions.
Options and futures  transactions are intended to enable a Fund to manage market
or  interest  rate  risk,  and the  Funds  do not  use  these  transactions  for
speculation  or leverage.  The Funds,  other than  EVERGREEN NEW JERSEY TAX FREE
INCOME FUND, may attempt to hedge all or a portion of their  portfolios  through
the  purchase of both put and call  options on their  portfolio  securities  and
listed put options on financial futures contracts for portfolio securities.  The
Funds may also write  covered  call  options on their  portfolio  securities  to
attempt  to  increase  their  current  income.  The Funds  will  maintain  their
positions in securities,  option rights, and segregated cash subject to puts and
calls  until the options  are  exercised,  closed,  or have  expired.  An option
position may be closed out only on an exchange which provides a secondary market
for an option of the same series.  The Funds may purchase  listed put options on
financial  futures  contracts.  These  options  will  be used  only  to  protect
portfolio  securities  against  decreases in value resulting from market factors
such as an anticipated increase in interest rates.

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

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

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

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

     The Funds,  other than  EVERGREEN NEW JERSEY TAX FREE INCOME FUND, may sell
or purchase other financial futures  contracts.  When a futures contract is sold
by a Fund,  the profit on the  contract  will tend to rise when the value of the
underlying  securities  declines  and to fall when the value of such  securities
increases.  Thus, the Funds sell futures contracts in order to offset a possible
decline in the profit on their securities. If a futures contract is purchased by
a Fund,  the  value of the  contract  will  tend to rise  when the  value of the
underlying  securities  increases and to fall when the value of such  securities
declines.  The Funds may enter into closing  purchase and sale  transactions  in
order to  terminate a futures  contract and may buy or sell put and call options
for the purpose of closing out their options  positions.  The Funds'  ability to
enter into closing  transactions depends on the development and maintenance of a
liquid  secondary  market.  There is no assurance that a liquid secondary market
will exist for any particular  contract or at any particular  time. As a result,
there  can be no  assurance  that  the  Funds  will  be able  to  enter  into an
offsetting  transaction  with respect to a  particular  contract at a particular
time.  If the Funds are not able to enter into an  offsetting  transaction,  the
Funds will  continue  to be  required  to  maintain  the margin  deposits on the
contract and to complete the contract  according to its terms,  in which case it
would continue to bear market risk on the transaction. Risk

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

                            MANAGEMENT OF THE FUNDS

INVESTMENT ADVISER

     The  management  of each Fund is  supervised  by the Trustees of the Trust
under which each Fund has been established ("Trustees").  The Capital Management
Group  of  First  Union  National  Bank of  North  Carolina  ("CMG")  serves  as
investment  adviser to EVERGREEN FLORIDA MUNICIPAL BOND FUND,  EVERGREEN GEORGIA
MUNICIPAL BOND FUND,  EVERGREEN NEW JERSEY TAX FREE INCOME FUND, EVERGREEN NORTH
CAROLINA  MUNICIPAL BOND FUND,  EVERGREEN  SOUTH  CAROLINA  MUNICIPAL BOND FUND,
EVERGREEN  VIRGINIA  MUNICIPAL  BOND  FUND AND  EVERGREEN  FLORIDA  HIGH  INCOME
MUNICIPAL BOND FUND.  First Union National Bank of North Carolina  ("FUNB") is a
subsidiary of First Union  Corporation  ("First Union"), the sixth largest
bank holding  company in the United States.  First Union is  headquartered  in
Charlotte,  North  Carolina,  and had $83 billion in  consolidated  assets as of
December 31, 1995.  First Union and its  subsidiaries  provide a broad range of
financial  services to individuals and businesses  through offices in 36 states.
The  Capital  Management  Group  of  FUNB  manages  or  otherwise  oversees  the
investment  of over $36 billion in assets  belonging to a wide range of clients,
including all the series of Evergreen  Investment Trust (formerly known as First
Union Funds). First Union Brokerage Services, Inc., a wholly-owned subsidiary of
FUNB, is a registered  broker-dealer  that is  principally  engaged in providing
retail brokerage  services  consistent with its federal banking  authorizations.
First Union Capital Markets Corp., a wholly-owned  subsidiary of First Union, is
a registered broker-dealer principally engaged in providing, consistent with its
federal banking  authorizations,  private  placement,  securities  dealing,  and
underwriting services.

     CMG  manages  investments  and  supervises  the daily  business  affairs of
EVERGREEN  FLORIDA  MUNICIPAL BOND FUND,  EVERGREEN GEORGIA MUNICIPAL BOND FUND,
EVERGREEN NEW JERSEY TAX FREE INCOME FUND,  EVERGREEN  NORTH CAROLINA  MUNICIPAL
BOND FUND,  EVERGREEN  SOUTH CAROLINA  MUNICIPAL BOND FUND,  EVERGREEN  VIRGINIA
MUNICIPAL BOND FUND and EVERGREEN  FLORIDA HIGH INCOME  MUNICIPAL BOND FUND and,
as compensation  therefor,  is entitled to receive an annual fee equal to .50 of
1% of the average daily net assets of each Fund,  other than  EVERGREEN  FLORIDA
HIGH INCOME  MUNICIPAL BOND FUND, from which it is entitled to receive an annual
fee equal to .60 of 1% of average  daily net assets and EVERGREEN NEW JERSEY TAX
FREE  INCOME  FUND,  from which it is entitled to receive an annual fee based on
the  average  daily net assets of the Fund  calculated  as  follows:  up to $500
million-.50  of 1%; in excess of $500  million up to $1  million-  .45 of 1%; in
excess  of $ billion  up to $ 1.5  million  = .35 of 1%.  The  total  annualized
operating  expenses of EVERGREEN FLORIDA MUNICIPAL BOND FUND,  EVERGREEN GEORGIA
MUNICIPAL BOND FUND,  EVERGREEN NEW JERSEY TAX FREE INCOME FUND, EVERGREEN NORTH
CAROLINA  MUNICIPAL BOND FUND,  EVERGREEN  SOUTH  CAROLINA  MUNICIPAL BOND FUND,
EVERGREEN  VIRGINIA  MUNICIPAL  BOND  FUND and  EVERGREEN  FLORIDA  HIGH  INCOME
MUNICIPAL  BOND FUND for the fiscal year ended  August 31, 1995 are set forth in
the section entitled  "Financial  Highlights".  Evergreen Asset Management Corp.
("Evergreen  Asset"), a subsidiary of FUNB, serves as administrator to each Fund
and is entitled  to receive a fee based on the average  daily net assets of each
Fund at a rate based on the total  assets of the mutual  funds  administered  by
Evergreen  Asset for which  CMG or  Evergreen  Asset  also  serve as  investment
adviser,  calculated in accordance  with the  following  schedule:  .050% of the
first $7 billion;  .035% on the next $3  billion;  .030% on the next $5 billion;
 .020% on the next $10 billion; .015% on the next $5 billion; and .010% on assets
in excess of $30 billion.  Furman Selz  Incorporated,  an affiliate of Evergreen
Funds  Distributor,  Inc.,  distributor for the Evergreen group of mutual funds,
serves as sub-administrator  for each Fund and is entitled to receive a fee from
each Fund  calculated  on the  average  daily net  assets of each Fund at a rate
based on the total assets of the mutual funds  administered  by Evergreen  Asset
for which CMG or Evergreen Asset also serve as investment adviser, calculated in
accordance with the following schedule:  .0100% of the first $7 billion;  .0075%
on the next $3 billion;  .0050% on the next $15 billion; and .0040% on assets in
excess of $25  billion.  The total assets of the mutual  funds  administered  by
Evergreen  Asset for which CMG or Evergreen  Asset serve as  investment  adviser
were  approximately  $1 billion as of September 30, 1995. Prior to December XXX,
1995, First Fidelity Bank, N.A. ("First  Fidelity") served as investment adviser
to EVERGREEN NEW JERSEY TAX FREE INCOME FUND.  CMG succeeded to the mutual funds
advisory  business of First Fidelity in connection with the acquisition of First
Fidelity by a subsidiary of First Union.


     Robert S. Drye is a Vice  President  of FUNB,  and has been with FUNB since
1968. Since 1989, Mr. Drye has served as a portfolio  manager for several of the
series of Evergreen  Investment Trust and for certain common trust funds.  Prior
to  1989,  Mr.  Drye was a  marketing  specialist  with  First  Union  Brokerage
Services,  Inc. Mr. Drye has managed the EVERGREEN SOUTH CAROLINA MUNICIPAL BOND
FUND since its inception in 1994 and the EVERGREEN  FLORIDA  MUNICIPAL BOND FUND
since its inception in 1993. Richard K. Marrone is a Vice President of FUNB. Mr.
Marrone joined FUNB in 1993 with eleven years  experience  managing fixed income
assets at Woodbridge Capital Management, a subsidiary of Comerica Bank, N.A. Mr.
Marrone  is  responsible  for the  portfolio  management  of  several  series of
Evergreen  Investment  Trust and certain  common  trust funds.  Mr.  Marrone has
served as portfolio manager of the EVERGREEN NORTH CAROLINA  MUNICIPAL BOND FUND
since 1993,  the  EVERGREEN  FLORIDA HIGH INCOME  MUNICIPAL  BOND FUND since its
inception in 1995 and EVERGREEN  GEORGIA MUNICIPAL BOND FUND since its inception
in 1993.  Charles E. Jeanne  joined  FUNB in 1993.  Prior to joining  FUNB,  Mr.
Jeanne served as a trader/portfolio manager for First American Bank where he was
responsible for individual  accounts and common trust funds. Mr. Jeanne has been
the portfolio manager for the EVERGREEN  VIRGINIA  MUNICIPAL BOND FUND since its
inception in 1993. [ADD NEW JERSEY PORTFOLIO MANAGER]

DISTRIBUTION PLANS AND AGREEMENTS

     Rule 12b-1 under the  Investment  Company Act of 1940 permits an investment
company  to pay  expenses  associated  with the  distribution  of its  shares in
accordance with a duly adopted plan. Each Fund has adopted for each of its Class
A and Class B shares a Rule  12b-1  plan  (each,  a "Plan" or  collectively  the
"Plans").  Under  the  Plans,  each  Fund  may  incur  distribution-related  and
shareholder  servicing-related  expenses  which may not exceed an annual rate of
 .75 of 1% of the aggregate average daily net assets  attributable to the Class A
shares of each Fund other than EVERGREEN NEW JERSEY TAX FREE INCOME FUND, .35 of
1% of the aggregate average daily net assets  attributable to the Class A shares
of EVERGREEN  NEW JERSEY TAX FREE INCOME FUND,  1.00% of the  aggregate  average
daily net assets  attributable to the Class B shares of EVERGREEN NEW JERSEY TAX
FREE INCOME FUND and EVERGREEN FLORIDA HIGH INCOME MUNICIPAL FUND, and .75 of 1%
of the aggregate average daily net assets  attributable to the Class B shares of
EVERGREEN  FLORIDA  MUNICIPAL BOND FUND,  EVERGREEN GEORGIA MUNICIPAL BOND FUND,
EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND, EVERGREEN SOUTH CAROLINA MUNICIPAL
BOND FUND and EVERGREEN VIRGINIA  MUNICIPAL BOND FUND.  Payments under the Plans
adopted with respect to Class A shares are currently  voluntarily limited to .25
of 1% of each Fund's aggregate average daily net assets  attributable to Class A
shares.  The Plans  provide  that a portion of the fee  payable  thereunder  may
constitute  a service fee to be used for  providing  ongoing  personal  services
and/or the maintenance of shareholder accounts. EVERGREEN FLORIDA MUNICIPAL BOND
FUND,  EVERGREEN GEORGIA MUNICIPAL BOND FUND, EVERGREEN NORTH CAROLINA MUNICIPAL
BOND FUND,  EVERGREEN SOUTH CAROLINA  MUNICIPAL BOND FUND AND EVERGREEN VIRGINIA
MUNICIPAL BOND FUND have, in addition to the Plans adopted with respect to their
Class B shares, adopted a shareholder service plan ("Service Plans") relating to
the Class B shares  which  permit each Fund to incur a fee of up to .25 of 1% of
the aggregate  average daily net assets  attributable  to the Class B shares for
ongoing personal services and/or the maintenance of shareholder  accounts.  Such
service fee  payments to financial  intermediaries  for such  purposes,  whether
pursuant  to a Plan or  Service  Plans,  will not exceed  .25% of the  aggregate
average daily net assets attributable to each Class of shares of each Fund.

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

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

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

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

Class A Shares-Front-End Sales Charge Alternative. You can purchase Class A
shares at net asset value plus an initial sales charge, as follows:
                              Initial Sales Charge
<TABLE>
<CAPTION>
                                   as a % of the Net    as a % of the     Commission to Dealer/Agent
       Amount of Purchase           Amount Invested     Offering Price     as a % of Offering Price
<S>                                <C>                  <C>               <C>
Less than $100,000                       4.99%               4.75%                   4.25%
$100,000 - $249,999                      3.90%               3.75%                   3.25%
$250,000 - $499,999                      3.09%               3.00%                   2.50%
$500,000 - $999,999                      2.04%               2.00%                   1.75%
$1,000,000 - $2,499,999                  1.01%               1.00%                   1.00%
Over $2,500,000                           .25%                .25%                    .25%
</TABLE>
 
     No  front-end  sales  charges are imposed on Class A shares  purchased  by:
institutional investors, which may include bank trust departments and registered
investment advisers; investment advisers,  consultants or financial planners who
place  trades for their own  accounts or the  accounts of their  clients and who
charge such clients a management,  consulting, advisory or other fee; clients of
investment  advisers  or  financial  planners  who  place  trades  for their own
accounts if the  accounts  are linked to the master  account of such  investment
advisers or financial  planners on the books of the  broker-dealer  through whom
shares  are  purchased;  institutional  clients  of  broker-dealers,   including
retirement  and  deferred  compensation  plans and the trusts used to fund these
plans,  which place trades through an omnibus account  maintained with a Fund by
the  broker-dealer;  shareholders of record on October 12, 1990 in any series of
Evergreen  Investment  Trust in existence on that date, and the members of their
immediate  families;   employees  of  FUNB  and  its  affiliates,  EFD  and  any
broker-dealer  with whom EFD has entered into an agreement to sell shares of the
Funds,  and members of the immediate  families of such  employees;  and upon the
initial  purchase of an  Evergreen  mutual  fund by  investors  reinvesting  the
proceeds from a redemption  within the preceding  thirty days of shares of other
mutual funds,  provided such shares were  initially  purchased  with a front-end
sales charge or subject to a contingent deferred sales  charge.  Certain  broker
- -dealers  or other  financial institutions may impose a fee on transactions in 
shares of the Funds.

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

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

<TABLE>
<CAPTION>
Year Since Purchase                  Contingent Deferred Sales Charge
<S>                                  <C>                                <C>
FIRST                                                5%
SECOND                                               4%
THIRD and FOURTH                                     3%
FIFTH                                                2%
SIXTH and SEVENTH                                    1%
</TABLE>
 
     The CDSC is deducted from the amount of the  redemption and is paid to EFD.
The CDSC  will be  waived  on  redemptions  of  shares  following  the  death or
disability  of a  shareholder,  to meet  distribution  requirements  for certain
qualified  retirement  plans or in the case of certain  redemptions made under a
Fund's  Systematic  Cash Withdrawal  Plan.  Class B shares are subject to higher
distribution and/or shareholder service fees than Class A shares for a period of
seven years (after which they convert to Class A shares). The higher fees mean a
higher expense ratio, so Class B shares pay correspondingly  lower dividends and
may have a lower net asset  value  than  Class A shares.  See the  Statement  of
Additional Information for further details.

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

     How the Funds  Value  Their  Shares.  The net asset  value of each Class of
shares of a Fund is calculated by dividing the value of the amount of the Fund's
net assets  attributable to that Class by the outstanding  shares of that Class.
Shares are valued each day the New York Stock Exchange (the  "Exchange") is open
as of the close of regular  trading  (currently  4:00 p.m.  Eastern  time).  The
Exchange is closed on New Year's Day, Presidents Day, Good Friday, Memorial Day,
Independence Day, Labor Day,  Thanksgiving Day and Christmas Day. The securities
in a Fund are valued at their  current  market value  determined on the basis of
market quotations or, if such quotations are not readily  available,  such other
methods as the Trustees  believe  would  accurately  reflect fair market  value.
General.  The  decision  as to which Class of shares is more  beneficial  to you
depends  on the amount of your  investment  and the length of time you will hold
it. If you are making a large  investment,  thus  qualifying for a reduced sales
charge,  you  might  consider  Class A  shares.  If you  are  making  a  smaller
investment,  you might  consider  Class B shares since 100% of your  purchase is
invested immediately and since such shares will convert to Class A shares, which
incur lower ongoing  distribution  and/or shareholder  service fees, after seven
years. The  compensation  received by dealers and agents may differ depending on
whether they sell Class A or Class B shares. There is no size limit on purchases
of Class A shares.

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

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

 

HOW TO REDEEM SHARES

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

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

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

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

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

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

EXCHANGE PRIVILEGE

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

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

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

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

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

SHAREHOLDER SERVICES

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

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

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

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

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

EFFECT OF BANKING LAWS

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

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

                               OTHER INFORMATION

DIVIDENDS, DISTRIBUTIONS AND TAXES

     Income dividends are declared daily and paid monthly.  Distributions of any
net realized gains of a Fund will be made at least annually.  Shareholders  will
begin to earn  dividends on the first  business  day after shares are  purchased
unless  shares were not paid for, in which case  dividends  are not earned until
the next  business day after  payment is received.  Each Fund has  qualified and
intends to continue to qualify to be treated as a regulated  investment  company
under the Internal  Revenue  Code of 1986,  as amended  (the  "Code").  While so
qualified,  so long as  each  Fund  distributes  all of its  investment  company
taxable income and any net realized gains to  shareholders,  it is expected that
the  Funds  will  not  be  required  to  pay  any  Federal  income  taxes.  A 4%
nondeductible  excise tax will be imposed on a Fund if it does not meet  certain
distribution   requirements  by  the  end  of  each  calendar  year.  Each  Fund
anticipates meeting such distribution requirements.

     The Funds will  designate and pay  exempt-interest  dividends  derived from
interest  earned on  qualifying  tax-exempt  obligations.  Such  exempt-interest
dividends may be excluded by  shareholders of a Fund from their gross income for
federal   income  tax   purposes,   however   (1)  all  or  a  portion  of  such
exempt-interest  dividends may be a specific preference item for purposes of the
federal  individual and corporate  alternative  minimum taxes to the extent that
they are derived  from  certain  types of private  activity  bonds  issued after
August 7, 1986, and (2) all exempt-interest dividends will be a component of the
"adjusted current  earnings" for purposes of the federal  corporate  alternative
minimum tax.

     Dividends paid from taxable income,  if any, and  distributions  of any net
realized   short-term   capital  gains  (whether  from  tax  exempt  or  taxable
obligations)  are  taxable  as  ordinary  income  and  long-term   capital  gain
distributions  are taxable as long-term  capital gains,  even though received in
additional  shares of the Fund, and  regardless of the investors  holding period
relating to the shares with respect to which such gains are distributed.  Market
discount  recognized  on taxable  and  tax-exempt  bonds is taxable as  ordinary
income, not as excludable income.  Under current law, the highest federal income
tax rate  applicable to net long-term  gains realized by individuals is 28%. The
rate applicable to corporations is 35%.

       Since each Fund's gross income is ordinarily expected to be tax exempt
interest income, it is not expected that the 70% dividends-received deduction
for corporations will be applicable. Specific questions should be addressed to
the investor's own tax adviser.

       Each Fund is required by federal law to withhold 31% of reportable
payments (which may include dividends, capital gains distributions (if any) and
redemptions) paid to certain shareholders. In order to avoid this backup
withholding requirement, each investor must certify on the Share Purchase
Application, or on a separate form supplied by State Street, that the investor's
social security or taxpayer identification number is correct and that the
investor is not currently subject to backup withholding or is exempt from backup
withholding.

     Set forth below are brief descriptions of the personal income tax status of
an  investment  in each of the Funds under  Florida,  Georgia,  New Jersey North
Carolina, South Carolina, and Virginia tax laws currently in effect. Income from
a Fund is not necessarily  free from state income taxes in states other than its
designated state. State laws differ on this issue, and shareholders are urged to
consult  their own tax advisers  regarding  the status of their  accounts  under
state and local laws.

     EVERGREEN  FLORIDA  MUNICIPAL  BOND FUND AND EVERGREEN  FLORIDA HIGH INCOME
MUNICIPAL  BOND  FUND.  Florida  does not  currently  impose  an  income  tax on
individuals.  Thus, individual  shareholders of the Funds will not be subject to
any Florida state income tax on distributions  received from the Funds. However,
certain  distributions  will be  taxable  to  corporate  shareholders  which are
subject  to  Florida   corporate  income  tax.  Florida   currently  imposes  an
intangibles  tax at the  annual  rate of 0.20% on certain  securities  and other
intangible  assets  owned by  Florida  residents.  Certain  types of tax  exempt
securities  of  Florida  issuers,  U.S.  government  securities  and tax  exempt
securities  issued by certain U.S.  territories  and possessions are exempt from
this  intangibles  tax. Shares of the Funds will also be exempt from the Florida
intangibles tax if the portfolio consists  exclusively of securities exempt from
the  intangibles  tax on the last  business  day of the  calendar  year.  If the
portfolio  consists of any assets  which are not so exempt on the last  business
day of the calendar year,  however,  only the portion of the shares of the Funds
which relate to securities  issued by the United States and its  possessions and
territories  will be exempt from the Florida  intangibles tax, and the remaining
portion of such shares will be fully  subject to the  intangibles  tax,  even if
they partly relate to Florida tax exempt securities.

     EVERGREEN   GEORGIA  MUNICIPAL  BOND  FUND.  Under  existing  Georgia  law,
shareholders of the Fund will not be subject to individual or corporate  Georgia
income  taxes  on   distributions   from  the  Fund  to  the  extent  that  such
distributions  represent   exempt-interest  dividends  for  federal  income  tax
purposes that are attributable to (1) interest-bearing  obligations issued by or
on behalf of the State of Georgia or its political subdivisions, or (2) interest
on obligations of the United States or of any other issuer whose obligations are
exempt from state income taxes under federal law. Distributions, if any, derived
from capital gains or other sources generally will be taxable for Georgia income
tax purposes to  shareholders  of the Fund who are subject to the Georgia income
tax. For purposes of the Georgia  intangibles tax, shares of the Fund likely are
taxable  (at the rate of 10 cents  per  $1,000  in value of the  shares  held on
January 1 of each year) to shareholders who are otherwise subject to such tax.

     EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND. Under existing North Carolina
law,  shareholders  of the Fund will not be subject to  individual  or corporate
North Carolina  income taxes on  distributions  from the Fund to the extent that
such distributions  represent  exempt-interest  dividends for federal income tax
purposes that are  attributable  to (1) interest on obligations  issued by North
Carolina and political  subdivisions  thereof or (2) interest on  obligations of
the United States or its  territories  or  possessions.  Distributions,  if any,
derived from capital gains or other sources  generally will be taxable for North
Carolina  income tax purposes to shareholders of the Fund who are subject to the
North Carolina income tax.

     EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND. Under existing South Carolina
law,  shareholders  of the Fund will not be subject to  individual  or corporate
South  Carolina  income  taxes on Fund  distributions  to the  extent  that such
distributions  represent   exempt-interest  dividends  for  federal  income  tax
purposes that are  attributable  to (1) interest on  obligations of the State of
South  Carolina,  or  any  of  its  political  subdivisions,   (2)  interest  on
obligations of the United  States,  or (3) interest on obligations of any agency
or  instrumentality  of the United States that is prohibited by federal law from
being taxed by a state or any political  subdivision of a state.  Distributions,
if any,  derived from capital gains or other sources,  generally will be taxable
for South  Carolina  income tax  purposes  to  shareholders  of the Fund who are
subject to South Carolina income tax.

     EVERGREEN  VIRGINIA  MUNICIPAL  BOND FUND.  Under  existing  Virginia  law,
shareholders of the Fund will not be subject to individual or corporate Virginia
income  taxes on  distributions  received  from the Fund to the extent that such
distributions  represent   exempt-interest  dividends  for  federal  income  tax
purposes that are  attributable to interest earned on (1) obligations  issued by
or on  behalf of the  Commonwealth  of  Virginia  or any  political  subdivision
thereof,  or (2)  obligations  issued by a territory or possession of the United
States or any  subdivision  thereof  which federal law exempts from state income
taxes.  Distributions,  if any,  derived  from  capital  gains or other  sources
generally will be taxable for Virginia  income tax purposes to  shareholders  of
the Fund who are subject to Virginia income tax.

     Statements  describing  the  tax  status  of  shareholders'  dividends  and
distributions  will be mailed annually by the Funds.  These  statements will set
forth  the  amount  of income  exempt  from  federal  and if  applicable,  state
taxation,  and the  amount,  if any,  subject  to  federal  and state  taxation.
Moreover, to the extent necessary,  these statements will indicate the amount of
exempt-interest  dividends which are a specific  preference item for purposes of
the federal individual and corporate alternative minimum taxes. The exemption of
interest income for federal income tax purposes does not  necessarily  result in
exemption  under  the  income  or other  tax law of any  state  or local  taxing
authority.  Investors  should consult their own tax advisers about the status of
distributions from the Funds in their states and localities.  Each Fund notifies
shareholders annually as to the interest exempt from federal taxes earned by the
Fund.

     A shareholder  who acquires Class A shares of a Fund and sells or otherwise
disposes of such shares within ninety days of acquisition  may not be allowed to
include certain sales charges  incurred in acquiring such shares for purposes of
calculating  gain and loss  realized  upon a sale or  exchange  of shares of the
Fund.

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE


GENERAL INFORMATION

     Portfolio  Transactions.  Consistent with the Rules of Fair Practice of the
National  Association of Securities  Dealers,  Inc., and subject to seeking best
price and execution,  a Fund may consider sales of its shares as a factor in the
selection  of  dealers  to enter  into  portfolio  transactions  with the  Fund.

ORGANIZATION

     EVERGREEN  FLORIDA HIGH INCOME  MUNICIPAL BOND FUND is a separate
investment  series of The Evergreen  Municipal  Trust, a Massachusetts  business
trust organized in 1988. EVERGREEN NEW JERSEY TAX FREE INCOME FUND is a separate
investment  series of The Evergreen Tax Free Trust (formerly FFB Funds Trust), a
Massachusetts business trust organized in 1985. EVERGREEN FLORIDA MUNICIPAL BOND
FUND,  EVERGREEN GEORGIA MUNICIPAL BOND FUND, EVERGREEN NORTH CAROLINA MUNICIPAL
BOND FUND,  EVERGREEN SOUTH CAROLINA  MUNICIPAL BOND FUND and EVERGREEN VIRGINIA
MUNICIPAL BOND FUND are each separate investment series of Evergreen  Investment
Trust (formerly First Union Funds), a Massachusetts  business trust organized in
1984. The Funds do not intend to hold annual shareholder  meetings;  shareholder
meetings will be held only when required by applicable  law.  Shareholders  have
available certain procedures for the removal of Trustees.

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

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

     Principal  Underwriter.  EFD,  an  affiliate  of Furman  Selz  Incorporated
located 237 Park Avenue, New York, New York 10169, is the principal  underwriter
of the Funds.  Furman Selz  Incorporated also acts as  sub-administrator  to the
Funds.  

Other  Classes of Shares.  

     Each Fund  currently  offers three classes of shares,  Class A, Class B and
Class Y, and may in the future offer additional classes.  Class Y shares are not
offered by this Prospectus and are only available to (i) persons who at or prior
to December 31, 1994,  owned shares in a mutual fund advised by Evergreen  Asset
(ii) certain  institutional  investors and (iii) investment  advisory clients of
CMG, Evergreen Asset or their affiliates.  The dividends payable with respect to
Class A and Class B shares will be less than those payable with respect to Class
Y shares due to the  distribution  and  distribution  related  expenses borne by
Class A and  Class B shares  and the fact that  such  expenses  are not borne by
Class Y shares.

Performance Information. 

     A Fund's performance may be quoted in advertising in
terms of yield or total return. Both types of performance are based on
Securities and Exchange Commission ("SEC") formulas and are not intended to
indicate future performance.

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

     Total returns are based on the overall  dollar or percentage  change in the
value of a  hypothetical  investment  in a Fund. A Fund's total return shows its
overall  change in value  including  changes in share  prices and  assumes all a
Fund's distributions are reinvested. A cumulative total return reflects a Fund's
performance  over a stated  period  of time.  An  average  annual  total  return
reflects the hypothetical  annually  compounded  return that would have produced
the same cumulative total return if a Fund's  performance had been constant over
the entire  period.  Because  average  annual  total  returns tend to smooth out
variations in a Fund's return,  you should  recognize that they are not the same
as  actual  year-by-year  results.  To  illustrate  the  components  of  overall
performance, a Fund may separate its cumulative and average annual total returns
into income results and realized and unrealized gain or loss.

     Each Fund may also quote  tax-equivalent  yields,  which  show the  taxable
yields an investor would have to earn before taxes to equal the Fund's  tax-free
yields.  A  tax-equivalent  yield is calculated by dividing a Fund's  tax-exempt
yield by the result of one minus a stated Federal tax rate. If only a portion of
a  Fund's  income  was  tax-exempt,   only  that  portion  is  adjusted  in  the
calculation.

     Comparative  performance  information may also be used from time to time in
advertising or marketing a Fund's shares,  including data from Lipper Analytical
Services,  Inc., Morningstar and other industry publications.  The Fund may also
advertise in items of sales  literature  an "actual  distribution  rate which is
computed by dividing the total ordinary  income  distributed  (which may include
the excess of  short-term  capital  gains over losses) to  shareholders  for the
latest twelve month period by the maximum public offering price per share on the
last day of the period.  Investors should be aware that past performance may not
be reflective of future results.

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

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

                   APPENDIX A -- FLORIDA RISK CONSIDERATIONS

     The following is a summary of economic factors which may affect the ability
of the municipal issuers of Florida  obligations to repay general obligation and
revenue  bonds.  Such  information  is derived from  sources that are  generally
available to investors and is believed by the Funds to be accurate,  but has not
been  independently  verified  and may not be complete.  Under  current law, the
State of Florida is  required to  maintain a balanced  budget such that  current
expenses are met from current revenues.  Florida does not currently impose a tax
on personal  income but does  impose  taxes on  corporate  income  derived  from
activities  within the state. In addition,  Florida imposes an ad valorem tax as
well as sales and use taxes.  These taxes are the principal  sources of funds to
meet state expenses, including repayment of, and interest on, obligations backed
solely  by the full  faith and  credit of the  state,  without  recourse  to any
specific project or related revenue source.

     On November 3, 1992,  Florida  voters  approved an  amendment  to the state
constitution  which  limits  the  annual  growth in the  assessed  valuation  of
residential  property  and  which,  over  time,  could  constrain  the growth in
property  taxes,  a major revenue  source for local  governments.  The amendment
restricts  annual  increases  in assessed  valuation  to the lesser of 3% or the
Consumer  Price Index.  The  amendment  applies only to  residential  properties
eligible  for the  homestead  exemption  and does not  affect the  valuation  of
rental,  commercial,  or industrial properties.  When sold, residential property
would be reassessed at market value. The amendment  became effective  January 1,
1993. While no immediate ratings implications are expected,  the amendment could
have a negative impact on the financial  performance of local  governments  over
time and lead to  ratings  revisions  which  may have a  negative  impact on the
prices of affected bonds.

     Many of the bonds in which the Funds invest were issued by various units of
local government in the State of Florida.  In addition,  most of these bonds are
revenue  bonds where the  security  interest of the bond  holders  typically  is
limited  to the  pledge of  revenues  or special  assessments  flowing  from the
project financed by the bonds.  Projects include,  but are not limited to, water
and   waste   water   utilities,   drainage   systems,   roadways,   and   other
development-related infrastructures. Therefore, the capacity of these issuers to
repay their obligations may be affected by variations in the Florida economy.

       Since 1970, Florida has been one of the fastest growing states in the
nation. Average annual population growth over the last 20 years was 320,000.
During this period only California and Texas grew more rapidly. In terms of
total population, Florida moved from the ninth most populous state in 1970 to
fourth today.
       This rapid and sustained pace of population growth has given rise to
sharp increases in construction activity and to the need for roads, drainage
systems, and utilities to serve the burgeoning population. In turn this has
driven the growth in the volume of revenue bond debt outstanding.
       The pace of growth, however, has not been steady. During economic
expansions, Florida's population growth has exceeded 500,000 people per year,
but in recessions growth has slowed to 120,000 per year. The variations in
construction activity over the course of business cycles is also very large.
Although the amplitude of the swings during business cycles is large, the
duration of downturns in Florida's growth has been short. Historically,
depressed levels of growth have lasted only a year or two at most. Furthermore,
Florida's cycles have not been periods of growth or decline. Instead, what has
occurred are periods of more growth or less growth.
       Florida's ability to meet increasing expenses will be dependent in part
upon the state's ability to foster business and economic growth. During the past
decade, Florida has experienced significant increases in the technology-based
and other light industries and in the service sector. This growth has
diversified the state's overall economy, which at one time was dominated by the
citrus and tourism industries. The state's economic and business growth could be
restricted, however, by the natural limitations of environmental resources and
the state's ability to finance adequate public facilities such as roads and
schools.
                                       29
 
<PAGE>
  INVESTMENT ADVISER
  Capital Management Group of First Union National Bank of North Carolina, 201
  South College Street, Charlotte, North Carolina 28288
  CUSTODIAN & TRANSFER AGENT
  State Street Bank & Trust Company, Box 9021, Boston, Massachusetts 02205-9827
  LEGAL COUNSEL
  Sullivan & Worcester LLP, 1025 Connecticut Avenue, N.W., Washington,D.C. 20036
  INDEPENDENT AUDITORS
  KPMG Peat Marwick LLP, One Mellon Bank Center, Pittsburgh, Pennsylvania 15219
      EVERGREEN FLORIDA MUNICIPAL BOND FUND, EVERGREEN GEORGIA MUNICIPAL BOND
      FUND, EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND, EVERGREEN SOUTH
      CAROLINA MUNICIPAL BOND FUND, EVERGREEN VIRGINIA MUNICIPAL BOND FUND
  Price Waterhouse LLP, 1177 Avenue of the Americas, New York, New York 10036
      EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND
  DISTRIBUTOR
  Evergreen Funds Distributor, Inc., 230 Park Avenue, New York, New York 10169
                                                                     536118rev0


*******************************************************************************
Y SINGLE STATE


<PAGE>
  PROSPECTUS                                                 January 22, 1996
                                             (Evergreen tree logo appears here)

  EVERGREEN(SM) STATE SPECIFIC TAX FREE FUNDS
  EVERGREEN FLORIDA MUNICIPAL BOND FUND
  EVERGREEN GEORGIA MUNICIPAL BOND FUND
  EVERGREEN NEW JERSEY TAX FREE INCOME FUND
  EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND
  EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND
  EVERGREEN VIRGINIA MUNICIPAL BOND FUND
  EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND

  CLASS Y SHARES

     The Evergreen  State Specific  Tax-Free Funds (the "Funds") are designed to
provide investors with current income exempt from Federal income tax and certain
state income tax. This  Prospectus  provides  information  regarding the Class Y
shares  offered  by the  Funds.  Each Fund is, or is a series  of, an  open-end,
non-diversified, management investment company except for EVERGREEN FLORIDA HIGH
INCOME  MUNICIPAL BOND FUND which is  diversified.  This  Prospectus  sets forth
concise  information  about the Funds that a  prospective  investor  should know
before investing. The address of the Funds is 2500 Westchester Avenue, Purchase,
New York 10577.

     A "Statement  of  Additional  Information"  for the Funds and certain other
funds in the  Evergreen  group of mutual  funds dated  January 22, 1996 has been
filed  with the  Securities  and  Exchange  Commission  and is  incorporated  by
reference herein. The Statement of Additional  Information  provides information
regarding  certain matters  discussed in this Prospectus and other matters which
may be of interest to investors,  and may be obtained  without charge by calling
the Funds at (800)  807-2940.  There  can be no  assurance  that the  investment
objective  of any Fund will be  achieved.  Investors  are  advised  to read this
Prospectus carefully.

    THE SHARES OFFERED BY THIS PROSPECTUS ARE NOT DEPOSITS OR OBLIGATIONS OF
    ANY BANK, ARE NOT ENDORSED OR GUARANTEED BY ANY BANK, ARE NOT INSURED OR
    OTHERWISE PROTECTED BY THE U.S. GOVERNMENT, THE FEDERAL DEPOSIT INSURANCE
   CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY AND
  INVOLVE INVESTMENT RISKS.

    THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
     AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE
      SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION
   PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION
                     TO THE CONTRARY IS A CRIMINAL OFFENSE.

   EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND WILL INVEST AT LEAST 65%
   OF THE VALUE OF ITS TOTAL ASSETS IN MUNICIPAL SECURITIES CONSISTING OF HIGH
      YIELD (I.E., HIGH RISK), MEDIUM, LOWER RATED AND UNRATED BONDS. SUCH
   SECURITIES ARE COMMONLY CALLED JUNK BONDS AND ARE SUBJECT TO GREATER MARKET
     FLUCTUATIONS AND RISK OF LOSS OF INCOME AND PRINCIPAL THAN HIGHER RATED
   SECURITIES. LOWER QUALITY SECURITIES INVOLVE A GREATER RISK OF DEFAULT AND,
    CONSEQUENTLY, SHARES OF THE EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND
                        FUND ARE SPECULATIVE SECURITIES.

                   KEEP THIS PROSPECTUS FOR FUTURE REFERENCE

  EVERGREEN(SM) is a Service Mark of Evergreen Asset Management Corp.
  Copyright 1995, Evergreen Asset Management Corp.
 
<PAGE>
                               TABLE OF CONTENTS


OVERVIEW OF THE FUNDS                                     
EXPENSE INFORMATION                                       
FINANCIAL HIGHLIGHTS                                      
DESCRIPTION OF THE FUNDS
         Investment Objectives and Policies               
         Investment Practices and Restrictions            
MANAGEMENT OF THE FUNDS
         Investment Adviser                               
PURCHASE AND REDEMPTION OF SHARES
         How to Buy Shares                                
         How to Redeem Shares                             
         Exchange Privilege                               
         Shareholder Services                             
         Effect of Banking Laws                           
OTHER INFORMATION
         Dividends, Distributions and Taxes                    
         General Information                              
APPENDIX
         Florida Risk Considerations                      

 
                             OVERVIEW OF THE FUNDS

     The  following  summary is qualified  in its entirety by the more  detailed
information  contained  elsewhere in this  Prospectus.  See  "Description of the
Funds" and "Management of the Funds".

     The Capital Management Group of First Union National Bank of North Carolina
("CMG") serves as investment  adviser to Evergreen State Specific Tax Free Funds
which  include:   EVERGREEN  FLORIDA  MUNICIPAL  BOND  FUND,  EVERGREEN  GEORGIA
MUNICIPAL BOND FUND, EVERGREEN NEW JERSEY TAX FREE FUND, EVERGREEN  NORTH 
CAROLINA  MUNICIPAL BOND FUND,  EVERGREEN
SOUTH CAROLINA  MUNICIPAL BOND FUND,  EVERGREEN VIRGINIA MUNICIPAL BOND FUND and
EVERGREEN  FLORIDA HIGH INCOME MUNICIPAL BOND FUND. First Union National Bank of
North Carolina ("FUNB") is a subsidiary of First Union  Corporation, the sixth
largest bank holding company in the United States.

     EVERGREEN  FLORIDA  MUNICIPAL  BOND  FUND  (formerly  First  Union  Florida
Municipal Bond Portfolio,  successor to ABT Florida Tax-Free Fund) seeks current
income exempt from federal income tax consistent  with  preservation of capital.
In  addition,  the Fund  intends  to qualify as an  investment  exempt  from the
Florida state intangibles tax.

     EVERGREEN  GEORGIA  MUNICIPAL  BOND  FUND  (formerly  First  Union  Georgia
Municipal  Bond  Portfolio)  seeks current income exempt from federal income tax
and Georgia state income tax, consistent with preservation of capital.

     EVERGREEN NEW JERSEY TAX FREE INCOME FUND (formerly FFB New Jersey Tax Free
Income  Fund) seeks a high level of income,  exempt from  federal and New Jersey
personal income taxes.

     EVERGREEN  NORTH CAROLINA  MUNICIPAL BOND FUND (formerly  First Union North
Carolina  Municipal  Bond  Portfolio)  seeks current  income exempt from federal
income tax and North Carolina state income tax,  consistent with preservation of
capital. In addition, the Fund intends to qualify as an investment substantially
exempt from the North Carolina intangible personal property tax.

     EVERGREEN  SOUTH CAROLINA  MUNICIPAL BOND FUND (formerly  First Union South
Carolina  Municipal  Bond  Portfolio  seeks  current  income exempt from federal
income tax and South Carolina state income tax.

     EVERGREEN  VIRGINIA  MUNICIPAL  BOND FUND  (formerly  First Union  Virginia
Municipal  Bond  Portfolio)  seeks current income exempt from federal income tax
and Virginia state income tax, consistent with preservation of capital.

     EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND (successor to ABT Florida
High Income Municipal Bond Fund) seeks to provide a high level of current income
exempt from federal income tax. Under normal circumstances, the Fund will invest
at least 65% of the value of its total assets in municipal securities consisting
of high yield (i.e., high risk), medium, lower rated and unrated bonds.

       THERE IS NO ASSURANCE THAT THE INVESTMENT OBJECTIVE OF ANY FUND WILL BE
ACHIEVED.
                                       2
 
<PAGE>
                              EXPENSE INFORMATION

     The table set forth below  summarizes  the  shareholder  transaction  costs
associated  with an  investment  in Class Y Shares  of a Fund.  For
further  information  see "Purchase and  Redemption of Fund Shares" and "General
Information -- Other Classes of Shares".
<TABLE>
<CAPTION>
SHAREHOLDER TRANSACTION EXPENSES       Class Y  Shares
<S>                                    <C>            
Maximum Sales Charge Imposed on             4.75%     
Purchases (as a % of offering price)
Sales Charge on Dividend Reinvestments      None      
Contingent Deferred Sales Charge            None      
(as a % of original purchase                          
price or redemption proceeds,                         
 whichever is lower)                                  
                                                      
Redemption Fee                              None      
Exchange Fee                                None      
</TABLE>
 
       The following tables show for each Fund the estimated annual operating
expenses (as a percentage of average net assets) attributable to each Class of
Shares, together with examples of the cumulative effect of such expenses on a
hypothetical $1,000 investment in each Class for the periods specified assuming
(i) a 5% annual return and (ii) redemption at the end of each period and,
additionally for Class B shares, no redemption at the end of each period.

       In the following examples (i) the expenses for Class A Shares assume
deduction of the maximum 4.75% sales charge at the time of purchase, (ii) the
expenses for Class B Shares assume deduction at the time of redemption (if
applicable) of the maximum contingent deferred sales charge applicable for that
time period, and (iii) the expenses for Class B Shares reflect the conversion to
Class A Shares eight years after purchase (years eight through ten, therefore,
reflect Class A expenses).


[TO BE ADDED]
 
<PAGE>
                              FINANCIAL HIGHLIGHTS


[FINANCIAL HIGHLIGHTS TO BE ADDED BY AMENDMENT]

 
<PAGE>
                            DESCRIPTION OF THE FUNDS

INVESTMENT OBJECTIVES AND POLICIES

EVERGREEN FLORIDA MUNICIPAL BOND FUND
EVERGREEN GEORGIA MUNICIPAL BOND FUND
EVERGREEN NORTH CAROLINA MUNICIPAL BOND FUND
EVERGREEN SOUTH CAROLINA MUNICIPAL BOND FUND
EVERGREEN VIRGINIA MUNICIPAL BOND FUND

     The Funds seek current  income exempt from federal  regular income tax and,
where applicable,  state income taxes,  consistent with preservation of capital.
In addition,  the EVERGREEN FLORIDA MUNICIPAL BOND FUND intends to qualify as an
investment  exempt from the Florida  state  intangibles  tax.  Florida  does not
currently tax personal income.

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

     As a matter of  fundamental  investment  policy,  which may not be  changed
without shareholder approval,  each Fund will normally invest its assets so that
at least 80% of its annual interest income is, or at least 80% of its net assets
are,  invested in obligations which provide interest income which is exempt from
federal  regular  income taxes.  The interest  retains its tax-free  status when
distributed to the Funds' shareholders.  In addition,  at least 65% of the value
of each  Fund's  total  assets  will  be  invested  in  municipal  bonds  of the
particular  state  after  which the Fund is named.  To qualify as an  investment
exempt from the Florida state  intangibles tax, the Evergreen  Florida Municipal
Bond Fund's  portfolio  must  consist  entirely of  investments  exempt from the
Florida state intangibles tax on the last business day of the calendar year.

     Each  Fund  seeks  to  achieve  its   investment   objective  by  investing
principally in municipal bonds,  including industrial  development bonds, of its
designated state. In addition,  the Funds may invest in obligations issued by or
on behalf of any state, territory, or possession of the United States, including
the  District of  Columbia,  or their  political  subdivisions  or agencies  and
instrumentalities,  the interest from which is exempt from federal (regular,  if
applicable)  income tax. It is likely that  shareholders  who are subject to the
alternative  minimum tax will be required to include  interest from a portion of
the municipal  securities owned by a Fund in calculating the federal  individual
alternative minimum tax or the federal alternative minimum tax for corporations.

     Municipal bonds are debt obligations  issued by the state or local entities
to support a government's  general financial needs or special projects,  such as
housing projects or sewer works.  Municipal bonds include industrial development
bonds issued by or on behalf of public  authorities to provide  financing aid to
acquire sites or construct or equip  facilities  for privately or publicly owned
corporations.

     The  two  principal   classifications   of  municipal  bonds  are  "general
obligation" and "revenue"  bonds.  General  obligation  bonds are secured by the
issuer's pledge of its full faith and credit and taxing power for the payment of
principal  and  interest.  Revenue  bonds  are paid off  only  with the  revenue
generated  by the  project  financed by the bond or other  specified  sources of
revenue.  For example, in the case of a bridge project,  proceeds from the tolls
would go directly to retiring the bond issue.  Thus,  unlike general  obligation
bonds,  revenue  bonds do not represent a pledge of credit or create any debt of
or charge against the general revenues of a municipality or public authority.

     The  municipal  bonds in which the Funds will  invest are subject to one or
more  of the  following  quality  standards:  rated  Baa or  better  by  Moody's
Investors  Service,  Inc.  ("Moody's")  or BBB or  better by  Standard  & Poor's
Ratings Group ("S&P") or, if unrated,  are  determined by the Fund's  investment
adviser to be of comparable quality to such ratings; insured by a municipal bond
insurance  company which is rated Aa by Moody's or AA by S&P;  guaranteed at the
time of  purchase by the U.S.  government  as to the  payment of  principal  and
interest;  or fully  collateralized by an escrow of U.S. government  securities.
Bonds  rated  BBB by S&P or Baa by  Moody's  have  speculative  characteristics.
Changes in economic conditions or other circumstances are more likely to lead to
weakened  capacity to make  principal  and interest  payments  than higher rated
bonds.  However, like the higher rated bonds, these securities are considered to
be investment grade. If any security owned by a Fund loses its rating or has its
rating reduced after the Fund has purchased it, the Fund is not required to sell
or otherwise dispose of the security, but may consider doing so. If ratings made
by  Moody's or S&P change  because  of changes in those  organizations  or their
ratings  systems,  the Funds will try to use comparable  ratings as standards in
accordance with the Funds'  investment  objectives.  A description of the rating
categories   is  contained  in  an  Appendix  to  the  Statement  of  Additional
Information.

     The Funds may also invest in:

                    participation  interests  in any of the  above  obligations.
               (Participation   interests  may  be  purchased   from   financial
               institutions   such  as  commercial   banks,   savings  and  loan
               associations  and  insurance  companies,   and  give  a  Fund  an
               undivided interest in particular municipal securities.);

                    variable   rate   municipal   securities.   (Variable   rate
               securities  offer interest rates which are tied to a money market
               rate, usually a published interest rate or interest rate index or
               the 91-day U.S.  Treasury bill rate. Many of these securities are
               subject to prepayment of principal on demand by the Fund, usually
               in seven days or less.); and

                    municipal  leases issued by state and local  governments  or
               authorities   to  finance  the   acquisition   of  equipment  and
               facilities.  The Fund may purchase  municipal  securities  in the
               form  of  participation   interests  which  represent   undivided
               proportional  interests in lease  payments by a  governmental  or
               non-profit  entity. The lease payments and other rights under the
               lease  provide for and secure the  payments on the  certificates.
               Lease  obligations  may be  limited by  municipal  charter or the
               nature of the appropriation  for the lease. In particular,  lease
               obligations  may be subject  to  periodic  appropriation.  If the
               entity does not appropriate funds for future lease payments,  the
               entity cannot be compelled to make such payments.  Furthermore, a
               lease may provide that the certificate  trustee cannot accelerate
               lease obligations upon default. The trustee would only be able to
               enforce  lease  payments  as they  become  due. In the event of a
               default or  failure of  appropriation,  it is  unlikely  that the
               trustee would be able to obtain an acceptable  substitute  source
               of  payment  or that  the  substitute  source  of  payment  would
               generate tax-exempt income.

     During  periods when,  in the opinion of the Funds  investment  adviser,  a
temporary  defensive  position  in  the  market  is  appropriate,   a  Fund  may
temporarily  invest in  short-term  tax-exempt  or  taxable  investments.  These
temporary  investments  include:  notes  issued by or on behalf of  municipal or
corporate issuers;  obligations issued or guaranteed by the U.S. government, its
agencies,  or instrumentalities;  other debt securities;  commercial paper; bank
certificates of deposit;  shares of other investment  companies;  and repurchase
agreements.   There  are  no  rating   requirements   applicable   to  temporary
investments.   However,  the  Funds  investment  adviser  will  limit  temporary
investments  to those it  considers  to be of  comparable  quality to the Funds'
primary investments.

     Although the Funds are  permitted to make taxable,  temporary  investments,
there is no current  intention of generating  income subject to federal  regular
income tax,  where  applicable.  However,  certain  temporary  investments  will
generate  income which is subject to state taxes.  The Funds may employ  certain
additional investment strategies which are discussed in Investment Practices and
Restrictions", below.

EVERGREEN NEW JERSEY TAX FREE INCOME FUND

     The objective of the EVERGREEN NEW JERSEY TAX FREE INCOME FUND is to seek a
high level of income,  exempt from Federal and New Jersey personal income taxes.
The Fund is available  only to investors  who reside in New Jersey.  There is no
assurance  that the Fund will  achieve  its  stated  objective.  The  investment
objective  of the Fund is  fundamental  and so may not be  changed  without  the
approval of a majority of the Fund's shareholders.

     To attain its  objective,  the  EVERGREEN  NEW JERSEY TAX FREE  INCOME FUND
invests at least 80% of its net assets in  municipal  obligations  issued by the
State  of New  Jersey  or its  counties,  municipalities,  authorities  or other
political  subdivisions  and  municipal  obligations  issued by  territories  or
possessions of the United States, such as Puerto Rico (collectively,  "Municipal
Obligations"), the interests on which, in the opinion of bond counsel, is exempt
from federal and New Jersey personal income taxes.  The Fund normally invests in
intermediate and long-term Municipal  Obligations.  Intermediate-term  Municipal
Obligations  generally  mature  in  three  to  ten  years.  Long-term  Municipal
Obligations  generally mature in ten to thirty years. The Fund has no maximum or
minimum  maturity for any  individual  Municipal  Obligation,  however,  it will
maintain a dollar-weighted  average portfolio  maturity of twenty years or less.
If its investment  adviser  determines that market conditions  warrant a shorter
average maturity, the Fund's investments will be adjusted accordingly.

     The Fund will only  purchase  securities  rated  within  the three  highest
rating  categories  by Moody's or by S&P and unrated  securities  of  equivalent
quality  as  determined  by  the  investment   adviser  pursuant  to  guidelines
established by the Trustees. See the Statement of Additional Information for
further information in regard to ratings.

         The  Fund  will  seek to  invest  substantially  all of its  assets  in
intermediate  and  long-term  Municipal  Obligations.   However,  under  certain
circumstances,  such  as a  temporary  decline  in the  issuance  of New  Jersey
obligations,  the Fund may  invest  up to 20% of its  assets  in the  following:
short-term  municipal  securities  issued outside of New Jersey (the income from
which may be subject to New Jersey income taxes) or certain taxable fixed income
securities  (the  income  from which may be  subject  to federal  and New Jersey
personal income taxes).

         In addition, under unusual circumstances the Fund reserves the right to
invest more than 20% of its assets in securities other than New Jersey Municipal
Obligations such as taxable fixed income securities, the interest from which may
be subject to Federal and New Jersey  personal  income taxes. In most instances,
however,  the Fund will seek to avoid  holdings  in an effort to provide  income
that is fully exempt from federal and New Jersey personal income taxes.

         The Fund may also  invest in  Municipal  Obligations  issued to finance
private  activities,  whose  interest is a  preference  item for purposes of the
Federal  alternative  minimum tax. Such "private  activity  bonds" might include
industrial  development  bonds and securities  issued to finance project such as
solid waste disposal facilities, student loans or water and sewage projects. The
Fund  currently  intends  to treat  "private  activity  bonds" as not  Federally
tax-exempt and  accordingly to limit income from "private  activity bonds" to no
more than 20%. See "Other Information-Dividends, Distributions and Taxes" 
for further information.

Other types of Municipal Obligations purchased by the Fund include:

         Municipal lease obligations.  Municipal lease obligations are financing
arrangements secured by leases of property to a municipality.  These obligations
are  considered to be illiquid  securities and typically are not fully backed by
the municipality's  credit.  Interest from municipal lease obligation may become
taxable if the lease is assigned.  If the governmental user does not appropriate
sufficient  funds for the  following  year's  lease  payments,  the  lease  will
terminate,  with  the  possibility  of  default  on the  lease  obligations  and
significant  loss to the Fund.  The Fund will not purchase any  municipal  lease
obligation  that is not covered by a legal opinion  (typically from the issuer's
counsel) to the effect that, as of the effective  date of such lease,  the lease
is the valid binding obligation of government issuer.

         Resource  recovery  bonds.  Resource  recovery  bonds  may  be  general
obligations  of the issuing  municipality  or  supported  by  corporate  or bank
guarantees.  The  viability  of the  resource  recovery  project,  environmental
protection  regulations and project operator tax incentives may affect the value
and credit quality of resource recovery bonds.

         Zero coupon debt  securities.  Zero coupon debt  securities do not make
regular interest payments.  Instead, they are sold at a deep discount from their
face value. In calculating  their daily dividends,  each day the Fund takes into
account as income a portion of the difference between these securities' purchase
price and their face value.  Because they do not pay current income,  the prices
of zero coupon debt securities can be very volatile when interest rates change.

         Securities with Put or Demand Rights. The Fund has the ability to enter
into put  transactions,  sometimes  referred  to as stand-by  commitments,  with
respect to Municipal Obligations held in its portfolio or to purchase securities
which carry a demand feature or put option which permit the Fund, as holder,  to
tender them back to the issuer or a third  party  prior to maturity  and receive
payment  within seven days.  Segregated  accounts will be maintained by the Fund
for all such transactions.  For a detailed description of put transactions,  see
"Investment Policies--Securities with Put Rights" in the Statement of Additional
Information.

         The amount payable to the Fund by the seller upon its exercise of a put
will normally be (i) the Fund's  acquisition  cost of the securities  (excluding
any  accrued  interest  which  the  Fund  paid on their  acquisition),  less any
amortized  market  premium plus any amortized  market or original issue discount
during the period the Fund owned the securities,  plus (ii) all interest accrued
on the  securities  since the last  interest  payment date during the period the
securities  were  owned  by the  Fund.  Accordingly,  the  amount  payable  by a
broker-dealer or bank during the time a put is exercisable will be substantially
the same as the value of the underlying securities.

         The Fund's right to exercise a put is unconditional and unqualified.  A
put is not  transferable by the Fund,  although the Fund may sell the underlying
securities  to a third  party at any  time.  The Fund  expects  that  puts  will
generally be available without any additional direct or indirect cost.  However,
if necessary and advisable,  the Fund may pay for certain puts either separately
in cash or by paying a higher price for portfolio  securities which are acquired
subject to such a put (thus reducing the yield to maturity  otherwise  available
to the same securities).  Thus, the aggravate price paid for securities with put
rights may be higher than the price that would otherwise be paid.

     The Fund may  enter  into put  transactions  only with  broker-dealers  (in
accordance  with the rules of the Securities and Exchange  Commission) and banks
which, in the opinion of the Fund's Adviser,  present minimal credit risks.  The
Fund's Adviser will monitor periodically the creditworthiness of issuers of such
obligations  held by the Fund.  The Fund's ability to exercise a put will depend
on the ability of the broker-dealer or bank to pay for the underlying securities
at the time the put is  exercised.  In the  event  that a  broker-dealer  should
default on its obligation to purchase an underlying security,  the Fund might be
unable to recover all or a portion of any loss sustained from having to sell the
security  elsewhere.  The Fund intends to enter into put transactions  solely to
maintain  portfolio  liquidity  and does  not  intend  to  exercise  its  rights
thereunder for trading purposes.

Special Risk Factors Related to Investing In New Jersey Municipal Obligations

         It  should  be  noted  that New  Jersey  Municipal  Obligations  may be
adversely  affected by local political and economic  conditions and developments
within the State of New Jersey. For example, adverse conditions in a significant
industry within New Jersey may from time to time have a correspondingly  adverse
effect on specific  issuers within New Jersey or on  anticipated  revenue to the
State  itself;  conversely,  an  improving  economic  outlook for a  significant
industry may have a positive effect on such issuers or revenues.

         The value of New Jersey's Municipal Obligations may also be affected by
general  conditions  in the money markets or the  municipal  bond  markets,  the
levels of federal  and New Jersey  income  tax rates,  the supply of  tax-exempt
bonds, the size of the particular offering, the maturity of the obligation,  the
credit  quality and rating of the issue,  and  perceptions  with  respect to the
level of interest rates. In general, the value of bonds tends to appreciate when
interest  rates decline and  depreciate  when  interest  rates rise. An expanded
discussion  of the risks  associated  with the purchase of New Jersey  issues is
contained in the Statement of Additional Information.

EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND

     EVERGREEN  FLORIDA HIGH INCOME  MUNICIPAL BOND FUND seeks to provide a high
level of current  income which is exempt from  federal  income  taxes.  The term
"high-level"  indicates  that the Fund  seeks to  achieve  an income  level that
exceeds that which an investor would expect from an investment  grade  portfolio
with similar maturity  characteristics.  EVERGREEN FLORIDA HIGH INCOME MUNICIPAL
BOND FUND invests primarily in high yield, medium and lower rated (Baa through C
by Moody's  and BBB  through C1 by S&P) and  unrated  municipal  securities.  To
varying degrees, medium and lower rated municipal securities, as well as unrated
municipal securities, are considered to have speculative characteristics and are
subject to greater market  fluctuations and risk of loss of income and principal
than higher rated securities. To the extent that an investor realizes a yield in
excess of that which could be expected  from a fund which  invests  primarily in
investment grade  securities,  the investor should expect to bear increased risk
due to the fact that the risk of principal and/or interest not being repaid with
respect to the high yield securities  described above is  significantly  greater
than that which  exists in  connection  with  investment  grade  securities.  In
assessing  the risk  involved in  purchasing  medium and lower rated and unrated
securities,  the  Fund's  investment  adviser  will  use  nationally  recognized
statistical  rating  organizations  such as Moody's and S&P,  and will also rely
heavily on credit analysis it develops internally.  Under normal  circumstances,
the Fund's  dollar-weighted  average maturity generally will be fifteen years or
more.  However,  the Fund may invest in securities  of any maturity,  and if the
Fund's investment  adviser  determines that market conditions  warrant a shorter
average  maturity,  the Fund's  investments  will be  adjusted  accordingly.  In
pursuit of its investment  objective,  EVERGREEN  FLORIDA HIGH INCOME  MUNICIPAL
BOND FUND will, under normal market conditions, invest at least 65% of its total
assets in such medium and lower rated municipal  securities or unrated municipal
securities of comparable quality to such rated municipal bonds. Investors should
note that such a policy is not a fundamental  policy of the Fund and shareholder
approval is not  necessary  to change such policy.  There is no  assurance  that
EVERGREEN  FLORIDA HIGH INCOME  MUNICIPAL  BOND FUND can achieve its  investment
objective.

     The Fund will not  invest in  municipal  securities  which are in  default,
i.e.,  securities  rated D by S&P.  Investments  may  also be made by  EVERGREEN
FLORIDA HIGH INCOME  MUNICIPAL BOND FUND in higher quality  municipal bonds and,
for temporary defensive purposes, the Fund may invest less than 65% of its total
assets in the medium and lower quality municipal securities described above. The
Fund may assume a defensive  position if, for  example,  yield  spreads  between
lower  grade and  investment  grade  municipal  bonds are  narrow and the yields
available on lower  quality  municipal  securities  do not justify the increased
risk associated with an investment in such securities or when there is a lack of
medium and lower  quality  issues in which to  invest.  EVERGREEN  FLORIDA  HIGH
INCOME MUNICIPAL BOND FUND may also invest primarily in higher quality municipal
obligations  until its net assets  reach a level  that would  permit the Fund to
begin  investing in medium and lower rated  municipal bonds and at the same time
maintain adequate  diversification  and liquidity.  Investing in this manner may
result in yields lower than those normally  associated  with a fund that invests
primarily in medium and lower quality municipal securities.

       During the fiscal year ended August 31, 1995 EVERGREEN FLORIDA HIGH
INCOME MUNICIPAL BOND FUND'S holdings had the following average credit quality
characteristics:
<TABLE>
<CAPTION>
                                 Percent of
  Rating                         Net Assets
<S>                              <C>          <C>
Aaa or AAA                            5.4%
Aa or AA                            --
A                                     1.9
Baa or BBB                           18.3
Ba or BB                              8.0
Non-rated                            61.5
Total                                95.1%
</TABLE>
 
       The Fund may purchase industrial development bonds only if the interest
on such bonds is, in the opinion of bond counsel, exempt from federal income
taxes. It is anticipated that the annual portfolio turnover rate for the Fund
may exceed 100%. The Fund may employ certain additional investment strategies
which are discussed in "Investment Practices and Restrictions", below. Also, see
the Statement of Additional Information for further information in regard to
ratings.

INVESTMENT PRACTICES AND RESTRICTIONS

     Risk Factors. Bond yields are dependent on several factors including market
conditions,  the size of an offering,  the maturity of the bond,  ratings of the
bond and the ability of issuers to meet their obligations.  There is no limit on
the maturity of the bonds  purchased  by the Funds.  Because the prices of bonds
fluctuate  inversely in relation to the direction of interest rates,  the prices
of longer term bonds  fluctuate more widely in response to market  interest rate
changes. A Fund's concentration in securities issued by its designated state and
that state's political subdivisions provides a greater level of risk than a fund
which is diversified across numerous states and municipal entities.  An expanded
discussion of the risks  associated with the purchase of the designated  state's
municipal bonds is contained in the Statements of Additional Information.

     Although the Funds, other than EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND
FUND,  will not  purchase  securities  rated  below BBB by S&P or Baa by Moody's
(i.e.,  junk bonds),  the Funds are not required to dispose of  securities  that
have been downgraded  subsequent to their purchase. If the municipal obligations
held by a Fund (because of adverse  economic  conditions in a particular  state,
for example) are  downgraded,  the Fund's  concentration  in  securities of that
state may cause the Fund to be subject to the risks inherent in holding material
amounts  of  low-rated  debt  securities  in its  portfolio.  As  stated  above,
EVERGREEN  FLORIDA HIGH INCOME  MUNICIPAL  BOND FUND  invests  primarily in high
yield,  medium and lower  rated (Baa  through C by Moody's and BBB through C1 by
S&P) and unrated securities.  Additional risk factors relating to the investment
by EVERGREEN  FLORIDA HIGH INCOME MUNICIPAL BOND FUND in high yield,  medium and
lower  rated (Baa  through C by Moody's  and BBB  through C1 by S&P) and unrated
securities are discussed below.
 
     Portfolio Turnover. A portfolio turnover rate of 100% would occur if all of
a Fund's portfolio  securities were replaced in one year. The portfolio turnover
rate  experienced by a Fund directly  affects the transaction  costs relating to
the purchase and sale of securities which a Fund bears directly.  A high rate of
portfolio  turnover will  increase  such costs.  See the Statement of Additional
Information  for  further  information  regarding  the  practices  of the  Funds
affecting portfolio turnover.

     Non-Diversification.   Each  of  EVERGREEN  FLORIDA  MUNICIPAL  BOND  FUND,
EVERGREEN  GEORGIA  MUNICIPAL  BOND FUND,  EVERGREEN  NEW JERSEY TAX FREE INCOME
FUND,  EVERGREEN  NORTH CAROLINA  MUNICIPAL BOND FUND,  EVERGREEN SOUTH CAROLINA
MUNICIPAL   BOND  FUND  and  EVERGREEN   VIRGINIA   MUNICIPAL  BOND  FUND  is  a
non-diversified  portfolio of an  investment  company and, as such,  there is no
limit on the percentage of assets which can be invested in any single issuer. An
investment in a Fund, therefore,  will entail greater risk than would exist in a
diversified  investment  company  because the higher  percentage of  investments
among fewer issuers may result in greater  fluctuation in the total market value
of the Fund's  portfolio.  Each of the Funds intends to comply with Subchapter M
of the Internal  Revenue Code of 1986,  as amended (the "Code")  which  requires
that at the end of each  quarter of each taxable  year,  with regard to at least
50% of the  Fund's  total  assets,  no more than 5% of the total  assets  may be
invested  in the  securities  of a single  issuer  and that with  respect to the
remainder of the Fund's total  assets,  no more than 25% of its total assets are
invested in the securities of a single issuer.

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

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

     Lending Of Portfolio  Securities.  In order to generate  additional income,
the Funds may lend their portfolio securities on a short-term or long-term basis
to broker/dealers,  banks, or other institutional  borrowers of securities.  The
Funds will only enter into loan  arrangements  with  creditworthy  borrowers and
will receive collateral in the form of cash or U.S. government  securities equal
to at  least  100%  of the  value  of the  securities  loaned.  As a  matter  of
fundamental  investment  policy,  which  cannot be changed  without  shareholder
approval,  the  Funds  will  not  lend  any of  their  assets  except  portfolio
securities  up to  one-third  of the value of their  total  assets,  except  for
EVERGREEN NEW JERSEY TAX FREE INCOME FUND,  which will only lend up to 5% of the
value of its assets.  There is the risk that when lending portfolio  securities,
the  securities  may not be  available  to a Fund on a timely basis and the Fund
may,  therefore,  lose the  opportunity  to sell the  securities  at a desirable
price.  In addition,  in the event that a borrower of securities  would file for
bankruptcy or become  insolvent,  disposition  of the  securities may be delayed
pending court action.

     Investing In Securities Of Other Investment Companies. Each Fund may invest
in the securities of other investment companies. This is a short-term measure to
invest cash which has not yet been invested in other  portfolio  instruments and
is subject to the  following  limitations:  (1) no Fund will own more than 3% of
the total outstanding  voting stock of any one investment  company,  (2) no Fund
may invest more than 5% of its total  assets in any one  investment  company and
(3) no Fund may invest more than 10% of its total assets in investment companies
in general.  The Funds investment adviser will waive its investment advisory fee
on  assets  invested  in  securities  of other  open end  investment  companies.
Borrowing.  

     As a matter of fundamental policy,  which may not be changed without
shareholder  approval,  the Funds may not  borrow  money  except as a  temporary
measure to facilitate  redemption  requests  which might  otherwise  require the
untimely disposition of portfolio investments and for extraordinary or emergency
purposes, provided that the aggregate amount of such borrowings shall not exceed
one-third of the value of the total net assets at the time of such borrowing.

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

     Unseasoned Issuers.  The Funds will not invest more than 5% of the value of
their total assets in securities of issuers (or  guarantors,  where  applicable)
which have records of less than three years of continuous operations,  including
the operation of any predecessor.

     Risk Factors  Associated with Medium and Lower Rated and Unrated  Municipal
Obligations.  EVERGREEN  FLORIDA HIGH INCOME  MUNICIPAL BOND FUND will invest in
medium and lower  rated or  unrated  municipal  securities.  The market for high
yield,  high  risk  debt  securities  rated  in  the  medium  and  lower  rating
categories,  or  which  are  unrated,  is  relatively  new  and its  growth  has
paralleled  a long  economic  expansion.  Past  experience  may not,  therefore,
provide  an  accurate   indication  of  future   performance   of  this  market,
particularly  during  periods of economic  recession.  An  economic  downturn or
increase in interest rates is likely to have a greater  negative  effect on this
market,  the value of high yield debt  securities in the Fund's  portfolio,  the
Fund's net asset value and the ability of the bonds' issuers to repay  principal
and interest,  meet projected  business goals and obtain  additional  financing,
than would be the case if  investments  by the Fund were limited to higher rated
securities.  These  circumstances  also  may  result  in a higher  incidence  of
defaults.  Yields on medium or lower-rated municipal bonds may not fully reflect
the  higher  risks of such  bonds.  Therefore,  the risk of a decline  in market
value, should interest rates increase or credit quality concerns develop, may be
higher  than  has  historically  been  experienced  with  such  investments.  An
investment  in  EVERGREEN  FLORIDA  HIGH  INCOME  MUNICIPAL  BOND  FUND  may  be
considered  more  speculative  than  investment  in shares of another fund which
invests primarily in higher rated debt securities.

     Prices of high  yield  debt  securities  may be more  sensitive  to adverse
economic changes or corporate  developments than higher rated investments.  Debt
securities with longer maturities, which may have higher yields, may increase or
decrease in value more than debt  securities  with  shorter  maturities.  Market
prices of high yield debt  securities  structured as zero coupon or  pay-in-kind
securities  are affected to a greater extent by interest rate changes and may be
more volatile than securities which pay interest periodically and in cash. Where
EVERGREEN  FLORIDA HIGH INCOME  MUNICIPAL BOND FUND deems it appropriate  and in
the best interests of its shareholders, it may incur additional expenses to seek
recovery  on a debt  security  on which the issuer has  defaulted  and to pursue
litigation  to protect  the  interests  of  security  holders  of its  portfolio
entities.

     Because the market for medium or lower rated  securities may be thinner and
less active  than the market for higher  rated  securities,  there may be market
price  volatility  for these  securities  and  limited  liquidity  in the resale
market.  Unrated  securities  are usually not as attractive to as many buyers as
are  rated  securities,   a  factor  which  may  make  unrated  securities  less
marketable.  These factors may have the effect of limiting the  availability  of
the securities for purchase by EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND
and may also limit the ability of the Fund to sell such securities at their fair
value  either to meet  redemption  requests  or in  response  to  changes in the
economy or the financial  markets.  Adverse publicity and investor  perceptions,
whether  or not based on  fundamental  analysis,  may  decrease  the  values and
liquidity  of medium or lower  rated  debt  securities,  especially  in a thinly
traded market. To the extent the Fund owns or may acquire illiquid or restricted
high  yield  securities,  these  securities  may  involve  special  registration
responsibilities,   liabilities   and  costs,   and   liquidity   and  valuation
difficulties.  Changes  in  values of debt  securities  which the Fund owns will
affect the  Fund's  net asset  value per  share.  If market  quotations  are not
readily  available  for the  Fund's  lower  rated or unrated  securities,  these
securities  will be valued by a method  that the  Trustees  believes  accurately
reflects  fair value.  Valuation  becomes more  difficult  and judgment  plays a
greater  role in  valuing  high  yield  debt  securities  than with  respect  to
securities  for  which  more  external  sources  of  quotations  and  last  sale
information are available.

       Special tax considerations are associated with investing in high yield
debt securities structured as zero coupon or pay-in-kind securities. A Fund
investing in such securities accrues income on these securities prior to the
receipt of cash payments. EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND must
distribute substantially all of its income to shareholders to qualify for pass
through treatment under the tax laws and may, therefore, have to dispose of
portfolio securities to satisfy distribution requirements.

     While  credit  ratings are only one factor  EVERGREEN  FLORIDA  HIGH INCOME
MUNICIPAL BOND FUND'S investment adviser relies on in evaluating high yield debt
securities,  certain  risks are  associated  with using credit  ratings.  Credit
ratings evaluate the safety of principal and interest payments, not market value
risk.  Credit  rating  agencies  may fail to change in timely  manner the credit
ratings to reflect  subsequent  events;  however,  the Fund's investment adviser
continuously  monitors the issuers of high yield debt  securities  in the Fund's
portfolio in an attempt to determine  if the issuers will have  sufficient  cash
flow and profits to meet required principal and interest  payments.  Achievement
of EVERGREEN FLORIDA HIGH INCOME MUNICIPAL BOND FUND'S investment  objective may
be more dependent  upon the Fund's  investment  adviser and the credit  analysis
capability of the Fund's investment adviser, than is the case for higher quality
debt securities.  Credit ratings for individual  securities may change from time
to time and  EVERGREEN  FLORIDA  HIGH  INCOME  MUNICIPAL  BOND FUND may retain a
portfolio  security  whose  rating  has  been  changed.  See  the  Statement  of
Additional Information for a description of bond and note ratings.

     Transactions  in Options and Futures.  The Funds,  other than EVERGREEN NEW
JERSEY TAX FREE INCOME  FUND,  may engage in options  and futures  transactions.
Options and futures  transactions are intended to enable a Fund to manage market
or  interest  rate  risk,  and the  Funds  do not  use  these  transactions  for
speculation  or leverage.  The Funds,  other than  EVERGREEN NEW JERSEY TAX FREE
INCOME FUND, may attempt to hedge all or a portion of their  portfolios  through
the  purchase of both put and call  options on their  portfolio  securities  and
listed put options on financial futures contracts for portfolio securities.  The
Funds may also write  covered  call  options on their  portfolio  securities  to
attempt  to  increase  their  current  income.  The Funds  will  maintain  their
positions in securities,  option rights, and segregated cash subject to puts and
calls  until the options  are  exercised,  closed,  or have  expired.  An option
position may be closed out only on an exchange which provides a secondary market
for an option of the same series.  The Funds may purchase  listed put options on
financial  futures  contracts.  These  options  will  be used  only  to  protect
portfolio  securities  against  decreases in value resulting from market factors
such as an anticipated increase in interest rates.

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

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

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

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

     The Funds,  other than  EVERGREEN NEW JERSEY TAX FREE INCOME FUND, may sell
or purchase other financial futures  contracts.  When a futures contract is sold
by a Fund,  the profit on the  contract  will tend to rise when the value of the
underlying  securities  declines  and to fall when the value of such  securities
increases.  Thus, the Funds sell futures contracts in order to offset a possible
decline in the profit on their securities. If a futures contract is purchased by
a Fund,  the  value of the  contract  will  tend to rise  when the  value of the
underlying  securities  increases and to fall when the value of such  securities
declines.  The Funds may enter into closing  purchase and sale  transactions  in
order to  terminate a futures  contract and may buy or sell put and call options
for the purpose of closing out their options  positions.  The Funds'  ability to
enter into closing  transactions depends on the development and maintenance of a
liquid  secondary  market.  There is no assurance that a liquid secondary market
will exist for any particular  contract or at any particular  time. As a result,
there  can be no  assurance  that  the  Funds  will  be able  to  enter  into an
offsetting  transaction  with respect to a  particular  contract at a particular
time.  If the Funds are not able to enter into an  offsetting  transaction,  the
Funds will  continue  to be  required  to  maintain  the margin  deposits on the
contract and to complete the contract  according to its terms,  in which case it
would continue to bear market risk on the transaction. Risk

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

                            MANAGEMENT OF THE FUNDS

INVESTMENT ADVISER

     The  management  of each Fund is  supervised  by the Trustees of the Trust
under which each Fund has been established ("Trustees").  The Capital Management
Group  of  First  Union  National  Bank of  North  Carolina  ("CMG")  serves  as
investment  adviser to EVERGREEN FLORIDA MUNICIPAL BOND FUND,  EVERGREEN GEORGIA
MUNICIPAL BOND FUND,  EVERGREEN NEW JERSEY TAX FREE INCOME FUND, EVERGREEN NORTH
CAROLINA  MUNICIPAL BOND FUND,  EVERGREEN  SOUTH  CAROLINA  MUNICIPAL BOND FUND,
EVERGREEN  VIRGINIA  MUNICIPAL  BOND  FUND AND  EVERGREEN  FLORIDA  HIGH  INCOME
MUNICIPAL BOND FUND.  First Union National Bank of North Carolina  ("FUNB") is a
subsidiary of First Union  Corporation  ("First Union"), the sixth largest
bank holding  company in the United States.  First Union is  headquartered  in
Charlotte,  North  Carolina,  and had $83 billion in  consolidated  assets as of
December 31, 1995.  First Union and its  subsidiaries  provide a broad range of
financial  services to individuals and businesses  through offices in 36 states.
The  Capital  Management  Group  of  FUNB  manages  or  otherwise  oversees  the
investment  of over $36 billion in assets  belonging to a wide range of clients,
including all the series of Evergreen  Investment Trust (formerly known as First
Union Funds). First Union Brokerage Services, Inc., a wholly-owned subsidiary of
FUNB, is a registered  broker-dealer  that is  principally  engaged in providing
retail brokerage  services  consistent with its federal banking  authorizations.
First Union Capital Markets Corp., a wholly-owned  subsidiary of First Union, is
a registered broker-dealer principally engaged in providing, consistent with its
federal banking  authorizations,  private  placement,  securities  dealing,  and
underwriting services.

     CMG  manages  investments  and  supervises  the daily  business  affairs of
EVERGREEN  FLORIDA  MUNICIPAL BOND FUND,  EVERGREEN GEORGIA MUNICIPAL BOND FUND,
EVERGREEN NEW JERSEY TAX FREE INCOME FUND,  EVERGREEN  NORTH CAROLINA  MUNICIPAL
BOND FUND,  EVERGREEN  SOUTH CAROLINA  MUNICIPAL BOND FUND,  EVERGREEN  VIRGINIA
MUNICIPAL BOND FUND and EVERGREEN  FLORIDA HIGH INCOME  MUNICIPAL BOND FUND and,
as compensation  therefor,  is entitled to receive an annual fee equal to .50 of
1% of the average daily net assets of each Fund,  other than  EVERGREEN  FLORIDA
HIGH INCOME  MUNICIPAL BOND FUND, from which it is entitled to receive an annual
fee equal to .60 of 1% of average  daily net assets and EVERGREEN NEW JERSEY TAX
FREE  INCOME  FUND,  from which it is entitled to receive an annual fee based on
the  average  daily net assets of the Fund  calculated  as  follows:  up to $500
million-.50  of 1%; in excess of $500  million up to $1  million-  .45 of 1%; in
excess  of $ billion  up to $ 1.5  million  = .35 of 1%.  The  total  annualized
operating  expenses of EVERGREEN FLORIDA MUNICIPAL BOND FUND,  EVERGREEN GEORGIA
MUNICIPAL BOND FUND,  EVERGREEN NEW JERSEY TAX FREE INCOME FUND, EVERGREEN NORTH
CAROLINA  MUNICIPAL BOND FUND,  EVERGREEN  SOUTH  CAROLINA  MUNICIPAL BOND FUND,
EVERGREEN  VIRGINIA  MUNICIPAL  BOND  FUND and  EVERGREEN  FLORIDA  HIGH  INCOME
MUNICIPAL  BOND FUND for the fiscal year ended  August 31, 1995 are set forth in
the section entitled  "Financial  Highlights".  Evergreen Asset Management Corp.
("Evergreen  Asset"), a subsidiary of FUNB, serves as administrator to each Fund
and is entitled  to receive a fee based on the average  daily net assets of each
Fund at a rate based on the total  assets of the mutual  funds  administered  by
Evergreen  Asset for which  CMG or  Evergreen  Asset  also  serve as  investment
adviser,  calculated in accordance  with the  following  schedule:  .050% of the
first $7 billion;  .035% on the next $3  billion;  .030% on the next $5 billion;
 .020% on the next $10 billion; .015% on the next $5 billion; and .010% on assets
in excess of $30 billion.  Furman Selz  Incorporated,  an affiliate of Evergreen
Funds  Distributor,  Inc.,  distributor for the Evergreen group of mutual funds,
serves as sub-administrator  for each Fund and is entitled to receive a fee from
each Fund  calculated  on the  average  daily net  assets of each Fund at a rate
based on the total assets of the mutual funds  administered  by Evergreen  Asset
for which CMG or Evergreen Asset also serve as investment adviser, calculated in
accordance with the following schedule:  .0100% of the first $7 billion;  .0075%
on the next $3 billion;  .0050% on the next $15 billion; and .0040% on assets in
excess of $25  billion.  The total assets of the mutual  funds  administered  by
Evergreen  Asset for which CMG or Evergreen  Asset serve as  investment  adviser
were  approximately  $1 billion as of September 30, 1995. Prior to December XXX,
1995, First Fidelity Bank, N.A. ("First  Fidelity") served as investment adviser
to EVERGREEN NEW JERSEY TAX FREE INCOME FUND.  CMG succeeded to the mutual funds
advisory  business of First Fidelity in connection with the acquisition of First
Fidelity by a subsidiary of First Union.


     Robert S. Drye is a Vice  President  of FUNB,  and has been with FUNB since
1968. Since 1989, Mr. Drye has served as a portfolio  manager for several of the
series of Evergreen  Investment Trust and for certain common trust funds.  Prior
to  1989,  Mr.  Drye was a  marketing  specialist  with  First  Union  Brokerage
Services,  Inc. Mr. Drye has managed the EVERGREEN SOUTH CAROLINA MUNICIPAL BOND
FUND since its inception in 1994 and the EVERGREEN  FLORIDA  MUNICIPAL BOND FUND
since its inception in 1993. Richard K. Marrone is a Vice President of FUNB. Mr.
Marrone joined FUNB in 1993 with eleven years  experience  managing fixed income
assets at Woodbridge Capital Management, a subsidiary of Comerica Bank, N.A. Mr.
Marrone  is  responsible  for the  portfolio  management  of  several  series of
Evergreen  Investment  Trust and certain  common  trust funds.  Mr.  Marrone has
served as portfolio manager of the EVERGREEN NORTH CAROLINA  MUNICIPAL BOND FUND
since 1993,  the  EVERGREEN  FLORIDA HIGH INCOME  MUNICIPAL  BOND FUND since its
inception in 1995 and EVERGREEN  GEORGIA MUNICIPAL BOND FUND since its inception
in 1993.  Charles E. Jeanne  joined  FUNB in 1993.  Prior to joining  FUNB,  Mr.
Jeanne served as a trader/portfolio manager for First American Bank where he was
responsible for individual  accounts and common trust funds. Mr. Jeanne has been
the portfolio manager for the EVERGREEN  VIRGINIA  MUNICIPAL BOND FUND since its
inception in 1993. [ADD NEW JERSEY PORTFOLIO MANAGER]



                       PURCHASE AND REDEMPTION OF SHARES
HOW TO BUY SHARES

       Eligible investors may purchase Fund shares at net asset value by mail or
wire as described below. The Funds impose no sales charges on Class Y shares.
Class Y shares are the only class of shares offered by this Prospectus and are
only available to (i) persons who at or prior to December 31, 1994 owned shares
in a mutual fund advised by Evergreen Asset, (ii) certain institutional
investors and (iii) investment advisory clients of CMG
                                       13
 
<PAGE>
Evergreen Asset or their affiliates. The minimum initial investment is $1,000,
which may be waived in certain situations. There is no minimum for subsequent
investments. Investors may make subsequent investments by establishing a
Systematic Investment Plan or a Telephone Investment Plan.
Purchases by Mail or Wire. Each investor must complete the Share Purchase
Application and mail it, together with a check made payable to the Fund whose
shares are being purchased, to State Street Bank and Trust Company ("State
Street") at P.O. Box 9021, Boston, Massachusetts 02205-9827. Checks not drawn on
U.S. banks will be subject to foreign collection which will delay an investor's
investment date and will be subject to processing fees.

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

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

How the Funds Value Their Shares. The net asset value of each Class of shares of
a Fund is calculated by dividing the value of the amount of the Fund's net
assets attributable to that Class by the outstanding shares of that Class.
Shares are valued each day the New York Stock Exchange (the "Exchange") is open
as of the close of regular trading (currently 4:00 p.m. Eastern time). The
Exchange is closed on New Year's Day, Presidents Day, Good Friday, Memorial Day,
Independence Day, Labor Day, Thanksgiving Day and Christmas Day. The securities
in a Fund are valued at their current market value determined on the basis of
market quotations or, if such quotations are not readily available, such other
methods as a Fund's Trustees believe would accurately reflect fair market value.
Additional Purchase Information. As a condition of this offering, if a purchase
is canceled due to nonpayment or because an investor's check does not clear, the
investor will be responsible for any loss a Fund or the Fund's investment
adviser incurs. If such investor is an existing shareholder, a Fund may redeem
shares from an investor's account to reimburse the Fund or the Fund's investment
adviser for any loss. In addition, such investors may be prohibited or
restricted from making further purchases in any of the Evergreen mutual funds.

       A Fund cannot accept investments specifying a certain price or date and
reserves the right to reject any specific purchase order, including orders in
connection with exchanges from the other Evergreen mutual funds. Although not
currently anticipated, each Fund reserves the right to suspend the offer of
shares for a period of time.

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

HOW TO REDEEM SHARES

       You may "redeem", i.e., sell your shares in a Fund to the Fund on any day
the Exchange is open, either directly or through your financial intermediary.
The price you will receive is the net asset value next calculated after the Fund
receives your request in proper form. Proceeds generally will be sent to you
within seven days. However, for shares recently purchased by check, a Fund will
not send proceeds until it is reasonably satisfied that the check has been
collected (which may take up to ten days). Once a redemption request has been
telephoned or mailed, it is irrevocable and may not be modified or canceled.
Redeeming Shares Directly by Mail or Telephone. Send a signed letter of
instruction or stock power form to State Street which is the registrar, transfer
agent and dividend-disbursing agent for each Fund. Stock power forms are
available from your financial intermediary, State Street, and many commercial
banks. Additional documentation is required for the sale of shares by
corporations, financial intermediaries, fiduciaries and surviving joint owners.
Signature guarantees are required for all redemption requests for shares with a
value of more than $10,000 or where the redemption proceeds are to be mailed to
an address other than that shown in the account registration. A signature
guarantee must be provided by a bank or trust company (not a Notary Public), a
member firm of a domestic stock exchange or by other financial institutions
whose guarantees are acceptable to State Street.

       Shareholders may withdraw amounts of $1,000 or more from their accounts
by calling State Street (800-423-2615) between the hours of 8:00 a.m. and 5:30
p.m. (Eastern time) each business day (i.e., any weekday exclusive of days on
which the Exchange or State Street's offices are closed). The Exchange is closed
on New Year's Day, Presidents Day, Good Friday, Memorial Day, Independence Day,
Labor Day, Thanksgiving Day and Christmas Day. Redemption requests made after
4:00 p.m. (Eastern time) will be processed using the net asset value determined
on the next business day. Such redemption requests must include the
shareholder's account name, as registered with a Fund, and the account number.
During periods of drastic economic or market changes, shareholders may
experience difficulty in effecting telephone redemptions. Shareholders who are
unable to reach a Fund or State Street by telephone should follow the procedures
outlined above for redemption by mail.

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

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

EXCHANGE PRIVILEGE

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

       Each of the Evergreen mutual funds has different investment objectives
and policies. For complete information, a prospectus of the fund into which an
exchange will be made should be read prior to the exchange. An exchange is
treated for Federal income tax purposes as a redemption and purchase of shares
and may result in the realization of a capital gain or loss. Each Fund imposes a
fee of $5 per exchange on shareholders who exchange in excess of four times per
calendar year. This exchange privilege may be modified or discontinued at any
time by the Fund upon sixty days' notice to shareholders and is only available
in states in which shares of the fund being acquired may lawfully be sold.
Exchanges by Telephone and Mail. You may exchange shares with a value of $1,000
or more by telephone by calling State Street (800-423-2615). Exchange requests
made after 4:00 p.m. (Eastern time) will be processed using the net asset value
determined on the next business day. During periods of drastic economic or
market changes, shareholders may experience difficulty in effecting telephone
exchanges. You should follow the procedures outlined below for exchanges by mail
if you are unable to reach State Street by telephone. If you wish to use the
telephone exchange service you should indicate this on the Share Purchase
Application. As noted above, each Fund will employ reasonable procedures to
confirm that instructions for the redemption or exchange of shares communicated
by telephone are genuine. A telephone exchange may be refused by a Fund or State
Street if it is believed advisable to do so. Procedures for exchanging Fund
shares by telephone may be modified or terminated at any time. Written requests
for exchanges should follow the same procedures outlined for written redemption
requests in the section entitled "How to Redeem Shares", however, no signature
guarantee is required.

SHAREHOLDER SERVICES

       The Funds offer the following shareholder services. For more information
about these services or your account, contact your financial intermediary,
Evergreen Funds Distributor, Inc. ("EFD"), the distributor of the Funds, or the
toll-free number on the front page of this Prospectus. Some services are
described in more detail in the Share Purchase Application.
Systematic Investment Plan. You may make monthly or quarterly investments into
an existing account automatically in amounts of not less than $25.
Telephone Investment Plan. You may make investments into an existing account
electronically in amounts of not less than $100 or more than $10,000 per
investment. Telephone investment requests received by 3:00 p.m. (Eastern time)
will be credited to a shareholder's account the day the request is received.
Systematic Cash Withdrawal Plan. When an account of $10,000 or more is opened or
when an existing account reaches that size, you may participate in the Funds
Systematic Cash Withdrawal Plan by filling out the appropriate part of the Share
Purchase Application. Under this plan, you may receive (or designate a third
party to receive) a monthly or quarterly check in a stated amount of not less
than $100. Fund shares will be redeemed as necessary to meet withdrawal
payments. All participants must elect to have their dividends and capital gain
distributions reinvested automatically.
Automatic Reinvestment Plan. For the convenience of investors, all dividends and
distributions are automatically reinvested in full and fractional shares of a
Fund at the net asset value per share on the last business day of each month,
unless otherwise requested by a shareholder in writing. If the transfer agent
does not receive a written request for subsequent dividends and/or distributions
to be paid in cash at least three full business days prior to a given record
date, the dividends and/or distributions to be paid to a shareholder will be
reinvested. If you elect to receive dividends and distributions in cash and the
U.S. Postal Service cannot deliver the checks, or if the checks remain uncashed
for six months, the checks will be reinvested into your account at the then
current net asset value.

EFFECT OF BANKING LAWS

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

       Changes to applicable laws and regulations or future judicial or
administrative decisions could result in CMG or Evergreen Asset being prevented
from continuing to perform the services required under the investment advisory
contract or from acting as agent in connection with the purchase of shares of a
Fund by its customers. If CMG or Evergreen Asset were prevented from continuing
to provide the services called for under the investment advisory agreement, it
is expected that the Trustees would identify, and call upon each Fund's
shareholders to
                                       16
 
<PAGE>
approve, a new investment adviser. If this were to occur, it is not anticipated
that the shareholders of any Fund would suffer any adverse financial
consequences.
                               OTHER INFORMATION

DIVIDENDS, DISTRIBUTIONS AND TAXES

       Income dividends are declared daily and paid monthly. Distributions of
any net realized gains of a Fund will be made at least annually. Shareholders
will begin to earn dividends on the first business day after shares are
purchased unless shares were not paid for, in which case dividends are not
earned until the next business day after payment is received. Each Fund has
qualified and intends to continue to qualify to be treated as a regulated
investment company under the Internal Revenue Code (the "Code"). While so
qualified, so long as each Fund distributes all of its investment company
taxable income and any net realized gains to shareholders, it is expected that
the Funds will not be required to pay any Federal income taxes. A 4%
nondeductible excise tax will be imposed on a Fund if it does not meet certain
distribution requirements by the end of each calendar year. Each Fund
anticipates meeting such distribution requirements.

       The Funds will designate and pay exempt-interest dividends derived from
interest earned on qualifying tax-exempt obligations. Such exempt-interest
dividends may be excluded by shareholders of a Fund from their gross income for
Federal income tax purposes, however (1) all or a portion of such
exempt-interest dividends may be a specific preference item for purposes of the
Federal individual and corporate alternative minimum taxes to the extent that
they are derived from certain types of private activity bonds issued after
August 7, 1986, and (2) all exempt-interest dividends will be a component of the
"adjusted current earnings" for purposes of the Federal corporate alternative
minimum tax.

       Dividends paid from taxable income, if any, and distributions of any net
realized short-term capital gains (whether from tax exempt or taxable
obligations) are taxable as ordinary income and long-term capital gain
distributions are taxable as long-term capital gains, even though received in
additional shares of the Fund, and regardless of the investors holding period
relating to the shares with respect to which such gains are distributed. Market
discount recognized on taxable and tax-exempt bonds is taxable as ordinary
income, not as excludable income. Under current law, the highest Federal income
tax rate applicable to net long-term gains realized by individuals is 28%. The
rate applicable to corporations is 35%.

       Since each Fund's gross income is ordinarily expected to be tax exempt
interest income, it is not expected that the 70% dividends-received deduction
for corporations will be applicable. Specific questions should be addressed to
the investor's own tax adviser.

       Each Fund is required by Federal law to withhold 31% of reportable
payments (which may include dividends, capital gains distributions (if any) and
redemptions) paid to certain shareholders. In order to avoid this backup
withholding requirement, each investor must certify on the Share Purchase
Application, or on a separate form supplied by State Street, that the investor's
social security or taxpayer identification number is correct and that the
investor is not currently subject to backup withholding or is exempt from backup
withholding.

       For EVERGREEN SHORT-INTERMEDIATE MUNICIPAL FUND-CALIFORNIA, so long as
the Fund remains qualified under Subchapter M of the Code for federal purposes
and qualified as a diversified management investment company, then under current
California law, the Fund is entitled to pass through to its shareholders the
tax-exempt income it earns. To the extent that Fund dividends are derived from
earnings on California Municipal Securities, such dividends will be exempt from
California personal income taxes when received by the Fund's shareholders,
provided the Fund has complied with the requirement that at least 50% of its
assets be invested in California Municipal Securities. For California income tax
purposes, long-term capital gains distributions are taxable as ordinary income.

       Statements describing the tax status of shareholders' dividends and
distributions will be mailed annually by the Funds. These statements will set
forth the amount of income exempt from Federal and, if applicable, state
taxation (including California), and the amount, if any, subject to Federal and
state taxation. Moreover, to the extent necessary, these statements will
indicate the amount of exempt-interest dividends which are a specific preference
item for purposes of the Federal individual and corporate alternative minimum
taxes. The exemption of interest income for Federal income tax purposes does not
necessarily result in exemption under the income or other tax law of any state
or local taxing authority. Investors should consult their own tax advisers about
the status of
                                       17
 
<PAGE>
distributions from the Funds in their states and localities. Each Fund notifies
shareholders annually as to the interest exempt from Federal taxes earned by the
Fund.

       A shareholder who acquires Class A shares of a Fund and sells or
otherwise disposes of such shares within ninety days of acquisition may not be
allowed to include certain sales charges incurred in acquiring such shares for
purposes of calculating gain and loss realized upon a sale or exchange of shares
of the Fund.

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE

       A discussion of the performance of Evergreen Short-Intermediate Municipal
Fund, Evergreen Short-Intermediate Municipal Fund-California and Evergreen High
Grade Tax Free Fund is contained in the annual report of each Fund for the
fiscal year ended August 31, 1995.

GENERAL INFORMATION

     Portfolio  Transactions.  Consistent with the Rules of Fair Practice of the
National  Association of Securities  Dealers,  Inc., and subject to seeking best
price and execution,  a Fund may consider sales of its shares as a factor in the
selection of dealers to enter into portfolio transactions with the Fund.


Organization.  EVERGREEN  FLORIDA HIGH INCOME  MUNICIPAL BOND FUND is a separate
investment  series of The Evergreen  Municipal  Trust, a Massachusetts  business
trust organized in 1988. EVERGREEN NEW JERSEY TAX FREE INCOME FUND is a separate
investment  series of The Evergreen Tax Free Trust (formerly FFB Funds Trust), a
Massachusetts business trust organized in 1985. EVERGREEN FLORIDA MUNICIPAL BOND
FUND,  EVERGREEN GEORGIA MUNICIPAL BOND FUND, EVERGREEN NORTH CAROLINA MUNICIPAL
BOND FUND,  EVERGREEN SOUTH CAROLINA  MUNICIPAL BOND FUND and EVERGREEN VIRGINIA
MUNICIPAL BOND FUND are each separate investment series of Evergreen  Investment
Trust (formerly First Union Funds), a Massachusetts  business trust organized in
1984. The Funds do not intend to hold annual shareholder  meetings;  shareholder
meetings will be held only when required by applicable  law.  Shareholders  have
available certain procedures for the removal of Trustees.

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

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

     Principal  Underwriter.  EFD, an  affiliate  of Furman  Selz  Incorporated,
located 237 Park Avenue, New York, New York 10017, is the principal  underwriter
of the  Funds.  Furman  Selz  Incorporated  also  acts as  sub-administrator  to
EVERGREEN  HIGH  GRADE TAX FREE  FUND and  provides  certain  sub-administrative
services to Evergreen Asset in connection with its role as investment adviser to
EVERGREEN  SHORT-INTERMEDIATE  MUNICIPAL  FUND and EVERGREEN  SHORT-INTERMEDIATE
MUNICIPAL FUND -- CALIFORNIA, including providing personnel to serve as officers
of the Funds.

Other Classes of Shares. Each Fund currently offers three classes of shares,
Class A, Class B and Class Y, and may in the future offer additional classes.
Class Y shares are the only class of shares offered by this Prospectus and are
only available to (i) persons who at or prior to December 31, 1994, owned shares
in a mutual fund advised by Evergreen Asset, (ii) certain institutional
investors and (iii) investment advisory clients of CMG, Evergreen Asset or their
affiliates. The dividends payable with respect to Class A and Class B shares
will be less than those payable with respect to Class Y shares due to the
distribution and distribution related expenses borne by Class A and Class B
shares and the fact that such expenses are not borne by Class Y shares.
                                       18
 
<PAGE>
Performance Information. A Fund's performance may be quoted in advertising in
terms of yield or total return. Both types of performance are based on
Securities and Exchange Commission ("SEC") formulas and are not intended to
indicate future performance.

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

       A Fund may also quote tax-equivalent yields, which show the taxable
yields an investor would have to earn before taxes to equal the Fund's tax-free
yields. A tax-equivalent yield is calculated by dividing a Fund's tax-exempt
yield by the result of one minus a stated Federal tax rate. If only a portion of
a Fund's income was tax-exempt, only that portion is adjusted in the
calculation.

       Total returns are based on the overall dollar or percentage change in the
value of a hypothetical investment in a Fund. A Fund's total return shows its
overall change in value including changes in share prices and assumes all a
Fund's distributions are reinvested. A cumulative total return reflects a Fund's
performance over a stated period of time. An average annual total return
reflects the hypothetical annually compounded return that would have produced
the same cumulative total return if a Fund's performance had been constant over
the entire period. Because average annual total returns tend to smooth out
variations in a Fund's return, you should recognize that they are not the same
as actual year-by-year results. To illustrate the components of overall
performance, a Fund may separate its cumulative and average annual total returns
into income results and realized and unrealized gain or loss.

       Comparative performance information may also be used from time to time in
advertising or marketing a Fund's shares, including data from Lipper Analytical
Services, Inc., Morningstar and other industry publications. The Fund may also
advertise in items of sales literature an "actual distribution rate" which is
computed by dividing the total ordinary income distributed (which may include
the excess of short-term capital gains over losses) to shareholders for the
latest twelve month period by the maximum public offering price per share on the
last day of the period. Investors should be aware that past performance may not
be reflective of future results.
Liability Under Massachusetts Law. Under Massachusetts law, trustees and
shareholders of a business trust may, in certain circumstances, be held
personally liable for its obligations. The Declarations of Trust under which
each Fund operates provide that no Trustee or shareholder will be personally
liable for the obligations of the Trust and that every written contract made by
the Trust contain a provision to that effect. If any Trustee or shareholder were
required to pay any liability of the Trust, that person would be entitled to
reimbursement from the general assets of the Trust.
Additional Information. This Prospectus and the Statement of Additional
Information, which have been incorporated by reference herein, do not contain
all the information set forth in the Registration Statements filed by the Trusts
with the Commission under the Securities Act. Copies of the Registration
Statements may be obtained at a reasonable charge from the Commission or may be
examined, without charge, at the offices of the Commission in Washington, D.C.
                                       19
 
<PAGE>
                   APPENDIX -- CALIFORNIA RISK CONSIDERATIONS
       The following information as to certain California risk factors is given
to investors in view of the policy of EVERGREEN SHORT-INTERMEDIATE MUNICIPAL
FUND-CALIFORNIA of investing primarily in California state and municipal
issuers. The information is based primarily upon information derived from public
documents relating to securities offerings of California state and municipal
issuers, from independent municipal credit reports and historically reliable
sources but has not been independently verified by the Fund.
       Changes in California constitutional and other laws during the last
several years have raised questions about the ability of California state and
municipal issuers to obtain sufficient revenue to pay their bond obligations. In
1978, California voters approved an amendment to the California Constitution
known as Proposition 13. Proposition 13 limits ad valorem taxes on real property
and restricts the ability of taxing entities to increase real property taxes.
Legislation passed subsequent to Proposition 13, however, provided for the
redistribution of California's General Fund surplus to local agencies, the
reallocation of revenues to local agencies, and the assumption of certain local
obligations by the state so as to help California municipal issuers to raise
revenue to pay their bond obligations. It is unknown, however, whether
additional revenue redistribution legislation will be enacted in the future and
whether, if enacted, such legislation would provide sufficient revenue for such
California issuers to pay their obligations. The state is also subject to
another constitutional amendment, Article XIIIB, which may have an adverse
impact on California state and municipal issuers. Article XIIIB restricts the
state from spending certain appropriations in excess of an appropriations limit
imposed for each state and local government entity. If revenues exceed such
appropriations limit, such revenues must be returned either as revisions in the
tax rates or fee schedules. Because of the uncertain impact of the
aforementioned statutes and cases, the possible inconsistencies in the
respective terms of the statutes and the impossibility of predicting the level
of future appropriations and applicability of related statutes to such
questions, it is not currently possible to assess the impact of such
legislation, cases and policies on the long-term ability of California state and
municipal issuers to pay interest or repay principal on their obligations.
       California's economy is larger than many sovereign nations. During the
1980s, California experienced growth rates well in excess of the rest of the
nation. The state's major employment sectors are services, trade, and
manufacturing. Industrial concentration is in electronics, aerospace, and
non-electrical equipment. Also significant are agriculture and oil production.
       Key sectors of California's economy have been severely affected by the
recession. Since May of 1990, job losses total over 850,000. Declines in the
aerospace and high technology sectors have been especially severe. The
continuing drive in population and labor force growth has produced higher
unemployment rates in the state. Although total job loss has declined, weakness
continues in key areas of California's economy, including government, real
estate and aerospace. Wealth levels still remain high in the state, although the
difference between state and national levels continues to narrow.
       In July of 1994, both S&P and Moody's lowered the general obligation bond
ratings of the state of California. These revisions reflect the state's heavy
reliance on the short-term note market to finance its cash imbalance and the
likelihood that this exposure will persist for at least another two years. For
more information on these ratings revisions and the state's current budget,
please refer to the Statement of Additional Information.

Orange County Bankruptcy. On December 6, 1994, Orange County, California,
petitioned for bankruptcy based on losses in the Orange County Investment Fund
which at the time were estimated to be approximately $2 billion. At the time of
the petition, the Orange County Investment Fund held monies belonging to Orange
County as well as other municipal issuers located in Orange County and other
parts of California. Although the ultimate resolution of this matter is
uncertain, one possible result is that the ability of municipal issuers
investing in the Orange County Investment Fund to service some or all of their
outstanding debt obligations may be severely impaired.

       As of December 6, 1994, EVERGREEN SHORT-INTERMEDIATE MUNICIPAL
FUND -- CALIFORNIA did not hold debt obligations of Orange County or other
issuers that the Fund is aware had invested in the Orange County Investment
Fund. Although it has no current intention to do so, if it deems it advisable,
the Fund reserves the right from time to time to make investments in municipal
issuers who maintain assets in the Orange County Investment Fund.
                                       20
 
<PAGE>
  INVESTMENT ADVISER
  Evergreen Asset Management Corp., 2500 Westchester Avenue, Purchase, New York
  10577

      EVERGREEN SHORT-INTERMEDIATE MUNICIPAL FUND, EVERGREEN SHORT-INTERMEDIATE
  MUNICIPAL FUND-CALIFORNIA
  Capital Mangement Group of First Union National Bank of North Carolina, 201
  South College Street, Charlotte, North Carolina 28288

      EVERGREEN HIGH GRADE TAX FREE FUND
  CUSTODIAN & TRANSFER AGENT
  State Street Bank & Trust Company, Box 9021, Boston, Massachusetts 02205-9827
  LEGAL COUNSEL
  Sullivan & Worcester, 1025 Connecticut Avenue, N.W., Washington, D.C. 20036
  INDEPENDENT AUDITORS
  Price Waterhouse LLP, 1177 Avenue of the Americas, New York, New York 10036
      EVERGREEN SHORT-INTERMEDIATE MUNICIPAL FUND,
      EVERGREEN SHORT-INTERMEDIATE MUNICIPAL FUND-CALIFORNIA
  KPMG Peat Marwick LLP, One Mellon Bank Center, Pittsburgh, Pennsylvania 15219
      EVERGREEN HIGH GRADE TAX FREE FUND
  DISTRIBUTOR
  Evergreen Funds Distributor, Inc., 237 Park Avenue, New York, New York 10017
                                              


*******************************************************************************

                       STATEMENT OF ADDITIONAL INFORMATION

                                 January 22, 1996

                           THE EVERGREEN MONEY MARKET FUNDS

                   2500 Westchester Avenue, Purchase, New York 10577

                                    800-807-2940

The Evergreen Money Market Fund ("Money Market")
Evergreen Tax Exempt Money Market Fund ("Tax Exempt")
Evergreen Pennsylvania Tax Free Money Market Fund (formerly FFB Pennsylvania Tax
     Free Money Market Fund)("Pennsylvania")
Evergreen Treasury Money Market Fund (formerly First Union Treasury Money
      Market Portfolio)("Treasury")


This  Statement of Additional  Information  pertains to all classes of shares of
the Funds listed below. It is not a prospectus and should be read in conjunction
with the Prospectus  dated January 22, 1995 for the Fund in which you are making
or  contemplating  an investment.  The Evergreen  Money Market Funds are offered
through two separate  prospectuses:  one offering  Class A and Class B shares of
Money  Market  and Class A shares of Tax  Exempt  and  Treasury  and a  separate
prospectus  offering Class Y shares of each Fund.  Copies of each Prospectus may
be obtained without charge by calling the number listed above.


                                 TABLE OF CONTENTS



Investment Objectives and Policies................................
Investment Restrictions...........................................
Certain Risk Considerations.......................................
Management........................................................
Investment Adviser................................................
Distribution Plans................................................
Allocation of Brokerage...........................................
Additional Tax Information........................................
Net Asset Value...................................................
Purchase of Shares................................................
Performance Information...........................................
Financial Statements..............................................

Appendix A - Description of Bond Municipal Note And Commercial Paper Ratings
Appendix B - Special Considerations Relating to Investment In Pennsylvania 
               Municipal Issuers

                                                                 1

<PAGE>



                       INVESTMENT OBJECTIVES AND POLICIES
(See also "Description of the Funds - Investment Objective and Policies" in each
                               Fund's Prospectus)

  The  investment  objective of each Fund and a description of the securities in
which  each  Fund may  invest  is set  forth  under  "Description  of the  Funds
Investment  Objective  and Policies" in the relevant  Prospectus.  The following
expands upon the discussion in the Prospectus  regarding certain  investments of
each Fund.

Evergreen Pennsylvania Tax-Free Money Market Fund

     To attain its objectives,  Pennsylvania  invest s primarily in high quality
Municipal  Obligations  which have remaining  maturities not exceeding  thirteen
months.  The Fund maintains a dollar-weighted  average portfolio  maturity of 90
days or less. For  information  concerning  the investment  quality of Municipal
Obligations  that may be purchased by the Fund,  see  "Investment  Objective and
Policies" in the Prospectus.  The tax-exempt status of a Municipal Obligation is
determined  by the  issuer's  bond  counsel at the time of the  issuance  of the
security. 

     For the purpose of certain requirements under the Investment Company Act of
1940 (the  "1940  Act")  and  various  of the  Fund's  investment  restrictions,
identification of the "issuer" of a municipal  security depends on the terms and
conditions  of the  security.  When  the  assets  and  revenues  of a  political
subdivision  are  separate  from  those  of the  government  which  created  the
subdivision  and the  security is backed only by the assets and  revenues of the
subdivision,  the subdivision would be deemed to be the sole issuer.  Similarly,
in the case of an  industrial  development  bond, if that bond is backed only by
the assets and revenues of the non-governmental  user, then the non-governmental
user would be deemed to be the sole issuer.  If,  however,  in either case,  the
creating government or some other entity guarantees the security,  the guarantee
would be considered a separate  security and would be treated as an issue of the
government or other agency.

     Municipal  bonds may be categorized  as "general  obliga tion" or "revenue"
bonds. General obligation bonds are secured by the issuer's pledge of its faith,
credit and taxing power for the payment of principal and interest. Revenue bonds
are secured by the net revenue  derived from a  particular  facility or group of
facilities or, in some cases, the proceeds of a special excise or other specific
revenue  source,  but not by the general  taxing power.  Industrial  development
bonds are, in most cases, revenue bonds and do not generally carry the pledge of
the credit of the issuing municipality or public authority.

     Municipal  Notes.  Municipal  notes  include,  but are not  limited to, tax
anticipation notes (TANs), bond anticipation notes (BANs),  revenue anticipation
notes (RANs),  construc tion loan notes and project notes. Notes sold as interim
financing in  anticipation  of  collection  of taxes,  a bond sale or receipt of
other revenue are usually general obliga tions of the issuer.  Project notes are
issued by local housing  authorities to finance urban renewal and public housing
projects and are secured by the full faith and credit of the U.S. Government.

     Municipal Commercial Paper. Municipal commercial paper is issued to finance
seasonal  working  capital needs or as short-term  financing in  anticipation of
longer-term  debt.  It is paid  from  the  general  revenues  of the  issuer  or
refinanced with additional issuances of commercial paper or long-term debt.

     Municipal Leases.  Municipal leases,  which may take the form of a lease or
an installment  purchase or conditional  sale contract,  are issued by state and
local  governments  and  authorities  to acquire a wide variety of equipment and
facilities such as fire and sanitation  vehicles,  telecommunications  equipment
and other capital  assets.  Municipal  leases  frequently have special risks not
normally  associated  with  general  obligation  or  revenue  bonds.  Leases and
installment  purchases or conditional sale contracts (which normally provide for
title to the leased  asset to pass  eventually  to the  government  issuer) have
evolved as a means for  governmental  issuers to acquire  property and equipment
without meeting the constitutional  and statutory  requirements for the issuance
of debt. The debt-issuance  limitations of many state constitutions and statutes
are  deemed  to be  inapplicable  because  of the  inclusion  in many  leases or
contracts of  "non-appropriation"  clauses  that  provide that the  governmental
issuer has no  obligation  to make future  payments  under the lease or contract
unless money is  appropriated  for such purpose by the  appropriate  legislative
body on a yearly or other periodic basis. These types of municipal leases may be
considered  illiquid and subject to the 10% limitation of investment in illiquid
securities set forth under "Investment Restrictions" contained herein. The Board
of Trustees may adopt  guidelines and delegate to the Adviser the daily function
of determining and monitoring the liquidity of municipal  leases. In making such
determination,  the Board and the  Adviser  may  consider  such  factors  as the
frequency  of trades  for the  obligations,  the  number of  dealers  willing to
purchase or sell the obligations  and the number of other  potential  buyers and
the nature of the marketplace for the obligations,  including the time needed to
dispose of the  obligations  and the method of soliciting  offers.  If the Board
determines that any municipal  leases are illiquid,  such leases will be subject
to the 10% limitation on investments in illiquid securities.

     For purposes of  diversification  under the Act, the  identification of the
issuer of  Municipal  Obligations  depends  on the terms and  conditions  of the
obligation. If the assets and revenues of an agency, authority,  instrumentality
or other  political  subdivision  are  separate  from  those  of the  government
creating the  subdivision  and the  obligation  is backed only by the assets and
revenues  of the  subdivision,  such  subdivision  would be regarded as the sole
issuer. Similarly, in the case of an industrial development bond, if the bond is
backed  only by the  assets  and  revenues  of the  non-governmental  user,  the
non-govern  mental user would be deemed to be the sole issuer. If in either case
the  creating  government  or  another  entity  guarantees  an  obligation,  the
guarantee would be considered a separate  security and be treated as an issue of
such government or entity.

     As described in the Prospectu,  the Funds may, under limited circumstances,
elect to invest in certain  taxable securi ties and repurchase  agreements  with
respect to those  securities.  The Funds will enter into  repurchase  agreements
only with broker-dealers,  domestic banks or recognized  financial  institutions
which,  in the opinion of the Funds'  Adviser,  present minimal credit risks. In
the event of default by the seller under a repurchase agreement, a Fund may have
problems in exercising  its rights to the  underlying  securities  and may incur
costs and  experience  time delays in connection  with the  disposition  of such
securities. The Funds' Adviser will monitor the value of the underlying security
at the time the  transaction is entered into and at all times during the term of
the repurchase  agreement to ensure that the value of the security always equals
or exceeds  the agreed  upon  repurchase  price.  Repurchase  agreements  may be
considered  to  be  loans  under  the  Act,  collateralized  by  the  underlying
securities.

                  The Fund may engage in the following investment activities:

                  Securities with Put Rights (or "stand-by  commitments").  When
         the Fund purchases  Municipal  Obligations it may obtain the right to
         resell them, or "put" them, to the seller (a  broker-dealer or bank) at
         an agreed upon price within a specific  period prior to their  maturity
         date. The Fund does not limit the percentage of its assets that may be 
         invested in securities with put rights.

                  The amount payable to the Fund by the seller upon its exercise
         of a put will  normally  be (i) the  Fund's  acquisition cost of the
         securities  (excluding  any  accrued  interest  which the Fund paid on
         their  acquisition),   less  any  amortized  market  premium  plus  any
         amortized market or original issue discount during the period the Fund
         owned the securities,  plus (ii) all interest accrued on the securities
         since the last interest  payment date during the period the  securities
         were owned by the Fund. Absent unusual circumstances, the Fund values
         the underlying  securities at their  amortized cost.  Accordingly,  the
         amount  payable  by a  broker-dealer  or bank  during the time a put is
         exercisable  will  be  substantially  the  same  as  the  value  of the
         underlying securities.

                  The  Fund's  right  to  exercise  a put is  unconditional  and
         unqualified. A put is not transferable by the Fund, although the Fund
         may sell the  underlying  securities to a third party at any time.  The
         Fund  expects  that  puts  will  generally  be  available  without  any
         additional  direct  or  indirect  cost.   However,   if  necessary  and
         advisable, the Fund may pay for certain puts either separately in cash
         or by paying a higher price for portfolio securities which are acquired
         subject to such a put (thus  reducing  the yield to maturity  otherwise
         available to the same  securities).  Thus, the aggregate price paid for
         securities  with put  rights  may be higher  than the price  that would
         otherwise be paid.

                  The  acquisition of a put will not affect the valuation of the
         underlying  security,  which will  continue to be valued in  accordance
         with the amortized  cost method.  The actual put will be valued at zero
         in  determining net asset  value.  Where  the  Fund  pays  directly  or
         indirectly for a put, its cost will be reflected as an unrealized  loss
         for the  period  during  which the put is held by that Fund and will be
         reflected  in  realized  gain or loss  when  the  put is  exercised  or
         expires.  If  the  value  of the  underlying  security  increases,  the
         potential for unrealized or realized gain is reduced by the cost of the
         put.

                               INVESTMENT RESTRICTIONS

FUNDAMENTAL INVESTMENT RESTRICTIONS

 .........Except  as noted,  the  investment  restrictions  set  forth  below are
fundamental  and may not be  changed  with  respect  to each  Fund  without  the
affirmative vote of a majority of the outstanding voting securities of the Fund.
Where an asterisk  (*)  appears  after a Fund's  name,  the  relevant  policy is
non-fundamental  with  respect  to that Fund and may be  changed  by the  Fund's
investment adviser without shareholder approval,  subject to review and approval
by the Trustees. As used in this Statement of Additional  Information and in the
Prospectus,  "a majority of the outstanding voting securities of the Fund" means
the  lesser of (1) the  holders  of more than 50% of the  outstanding  shares of
beneficial  interest  of the Fund or (2) 67% of the shares  present if more than
50% of the shares are present at a meeting in person or by proxy.

1........Concentration of Assets in Any One Issuer

 .........Tax Exempt Pennsylvania and Money Market may not invest more than 5% of
their total assets, at the time of the investment in question, in the securities
of  any  one  issuer  other  than  the  U.S.  government  and  its  agencies  or
instrumentalities,  except  that up to 25% of the  value of Tax  Exempt's  total
assets may be invested  without regard to such 5%  limitation.  For this purpose
each political  subdivision,  agency,  or  instrumentality  and each multi-state
agency of which a state is a member,  and each  public  authority  which  issues
industrial  development bonds on behalf of a private entity, will be regarded as
a separate issuer for determining the diversification of each Fund's portfolio.

2........Ten Percent Limitation on Securities of Any One Issuer

 .........Neither  Money Market nor  Tax-Exempt may purchase more than 10% of any
class of  securities  of any one issuer other than the U.S.  government  and its
agencies or instrumentalities.

3........Investment for Purposes of Control or Management

 .........Neither  Money Market nor  Tax-Exempt  may invest in companies  for the
purpose of exercising control or management.

4........Purchase of Securities on Margin

 .........No  Fund may purchase  securities on margin,  except that each Fund may
obtain  such  short-term  credits  as may be  necessary  for  the  clearance  of
transactions.  A deposit or payment by a Fund of initial or variation  margin in
connection with financial futures contracts or related options transactions is
not considered the purchase of a security on margin.

5........Unseasoned Issuers

 .........Money  Market  may not  invest  more  than 5% of its  total  assets  in
securities of unseasoned issuers that have been in continuous operation for less
than three years, including operating periods of their predecessors.

 .........Tax-Exempt  may not invest more than 5% of its total  assets in taxable
securities of unseasoned issuers that have been in continuous operation for less
than three years, including operating periods of their predecessors, except that
(i) the  Fund  may  invest  in  obligations  issued  or  guaranteed  by the U.S.
government and its agencies or  instrumentalities,  and (ii) the Fund may invest
in municipal securities.

6........Underwriting

 .........Money Market Pennsylvania and Tax-Exempt may not engage in the business
of underwriting  the securities of other issuers;  provided that the purchase by
Tax-Exempt of municipal securities or other permitted investments, directly from
the  issuer  thereof  (or  from an  underwriter  for an  issuer)  and the  later
disposition of such securities in accordance with the Fund's investment  program
shall not be deemed to be an underwriting.

7........Interests in Oil, Gas or Other Mineral Exploration or
         Development Programs

 .........Neither  Money Market nor  Tax-Exempt  may purchase,  sell or invest in
interests in oil, gas or other mineral exploration or development programs.

8........Concentration in Any One Industry

 .........Neither  Money Market,  Pennsylvania  nor  Tax-Exempt may invest 25% or
more of its total assets in the securities of issuers conducting their principal
business  activities in any one industry;  provided,  that this limitation shall
not apply to  obligations  issued or  guaranteed  by the U.S.  government or its
agencies or  instrumentalities,  or with respect to Pennsylvania and Tax-Exempt,
to municipal  securities and  certificates  of deposit and bankers'  acceptances
issued by domestic branches of U.S. banks.

9........Warrants

 .........Tax-Exempt  may not  invest  more than 5% of its  total  net  assets in
warrants,  and, of this  amount,  no more than 2% of the Fund's total net assets
may be  invested  in  warrants  that are listed on neither  the New York nor the
American Stock Exchange.

10.......Ownership by Trustees/Officers

 .........Neither  Money  Market  nor  Tax-Exempt  may  purchase  or  retain  the
securities  of any issuer if (i) one or more  officers  or Trustees of a Fund or
its investment adviser individually owns or would own, directly or beneficially,
more than 1/2 of 1% of the securities of such issuer, and (ii) in the aggregate,
such persons own or would own,  directly or  beneficially,  more than 5% of such
securities.

11.......Short Sales

 .........Neither  Money Market nor Tax-Exempt may make short sales of securities
or maintain a short position; except that, in the case of Treasury, at all times
when a short  position is open it owns an equal amount of such  securities or of
securities which,  without payment of any further  consideration are convertible
into or  exchangeable  for  securities of the same issue as, and equal in amount
to, the securities sold short.

12.......Lending of Funds and Securities

 .........Tax-Exempt  and Money Market may not lend their funds to other persons;
however,  they may purchase  issues of debt  securities,  enter into  repurchase
agreements and, in the case of Tax-Exempt,  acquire  privately  negotiated loans
made to municipal borrowers.

 .........Money Market may not lend its funds to other persons,  provided that it
may purchase money market securities or enter into repurchase agreements.

 .........Treasury  will not lend any of its assets,  except that it may purchase
or hold U.S. Treasury obligations, including repurchase agreements.

 .........Neither Money Market Pennsylvania nor Tax-Exempt may lend its portfolio
securities,  unless the borrower is a broker,  dealer or  financial  institution
that pledges and maintains  collateral with the Fund consisting of cash, letters
of credit or securities  issued or  guaranteed  by the United States  Government
having a value at all times not less than 100% of the  current  market  value of
the loaned securities,  including accrued interest,  provided that the aggregate
amount of such loans shall not exceed 30% of the Fund's total assets (10% in the
case of Pennsylvania).

13.......Commodities

 .........Tax-Exempt  and  Money  Market  may not  purchase,  sell or  invest  in
commodities, commodity contracts or financial futures contracts.

14.......Real Estate

 .........The Funds may not purchase,  sell or invest in real estate or interests
in real  estate,  except  that  Money  Market  may  purchase,  sell or invest in
marketable  securities  of  companies  holding  real estate or interests in real
estate,  including real estate  investment  trusts,  and Tax-Exempt may purchase
municipal  securities  and  other  debt  securities  secured  by real  estate or
interests therein.

15.......Borrowing, Senior Securities, Reverse Repurchase Agreements

 .........Tax-Exempt  and  Money  Market  may  not  borrow  money,  issue  senior
securities or enter into reverse repurchase agreements,  except for temporary or
emergency purposes, and not for leveraging, and then in amounts not in excess of
10% of the value of the Fund's  total assets at the time of such  borrowing;  or
mortgage,  pledge or hypothecate  any assets except in connection  with any such
borrowing  and in  amounts  not in excess of the  lesser of the  dollar  amounts
borrowed  or 10% of the  value of the  Fund's  total  assets at the time of such
borrowing, provided that the Fund will not purchase any securities at times when
any borrowings (including reverse repurchase agreements) are outstanding. The
Funds will not enter into  reverse  repurchase  agreements  exceeding  5% of the
value of their total assets.

 .........Pennsylvania  shall not  borrow  money,  issue  senior  securities,  or
pledge, mortgage or hypothecate its assets, except that the Fund may borrow from
banks if immediately  after each  borrowing  there is asset coverage of at least
300%.

 .........Treasury  will not issue  senior  securities  except  that the Fund may
borrow money directly,  as a temporary  measure for  extraordinary  or emergency
purposes  and then only in amounts not in excess of 5% of the value of its total
assets,  or in an  amount up to one-  third of the  value of its  total  assets,
including the amount  borrowed,  in order to meet  redemption  requests  without
immediately  selling  portfolio  instruments.  Any such  borrowings  need not be
collateralized.  The Fund will not purchase any securities  while  borrowings in
excess of 5% of the total value of its total  assets are  outstanding.  The Fund
will not borrow money or engage in reverse repurchase  agreements for investment
leverage purposes.  Treasury will not mortgage, pledge or hypothecate any assets
except to secure  permitted  borrowings.  In these cases,  it may pledge  assets
having a market value not exceeding the lesser of the dollar amounts borrowed or
15% of the value of total assets at the time of the pledge.

16.......Options

 .........Money Market and Tax-Exempt may not write, purchase or sell put or call
options,  or  combinations  thereof,  except Money Market may do so as permitted
under  "Description  of the Funds - Investment  Objective  and  Policies" in the
Prospectus and Tax- Exempt may purchase securities with rights to put securities
to the seller in accordance with its investment program.

 .........Pennsylvania shall not write, purchase or sell puts, calls, warrants or
options or any combination thereof, except that the Fund may purchase securities
with put or demand rights.

17.......Investment in Municipal Securities

 .........Tax-Exempt  may  not  invest  more  than  20% of its  total  assets  in
securities other than municipal  securities (as described under  "Description of
Funds - Investment  Objective  and Policies" in the Fund's  Prospectus),  unless
extraordinary circumstances dictate a more defensive posture.

18.......Investment in Money Market Securities

 .........Money  Market may not purchase any  securities  other than money market
instruments  (as described under  "Description of Funds - Investment  Objectives
and Policies" in the Fund's Prospectus).

19.......Investing in Securities of Other Investment Companies

 .........Treasury*,  Money Market*  Pennsylvania*  and Tax-Exempt* will purchase
securities of investment  companies only in open-market  transactions  involving
customary broker's commissions. However, these limitations are not applicable if
the securities are acquired in a merger, consolidation or acquisition of assets.
It should be noted that  investment  companies  incur  certain  expenses such as
management  fees and therefore any  investment by the Funds in shares of another
investment company would be subject to such duplicate expenses.


20........Other.  In order to comply with certain state blue sky limitations:
         -----

 ...........Money   Market  and  Tax-Exempt  interpret   fundamental   investment
restriction 7 to prohibit investments in oil, gas and mineral leases.

 ...........Money   Market  and  Tax-Exempt  interpret   fundamental   investment
restriction 14 to prohibit investment in real estate limited  partnerships which
are not readily marketable.

     Except with  respect to borrowing  money,  if a  percentage  limitation  is
adhered to at the time of investment, a later increase or decrease in percentage
resulting  from any change in value or net assets will not result in a violation
of such restriction.

                          CERTAIN RISK CONSIDERATIONS

 ...........There  can be no assurance  that a Fund will  achieve its  investment
objective  and an  investment  in the Fund  involves  certain  risks  which  are
described under  "Description of the Funds - Investment  Objective and Policies"
in the Prospectus.

                                   MANAGEMENT

        The Trustees and executive officers of the Trusts, their ages, addresses
and principal occupations during the past five years are set forth below:

Laurence B. Ashkin (67),  180 East Pearson  Street,  Chicago,  IL-Trustee.  Real
estate  developer and construction  consultant since 1980;  President of Centrum
Equities since 1987 and Centrum Properties, Inc. since 1980.

Foster Bam*(68), Greenwich Plaza, Greenwich, CT-Trustee. Partner in the law firm
of Cummings and Lockwood since 1968.

James S. Howell (71), 4124 Crossgate Road,  Charlotte,  NC-Chairman and Trustee.
Retired  Vice  President  of Lance Inc.  (food  manufacturing);  Chairman of the
Distribution Comm. Foundation for the Carolinas from 1989 to 1993.

Robert J. Jeffries (72),  2118 New Bedford Drive,  Sun City Center,  FL-Trustee.
Corporate consultant since 1967.

Gerald M. McDonnell  (56), 821 Regency Drive,  Charlotte,  NC-Trustee.  Sales
Representative  with Nucor-Yamoto Inc. (steel producer) since 1988.

Thomas L. McVerry (57), 4419 Parkview Drive, Charlotte,  NC-Trustee. Director of
Carolina Cooperative Federal Credit Union since 1990 and Rexham Corporation from
1988  to  1990;  Vice  President  of  Rexham   Industries,   Inc.   (diversified
manufacturer) from 1989 to 1990; Vice  President-Finance  and Resources,  Rexham
Corporation from 1979 to 1990.

William  Walt  Pettit*(40),  Holcomb  and  Pettit,  P.A.,  207 West  Trade  St.,
Charlotte,  NC-Trustee.  Partner in the law firm Holcomb and Pettit,  P.A. since
1990; Attorney, Clontz and Clontz from 1980 to 1990.

Russell A. Salton,  III, M.D. (48),  Primary  Physician Care,  1515  Mockingbird
Lane, Charlotte, NC-Trustee. President, Primary Physician Care since 1990.

Michael S. Scofield (52), 212 S. Tryon Street Suite 980, Charlotte,  NC-Trustee.
Attorney, Law Offices of Michael S. Scofield since prior to 1989.

John J. Pileggi (36),  237 Park Avenue,  Suite 910, New York,  NY-President  and
Treasurer.  Senior  Managing  Director,  Furman  Selz  Incorporated  since 1992,
Managing Director from 1984 to 1992.

Joan V. Fiore (39), 237 Park Avenue, Suite 910, New York, NY-Secretary. Managing
Director and  Counsel,  Furman Selz  Incorporated  since 1991;  Staff  Attorney,
Securities and Exchange Commission from 1986 to 1991.

     Except for  Messrs.  Ashkin,  Bam and  Jeffries,  who are not  Trustees  of
Evergreen Investment Trust, the Trustees and officers listed above hold the same
positions with a total of ten registered  investment  companies offering a total
of thirty-two investment funds within the Evergreen mutual fund complex.

- - --------

     * Mr. Bam and Mr.  Pettit may each be deemed to be an  "interested  person"
within the meaning of the Investment  Company Act of 1940, as amended (the "1940
Act").

         The officers of the Trusts are all officers and/or  employees of Furman
Selz  Incorporated.  Furman Selz Incorporated is an affiliate of Evergreen Funds
Distributor, Inc., the distributor of each Class of shares of each Fund.

         The Funds do not pay any direct  remuneration to any officer or Trustee
who is an  "affiliated  person" of either  First  Union  National  Bank of North
Carolina  or  Evergreen  Asset  Management  Corp.  or  their   affiliates.   See
"Investment Adviser." Currently,  none of the Trustees is an "affiliated person"
as  defined  in  the  1940  Act.  The  Trusts  pay  each  Trustee  who is not an
"affiliated  person" an annual  retainer  and a fee per meeting  attended,  plus
expenses (and $500 for each telephone conference meeting) as follows:

Name of Trust/Fund                              Annual Retainer   Meeting Fee


Money Market                                     $4,000*           $300
The Evergreen Municipal Trust                                      $100
  Tax Exempt                                                       $100
Evergreen Investment Trust                       $9,000**          $1,500**
  Treasury

*     Allocated  among the Evergreen  Money Market Fund,  which is not a series
fund, and the Evergreen Municipal Trust which offers four investment series, the
Evergreen Tax Exempt Money Market Fund, Evergreen  Short-Intermediate  Municipal
Fund,  Evergreen  Short-Intermediate  Municipal  Fund-California,  and Evergreen
Florida High Income Municipal Bond Fund.

**  Evergreen  Investment  Trust pays an annual  retainer to each  Trustee and a
per-meeting fee that are allocated among its fifteen series. Additionally,  each
member of the Audit  Committee  receives $200 for  attendance at each meeting of
the of the Audit  Committee and an additional fee is paid to the Chairman of the
Board of $2,000.


***  Evergreen  Tax Free Trust pays an annual  retainer to each  Trustee and a
per-meeting fee that are allocated among its XXXX series. Additionally,  each
member of the Audit  Committee  receives $200 for  attendance at each meeting of
the Audit  Committee and an additional  fee is paid to the Chairman of the Board
of $.



         Set forth below for each of the Trustees is the aggregate  compensation
paid to such Trustees by each Trust for the fiscal year ended August 31, 1995.

                                                                  Total
                                                                  Compensation
                      Aggregate Compensation From Trust           From Trusts
                                                                  & Fund
Name of              Money        Municipal        Investment     Complex Paid
Person               Market          Trust           Trust*       to Trustees


Laurence Ashkin      2,159         3,340            1,513              22,054

Foster Bam           2,165         3,306            1,524              22,092

James S. Howell      2,040         2,982           16,852              35,725

Robert J.
 Jeffries            2,149         3,310            1,493              21,893

Gerald M.
 McDonnell           2,040         2,982           14,343              33,215

Thomas L.
 McVerry             2,040         3,032           15,818              34,740

William Walt
 Pettit              2,040         2,982           15,618              34,490

Russell A.
 Salton, III, M.D.   2,040         2,982           13,268              32,140

Michael S.
 Scofield            2,040         2,982           14,343              33,215

* Formerly known as First Union Funds.

         No officer or Trustee of the Trusts owned Class B shares of any Fund as
of the date hereof.  The number and percent of  outstanding  shares of each Fund
owned by officers and Trustees as a group on October 4, 1995, is as follows:

                            No. of Shares Owned
                              By Officers and         Ownership by Officers and
                                  Trustees            Trustees as a % of
Name of Fund                     as a Group           Shares Outstanding

Money Market                    7,908,377(Y)                  2.42%
Tax Exempt                        625,041(Y)                   .15%
Treasury                            3,520(A)                     0%


         Set forth below is  information  with respect to each  person,  who, to
each Fund's knowledge,  owned  beneficially or of record more than 5% of a class
of each Fund's total  outstanding  shares and their  aggregate  ownership of the
Fund's total outstanding shares as of October 9, 1995.


                                  Name of                          % of
Name and Address*                 Fund/Class       No. of Shares   Class/Fund
- - ----------------                  ----------       -------------   ----------

First Union National Bank of FL   Money Market/A    308,357,624  40.07% / 3.05%
Attn: Cap Account Dept.
One First Union Center
Charlotte, NC  28288

First Union National Bank of NC   Money Market/A    114,159,956  14.83% /10.34%
Cap Account
Attn: Shelia Bryendon CMG 1164
One First Union Center
301 S. College Street
Charlotte, NC  28202-6000


First Union National Bank of VA   Money Market/A     66,805,473   8.68% / 6.05%
Attn: Cap Account Dept.
One First Union Center
Charlotte, NC  28288

First Union National Bank of SC   Money Market/A     39,701,031   5.16% /  3.60%
Attn: Sheila Bryenton CMG 1164
One First Union Center
Charlotte NC 28288

First Union National Bank         Money Market/Y     43,612,933  13.35% /   .43%
Trust Accounts
Attn: Ginny Batten
11th Floor CMG-1151
301 S. Tryon Street
Charlotte, NC  28288-0001

First Union National Bank of FL   Tax-Exempt/A      217,443,910  37.99% / 21.92%
Attn:  Cap Account Dept.
One First Union Center
Charlotte, NC  28288

First Union National Bank of NC   Tax-Exempt/A      144,584,778  25.26% / 14.57%
Cap Account
Attn: Shelia Bryendon CMG 1164
One First Union Center
301 S. College Street
Charlotte, NC  28288-0001

First Union National Bank of GA   Tax-Exempt/A       33,908,058  5.92% /   3.42%
Attn: Cap Account Dept.
One First Union Center
Charlotte, NC  28288

First Union National Bank of VA   Tax-Exempt/A       33,956,691  5.93% /   3.42%
Attn: Cap Account Dept.
One First Union Center
Charlotte, NC  28288

First Union National Bank         Tax-Exempt/Y      87,310,599  20.80% /   8.80%
Trust Accounts
Attn: Ginny Batten
11th Floor CMG-151
301 S. Tyron Street
Charlotte, NC  28288

Jeri Jo Knitwear                  Tax-Exempt/Y      22,004,947  5.24% /    2.22%
Lieber & Company
2500 Westchester Avenue
Purchase, NY 10577

First Union National Bank of FL   Treasury/A       400,667,561  32.82% /   27.0%
Attn: Cap Account Dept.
One First Union Center
Charlotte, NC  28288

First Union National Bank of NC   Treasury/A       223,263,807   18.29% / 15.04%
Attn: Cap Account Dept.
One First Union Center
301 S. College Street
Charlotte, NC  28202-6000

First Union National Bank of VA   Treasury/A       137,647,371  11.28% /   9.27%
Attn: Cap Account Dept.
One First Union Center
Charlotte, NC  28288

First Union National Bank of GA   Treasury/A        86,359,098    7.07% /  5.82%
Attn: Cap Account Dept.
One First Union Center
Charlotte, NC  28288

First Union National Bank         Treasury/Y       263,326,227   99.92% / 17.74%
Trust Accounts
Attn: Ginny Batten
11th  Floor CMG-1151
301 S. Tryon Street
Charlotte, NC  28288-0001

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

         *First Union  National Bank of North Carolina and its affiliates act in
various capacities for numerous accounts. As a result of its ownership of 74.87%
of Treasury,  and 52.13% of Tax Exempt on October 9, 1995,  First Union National
Bank of North Carolina and its affiliated  banks may be deemed to "control" each
Fund as that term is defined in the 1940 Act.


                  As of June 9, 1995,  the following  persons owned of record or
beneficially 5% or more of the Fund's shares:

                                                      Shares      Percentage

                                                      Owned          Owned

         First Fidelity Bank, N.A. N.J.              229,018          21.22%
         c/o Asset Management/Rein A/C
         Attn:  Joanne Monteiro
         Broad & Walnut Streets
         Philadelphia, PA  19109

         First Fidelity Bank, N.A. N.J.              229,018          21.22%
         c/o Asset Management/Rein A/C
         Attn:  Joanne Monteiro
         Broad & Walnut Streets
         Philadelphia, PA  19109

         First Fidelity Bank, N.A. N.J.              229,018          21.22%
         c/o Asset Management/Rein A/C
         Attn:  Joanne Monteiro
         Broad & Walnut Streets
         Philadelphia, PA  19109

         First Fidelity Bank, N.A. N.J.              229,018          21.22%
         c/o Asset Management/Rein A/C
         Attn:  Joanne Monteiro
         Broad & Walnut Streets
         Philadelphia, PA  19109



                               INVESTMENT ADVISER
               (See also "Management of the Fund" in each Fund's Prospectus)

     The  investment  adviser of Money Market and Tax Exempt is Evergreen  Asset
Management  Corp.,  a New York  corporation,  with  offices at 2500  Westchester
Avenue,  Purchase,  New York ("Evergreen  Asset" or the  "Adviser.").  Evergreen
Asset is owned by First Union  National  Bank of North  Carolina  ("FUNB" or the
"Adviser")  which, in turn, is a subsidiary of First Union  Corporation  ("First
Union"), a bank holding company headquartered in Charlotte,  North Carolina. The
investment   adviser  of  Treasury  and  Pennsylvania  is  FUNB  which  provides
investment advisory services through its Capital Management Group. The Directors
of Evergreen  Asset are Richard K. Wagoner and Barbara I. Colvin.  The executive
officers  of  Evergreen  Asset are  Stephen A.  Lieber,  Chairman  and  Co-Chief
Executive  Officer,  Nola  Maddox  Falcone,  President  and  Co-Chief  Executive
Officer,  Theodore J. Israel, Jr., Executive Vice President,  Joseph J. McBrien,
Senior Vice President and General  Counsel,  and George R. Gaspari,  Senior Vice
President and Chief Financial Officer.

         On June 30,  1994,  Evergreen  Asset and Lieber and Company  ("Lieber")
were  acquired by First Union  through  certain of its  subsidiaries.  Evergreen
Asset was acquired by FUNB, a  wholly-owned  subsidiary  (except for  directors'
qualifying  shares) of First Union, by merger into EAMC  Corporation  ("EAMC") a
wholly-owned  subsidiary of FUNB.  EAMC then assumed the name  "Evergreen  Asset
Management   Corp."  and   succeeded  to  the   business  of  Evergreen   Asset.
Contemporaneously with the succession of EAMC to the business of Evergreen Asset
and its assumption of the name "Evergreen Asset Management Corp.",  Money Market
and Tax Exempt  entered into a new investment  advisory  agreement with EAMC and
into a  distribution  agreement  with  Evergreen  Funds  Distributor,  Inc. (the
"Distributor"),  an affiliate of Furman Selz  Incorporated.  At that time,  EAMC
also entered into a new  sub-advisory  agreement  with Lieber  pursuant to which
Lieber  provides  certain  services to Evergreen  Asset in  connection  with its
duties as investment adviser.

         The partnership  interests in Lieber,  a New York general  partnership,
were acquired by Lieber I Corp. and Lieber II Corp., which are both wholly-owned
subsidiaries  of FUNB.  The  business  of  Lieber  is being  continued.  The new
advisory and sub-advisory  agreements were approved by the shareholders of Money
Market  and Tax  Exempt  at their  meeting  held on June 23,  1994,  and  became
effective on June 30, 1994.

     Prior to XXXXXXXXXXX,  199X, First Fidelity Bank, N.A.  ("First  Fidelity")
acted as  investment  adviser to  Pennsylvania.  On June 18,  1995,  First Union
Corporation  ("First  Union")  the  corporate  parent of FUNB,  entered  into an
Agreement  and Plan of Merger  (the  "Merger  Agreement")  with  First  Fidelity
Bancorporation  ("FFB"),  the corporate parent of First Fidelity which provided,
among other  things,  for the merger (the  "Merger") of First  Fidelity with and
into a  wholly-owned  subsidiary of First Union.  The Merger was  consummated on
XXXXX,  199X. As a result of the Merger,  FUNB and its wholly-owned  subsidiary,
Evergreen  Asset  Management  Corp.,  succeeded to the  investment  advisory and
administrative functions currently performed by various units of First Fidelity.

         Under its Investment  Advisory  Agreement with each Fund,  each Adviser
has  agreed  to  furnish   reports,   statistical  and  research   services  and
recommendations  with  respect  to each  Fund's  portfolio  of  investments.  In
addition,  each Adviser  provides office  facilities to the Funds and performs a
variety of administrative  services. Each Fund pays the cost of all of its other
expenses  and  liabilities,  including  expenses  and  liabilities  incurred  in
connection with maintaining their registration under the Securities Act of 1933,
as amended, and the 1940 Act, printing prospectuses (for existing  shareholders)
as  they  are  updated,  state  qualifications,  share  certificates,  mailings,
brokerage,  custodian and stock transfer charges,  printing,  legal and auditing
expenses,   expenses  of  shareholder  meetings  and  reports  to  shareholders.
Notwithstanding  the foregoing,  each Adviser will pay the costs of printing and
distributing prospectuses used for prospective shareholders.

         The method of computing  the  investment  advisory fee for each Fund is
described in such Fund's Prospectus. The advisory fees paid by each Fund for the
three most recent fiscal periods reflected in its registration statement are set
forth below:


TAX EXEMPT         Year Ended                        Year Ended    Year Ended
                   8/31/95                            8/31/94       8/31/93
Advisory Fee     $2,329,035                          $2,126,246   $2,028,966

Waiver             (558,942)                         (1,256,653)  (1,168,131)
                   ---------                          ----------   ----------
Net Advisory Fee $1,770,093                            $869,593     $860,835
                  =========                           =========     =========


MONEY MARKET      Year Ended                         Year Ended    Year Ended
                  8/31/95                            8/31/94       10/31/93
Advisory Fee     $1,831,518                        $1,245,513     $1,637,123

Waiver            ( 732,723)                         (974,438)    (1,047,935)
                   ---------                         ---------     ----------
Net Advisory Fee $1,098,795                          $271,075       $589,188
                   =========                         =========     =========

PENNSYLVANIA      Year Ended                         Year Ended    Year Ended
                  2/28/95                            2/28/94       2/28/93
Advisory Fee        $85,049                           $59,080        $73,977

Waiver             ( 85,049)                          (59,080)       (73,977)

                   ---------                         ---------     ----------
Net Advisory Fee $        0                          $      0       $      0
                   =========                         =========     =========


TREASURY         Year Ended                          Year Ended    Year Ended
                 8/31/95                             12/31/94      12/31/93
Advisory Fee    $2,814,251                          $2,549,955    $1,977,645

Waiver           (1,258,611)                        (1,948,237)   (1,712,975)
                 ---------                           ---------     ----------
Net Advisory Fee $1,555,640                           $601,718      $264,670
                 =========                           =========     =========

     In addition,  for the fiscal year ended  February 28, 1993,  First Fidelity
and Furman Selz voluntarily  agreed to reimburse expenses of Pennsylvania in the
amount of $14,000 and $6,000, respectively.


Expense Limitations

         Each  Adviser's  fee will be reduced by, or the Adviser will  reimburse
the Funds  (except  Money Market and Tax Exempt which have  specific  percentage
limitations  described  below) for any amount necessary to prevent such expenses
(exclusive of taxes, interest, brokerage commissions and extraordinary expenses,
but inclusive of the Adviser's fee) from  exceeding the most  restrictive of the
expense  limitations  imposed by state  securities  commissions of the states in
which  the  Funds'   shares  are  then   registered   or  qualified   for  sale.
Reimbursement,  when necessary, will be made monthly in the same manner in which
the  advisory  fee  is  paid.  Currently  the  most  restrictive  state  expense
limitation  is 2.5% of the first  $30,000,000  of the Fund's  average  daily net
assets,  2% of the next  $70,000,000  of such  assets and 1.5% of such assets in
excess of $100,000,000.

     With  respect  to  Money  Market  and  Tax  Exempt,   Evergreen  Asset  has
voluntarily agreed to reimburse each Fund to the extent that any of these Funds'
aggregate   operating  expenses  (including  the  Adviser's  fee  but  excluding
interest,  taxes,  brokerage  commissions,  and extraordinary  expenses, and for
Class A and Class B shares Rule 12b-1 distribution fees and shareholder
servicing fees payable)  exceed 1.00% of their average net assets for any fiscal
year.

     The Investment Advisory  Agreements are terminable,  without the payment of
any  penalty,  on sixty  days'  written  notice,  by a vote of the  holders of a
majority of each Fund's  outstanding  shares, or by a vote of a majority of each
Trust's  Trustees  or  by  the  respective  Adviser.   The  Investment  Advisory
Agreements will automatically  terminate in the event of their assignment.  Each
Investment  Advisory  Agreement provides in substance that the Adviser shall not
be liable  for any  action  or  failure  to act in  accordance  with its  duties
thereunder in the absence of willful misfeasance,  bad faith or gross negligence
on  the  part  of the  Adviser  or of  reckless  disregard  of  its  obligations
thereunder.  The Investment Advisory Agreements with respect to Money Market and
Tax Exempt were approved by each Fund's  shareholders  on June 23, 1994,  became
effective on June 30, 1994, and will continue in effect until June 30, 1996, and
thereafter  from  year to year  provided  that  their  continuance  is  approved
annually  by a vote of a majority  of the  Trustees  of each Trust  including  a
majority of those Trustees who are not parties  thereto or "interested  persons"
(as defined in the 1940 Act) of any such party, cast in person at a meeting duly
called  for  the  purpose  of  voting  on such  approval  or a  majority  of the
outstanding voting shares of each Fund. With respect to Treasury, the Investment
Advisory  Agreement  dated  February  28,  1985 and  amended  from  time to time
thereafter  was last  approved by the  Trustees of  Evergreen  Investment  Trust
(formerly,  First Union Funds) on April 20, 1995 and it will  continue from year
to year with respect to each Fund  provided  that such  continuance  is approved
annually by a vote of a majority of the Trustees of Evergreen  Investment  Trust
including  a  majority  of  those  Trustees  who  are  not  parties  thereto  or
"interested  persons" of any such party cast in person at a meeting  duly called
for the  purpose of voting on such  approval  or by a vote of a majority  of the
outstanding  voting  securities of the Fund. With respect to  Pennsylvania,  the
Investment  Advisory  Agreement  dated XXXXXXX,  199X were first approved by the
shareholders  of the Fund on XXXXXXXX,  199X and will  continue  until June 30,
1997  and from  year to year  with  respect  to the  Fund  provided  that  such
continuance  is  approved  annually  by a vote  of a  majority  of the  Trustees
including  a  majority  of  those  Trustees  who  are  not  parties  thereto  or
"interested  persons" of any such party cast in person at a meeting  duly called
for the  purpose of voting on such  approval  or by a vote of a majority  of the
outstanding voting securities of the Fund.

         Certain  other clients of each Adviser may have  investment  objectives
and  policies  similar  to those  of the  Funds.  Each  Adviser  (including  the
sub-adviser)  may, from time to time, make  recommendations  which result in the
purchase or sale of a particular  security by its other  clients  simultaneously
with a Fund. If  transactions  on behalf of more than one client during the same
period  increase  the demand for  securities  being  purchased  or the supply of
securities being sold,  there may be an adverse effect on price or quantity.  It
is the  policy of each  Adviser to  allocate  advisory  recommendations  and the
placing of orders in a manner  which is deemed  equitable  by the Adviser to the
accounts  involved,  including the Funds. When two or more of the clients of the
Adviser  (including one or more of the Funds) are purchasing or selling the same
security on a given day from the same  broker-dealer,  such  transactions may be
averaged as to price.

     Although the investment objectives of the Funds are not the same, and their
investment  decisions are made  independently of each other,  they rely upon the
same  resources  for  investment  advice  and  recommendations.   Therefore,  on
occasion,  when a particular security meets the different investment  objectives
of the  various  Funds,  they  may  simultaneously  purchase  or sell  the  same
security.  This could have a detrimental effect on the price and quantity of the
security available to each Fund. If simultaneous transactions occur, the Adviser
attempts  to  allocate  the  securities,  both  as to  price  and  quantity,  in
accordance with a method deemed equitable to each Fund and consistent with their
different investment objectives.  In some cases, simultaneous purchases or sales
could have a beneficial  effect,  in that the ability of one Fund to participate
in volume transactions may produce better executions for that Fund.

     Each Fund has adopted procedures under Rule 17a-7 of the 1940 Act to permit
purchase and sales  transactions to be effected  between each Fund and the other
registered investment companies for which either Evergreen Asset or FUNB acts as
investment  adviser or between the Fund and any  advisory  clients of  Evergreen
Asset,  FUNB  or  Lieber.  Each  Fund  may  from  time to  time  engage  in such
transactions  but  only in  accordance  with  these  procedures  and if they are
equitable to each participant and consistent with each participant's  investment
objectives.

     Prior to July 1, 1995, Federated  Administrative  Services, a subsidiary of
Federated  Investors,   provided  legal,  accounting  and  other  administrative
personnel and support services to each of the portfolios of Evergreen Investment
Trust. The Trust paid a fee for such services at the following annual rate: .15%
on the first $250 million  average  daily net assets of the Trust;  .125% on the
next $250  million;  .10% on the next $250 million and .075% on assets in excess
of $250  million.  For the fiscal period ended June 30, 1995 and the years ended
December  31,  1994  and  1993.  Treasury  incurred  $462,002  and  $613,889  in
administrative   service  costs,   of  which  $0  and  $  111,107  were  waived,
respectively.

     Prior to XXXXXX, 199X, Furman Selz acted as administrator for Pennsylvania.
For the fiscal years ended  February 28, 1993,  1994 and 1995 Furman Selz waived
its entire administrative fee.

     On July 1, 1995,  Evergreen Asset, in the case of Treasury,  and on XXXXXX,
199X, in the case of Pennsylvania,  commenced providing  administrative services
to each of the portfolios of Evergreen  Investment  Trust for a fee based on the
average daily net assets of each fund  administered by Evergreen Asset for which
Evergreen Asset or FUNB also serve as investment  advisor,  calculated daily and
payable  monthly at the following  annual rates:  .050% on the first $7 billion;
 .035% on the next $3 billion;  .030% on the next $5  billion;  .020% on the next
$10 billion;  .015% on the next $5 billion; and .010% on assets in excess of $30
billion.  Furman Selz Incorporated,  an affiliate of the Distributor,  serves as
sub-administrator  to  Treasury  and is  entitled  to receive a fee based on the
average  daily net assets of Treasury at a rate from the Fund  calculated on the
total assets of the mutual funds  administered by Evergreen Asset for which FUNB
or Evergreen  Asset also serve as investment  adviser,  calculated in accordance
with the following schedule:  .0100% of the first $7 billion; .0075% on the next
$3 billion;  .0050% on the next $15  billion;  .0040% on assets in excess of $25
billion.  The total assets of mutual funds  administered  by Evergreen Asset for
which  Evergreen  Asset or FUNB serve as investment  adviser as of September 30,
1995 were approximately $10.1 billion.

                              DISTRIBUTION PLANS

         Reference is made to "Management  of the Fund - Distribution  Plans and
Agreements" in the Prospectus of each Fund for additional  disclosure  regarding
the Funds'  distribution  arrangements.  Distribution fees are accrued daily and
paid  monthly  on the Class A, and for Money  Market  its Class B shares and are
charged as class expenses, as accrued. The distribution fees attributable to the
Class B shares are  designed  to permit an  investor  to  purchase  such  shares
through broker-dealers without the assessment of a front-end sales charge, while
at the same time  permitting  the  Distributor to compensate  broker-dealers  in
connection with the sale of such shares.

         Under the Rule 12b-1  Distribution Plans that have been adopted by each
Fund with respect to each of its Class A, and Class B shares (to the extent that
each Fund offers such classes)  (each a "Plan" and  collectively,  the "Plans"),
the Treasurer of each Fund reports the amounts  expended  under the Plan and the
purposes for which such expenditures were made to the Trustees of each Trust for
their review on a quarterly  basis.  Also, each Plan provides that the selection
and  nomination of Trustees who are not  "interested  persons" of each Trust (as
defined in the 1940 Act) are committed to the  discretion of such  disinterested
Trustees then in office.

         Each Adviser may from time to time and from its own funds or such other
resources as may be permitted by rules of the Securities and Exchange Commission
make payments for distribution  services to the  Distributor;  the latter may in
turn pay part or all of such  compensation to brokers or other persons for their
distribution assistance.

         Money  Market  commenced  offering  Class A and Class B shares  and Tax
Exempt  commenced  offering Class A shares,  on January 3, 1995.  Each Plan with
respect to such Funds became  effective  on December 30, 1994 and was  initially
approved  by the sole  shareholder  of each  Class of  shares  of each Fund with
respect to which a Plan was  adopted on that date and by the  unanimous  vote of
the  Trustees  of  each  Trust,  including  the  disinterested  Trustees  voting
separately,  at a meeting called for that purpose and held on December 13, 1994.
The Distribution  Agreements between each Fund and the Distributor,  pursuant to
which  distribution  fees are paid under the Plans by each Fund with  respect to
its Class A and Class B shares  were also  approved  at the  December  13,  1994
meeting by the  unanimous  vote of the  Trustees,  including  the  disinterested
Trustees voting separately.  Each Plan and Distribution  Agreement will continue
in effect for  successive  twelve-month  periods  provided,  however,  that such
continuance is  specifically  approved at least annually by the Trustees of each
Trust  or by  vote  of the  holders  of a  majority  of the  outstanding  voting
securities (as defined in the 1940 Act) of that Class, and, in either case, by a
majority of the  Trustees of the Trust who are not parties to the  Agreement  or
interested persons, as defined in the 1940 Act, of any such party (other than as
Trustees of the Trust) and who have no direct or indirect  financial interest in
the operation of the Plan or any agreement related thereto.

     Prior  to July  8,  1995,  Federated  Securities  Corp.,  a  subsidiary  of
Federated  Investors,  served as the  distributor  for Treasury as well as other
portfolios of Evergreen  Investment  Trust. The Distribution  Agreement  between
Treasury and the Distributor  pursuant to which distribution fees are paid under
the Plans by Treasury  with  respect to its Class A shares was  approved on June
15, 1995 by the  unanimous  vote of the  Trustees  including  the  disinterested
Trustees voting separately. In the case of Pennsylvania,  FFB Funds Distributor,
Inc. served as Distributor  prior to XXXXXX,  199X. The Distribution  Agreement
between Pennsylvania and the Distributor pursuant to which distribution fees are
paid under the Plans by Fixed Income and Intermediate Term Funds with respect to
their Class A, Class B and Class C shares were  approved on XXXXXX,  199X by the
unanimous  vote of the Trustees  including  the  disinterested  Trustees  voting
separately.

     The Plans permit the payment of fees to brokers and others for distribution
and   shareholder-related   administrative   services  and  to   broker-dealers,
depository   institutions,   financial  intermediaries  and  administrators  for
administrative services as to Class A and Class B shares. The Plans are designed
to (i) stimulate  brokers to provide  distribution  and  administrative  support
services  to each  Fund  and  holders  of Class A and  Class B  shares  and (ii)
stimulate  administrators to render administrative  support services to the Fund
and  holders  of Class A and Class B shares.  The  administrative  services  are
provided by a representative  who has knowledge of the shareholder's  particular
circumstances  and goals,  and include,  but are not limited to providing office
space,  equipment,   telephone  facilities,   and  various  personnel  including
clerical, supervisory, and computer, as necessary or beneficial to establish and
maintain  shareholder  accounts and records;  processing purchase and redemption
transactions  and  automatic   investments  of  client  account  cash  balances;
answering  routine  client  inquiries  regarding  Class A and  Class  B  shares;
assisting  clients in  changing  dividend  options,  account  designations,  and
addresses; and providing such other services as the Fund reasonably requests for
its Class A and Class B shares.

     In the event that a Plan or  Distribution  Agreement is  terminated  or not
continued  with  respect to one or more Classes of a Fund,  (i) no  distribution
fees (other than current  amounts accrued but not yet paid) would be owed by the
Fund to the Distributor with respect to that Class or Classes, and (ii) the Fund
would not be obligated to pay the Distributor for any amounts expended under the
Distribution   Agreement  not  previously  recovered  by  the  Distributor  from
distribution services fees in respect of shares of such Class or Classes through
deferred sales charges.

     All  material  amendments  to any Plan or  Distribution  Agreement  must be
approved  by a vote of the  Trustees  of a Trust or the  holders  of the  Fund's
outstanding voting  securities,  voting separately by Class, and in either case,
by a majority of the disinterested  Trustees, cast in person at a meeting called
for the  purpose  of  voting  on such  approval;  and any  Plan or  Distribution
Agreement  may not be amended in order to increase  materially  the costs that a
particular  Class  of  shares  of a  Fund  may  bear  pursuant  to the  Plan  or
Distribution  Agreement without the approval of a majority of the holders of the
outstanding  voting  shares  of the  Class  affected.  Any Plan or  Distribution
Agreement  may be  terminated  (a) by a Fund  without  penalty  at any time by a
majority vote of the holders of the outstanding  voting  securities of the Fund,
voting  separately  by Class or by a majority  vote of the  Trustees who are not
"interested  persons" as defined in the 1940 Act, or (b) by the Distributor.  To
terminate any Distribution  Agreement,  any party must give the other parties 60
days' written notice;  to terminate a Plan only, the Fund need give no notice to
the Distributor.  Any Distribution Agreement will terminate automatically in the
event of its assignment.

         For the fiscal  period  from  January 3, 1995  through  August 31, 1995
Treasury incurred $1,896,720 in distribution  services fees on behalf of Class A
shares.

            For the fiscal period from January 3, 1995 through  August 31, 1995,
Money Market and Tax Exempt  incurred  $280,287 and  $241,973  respectively,  in
distribution services fees on behalf of their Class A shares.

            For the fiscal period from January 3, 1995 through  August 31, 1995,
Money Market  incurred  $9,349 in  distribution  services  fees on behalf of its
Class B shares.

                              ALLOCATION OF BROKERAGE

         Decisions  regarding  each Fund's  portfolio  are made by its  Adviser,
subject to the supervision and control of the Trustees.  Orders for the purchase
and sale of  securities  and other  investments  are placed by  employees of the
Adviser,  all of whom,  in the case of  Evergreen  Asset,  are  associated  with
Lieber.  In general,  the same  individuals  perform the same  functions for the
other  funds  managed  by the  Adviser.  A Fund will not  effect  any  brokerage
transactions with any broker or dealer affiliated directly or indirectly with
the  Adviser  unless  such  transactions  are fair  and  reasonable,  under  the
circumstances, to the Fund's shareholders.  Circumstances that may indicate that
such  transactions  are  fair  or  reasonable  include  the  frequency  of  such
transactions,  the selection  process and the commissions  payable in connection
with such transactions.


         It is anticipated  that most purchase and sale  transactions  involving
fixed income  securities will be with the issuer or an underwriter or with major
dealers in such securities acting as principals.  Such transactions are normally
on a net basis and  generally do not involve  payment of brokerage  commissions.
However, the cost of securities purchased from an underwriter usually includes a
commission  paid by the  issuer  to the  underwriter.  Purchases  or sales  from
dealers will normally reflect the spread between bid and ask prices.

         In  selecting  firms to effect  securities  transactions,  the  primary
consideration  of each Fund  shall be  prompt  execution  at the most  favorable
price. A Fund will also consider such factors as the price of the securities and
the size and  difficulty of execution of the order.  If these  objectives may be
met with more than one firm,  the Fund will also  consider the  availability  of
statistical and investment  data and economic facts and opinions  helpful to the
Fund. To the extent that receipt of these  services for which the Adviser or its
affiliates might otherwise have paid, it would tend to reduce their expenses.

         Under Section 11(a) of the Securities Exchange Act of 1934, as amended,
and the rules adopted  thereunder  by the  Securities  and Exchange  Commission,
Lieber may be compensated for effecting transactions in portfolio securities for
a Fund on a national  securities  exchange  provided the conditions of the rules
are met. Each Fund advised by Evergreen Asset has entered into an agreement with
Lieber  authorizing  Lieber to retain  compensation for brokerage  services.  In
accordance with such agreement,  it is contemplated that Lieber, a member of the
New York and American Stock Exchanges, will, to the extent practicable,  provide
brokerage  services to the Fund with  respect to  substantially  all  securities
transactions  effected on the New York and  American  Stock  Exchanges.  In such
transactions,  a Fund will seek the best execution at the most  favorable  price
while paying a commission  rate no higher than that offered to other  clients of
Lieber or that which can be reasonably expected to be offered by an unaffiliated
broker-dealer  having comparable  execution capability in a similar transaction.
However,  no Fund  will  engage  in  transactions  in  which  Lieber  would be a
principal.  While no Fund advised by Evergreen  Asset  contemplates  any ongoing
arrangements  with other brokerage firms,  brokerage  business may be given from
time to time to other firms. In addition,  the Trustees have adopted  procedures
pursuant  to Rule  17e-1  under  the  1940  Act to  ensure  that  all  brokerage
transactions  with  Lieber,  as  an  affiliated  broker-dealer,   are  fair  and
reasonable.

         Any profits from brokerage  commissions  accruing to Lieber as a result
of portfolio  transactions  for the Fund will accrue to FUNB and to its ultimate
parent,  First Union.  The Investment  Advisory  Agreements do not provide for a
reduction  of the  Adviser's  fee with  respect to any Fund by the amount of any
profits  earned by Lieber from  brokerage  commissions  generated  by  portfolio
transactions of the Fund.


                           ADDITIONAL TAX INFORMATION

                       (See also "Taxes" in the Prospectus)

         Each Fund has  qualified  and  intends to  continue  to qualify for and
elect the tax treatment  applicable to regulated  investment  companies  ("RIC")
under  Subchapter  M of the  Internal  Revenue  Code of 1986,  as  amended  (the
"Code").  (Such  qualification  does not involve  supervision  of  management or
investment  practices or policies by the Internal Revenue  Service.) In order to
qualify as a regulated  investment company, a Fund must, among other things, (a)
derive at least 90% of its gross income from dividends,  interest, payments with
respect  to  proceeds  from  securities  loans,  gains  from  the  sale or other
disposition  of securities  or foreign  currencies  and other income  (including
gains from options,  futures or forward foreign  contracts) derived with respect
to its business of investing in such securities; (b) derive less than 30% of its
gross income from the sale or other disposition of securities,  options, futures
or  forward  contracts  (other  than those on  foreign  currencies),  or foreign
currencies  (or  options,  futures or forward  contracts  thereon)  that are not
directly related to the RIC's principal  business of investing in securities (or
options and futures with respect  thereto) held for less than three months;  and
(c)  diversify  its holdings so that,  at the end of each quarter of its taxable
year,  (i) at least  50% of the  market  value of the  Fund's  total  assets  is
represented by cash, U.S. government  securities and other securities limited in
respect of any one issuer,  to an amount not greater than 5% of the Fund's total
assets and 10% of the outstanding voting securities of such issuer, and (ii) not
more than 25% of the value of its total assets is invested in the  securities of
any one issuer (other than U.S.  government  securities  and securities of other
regulated  investment  companies).  By so  qualifying,  a Fund is not subject to
Federal  income tax if it timely  distributes  its  investment  company  taxable
income and any net realized capital gains. A 4% nondeductible excise tax will be
imposed  on a  Fund  to  the  extent  it  does  not  meet  certain  distribution
requirements  by the end of each calendar year.  Each Fund  anticipates  meeting
such distribution requirements.

     Dividends paid by a Fund from investment  company taxable income  generally
will be taxed to the shareholders as ordinary income. Investment company taxable
income  includes net  investment  income and net realized  short-term  gains (if
any).  Any  dividends  received  by  a  Fund  from  domestic  corporations  will
constitute a portion of the Fund's gross investment income.

         Distributions  of the  excess of net  long-term  capital  gain over net
short-term  capital  loss are taxable to  shareholders  (who are not exempt from
tax) as long-term capital gain, regardless of the length of time the shares of a
Fund have been held by such shareholders. Short-term capital gains distributions
are taxable to shareholders who are not exempt from tax as ordinary income. Such
distributions are not eligible for the  dividends-received  deduction.  Any loss
recognized  upon the sale of  shares  of a Fund  held by a  shareholder  for six
months or less will be treated as a  long-term  capital  loss to the extent that
the shareholder  received a long-term  capital gain distribution with respect to
such shares.

         Distributions  of  investment   company  taxable  income  and  any  net
short-term  capital gains will be taxable as ordinary  income as described above
to  shareholders  (who are not exempt  from tax),  whether  made in shares or in
cash.  Shareholders  electing to receive distributions in the form of additional
shares will have a cost basis for Federal  income tax  purposes in each share so
received equal to the net asset value of a share of a Fund on the reinvestment
date.


     Distributions  by each Fund result in a reduction in the net asset value of
the Fund's  shares.  Should a  distribution  reduce the net asset  value below a
shareholder's  cost basis,  such distribution  nevertheless  would be taxable as
ordinary income or capital gain as described above to shareholders  (who are not
exempt from tax), even though, from an investment standpoint,  it may constitute
a return of capital. In particular,  investors should be careful to consider the
tax  implications  of buying shares just prior to a  distribution.  The price of
shares   purchased  at  that  time  includes  the  amount  of  the   forthcoming
distribution.  Those  purchasing just prior to a distribution  will then receive
what is in  effect  a  return  of  capital  upon  the  distribution  which  will
nevertheless be taxable to shareholders subject to taxes.

     Upon a sale or exchange of its shares, a shareholder will realize a taxable
gain or loss depending on its basis in the shares.  Such gains or losses will be
treated  as a  capital  gain or loss if the  shares  are  capital  assets in the
investor's hands and will be a long-term capital gain or loss if the shares have
been held for more  than one year.  Generally,  any loss  realized  on a sale or
exchange will be disallowed to the extent shares disposed of are replaced within
a period of sixty-one days  beginning  thirty days before and ending thirty days
after the shares are disposed of. Any loss realized by a shareholder on the sale
of  shares of the Fund held by the  shareholder  for six  months or less will be
disallowed  to the  extent of any  exempt  interest  dividends  received  by the
shareholder with respect to such shares, and will be treated for tax purposes as
a long-term capital loss to the extent of any distributions of net capital gains
received by the shareholder with respect to such shares.

      All distributions, whether received in shares or cash, must be reported by
each  shareholder  on his or her  Federal  income tax return.  Each  shareholder
should  consult his or her own tax adviser to determine  the state and local tax
implications of Fund distributions.

         Shareholders who fail to furnish their taxpayer  identification numbers
to a Fund and to certify as to its  correctness  and certain other  shareholders
may be subject to a 31% Federal  income tax backup  withholding  requirement  on
dividends,  distributions of capital gains and redemption  proceeds paid to them
by the Fund. If the withholding provisions are applicable, any such dividends or
capital  gain  distributions  to these  shareholders,  whether  taken in cash or
reinvested in additional shares, and any redemption  proceeds will be reduced by
the amounts required to be withheld. Investors may wish to consult their own tax
advisers about the applicability of the backup withholding provisions.

     The foregoing  discussion  relates solely to U.S. Federal income tax law as
applicable to U.S. persons (i.e.,  U.S. citizens and residents and U.S. domestic
corporations, partnerships, trusts and estates). It does not reflect the special
tax consequences to certain taxpayers (e.g.,  banks,  insurance  companies,  tax
exempt  organizations  and foreign  persons).  Shareholders  are  encouraged  to
consult their own tax advisers regarding specific questions relating to Federal,
state  and local  tax  consequences  of  investing  in  shares  of a Fund.  Each
shareholder  who is not a U.S.  person  should  consult  his or her tax  adviser
regarding  the U.S.  and foreign tax  consequences  of  ownership of shares of a
Fund, including the possibility that such a shareholder may be subject to a U.S.
withholding  tax at a rate of 31% (or at a lower  rate  under a tax  treaty)  on
amounts treated as income from U.S. sources under the Code.

Special Tax Considerations for Tax Exempt

         With  respect to Tax Exempt,  to the extent  that the Fund  distributes
exempt interest dividends to a shareholder, interest on indebtedness incurred or
continued  by such  shareholder  to purchase or carry  shares of the Fund is not
deductible.  Furthermore,  entities or persons who are  "substantial  users" (or
related  persons) of facilities  financed by "private  activity"  bonds (some of
which were  formerly  referred  to as  "industrial  development"  bonds)  should
consult their tax advisers before  purchasing  shares of the Fund.  "Substantial
user" is defined generally as including a "non-exempt person" who regularly uses
in its trade or  business a part of a facility  financed  from the  proceeds  of
industrial development bonds.

         The  percentage of the total  dividends  paid by a Fund with respect to
any taxable year that  qualifies as exempt  interest  dividends will be the same
for all shareholders of the Fund receiving  dividends with respect to such year.
If a shareholder  receives an exempt interest dividend with respect to any share
and such  share  has been held for six  months or less,  any loss on the sale or
exchange of such share will be disallowed  to the extent of the exempt  interest
dividend amount.

                                 NET ASSET VALUE

         The following information supplements that set forth in each Prospectus
under the  subheading  "How to Buy Shares - How the Funds Value Their Shares" in
the Section entitled "Purchase and Redemption of Shares".

         The public  offering  price of shares of a Fund is its net asset value.
On each Fund business day on which a purchase or redemption order is received by
a Fund and  trading in the types of  securities  in which a Fund  invests  might
materially  affect the value of Fund  shares,  the per share net asset  value of
each such Fund is  computed  in  accordance  with the  Declaration  of Trust and
By-Laws  governing each Fund twice daily,  at 12 noon Eastern time and as of the
next close of regular  trading on the New York Stock  Exchange (the  "Exchange")
(currently  4:00 p.m.  Eastern  time) by dividing  the value of the Fund's total
assets,  less  its  liabilities,   by  the  total  number  of  its  shares  then
outstanding.  A Fund business day is any weekday, exclusive of national holidays
on which the  Exchange is closed and Good  Friday.  Each Fund's  securities  are
valued at  amortized  cost.  Under  this  method of  valuation,  a  security  is
initially valued at its acquisition cost and,  thereafter,  a constant  straight
line  amortization  of any discount or premium is assumed each day regardless of
the impact of fluctuating interest rates on the market value of the security. If
accurate  quotations are not available,  securities will be valued at fair value
determined in good faith by the Board of Trustees.

                                PURCHASE OF SHARES

         The following information supplements that set forth in each Prospectus
under the heading "Purchase and Redemption of Shares - How To Buy Shares".

General

         Shares of each Fund will be  offered on a  continuous  basis at a price
equal to their net asset value  without any  front-end  or  contingent  deferred
sales charges or with a contingent  deferred sales charge (the  "deferred  sales
charge  alternative")  as described  below.  Class Y shares which,  as described
below, are not offered to the general public,  are offered without any front-end
or  contingent  sales  charges.  Shares of each Fund are offered on a continuous
basis  through  (i)  investment   dealers  that  are  members  of  the  National
Association of Securities  Dealers,  Inc. and have entered into selected  dealer
agreements  with  the   Distributor   ("selected   dealers"),   (ii)  depository
institutions and other financial  intermediaries or their affiliates,  that have
entered into selected agent agreements with the Distributor ("selected agents"),
or (iii) the Distributor.  The minimum for initial investments is $1,000;  there
is no minimum  for  subsequent  investments.  The  subscriber  may use the Share
Purchase  Application  available  from the  Distributor  for his or her  initial
investment. Sales personnel of selected dealers and agents distributing a Fund's
shares may receive differing compensation for selling Class A or Class B shares.

         Investors  may purchase  shares of a Fund in the United  States  either
through selected  dealers or agents or directly through the Distributor.  A Fund
reserves  the right to suspend  the sale of its shares to the public in response
to conditions in the securities markets or for other reasons.

         Each  Fund  will  accept  unconditional  orders  for its  shares  to be
executed  at the  public  offering  price  equal  to the net  asset  value  next
determined,  as described below. Orders received by the Distributor prior to the
close of regular  trading on the  Exchange on each day the  Exchange is open for
trading  are priced at the net asset  value  computed as of the close of regular
trading  on the  Exchange  on that day.  In the case of orders for  purchase  of
shares placed through selected dealers or agents, the applicable public offering
price will be the net asset  value as so  determined,  but only if the  selected
dealer or agent receives the order prior to the close of regular  trading on the
Exchange and transmits it to the Distributor prior to its close of business that
same day (normally  5:00 p.m.  Eastern  time).  The selected  dealer or agent is
responsible for transmitting  such orders by 5:00 p.m. If the selected dealer or
agent fails to do so, the  investor's  right to that day's closing price must be
settled  between the investor and the selected  dealer or agent. If the selected
dealer or agent  receives  the order  after the close of regular  trading on the
Exchange,  the price will be based on the net asset value  determined  as of the
close of regular trading on the Exchange on the next day it is open for trading.

         Following the initial  purchase of shares of a Fund, a shareholder  may
place orders to purchase  additional  shares by telephone if the shareholder has
completed the appropriate portion of the Share Purchase Application. Payment for
shares purchased by telephone can be made only by Electronic Funds Transfer from
a bank account  maintained by the  shareholder at a bank that is a member of the
National  Automated  Clearing  House  Association  ("ACH").  If a  shareholder's
telephone  purchase request is received before 3:00 p.m. New York time on a Fund
business day, the order to purchase shares is automatically placed the same Fund
business day for  non-money  market  funds,  and two days  following the day the
order is received for money market funds,  and the  applicable  public  offering
price will be the public  offering price  determined as of the close of business
on such business day. Full and fractional  shares are credited to a subscriber's
account  in the  amount  of his or her  subscription.  As a  convenience  to the
subscriber,  and to avoid unnecessary  expense to a Fund, stock certificates are
not issued for any class of shares of any Fund, although such shares remain
in the  shareholder's  account on the records of a Fund. This facilitates  later
redemption  and  relieves  the  shareholder  of  the   responsibility   for  and
inconvenience of lost or stolen certificates.

Alternative Purchase Arrangements

         Except as noted, each Fund issues three classes of shares:  (i) Class A
shares,  which are sold to investors  choosing the no front-end  sales charge or
contingent  deferred sales charge  alternative;  (ii) Class B shares,  which are
sold to investors  choosing the deferred sales charge  alternative and which are
not  currently  offered by Tax Exempt and  Treasury;  and (iii)  Class Y shares,
which are offered only to (a) persons who at or prior to December 30, 1994 owned
shares in a mutual fund  advised by  Evergreen  Asset,  (b)  certain  investment
advisory  clients of the Advisers and their  affiliates,  and (c)  institutional
investors.  The three  classes of shares each  represent an interest in the same
portfolio of investments of the Fund,  have the same rights and are identical in
all  respects,  except that (I) only Class A and Class B shares are subject to a
Rule  12b-1  distribution  fee,  (II)  Class B shares  bear the  expense  of the
deferred  sales  charge,  (III) Class B shares bear the expense of a higher Rule
12b-1  distribution  services fee than Class A shares and higher transfer agency
costs,  (IV) with the  exception of Class Y shares,  each Class of each Fund has
exclusive  voting  rights  with  respect  to  provisions  of the Rule 12b-1 Plan
pursuant  to which its  distribution  services  fee is paid  which  relates to a
specific  Class and other matters for which separate Class voting is appropriate
under applicable law,  provided that, if the Fund submits to a simultaneous vote
of Class A and Class B  shareholders  an  amendment  to the Rule 12b-1 Plan that
would  materially  increase the amount to be paid thereunder with respect to the
Class A shares,  the Class A shareholders and the Class B shareholders will vote
separately  by  Class,  and  (VI)  only  the  Class B shares  are  subject  to a
conversion  feature.  Each Class has different  exchange  privileges and certain
different shareholder service options available.

         The alternative purchase  arrangements permit an investor to choose the
method of purchasing  shares that is most  beneficial.  The decision as to which
Class of shares of Money Market is more beneficial  depends primarily on whether
or not the  investor  wishes  to  exchange  all or part  of any  Class B  shares
purchased  for Class B shares of another  Evergreen  mutual  fund at some future
date. If the investor does not contemplate  such an exchange,  it is probably in
such  investor's  best interest to purchase  Class A shares.  Class A shares are
subject  to  a  lower   distribution   services   fee  and,   accordingly,   pay
correspondingly higher dividends per share than Class B shares.

         With respect to each Fund, the Trustees have  determined that currently
no conflict of interest exists between or among the Class A, Class B and Class Y
shares.  On an ongoing basis,  the Trustees,  pursuant to their fiduciary duties
under the 1940 Act and state  laws,  will seek to ensure  that no such  conflict
arises.

Deferred Sales Charge Alternative--Class B Shares

         Investors choosing the deferred sales charge alternative purchase Class
B shares at the public  offering price equal to the net asset value per share of
the Class B shares on the date of purchase without the imposition of a sales
charge at the time of purchase.  The Class B shares are sold without a front-end
sales  charge so that the full  amount of the  investor's  purchase  payment  is
invested in the Fund initially.

         Proceeds  from the  contingent  deferred  sales  charge are paid to the
Distributor  and are used by the  Distributor  to  defray  the  expenses  of the
Distributor  related to providing  distribution-related  services to the Fund in
connection  with  the  sale  of the  Class B  shares,  such  as the  payment  of
compensation  to selected  dealers and agents for  selling  Class B shares.  The
combination  of the  contingent  deferred  sales  charge  and  the  distribution
services fee enables the Fund to sell the Class B shares  without a sales charge
being  deducted at the time of purchase.  The higher  distribution  services fee
incurred by Class B shares will cause such shares to have a higher expense ratio
and to pay lower dividends than those related to Class A shares.

         Contingent  Deferred  Sales  Charge.  Class B shares which are redeemed
within seven years of purchase  will be subject to a contingent  deferred  sales
charge at the rates set forth in the  Prospectus  charged as a percentage of the
dollar amount subject thereto. The charge will be assessed on an amount equal to
the lesser of the cost of the shares being  redeemed or their net asset value at
the  time of  redemption.  Accordingly,  no  sales  charge  will be  imposed  on
increases in net asset value above the initial  purchase price. In addition,  no
contingent  deferred  sales  charge  will be  assessed  on shares  derived  from
reinvestment  of dividends  or capital  gains  distributions.  The amount of the
contingent  deferred sales charge,  if any, will vary depending on the number of
years from the time of payment for the purchase of Class B shares until the time
of redemption of such shares.

         In  determining  the contingent  deferred sales charge  applicable to a
redemption,  it will be  assumed,  that the  redemption  is first of any Class A
shares in the shareholder's Fund account, second of Class B shares held for over
eight years or Class B shares acquired  pursuant to reinvestment of dividends or
distributions  and third of Class B shares held  longest  during the  eight-year
period.

         To illustrate,  assume that an investor  purchased 1,000 Class B shares
at $1 per share (at a cost of $1,000)  and,  during such time,  the investor has
acquired 100 additional  Class B shares upon dividend  reinvestment.  If at such
time the investor makes his or her first  redemption of 500 Class B shares,  100
Class B shares will not be subject to charge  because of dividend  reinvestment.
Therefore,  of the $500 of the shares  redeemed $400 of the redemption  proceeds
(400 shares x $1 original purchase price) will be charged at a rate of 4.0% (the
applicable  rate in the second year after  purchase  for a  contingent  deferred
sales charge of $16).

         The contingent deferred sales charge is waived on redemptions of shares
(i) following the death or disability, as defined in the Code, of a shareholder,
or  (ii) to the  extent  that  the  redemption  represents  a  minimum  required
distribution from an individual retirement account or other retirement plan to a
shareholder who has attained the age of 70-1/2.

         Conversion  Feature.  At the end of the period ending seven years after
the end of the  calendar  month in which the  shareholder's  purchase  order was
accepted,  Class B shares will automatically  convert to Class A shares and will
no longer be subject to a higher distribution services fee imposed on Class B
shares. Such conversion will be on the basis of the relative net asset values of
the two classes,  without the imposition of any sales load, fee or other charge.
The purpose of the conversion feature is to reduce the distribution services fee
paid by holders of Class B shares that have been outstanding long enough for the
Distributor to have been  compensated for the expenses  associated with the sale
of such shares.

         For purposes of conversion to Class A, Class B shares purchased through
the  reinvestment  of  dividends  and  distributions  paid in respect of Class B
shares in a  shareholder's  account will be  considered to be held in a separate
sub-account.  Each time any Class B shares in the  shareholder's  account (other
than those in the sub-account)  convert to Class A, an equal pro-rata portion of
the Class B shares in the sub-account will also convert to Class A.

         The  conversion  of Class B shares to Class A shares is  subject to the
continuing  availability  of an opinion  of  counsel to the effect  that (i) the
assessment  of the higher  distribution  services fee and transfer  agency costs
with respect to Class B shares does not result in the dividends or distributions
payable  with  respect  to  other  Classes  of  a  Fund's  shares  being  deemed
"preferential  dividends"  under the Code,  and (ii) the  conversion  of Class B
shares to Class A shares  does not  constitute  a taxable  event  under  Federal
income  tax law.  The  conversion  of Class B  shares  to Class A shares  may be
suspended if such an opinion is no longer  available at the time such conversion
is to occur.  In that  event,  no further  conversions  of Class B shares  would
occur,  and shares  might  continue  to be  subject  to the higher  distribution
services fee for an indefinite  period which may extend beyond the period ending
eight  years  after the end of the  calendar  month in which  the  shareholder's
purchase order was accepted.

Class Y Shares

         Class Y shares are not offered to the general  public and are available
only to (i)  persons  who at or prior to  December  30,  1994 owned  shares in a
mutual fund advised by Evergreen Asset, (ii) certain investment advisory clients
of the Advisers and their affiliates, and (iii) institutional investors. Class Y
shares do not bear any Rule 12b-1  distribution  expenses and are not subject to
any front-end or contingent deferred sales charges.

                    GENERAL INFORMATION ABOUT THE FUNDS
(See also "Other Information - General Information" in each Fund's Prospectus)

Capitalization and Organization

         Evergreen  Money Market Fund is a  Massachusetts  business  trust.  The
Evergreen  Tax Exempt  Money Market Fund is a separate  series of The  Evergreen
Municipal Trust, a Massachusetts  business trust.  The Evergreen  Treasury Money
Market Fund,  which prior to July 7, 1995 was known as the First Union  Treasury
Money Market  Portfolio,  is a separate series of Evergreen  Investment Trust, a
Massachusetts  business  trust.  On July 7, 1995,  First Union Funds changed its
name to  Evergreen  Investment  Trust.  On December  14,  1992,  The Salem Funds
changed its name to First Union Funds.  The above-named  Trusts are individually
referred  to in this  Statement  of  Additional  Information  as the "Trust" and
collectively  as the  "Trusts".  Each Trust is governed by a board of  trustees.
Unless otherwise stated, references to the "Board of Trustees" or "Trustees" in
this  Statement  of  Additional  Information  refer to the  Trustees  of all the
Trusts.

     Evergreen Tax Free Trust was organized as a Massachusetts business trust on
March 25,  1987,  as a successor  to FFB Money  Trust,  which was  organized  on
December 4, 1985.  The  Declaration  of Trust  permits the  Trustees to issue an
unlimited number of full and fractional  shares of beneficial  interest having a
par  value of $0.001  per  share  and which may be issued in series or  classes.
Pursuant to that authority, the Board of Trustees has authorized the issuance of
two series of shares,  one of which represent shares in Pennsylvania.  The Board
of Trustees  may,  in the  future,  authorize  the  issuance of other  series or
classes.

         Money Market and Tax Exempt may issue an unlimited  number of shares of
beneficial  interest  with a $0.0001 par value.  Treasury may issue an unlimited
number of shares of beneficial  interest  without par value. All shares of these
Funds have equal rights and  privileges.  Each share is entitled to one vote, to
participate equally in dividends and distributions  declared by the Funds and on
liquidation  to  their   proportionate  share  of  the  assets  remaining  after
satisfaction of outstanding  liabilities.  Shares of these Funds are fully paid,
nonassessable  and  fully  transferable  when  issued  and have no  pre-emptive,
conversion or exchange rights.  Fractional shares have  proportionally  the same
rights, including voting rights, as are provided for a full share.

         Under each Trust's  Declaration of Trust, each Trustee will continue in
office  until  the  termination  of  the  Fund  or his  or  her  earlier  death,
incapacity,  resignation  or removal.  Shareholders  can remove a Trustee upon a
vote of  two-thirds  of the  outstanding  shares of  beneficial  interest of the
Trust. Vacancies will be filled by a majority of the remaining Trustees, subject
to the 1940  Act.  As a  result,  normally  no annual  or  regular  meetings  of
shareholders will be held, unless otherwise required by the Declaration of Trust
of each Trust or the 1940 Act.

         Shares have noncumulative  voting rights,  which means that the holders
of more than 50% of the shares  voting for the  election of  Trustees  can elect
100% of the  Trustees  if they  choose to do so and in such event the holders of
the remaining shares so voting will not be able to elect any Trustees.

         The Trustees of each Trust are  authorized to reclassify  and issue any
unissued shares to any number of additional series without shareholder approval.
Accordingly,  in the future,  for reasons such as the desire to establish one or
more  additional  portfolios of a Trust with  different  investment  objectives,
policies or restrictions,  additional  series of shares may be created by one or
more Funds.  Any issuance of shares of another series or class would be governed
by the 1940 Act and the law of the Commonwealth of  Massachusetts.  If shares of
another  series  of a Trust  were  issued in  connection  with the  creation  of
additional  investment  portfolios,  each share of the newly  created  portfolio
would  normally be entitled to one vote for all purposes.  Generally,  shares of
all portfolios would vote as a single series on matters, such as the election of
Trustees,  that affected all portfolios in substantially  the same manner. As to
matters affecting each portfolio differently, such as approval of the Investment
Advisory  Agreement and changes in investment  policy,  shares of each portfolio
would vote separately.

         In addition any Fund may, in the future,  create additional  classes of
shares which represent an interest in the same investment portfolio.  Except for
the  different  distribution  related  and other  specific  costs  borne by such
additional  classes,  they will have the same voting and other rights  described
for the existing classes of each Fund.

         Procedures  for calling a  shareholders  meeting for the removal of the
Trustees of each Trust,  similar to those set forth in Section 16(c) of the 1940
Act, will be available to  shareholders  of each Fund. The rights of the holders
of shares of a series of a Fund may not be modified except by the vote of a
majority of the outstanding shares of such series.

         An order has been received from the Securities and Exchange  Commission
permitting  the  issuance  and sale of multiple  classes of shares  representing
interests in each Fund. In the event a Fund were to issue additional  classes of
shares other than those described  herein, no further relief from the Securities
and Exchange Commission would be required.

Distributor

         Evergreen Funds Distributor, Inc. (the "Distributor"), 237 Park Avenue,
New York, New York 10169,  serves as each Fund's principal  underwriter,  and as
such may  solicit  orders from the public to  purchase  shares of any Fund.  The
Distributor  is not  obligated  to sell any  specific  amount of shares and will
purchase  shares for resale only against orders for shares.  Under the Agreement
between each Fund and the  Distributor,  each Fund has agreed to  indemnify  the
Distributor,  in the  absence  of its  willful  misfeasance,  bad  faith,  gross
negligence or reckless disregard of its obligations thereunder,  against certain
civil  liabilities,  including  liabilities under the Securities Act of 1933, as
amended.


Counsel

         Sullivan & Worcester LLP,  Washington,  D.C.,  serves as counsel to the
Funds.

Independent Auditors

         Price  Waterhouse LLP has been selected to be the independent  auditors
of Money Market and Tax Exempt.

         KPMG Peat Marwick LLP has been selected to be the independent  auditors
of Treasury.


                                      PERFORMANCE INFORMATION

YIELD CALCULATIONS

         Money  Market,  Tax Exempt and Treasury may quote a "Current  Yield" or
"Effective  Yield" from time to time.  The Current Yield is an annualized  yield
based on the actual total return for a seven-day period.  The Effective Yield is
an annualized  yield based on a compounding of the Current  Yield.  These yields
are each computed by first  determining  the "Net Change in Account Value" for a
hypothetical  account  having a share balance of one share at the beginning of a
seven-day period ("Beginning Account Value"), excluding capital changes. The Net
Change in Account Value will generally equal the total  dividends  declared with
respect to the account.

         The yields are then computed as follows:

                           Net Change in Account Value

                 Current Yield = Beginning Account Value x 365/7

                 Effective Yield = (1 + Total Dividend for 7 days) 365/7-1

         Yield  fluctuations  may  reflect  changes in a Fund's  net  investment
income, and portfolio changes resulting from net purchases or net redemptions of
the Fund's  shares may affect the yield.  Accordingly,  a Fund's  yield may vary
from day  today,  and the  yield  stated  for a  particular  past  period is not
necessarily  representative  of its  future  yield.  Since  the  Funds  use  the
amortized cost method of net asset value computation, it does not anticipate any
change in yield  resulting  from any  unrealized  gains or losses or  unrealized
appreciation or depreciation not reflected in the yield  computation,  or change
in net asset value during the period used for computing  yield.  If any of these
conditions should occur, yield quotations would be suspended.  A Fund's yield is
not guaranteed, and the principal is not insured.

         Yield  information  is useful in  reviewing a Fund's  performance,  but
because yields fluctuate, such information cannot necessarily be used to compare
an  investment  in a Fund's  shares with bank  deposits,  savings  accounts  and
similar  investment  alternatives  which often  provide an agreed or  guaranteed
fixed yield for a stated period of time. Shareholders should remember that yield
is a  function  of the  kind  and  quality  of  the  instruments  in the  Funds'
investment  portfolios,   portfolio  maturity,  operating  expenses  and  market
conditions.

         It should be recognized that in periods of declining interest rates the
yields will tend to be somewhat  higher than  prevailing  market  rates,  and in
periods of rising  interest  rates the yields  will tend to be  somewhat  lower.
Also,  when  interest  rates are falling,  the inflow of net new money to a Fund
from the  continuous  sale of its shares will likely be invested in  instruments
producing  lower  yields  than the  balance of the Fund's  investments,  thereby
reducing the current yield of the Fund. In periods of rising interest rates, the
opposite can be expected to occur.

         The current  yield and  effective  yield of each Fund for the seven-day
period  ended  August 31, 1995 for each Class of shares  offered by the Funds is
set forth in the table below:

                             Current            Effective
                              Yield               Yield

Money Market
  Class A                    5.20%              5.33%
  Class B                    4.50%              4.60%
  Class Y                    5.49%              5.64%

Tax Exempt
  Class A                    3.30%              3.35%
  Class Y                    3.59%              3.65%

Treasury
  Class A                    5.16%              5.29%
  Class Y                    5.46%              5.61%


          For the 7-day period ended  February  28, 1995,  the yield,  effective
     yield and tax  equivalent  yield of the  Pennsylvania  Tax-Free Fund was as
     follows:



                                                     Effective yield      -    
                      Yield for 7 days  -for-7-days----------Yield-for-7-days--
                     ---------------------------------- -----------------------
Pa. Tax-Free Fund           4.07%           4.15%                 6.03%*


                                                                 27

GENERAL

From time to time, a Fund may quote its  performance  in  advertising  and other
types of  literature  as compared to the  performance  of the Bank Rate  Monitor
National  Index which  publishes  weekly  average  rates of 50 leading  bank and
thrift institution money market deposit accounts.  A Fund's performance may also
be compared to those of other  mutual  funds  having  similar  objectives.  This
comparative  performance  would be  expressed  as a ranking  prepared  by Lipper
Analytical Services,  Inc.,  Donoghue's Money Fund Report or similar independent
services  monitoring  mutual  fund  performance.  A Fund's  performance  will be
calculated by assuming,  to the extent  applicable,  reinvestment of all capital
gains  distributions  and income  dividends  paid. Any such  comparisons  may be
useful to investors who wish to compare a Fund's past  performance  with that of
its competitors.  Of course,  past  performance  cannot be a guarantee of future
results.

Additional Information

         Any shareholder  inquiries may be directed to the shareholder's  broker
or to each Adviser at the address or  telephone  number shown on the front cover
of this  Statement of  Additional  Information.  This  Statement  of  Additional
Information  does not contain all the information set forth in the  Registration
Statement filed by the Trusts with the Securities and Exchange  Commission under
the Securities Act of 1933. Copies of the Registration Statement may be obtained
at a reasonable  charge from the  Securities  and Exchange  Commission or may be
examined,  without  charge,  at the  offices  of  the  Securities  and  Exchange
Commission in Washington, D.C.


                             FINANCIAL STATEMENTS

     Each Fund's  financial  statements  appearing in their most current  fiscal
year Annual Report to  shareholders  and the report  thereon of the  independent
auditors  appearing  therein,  namely Price Waterhouse LLP (in the case of Money
Market and Tax Exempt) or KPMG Peat Marwick LLP (in the case of Pennsylvania and
Treasury)  are  incorporated  by  reference  in  this  Statement  of  Additional
Information. The Annual Reports to Shareholders for each Fund, which contain the
referenced statements, are available upon request and without charge.


APPENDIX "A"


DESCRIPTION OF BOND RATINGS

         Standard & Poor's  Ratings  Groups.  A Standard & Poor's  corporate  or
municipal  bond rating is a current  assessment  of the credit  worthiness of an
obligor  with  respect  to a  specific  obligation.  This  assessment  of credit
worthiness may take into consideration obligors such as guarantors,  insurers or
lessees.  The debt rating is not a  recommendation  to purchase,  sell or hold a
security,  inasmuch as it does not comment as to market price or suitability for
a particular investor.

         The ratings are based on current  information  furnished  to Standard &
Poor's by the issuer or obtained by Standard & Poor's from other sources it
considers  reliable.  Standard & Poor's does not perform any audit in connection
with the ratings and may, on occasion,  rely on unaudited financial information.
The ratings may be changed,  suspended  or  withdrawn as a result of changes in,
unavailability of such information, or for other circumstances.



         The  ratings  are  based,   in  varying   degrees,   on  the  following
considerations:


         1. Likelihood of default-capacity  and willingness of the obligor as to
the timely payment of interest and repayment of principal in accordance with the
terms of the obligation.

         2.  Nature of and provisions of the obligation.

         3. Protection  afforded by, and relative position of, the obligation in
the event of bankruptcy,  reorganization  or their arrangement under the laws of
bankruptcy and other laws affecting creditors' rights.

         AAA - This is the  highest  rating  assigned  by Standard & Poor's to a
debt  obligation and indicates an extremely  strong capacity to pay interest and
repay any principal.

         AA - Debt rated AA also  qualifies as high  quality  debt  obligations.
Capacity to pay interest and repay  principal is very strong and in the majority
of instances they differ from AAA issues only in small degree.

         A - Debt  rated A has a  strong  capacity  to pay  interest  and  repay
principal  although it is somewhat more  susceptible  to the adverse  effects of
changes in  circumstances  and  economic  conditions  than debt in higher  rated
categories.

         BBB - Debt rated BBB is regarded as having an adequate  capacity to pay
interest  and  repay  principal.   Whereas  they  normally  exhibit   protection
parameters,  adverse  economic  conditions  or changing  circumstances  are more
likely to lead to a weakened  capacity to pay interest and repay  principal  for
debt in this category than is higher rated categories.

         BB, B, CCC, CC, C - Debt rated BB, B, CCC, CC and C is  regarded,  on a
balance,  as predominantly  speculative with respect to capacity to pay interest
and repay principal in accordance with the terms of the obligation.

         BB indicates the lowest degree of speculation  and C the highest degree
of  speculation.  While such debt will likely have some  quality and  protective
characteristics,  these are  outweighed  by large  uncertainties  or major  risk
exposures to adverse conditions.

         BB - Debt rated BB has less  near-term  vulnerability  to default  than
other  speculative  issues.  However,  it faces major ongoing  uncertainties  or
exposure to adverse business, financial, or economic conditions which could lead
to inadequate  capacity to meet timely interest and principal  payments.  The BB
rating  category  is also  used for debt  subordinated  to  senior  debt that is
assigned an actual or implied BBB - rating.

                                                               29

<PAGE>



         B - Debt rated B has greater vulnerability to default but currently has
the  capacity  to meet  interest  payments  and  principal  repayments.  Adverse
business,  financial,  or economic  conditions  will likely  impair  capacity or
willingness to pay interest and repay  principal.  The B rating category is also
used for debt  subordinated to senior debt that is assigned an actual or implied
BB or BB- rating.

         CCC - Debt  rated  CCC has a  currently  indefinable  vulnerability  to
default,  and is  dependent  upon  favorable  business,  financial  and economic
conditions to meet timely payment of interest and repayment of principal. In the
event of adverse business, financial or economic conditions, it is not likely to
have the capacity to pay interest and repay  principal.  The CCC rating category
is also used for debt  subordinated to senior debt that is assigned an actual or
implied B or B- rating.

         CC - The rating CC is typically  applied to debt subordinated to senior
debt that is assigned an actual or implied CCC rating.

         C - The rating C is typically  applied to debt  subordinated  to senior
debt which is assigned an actual or implied CCC- debt  rating.  The C rating may
be used to cover a situation  where a bankruptcy  petition  has been filed,  but
debt service payments are continued.

         C1 - The rating C1 is reserved for income bonds on which no interest is
being paid.

         D - Debt  rated  D is in  payment  default.  It is used  when  interest
payments or principal payments are not made on a due date even if the applicable
grace  period  has not  expired,  unless  Standard & Poor's  believes  that such
payments  will be made  during such grace  periods;  it will also be used upon a
filing of a bankruptcy petition if debt service payments are jeopardized.

         Plus (+) or Minus (-) - To provide more detailed  indications of credit
quality, the ratings from AA to CCC may be modified by the addition of a plus or
minus sign to show relative standing within the major rating categories.

         NR - indicates that no public rating has been requested,  that there is
insufficient  information  on which to base a rating,  or that Standard & Poor's
does not rate a  particular  type of  obligation  as a matter  of  policy.  Debt
obligations of issuers  outside the United States and its  territories are rated
on the same basis as  domestic  corporate  and  municipal  issues.  The  ratings
measure  the  credit  worthiness  of the  obligor  but do not take into  account
currency exchange and related uncertainties.

         Bond  Investment  Quality  Standards:  Under  present  commercial  bank
regulations  issued by the  Comptroller of the Currency,  bonds rated in the top
four categories (AAA, AA, A, BBB, commonly known as "Investment  Grade" ratings)
are generally regarded as eligible for bank investment.  In addition,  the Legal
Investment  Laws of various states may impose certain rating or other  standards
for  obligations  eligible for  investment by savings  banks,  trust  companies,
insurance companies and fiduciaries generally.

     Moody's Investors  Service.  A brief description of the applicable  Moody's
Investors Service rating symbols and their meanings follows:

         Aaa - Bonds which are rated Aaa are judged to be of the best quality.

                                                               30

<PAGE>



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

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

         A  -  Bonds  which  are  rated  A  possess  many  favorable  investment
attributes and are to be considered as upper medium grade  obligations.  Factors
giving security to principal and interest are considered adequate,  but elements
may be present which  suggest a  susceptibility  to  impairment  sometime in the
future.

          Baa - Bonds  which  are  rated  Baa are  considered  as  medium  grade
obligations,  i.e.,  they are  neither  highly  protected  nor  poorly  secured.
Interest  payments and principal  security  appear  adequate for the present but
certain  protective  elements  may  be  lacking  or  may  be  characteristically
unreliable over any great length of time. Some bonds lack outstanding investment
characteristics  and in fact have  speculative  characteristics  as well.  NOTE:
Bonds  within  the above  categories  which  possess  the  strongest  investment
attributes are designated by the symbol "1" following the rating.

         Ba - Bonds which are rated Ba are judged to have speculative  elements;
their future  cannot be  considered  as well  assured.  Often the  protection of
interest  and  principal  payments  may be very  moderate  and  thereby not well
safeguarded  during good and bad times over the future.  Uncertainty of position
characterizes bonds in this class.

         B - Bonds  which  are rated B  generally  lack  characteristics  of the
desirable  investment.  Assurance  of  interest  and  principal  payments  or of
maintenance  of other terms of the contract  over any long period of time may be
small.

         Caa - Bonds which are rated Caa are of poor  standing.  Such issues may
be in  default  or there may be  present  elements  of danger  with  respect  to
principal or interest.

         Ca  -  bonds  which  are  rated  Ca  represent  obligations  which  are
speculative  in a high  degree.  Such  issues are often in default or have other
marked shortcomings.

         C - bonds  which are rated C are the  lowest  rated  class of bonds and
issue so rated  can be  regarded  as having  extremely  poor  prospects  of ever
attaining any real investment standing.


            Duff & Phelps:  AAA-- highest credit  quality,  with negligible risk
factors;  AA -- high credit quality,  with strong protection  factors and modest
risk, which

                                                               31

<PAGE>



may vary  very  slightly  form  time to time  because  of  economic  conditions;
A--average credit quality with adequate protection factors, but with greater and
more variable risk factors in periods of economic stress. The indicators "+" and
"-" to the AA and A categories indicate the relative position of a credit within
those rating categories.

           Fitch  Investors  Service:  AAA -- highest  credit  quality,  with an
exceptionally  strong  ability to pay interest and repay  principal;  AA -- very
high  credit  quality,  with very  strong  ablility  to pay  interest  and repay
principal; A -- high credit quality,  considered strong as regards principal and
interest  protection,  but may be more vulneralbe to adverse changes in economic
conditions  and  circumstances.  The indicators "+" and "-" to the AA, A and BBB
categories  indicate  the  relative  position  of  credit  within  those  rating
categories.


DESCRIPTION OF MUNICIPAL NOTE RATINGS


         A Standard & Poor's note rating  reflects  the  liquidity  concerns and
market  access  risks  unique  to notes.  Notes due in three  years or less will
likely receive a note rating. Notes maturing beyond three years will most likely
receive a long-term debt rating.  The following  criteria will be used in making
that assessment.

     o Amortization  schedule (the larger the final  maturity  relative to other
 maturities the more likely it will be treated as a note).

     o Source of Payment (the more  dependent the issue is on the market for its
 refinancing, the more likely it will be treated as a note.)
Note rating symbols are as follows:

     o   SP-1 Very strong or strong  capacity  to pay  principal  and  interest.
 Those issues determined to possess overwhelming safety  characteristics will be
given a plus (+) designation.

     o   SP-2  Satisfactory capacity to pay principal and interest.

     o   SP-3  Speculative capacity to pay principal and interest.

         Moody's  Short-Term  Loan  Ratings  -  Moody's  ratings  for  state and
municipal  short-term  obligations will be designated  Moody's  Investment Grade
(MIG). This distinction is in recognition of the differences  between short-term
credit risk and long-term risk.  Factors affecting the liquidity of the borrower
are uppermost in importance in short-term  borrowing,  while various  factors of
major importance in bond risk are of lesser importance over the short run.

Rating symbols and their meanings follow:

     o   MIG 1 - This designation denotes best quality.  There is present strong
 protection by established  cash flows,  superior  liquidity  support or
demonstrated broad-based access to the market for refinancing.

     o MIG 2 - This designation denotes high quality.  Margins of protection are
 ample although not so large as in the preceding group.

     o   MIG 3 -  This  designation  denotes  favorable  quality.  All  security

                                                               32

<PAGE>


 elements are accounted for but this is lacking the  undeniable  strength of the
preceding  grades.  Liquidity and cash flow  protection may be narrow and market
access for refinancing is likely to be less well established.

     o   MIG 4 - This designation denotes adequate quality.  Protection commonly
 regarded as required of an investment  security is present and although not
distinctly or predominantly speculative, there is specific risk.


COMMERCIAL PAPER RATINGS

     Moody's Investors Service, Inc.: Commercial paper rated "Prime" carries the
smallest degree of investment risk. The modifiers 1, 2, and 3 are used to denote
relative strength within this highest classification.

         Standard & Poor's Ratings Group:  "A" is the highest  commercial  paper
rating  category  utilized  by  Standard & Poor's  Ratings  Group which uses the
numbers  1+,  1,  2  and  3  to  denote   relative   strength   within  its  "A"
classification.

         Duff & Phelps:  Duff 1 is the highest  commercial paper rating category
utilized by Duff & Phelps which uses + or - to denote  relative  strength within
this  classification.  Duff 2 represents good certainty of timely payment,  with
minimal risk factors.  Duff 3 represents  satisfactory  protection factors, with
risk factors larger and subject to more variation.

         Fitch Investors Service:  F-1+ -- denotes  exceptionally  strong credit
quality  given to issues  regarded as having  strongest  degree of assurance for
timely  payment;  F-1+ -- very strong  credit  quality,  with only slightly less
degree of  assurance  for  timely  payment  than F-1 -- very  strong,  with only
slightly  less degree of assurance  for timely  payment  than F-1+;  F-2 -- good
credit quality, caryying a satisfactory degree of assurance for timely payment.



                                                               33
APPENDIX B


Special Considerations Relating to Investment In Pennsylvania Municipal Issuers

     The following  information  as to certain  Pennsylvania  considerations  is
given to investors in view of the Evergreen  Pennsylvania  Tax Free Money Market
Fund's policy of investing primarily in securities of Pennsylvania issuers. Such
information  is derived from sources that are  generally  available to investors
and is believed by the Adviser to be accurate. Such information constitutes only
a brief summary,  does not purport to be a complete  description and is based on
information  from  official  statements  relating  to  securities  offerings  of
Pennsylvania issuers.

     Employment.  The industries  traditionally strong in Pennsylvania,  such as
coal,  steel and railway,  have  declined and account for a decreasing  share of
total employment.  Service industries  (including trade, health care, government
and  finance)  have  grown,  however,  contributing  increasing  shares  to  the
Commonwealth's gross product and exceeding the manufacturing sector in each year
since 1985 as the largest single source of employment.

     While  the  level of  Pennsylvania's  population  increased  2.3% from 1985
through  1993,  nonagricultural  employment  increased by 8.0% from 1983 through
1993.  In  contrast,  increases  in U.S.  nonagricultural  employment  have been
greater for the same period,  with U.S.  employment  increasing by 13% from 1985
through 1993. Trends in the unemployment rates of Pennsylvania and the U.S. have
been  similar  from  1985  through  1993.  From  1986  to  1990,  Pennsylvania's
unemployment  rate was lower than the U.S.  rate.  For  example,  Pennsylvania's
unemployment rate for 1989 and 1990 was 4.5% and 5.4%,  respectively,  while the
unemployment  rate for the U.S.  was 5.3% and 5.5% for the same years.  In 1991,
1992 and  1993,  Pennsylvania's  unemployment  rate  was  6.9%,  7.5% and  7.1%,
respectively, which slightly exceeded the U.S. employment rate of 6.7%, 7.4% and
6.8% for the same years.

     Commonwealth   Debt.   Debt   service  on  general   obligation   bonds  of
Pennsylvania,  except those issued for highway  purposes or the benefit of other
special  revenue  funds,  is  payable  from  Pennsylvania's  general  fund,  the
recipient of all Commonwealth  revenues that are not required to be deposited in
other funds.

     As of June 30, 1994, the Commonwealth had $5,076 million of long-term bonds
outstanding,  with debt for capital  projects  constituting  the largest  dollar
amount.  Although  Pennsylvania's   Constitution  permits  the  issuance  of  an
aggregate  amount of capital project debt equal to 1.75 times the average annual
tax  revenues of the  preceding  five fiscal  years,  the General  Assembly  may
authorize and historically has authorized a smaller amount.  This constitutional
limit  does not apply to other  types of  Pennsylvania  debt such as  electorate
approved  debt or debt  issued  to  rehabilitate  areas  affected  by  disaster.
However,  the former may be incurred  only after the  enactment  of  legislation
calling for a referendum  and usually  specifying the purpose and amount of such
debt, followed by electoral approval.  Similarly,  debt issued to rehabilitate a
disaster  area must be  authorized  by  legislation  which sets the debt limits.
These  statutory  and  constitutional  limitations  imposed  on  bonds  are also
applicable to bond anticipation notes.

     Pennsylvania cannot use tax anticipation notes or any other form of debt to
fund budget deficits between fiscal years. All year-end  deficits must be funded
within the succeeding  fiscal year's budget.  Moreover,  the principal amount of
tax anticipation notes issued and outstanding for the account of a fund during a
fiscal year may not exceed 20 percent of that fund's estimated revenues for that
fiscal year.

     Moral  Obligations.  The debt of the  Pennsylvania  Housing  Finance Agency
("PHFA"),  a state agency which provides  housing for lower and moderate  income
families,  and  certain  obligations  of  The  Hospitals  and  Higher  Education
Facilities  Authority of Philadelphia  (the "Hospitals  Authority") are the only
debt bearing  Pennsylvania's moral obligation.  PHFA's bonds, but not its notes,
are  partially  secured by a capital  reserve fund  required to be maintained by
PHFA in an amount equal to the maximum  annual debt  service on its  outstanding
bonds in any succeeding calendar year. If there is a potential deficiency in the
capital  reserve fund or if funds are  necessary  to avoid  default on interest,
principal or sinking fund payments on bonds or notes of PHFA,  the Governor must
place in Pennsylvania's budget for the next succeeding year an amount sufficient
to make up any such  deficiency or to avoid any such  default.  The budget which
the General  Assembly  adopts may or may not include  such  amount.  PHFA is not
permitted to borrow  additional  funds as long as any  deficiency  exists in the
capital reserve fund.

     In fiscal 1976, the Commonwealth  purchased $32.0 million  principal amount
of notes from PHFA,  issued for the purpose of redeeming  all  outstanding  bond
anticipation notes and paying unfunded  liabilities of PHFA. All such notes have
been redeemed by PHFA and the funds returned, with interest, to Pennsylvania. As
of December 31, 1994, PHFA had $2,300 million of bonds and notes outstanding.

     The Hospitals  Authority is a municipal  authority organized by the City of
Philadelphia (the "City") to, inter alia,  acquire and prepare various sites for
use as  intermediate  care  facilities  for the mentally  retarded.  In 1986 the
Hospitals  Authority issued $20.4 million of bonds,  which were refunded in 1993
by a $21.1  million  bond  issue  of the  Hospitals  Authority  (the  "Hospitals
Authority  Bonds") for such  facilities  for the City.  The Hospitals  Authority
Bonds are secured by leases with the City and a debt  service  reserve  fund for
which the  Pennsylvania  Department  of Public  Welfare (the  "Department")  has
agreed with the Hospitals Authority to request in the Department's annual budget
submission  to the  Governor,  an amount of funds  sufficient  to alleviate  any
deficiency  in the debt  service  reserve  fund that may  arise.  The  budget as
finally adopted may or may not include the amount  requested.  If funds are paid
to the Hospitals  Authority,  the  Department  will obtain certain rights in the
property financed with the Hospitals Authority Bonds in return for such payment.

     In  response  to a delay  in the  availability  of  billable  beds  and the
revenues from these beds to pay debt service on the Hospitals  Authority  Bonds,
PHFA  agreed in June 1989 to provide a $2.2  million  low  interest  loan to the
Hospitals  Authority.  The loan enabled the Hospitals Authority to make all debt
service payments on the Hospitals  Authority Bonds during 1990. Enough beds were
completed in 1991 to provide sufficient  revenues to the Hospitals  Authority to
meet its debt service  payments and to begin  repaying the loan from PHFA. As of
December 31, 1994, $1.64 million of the loan was outstanding.

     Other Commonwealth Obligations; Pensions. Other obligations of Pennsylvania
include long-term agreements with public authorities to make lease payments that
are pledged as security for those  authorities'  revenue bonds and pension plans
covering state public school and other  employees.  The total  unfunded  accrued
liability  under these  pension  plans for their  fiscal years ended in 1994 was
$2,950 million.

     Pennsylvania Agencies. Certain Pennsylvania-created agencies have statutory
authorization  to  incur  debt  for  which   legislation   providing  for  state
appropriations  to pay debt service  thereon is not required.  The debt of these
agencies is supported  solely by assets of, or revenues derived from the various
projects  financed  and is not an  obligation  of  Pennsylvania.  Some of  these
agencies,  however,  are  indirectly  dependent on  Pennsylvania  funds  through
various  state-assisted  programs.  There can be no assurance that in the future
assistance  of the  Commonwealth  will be  available  to these  agencies.  These
entities  are as follows:  The  Delaware  River  Joint Toll  Bridge  Commission,
Delaware  River  Port  Authority,  Pennsylvania  Energy  Development  Authority,
Pennsylvania  Higher Education  Assistance Agency,  Pennsylvania  Infrastructure
Investment  Authority,  the Pennsylvania State Public School Building Authority,
the  Pennsylvania  Turnpike  Commission,  the  Pennsylvania  Higher  Educational
Facilities Authority,  the Pennsylvania  Industrial Development  Authority,  the
Philadelphia  Regional Port Authority and the Pennsylvania  Economic Development
Financing Authority.

     Debt of  Political  Subdivisions  and their  Authorities.  The  ability  of
Pennsylvania's  political  subdivisions,  such as  counties,  cites  and  school
districts, to engage in general obligation borrowing without electorate approval
is generally  limited by their recent revenue  collection  experience,  although
generally such subdivisions can levy real property taxes unlimited as to rate or
amount to repay general obligation borrowings.

     Political  subdivisions can issue revenue obligations which will not affect
their general  obligation  capacity,  but only if such revenue  obligations  are
either  limited as to repayment  from a certain  type of revenue  other than tax
revenues or projected to be repaid solely from project revenues.

     Industrial  development  and  municipal  authorities,  although  created by
political  subdivisions,  can only issue  obligations  payable  solely  from the
revenues  derived  from the  financed  project.  If the user of the project is a
political  subdivision,  that  subdivision's  full faith and credit may back the
repayment  of  the  obligations  of  the  industrial  development  or  municipal
authority.  Often the user of the project is a nongovernmental entity, such as a
not-for-profit  hospital  or  university,  a  public  utility  or an  industrial
corporation,  and there  can be no  assurance  that it will  meet its  financial
obligations or that the pledge,  if any, of property  financed will be adequate.
Factors affecting the business of the user of the project,  such as governmental
efforts  to control  health  care  costs (in the case of  hospitals),  declining
enrollment and reductions in governmental  financial  assistance (in the case of
universities),  increasing  capital and operational costs (in the case of public
utilities) and economic  slowdowns (in the case of industrial  corporations) may
adversely  affect the  ability of the  project  user to pay the debt  service on
revenue bonds issued on its behalf.

     Many factors  affect the financial  condition of the  Commonwealth  and its
counties,  cities,  school districts and other political  subdivisions,  such as
social,  environmental and economic conditions, many of which are not within the
control of such  entities.  As is the case with many states and cities,  many of
the programs of the  Commonwealth and its political  subdivisions,  particularly
human services programs,  depend in part upon federal  reimbursements which have
been steadily  declining.  In recent years the  Commonwealth  and various of its
political subdivisions  (including particularly the City of Philadelphia and the
City of Scranton) have encountered financial difficulty due to a slowdown in the
pace of economic activity in the Commonwealth and to other factors.  The Fund is
unable to predict what  effect,  if any,  such factors  would have on the Fund's
investments.


<PAGE>

*******************************************************************************

                            STATEMENT OF ADDITIONAL INFORMATION

                                      January 22, 1996

                           THE EVERGREEN TAX FREE FUNDS

                   2500 Westchester Avenue, Purchase, New York 10577

                                    800-807-2940

Evergreen  Florida  Municipal Bond Fund (formerly First Union Florida
  Municipal Bond Portfolio) ("Florida Municipal Bond")
Evergreen Georgia Municipal Bond Fund (formerly  First Union Georgia
  Municipal Bond  Portfolio)  ("Georgia  Municipal Bond")
Evergreen New Jersey Tax Free Income Fund (formerly  FFB 
  New Jersey Tax Free Income Fund)  ("New Jersey Tax Free")
Evergreen North Carolina  Municipal Bond Fund (formerly First Union North
  Carolina  Municipal Bond Portfolio)  ("North Carolina Municipal Bond")
Evergreen South  Carolina  Municipal  Bond  Fund  (formerly  First  Union
  South  Carolina Municipal Bond Portfolio)  ("South Carolina  Municipal Bond")
Evergreen Virginia Municipal Bond Fund (formerly  First Union  Virginia
  Municipal Bond  Portfolio)("Virginia  Municipal Bond")
Evergreen  Florida High Income Municipal Bond Fund ("Florida High Income")
Evergreen High Grade Tax Free Fund (formerly First Union High  Grade Tax Free
  Portfolio)  ("High  Grade")
Evergreen Short-Intermediate Municipal Fund  ("Short-Intermediate")
Evergreen Short-Intermediate Municipal Fund-California ("Short-Intermediate-CA")


     This Statement of Additional  Information pertains to all classes of shares
of the  Funds  listed  below.  It is not a  prospectus  and  should  be  read in
conjunction with the Prospectus dated January 22, 1996 for the Fund in which you
are making or  contemplating  an  investment.  The  Evergreen Tax Free Funds are
offered  through four separate  prospectuses:  one offering  Class A and Class B
shares, and a separate  prospectus  offering Class Y shares of Florida Municipal
Bond,  Georgia  Municipal  Bond, New Jersey Tax Free,  North Carolina  Municipal
Bond, South Carolina  Municipal Bond,  Virginia  Municipal Bond and Florida High
Income;  and one offering  Class A and Class B shares and a separate  prospectus
offering   Class   Y   shares   of   High   Grade,   Short-   Intermediate   and
Short-Intermediate-CA.  Copies of each Prospectus may be obtained without charge
by calling the number listed above.


                                 TABLE OF CONTENTS

Investment Objectives and Policies................................
Investment Restrictions...........................................
Non-Fundamental Operating Policies................................
Management........................................................
Investment Adviser................................................
Distribution Plans................................................
Allocation of Brokerage...........................................
Additional Tax Information........................................
Net Asset Value...................................................
Purchase of Shares................................................
Performance Information...........................................
Financial Statements..............................................


                                                                 1

<PAGE>



Appendix A - Description of Bond  Municipal  Note And  Commercial  Paper Ratings
Appendix B - Additional   Information  Concerning  California  
Appendix C - Additional  Information  Concerning Florida 
Appendix D - Additional  Information Concerning Georgia 
Appendix E - Additional Information Concerning North Carolina
Appendix F - Additional  Information  Concerning  South  Carolina  
Appendix G - Additional Information Concerning Virginia



                       INVESTMENT OBJECTIVES AND POLICIES
          (See also "Description of the Funds - Investment Objective
                    and Policies" in each Fund's Prospectus)

  The  investment  objective of each Fund and a description of the securities in
which  each  Fund may  invest  is set  forth  under  "Description  of the  Funds
Investment  Objective and Policies" in the relevant  Prospectus.  The investment
objectives of Florida  Municipal Bond,  Georgia  Municipal Bond,  North Carolina
Municipal Bond, South Carolina Municipal Bond,  Virginia Municipal Bond and High
Grade  are   fundamental   and  cannot  be  changed   without  the  approval  of
shareholders.  The following expands the discussion in the Prospectus  regarding
certain investments of each Fund.

        Additional Information Regarding Investments that each Fund May Make

Participation Interests (All Funds)

     Participation  interests  may take the form of  participations,  beneficial
interests,  in a trust,  partnership  interests,  or any other form of  indirect
ownership that allows a Fund to treat the income from the  investments as exempt
from  federal  and state  tax.  The  financial  institutions  from  which a Fund
purchases  participation  interests  frequently  provide or secure from  another
financial  institution  irrevocable  letters of credit or guarantees  and give a
Fund the right to demand payment of the principal  amounts of the  participation
interests plus accrued interest on short notice (usually within seven days).

Variable Rate Municipal Securities (All Funds)

     Variable  interest  rates  generally  reduce changes in the market value of
municipal  securities  from their  original  purchase  prices.  Accordingly,  as
interest rates decrease or increase,  the potential for capital  appreciation or
depreciation  is less for  variable  rate  municipal  securities  than for fixed
income obligations.

     Many municipal  securities with variable interest rates purchased by a Fund
are subject to repayment of principal  (usually within seven days) on the Fund's
demand. The terms of these variable rates demand instruments  require payment of
principal  obligations  by  the  issuer  of  the  participation  interests  or a
guarantor of either issuer. All variable rate municipal securities will meet the
quality standards for a Fund. The Fund's investment  adviser has been instructed
by the Board of Trustees (the "Trustees") to monitor the pricing,  quality,  and
liquidity of the variable rate  municipal  securities,  including  participation
interests held by a Fund, on the basis of published  financial  information  and
reports of the rating agencies and other analytical services.


Municipal Leases (All Funds)

     When  determining  whether  municipal  leases  purchased  by a Fund will be
classified  as a liquid or illiquid  security,  the Trustees  have directed each
Fund's investment adviser to consider certain factors, such as: the frequency of
trades and quotes for the  security;  the  volatility  of  quotations  and trade
prices for the security,  the number of dealers  willing to purchase or sell the
security and the number of potential  purchasers;  dealer undertakings to make a
market  in the  security;  the  nature  of the  security  and the  nature of the
marketplace trades (e.g., the time needed to dispose of the security, the method
of soliciting offers, and the mechanics of transfer); the rating of the security
and the financial condition and prospects of the issuer of the security; whether
the lease can be terminated by the lessee; the potential recovery,  if any, from
a sale of the  leased  property  upon  termination  of the lease;  the  lessee's
general credit strength (e.g., its debt, administrative,  economic and financial
characteristics and prospects);  the likelihood that the lessee will discontinue
appropriating  funding for the leased property because the property is no longer
deemed  essential  to its  operations  (e.g.,  the  potential  for an  "event of
nonappropriation");  any credit  enhancement or legal recourse  provided upon an
event of  nonappropriation  or other  termination  of the lease;  and such other
factors as may be relevant to the Fund's ability to dispose of the security.

When-Issued and Delayed Delivery Transactions

     These  transactions  are  made  to  secure  what  is  considered  to  be an
advantageous  price or yield for a Fund. No fees or other  expenses,  other than
normal  transaction  costs,  are  incurred.  However,  liquid  assets  of a Fund
sufficient to make payment for the  securities to be purchased are segregated on
the Fund's  records at the trade date.  These  assets are marked to market daily
and are maintained until the transaction has been settled. The Funds (other than
High  Grade,  Short-Intermediate  and  Short-Intermediate-CA)  do not  intend to
engage in when-issued and delayed delivery  transactions to an extent that would
cause  the  segregation  of more  than 20% of the  total  value  of its  assets.
Short-Intermediate and  Short-Intermediate-CA  do not expect that commitments to
purchase  when-issued  securities will normally exceed 25% of their total assets
and High Grade  does not expect  that such  commitments  will  exceed 20% of its
total assets.

Futures   and   Options    Transactions    (All   Funds   Except   High   Grade,
New Jersey, Short-Intermediate and Short-Intermediate-CA)

     A Fund may attempt to hedge all or a portion of its portfolio by buying and
selling financial futures contracts and options on financial futures  contracts.
Additionally,  a Fund  may buy  and  sell  call  and put  options  on  portfolio
securities.  The Funds do not intend to invest  more than 5% of their  assets in
options and futures.

Purchasing Put Options on Financial Futures Contracts

     A Fund may  purchase  listed  put and call  options  on  financial  futures
contracts  for U.S.  government  securities.  Unlike  entering  directly  into a
futures contract,  which requires the purchaser to buy a financial instrument on
a set date at a  specified  price,  the  purchase  of a put  option on a futures
contract entitles (but does not obligate) its purchaser to decide on or before a
future date whether to assume a short position at the specified price.

     A Fund may purchase put options on futures to protect portfolio  securities
against  decreases in value  resulting  from an  anticipated  increase in market
interest rates.  Generally, if the hedged portfolio securities decrease in value
during the term of an option,  the related futures  contracts will also decrease
in value and the option will increase in value. In such an event,  the Fund will
normally  close out its option by selling an identical  option.  If the hedge is
successful,  the proceeds  received by a Fund upon the sale of the second option
will be  large  enough  to  offset  both  the  premium  paid by the Fund for the
original option plus the realized decrease in value of the hedged securities.

     Alternatively,  a Fund may  exercise  its put  option.  To do so,  it would
simultaneously  enter into a futures  contract of the type underlying the option
(for a price less than the strike  price of the option) and exercise the option.
A Fund would then  deliver  the  futures  contract  in return for payment of the
strike price.  If a Fund neither closes out nor exercises an option,  the option
will expire on the date  provided in the option  contract,  and the premium paid
for the contract will be lost.

Writing Call Options on Financial Futures Contracts

     In addition to purchasing  put options on futures,  a Fund may write listed
call options on futures  contracts for U.S.  government  securities to hedge its
portfolio  against an increase in market  interest  rates.  When a Fund writes a
call option on a futures contract,  it is undertaking the obligation of assuming
a short futures position  (selling a futures contract) at the fixed strike price
at any time during the life of the option, if the option is exercised. As market
interest  rates  rise,  causing  the  prices  of  futures  to go down,  a Fund's
obligation  under a call option on a future (to sell a futures  contract)  costs
less to  fulfill,  causing  the value of the  Fund's  call  option  position  to
increase.

     In other words, as the underlying  futures price goes down below the strike
price,  the buyer of the option has no reason to exercise the call,  so that the
Fund keeps the premium received for the option. This premium can offset the drop
in value of a Fund's fixed income portfolio which is occurring as interest rates
rise.

     Prior to the  expiration  of a call written by a Fund, or exercise of it by
the buyer, a Fund may close out the option by buying an identical option. If the
hedge is successful, the cost of the second option will be less than the premium
received by the Fund for the initial  option.  The net premium  income of a Fund
will then offset the decrease in value of the hedged securities.

Writing Put Options on Financial Futures Contracts

     A Fund may write listed put options on financial futures contracts for U.S.
government  securities  to hedge  its  portfolio  against a  decrease  in market
interest  rates.  When a Fund  writes a put  option  on a futures  contract,  it
receives a premium  for  undertaking  the  obligation  to assume a long  futures
position  (buying a futures  contract)  at a fixed  price at any time during the
life of the option.  As market interest rates decrease,  the market price at any
time during the life of the  option.  As market  interest  rates  decrease,  the
market price of the underlying futures contract normally increases.

     As the market value of the underlying futures contract increases, the buyer
of the put option has less reason to exercise the put because the buyer can sell
the same futures contract at a higher price in the market.  The premium received
by a Fund can then be used to offset the higher  prices of portfolio  securities
to be purchased in the future due to the decrease in the market interest rates.

     Prior to the  expiration of the put option or its exercise by the buyer,  a
Fund may close out the  option by buying an  identical  option.  If the hedge is
successful,  the cost of buying the second  option will be less than the premium
received by the Fund for the initial option.

Purchasing Call Options on Financial Futures Contracts

     An  additional  way in which a Fund may hedge  against  decreases in market
interest  rates is to buy a listed call option on a financial  futures  contract
for U.S. government securities. When a Fund purchases a call option on a futures
contract,  it is  purchasing  the right  (not the  obligation)  to assume a long
futures  position  (buy a futures  contract) at a fixed price at any time during
the  life of the  option.  As  market  interest  rates  fall,  the  value of the
underlying futures contract will normally increase,  resulting in an increase in
value of the Fund's  option  position.  When the market price of the  underlying
futures  contract  increases  above the strike price plus premium paid, the Fund
could exercise its option and buy the futures contract below market price.

     Prior to the exercise or expiration of the call option a Fund could sell an
identical call option and close out its position.  If the premium  received upon
selling the  offsetting  call is greater than the premium  originally  paid, the
Fund has completed a successful hedge.

Limitation on Open Futures Positions

     A Fund will not maintain open positions in futures contracts it has sold or
call options it has written on futures contracts if, in the aggregate, the value
of the open positions (marked to market) exceeds the current market value of its
securities  portfolio  plus or minus the  unrealized  gain or loss on those open
positions,  adjusted  for the  correlation  of  volatility  between  the  hedged
securities  and the futures  contracts.  If this  limitation  is exceeded at any
time, a Fund will take prompt  action to close out a  sufficient  number of open
contracts  to  bring  its  open  futures  and  options   positions  within  this
limitation.

"Margin" in Futures Transactions

     Unlike the  purchase or sale of a security,  a Fund does not pay or receive
money  upon  the  purchase  or sale of a  futures  contract.  Rather,  a Fund is
required to deposit an amount of "initial margin" in cash or U.S. Treasury bills
with its custodian (or the broker, if legally permitted).  The nature of initial
margin in futures  transactions  is different  from that of margin in securities
transactions  in that  futures  contract  initial  margin  does not  involve the
borrowing of funds by a Fund to finance the  transactions.  Initial margin is in
the nature of a performance bond or good faith deposit on the contract


which is returned to the Fund upon termination of the futures contract, assuming
all contractual obligations have been satisfied. A Fund may not purchase or sell
futures  contracts or related  options if immediately  thereafter the sum of the
amount of margin deposits on the Fund's existing futures  positions and premiums
paid for related options would exceed 5% of the market value of the Fund's total
assets.

     A  futures  contract  held  by a Fund  is  valued  daily  at  the  official
settlement  price of the exchange on which it is traded.  Each day the Fund pays
or receives cash, called "variation margin",  equal to the daily change in value
of the futures contract. This process is known as "marking to market". Variation
margin  does  not  represent  a  borrowing  or  loan  by a Fund  but is  instead
settlement between the Fund and the broker of the amount one would owe the other
if the futures  contract  expired.  In computing its daily net asset value,  the
Fund will mark-to-market its open futures positions.

     A Fund is also required to deposit and maintain  margin when it writes call
options on futures contracts.

Purchasing and Writing Put and Call Options on Portfolio  Securities (All Funds,
except High Grade, Short-Intermediate and Short-Intermediate-CA)

     A Fund may purchase put and call options on portfolio securities to protect
against price movements in particular  securities.  A put option gives the Fund,
in return for a premium, the right to sell the underlying security to the writer
(seller) at a specified price during the term of the option. A call option gives
the Fund, in return for a premium, the right to buy the underlying security from
the seller.

     A Fund  may  generally  purchase  and  write  over-the-counter  options  on
portfolio  securities in negotiated  transactions  with the writers or buyers of
the options since options on the portfolio securities held by the Fund are to be
traded on an exchange.  A Fund purchases and writes options only with investment
dealers and other financial  institutions  (such as commercial  banks or savings
and loan associations) deemed creditworthy by the Fund's adviser.

     Over-the-counter  options  are two  party  contracts  with  price and terms
negotiated  between buyer and seller. In contrast,  exchange-traded  options are
third party contracts with  standardized  strike prices and expiration dates and
are  purchased  from a clearing  corporation.  Exchange  traded  options  have a
continuous liquid market while over-the-counter options may not.

Repurchase Agreements (All Funds)

     Repurchase agreements are arrangements in which banks, broker/dealers,  and
other recognized financial institutions sell U.S. government securities or other
securities  to a Fund  and  agree at the  time of sale to  repurchase  them at a
mutually  agreed  upon  time  and  price  within  one  year  from  the  date  of
acquisition.  A Fund or its custodian  will take  possession  of the  securities
subject to repurchase  agreements.  To the extent that the original  seller does
not repurchase the securities  from a Fund, the Fund could receive less than the
repurchase  price on any  sale of such  securities.  In the  event  that  such a
defaulting seller filed for bankruptcy or became insolvent,  disposition of such
securities by the Fund might be delayed pending court action. Each Fund believes
that under the regular procedures normally in effect for custody of the Fund's
portfolio  securities  subject to  repurchase  agreements,  a court of competent
jurisdiction  would rule in favor of the Fund and allow retention or disposition
of such securities.  A Fund may only enter into repurchase agreements with banks
and other recognized financial institutions,  such as broker/dealers,  which are
found by the Fund's investment adviser to be creditworthy pursuant to guidelines
established by the Trustees.

Reverse Repurchase Agreements (All Funds)

     A Fund may enter into reverse repurchase agreements. These transactions are
similar to borrowing cash. In a reverse repurchase  agreement,  a Fund transfers
possession  of a portfolio  instrument  to another  person,  such as a financial
institution,  broker,  or dealer, in return for a percentage of the instrument's
market  value in cash,  and agrees that on a  stipulated  date in the future the
Fund  will  repurchase  the  portfolio  instrument  by  remitting  the  original
consideration plus interest at an agreed upon rate.

     The use of reverse repurchase agreements may enable a Fund to avoid selling
portfolio instruments at a time when a sale may be deemed to be disadvantageous,
but the ability to enter into reverse repurchase agreements does not ensure that
the  Fund  will  be  able  to  avoid   selling   portfolio   instruments   at  a
disadvantageous time.

     When effecting reverse repurchase agreements, liquid assets of a Fund, in a
dollar amount sufficient to make payment for the obligating to be purchased, are
segregated at the trade date.  These  securities  are marked to market daily and
maintained until the transaction is settled.

Lending of Portfolio Securities (All Funds)

     The  collateral  received when a Fund lends  portfolio  securities  must be
valued daily and, should the market value of the loaned securities increase, the
borrower  must  furnish  additional  collateral  to the  Fund.  During  the time
portfolio  securities  are on loan,  the borrower pays the Fund any dividends or
interest paid on such securities. Loans are subject to termination at the option
of the  Fund or the  borrower.  A Fund  may pay  reasonable  administrative  and
custodial fees in connection with a loan and may pay a negotiated portion of the
interest earned on the cash or equivalent  collateral to the borrower or placing
broker.  A Fund does not have the right to vote  securities  on loan,  but would
terminate  the  loan  and  regain  the  right  to vote if that  were  considered
important with respect to the investment.

Restricted Securities (All Funds)

     A Fund may invest in restricted  securities.  Restricted securities are any
securities  in which a Fund may  otherwise  invest  pursuant  to its  investment
objectives  and policies but which are subject to  restrictions  on resale under
federal  securities  laws.  A Fund will not  invest  more than 15% (10% for High
Grade) of the value of its net assets in restricted securities; however, certain
restricted securities which the Trustees deem to be liquid will be excluded from
this 15% limitation.

     The  ability  of  the  Trustees  to  determine  the  liquidity  of  certain
restricted  securities is permitted  under a Securities and Exchange  Commission
("SEC") Staff position set forth in the adopting release for Rule 144A under the
Securities Act of 1933 (the "Rule").  The Rule is a  non-exclusive,  safe-harbor
for  certain  secondary  market  transactions  involving  securities  subject to
restrictions  on resale under  federal  securities  laws.  The Rule  provides an
exemption from  registration for resales of otherwise  restricted  securities to
qualified  institutional  buyers.  The Rule was expected to further  enhance the
liquidity of the secondary  market for securities  eligible for resale under the
Rule 144A. Each Fund believes that the Staff of the SEC has left the question of
determining  the  liquidity of all  restricted  securities  (eligible for resale
under Rule 144A) for  determination by the Trustees.  The Trustees  consider the
following   criteria  in  determining   the  liquidity  of  certain   restricted
securities:

     (i)    the frequency of trades and quotes for the security;
     (ii)   the number of dealers willing to purchase or sell the security
            and the number of other potential buyers;  (iii) dealer undertakings
     to make a market in the  security;  and (iv) the nature of the security and
     the nature of the marketplace trades.

Municipal Bond Insurance (High Grade)

     The Fund may  purchase  two  types of  municipal  bond  insurance  policies
("Policies")  issued by  municipal  bond  insurers.  One type of  Policy  covers
certain  municipal  securities  only  during the period in which they are in the
Fund's  portfolio.  In the event  that a  municipal  security  covered by such a
Policy is sold by the Fund,  the insurer of the  relevant  Policy will be liable
only for those  payments of interest and principal  which are then due and owing
at the time of sale.

     The other type of Policy covers  municipal  securities  not only while they
remain in the Fund's portfolio but also until their final maturity, even if they
are sold out of the Fund's  portfolio,  so that the  coverage  may  benefit  all
subsequent holders of those municipal securities. The Fund will obtain insurance
which covers municipal  securities until final maturity even after they are sold
out of the Fund's portfolio only if, in the judgment of the investment  adviser,
the Fund would  receive net proceeds  from the sale of those  securities,  after
deducting the cost of such permanent  insurance and related fees,  significantly
in excess of the proceeds it would  receive if such  municipal  securities  were
sold without  insurance.  Payments received from municipal bond insurers may not
be tax-exempt income to shareholders of the Fund.

     Depending upon the  characteristics  of the municipal  security held by the
Fund, the annual  premiums for the Policies are estimated to range from 0.10% to
0.25% of the value of the municipal securities covered under the Policies,  with
an average annual premium rate of approximately 0.175%.

     The Fund may purchase  Policies from  Municipal  Bond  Investors  Assurance
Corp.  ("MBIA"),  AMBAC  Indemnity  Corporation  ("AMBAC"),  Financial  Guaranty
Insurance Company  ("FGIC"),  each as described under "Municipal Bond Insurers",
or any other  municipal bond insurer which is rated at least Aa by Moody's or AA
by S&P.  Each Policy  guarantees  the payment of principal and interest on those
municipal  securities  it  insures.  The  Policies  will  have the same  general
characteristics and features. A municipal security will be eligible for coverage
if it meets certain requirements set forth in a Policy. In the event interest or
principal  on an insured  municipal  security is not paid when due,  the insurer
covering the security will be obligated under its Policy to make such payment
not  later  than 30 days  after  it has been  notified  by the  Fund  that  such
non-payment has occurred.

     MBIA,  AMBAC,  and FGIC will not have the  right to  withdraw  coverage  on
securities  insured by their Policies so long as such  securities  remain in the
Fund's  portfolio,  nor may MBIA,  AMBAC,  or FGIC cancel their Policies for any
reason  except  failure to pay premiums  when due.  MBIA,  AMBAC,  and FGIC will
reserve the right at any time upon 90 days' written notice to the Fund to refuse
to insure any additional  municipal  securities  purchased by the Fund after the
effective date of such notice.  The Trustees will reserve the right to terminate
any of the Policies if it determines that the benefits to the Fund of having its
portfolio insured under such Policy are not justified by the expense involved.

     Additionally,  the Trustees  reserve the right to enter into contracts with
insurance  carriers other than MBIA,  AMBAC, or FGIC, if such carriers are rated
Aaa by Moody's or AAA by S&P.

     Under the Policies,  municipal bond insurers  unconditionally  guarantee to
the Fund the timely  payment of principal and interest on the insured  municipal
securities  when and as such payments  shall become due but shall not be paid by
the issuer,  except that in the event of any acceleration of the due date of the
principal by reason of mandatory or optional redemption (other than acceleration
by reason of  mandatory  sinking  fund  payments),  default  or  otherwise,  the
payments  guaranteed  will be made in such amounts and at such times as payments
of  principal  would  have been due had there  not been such  acceleration.  The
municipal bond insurers will be  responsible  for such payments less any amounts
received by the Fund from any trustee for the municipal bond holders or from any
other source. The Policies do not guarantee payment on an accelerated basis, the
payment of any  redemption  premium,  the value for the  Shares of the Fund,  or
payments  of any  tender  purchase  price  upon  the  tender  of  the  municipal
securities.  The Policies also do not insure against  nonpayment of principal of
or interest on the securities  resulting from the insolvency,  negligence or any
other act or omission of the trustee or other paying  agent for the  securities.
However, with respect to small issue industrial  development municipal bonds and
pollution control revenue municipal bonds covered by the Policies, the municipal
bond insurers guarantee the full and complete payments required to be made by or
on behalf of an issuer of such  municipal  securities if there occurs any change
in the  tax-exempt  status of interest on such municipal  securities,  including
principal, interest or premium payments, if any, as and when required to be made
by or on  behalf  of  the  issuer  pursuant  to  the  terms  of  such  municipal
securities.  A when-issued municipal security will be covered under the Policies
upon the  settlement  date of the original issue of such  when-issued  municipal
securities.  In determining  whether to insure municipal  securities held by the
Fund,  each  municipal  bond  insurer  has  applied  its  own  standard,   which
corresponds  generally to the standards it has  established  for determining the
insurability of new issues of municipal  securities.  This insurance is intended
to reduce  financial  risk, but the cost thereof and compliance  with investment
restrictions  imposed  under the Policies and these  guidelines  will reduce the
yield to shareholders of the Fund.

     If a Policy  terminates as to municipal  securities sold by the Fund on the
date of sale,  in which event  municipal  bond  insurers will be liable only for
those  payments  of  principal  and  interest  that are then due and owing,  the
provision for insurance will not enhance the marketability of securities held by
the Fund, whether or not the securities are in default or subject to significant
risk of default,  unless the option to obtain permanent  insurance is exercised.
On the other hand, since issuer-obtained insurance will remain in effect as long
as the insured municipal securities are outstanding,  such insurance may enhance
the marketability of municipal securities covered thereby, but the exact effect,
if any, on  marketability  cannot be estimated.  The Fund  generally  intends to
retain any  securities  that are in default  or subject to  significant  risk of
default  and to  place a value  on the  insurance,  which  ordinary  will be the
difference  between the market  value of the  defaulted  security and the market
value of similar  securities of minimum high grade (i.e.,  rated A by Moody's or
S&P)  that are not in  default.  To the  extent  that the Fund  holds  defaulted
securities,  it may be limited in its  ability to manage its  investment  and to
purchase other municipal  securities.  Except as described above with respect to
securities  that are in default or subject to significant  risk of default,  the
Fund  will not  place  any  value on the  insurance  in  valuing  the  municipal
securities that it holds.

Municipal Bond Insurers (High Grade)

     Municipal  bond  insurance  may be provided by one or more of the following
insurers  or any other  municipal  bond  insurer  which is rated at least Aaa by
Moody's or AAA by S&P.

Municipal Bond Investors Assurance Corp. (High Grade)

     Municipal Bond Investors  Assurance  Corp. is a wholly-owned  subsidiary of
MBIA, Inc., a Connecticut  insurance  company,  which is owned by AEtna Life and
Casualty,  Credit Local DeFrance CAECL, S.A., The Fund American  Companies,  and
the public. The investors of MBIA, Inc. are not obligated to pay the obligations
of MBIA.  MBIA,  domiciled  in New  York,  is  regulated  by the New York  State
Insurance  Department and licensed to do business in various states. The address
of MBIA is 113 King Street, Armonk, New York, 10504, and its telephone number is
(914) 273-4345. S&P has rated the claims-paying ability of MBIA AAA.

AMBAC Indemnity Corporation (High Grade)

     AMBAC  Indemnity  Corporation  is  a  Wisconsin-domiciled  stock  insurance
company,  regulated by the Insurance Department of Wisconsin, and licensed to do
business in various states. AMBAC is a wholly-owned subsidiary of AMBAC, Inc., a
financial  holding  company  which is owned by the  public.  Copies  of  certain
statutorily required filings of AMBAC can be obtained from AMBAC. The address of
AMBAC's  administrative offices is One State Street Plaza, 17th Floor, New York,
New York, 10004, and its telephone number is (212) 668-0340.
S&P has rated the claims-paying ability of AMBAC AAA.

Financial Guaranty Insurance Company (High Grade)

     Financial Guaranty  Insurance Company is a wholly-owned  subsidiary of FGIC
Corporation,  a Delaware  holding  company.  FGIC Corporation is wholly-owned by
General Electric Capital Corporation.  The investors of FGIC Corporation are not
obligated  to  pay  the  debts  of or the  claims  against  Financial  Guaranty.
Financial  Guaranty is subject to regulation by the state of New York  Insurance
Department  and is licensed to do  business  in various  states.  The address of
Financial Guaranty is 115 Broadway, New York, New York, 10006, and its telephone
number is (212) 312-3000.  S&P has rated the claims-paying  ability of Financial
Guaranty AAA.

Municipal Bonds

     The  two  principal   classifications   of  municipal  bonds  are  "general
obligation" bonds and "revenue bonds".  General  obligation bonds are secured by
the issuer's pledge of its full faith, credit and unlimited taxing power for the
payment of principal and interest. Revenue or special tax bonds are payable only
from the revenues  derived from a particular  facility or class of facilities or
projects or, in a few cases, from the proceeds of a special excise or other tax,
but are not supported by the issuer's power to levy general taxes. There are, of
course,  variations in the security of municipal bonds, both within a particular
classification and between  classifications,  depending on numerous factors. The
yields of municipal  bonds depend on, among other  things,  general money market
conditions,  general  conditions  of  the  municipal  bond  market,  size  of  a
particular offering, the maturity of the obligations and rating of the issue.

     Since the Funds may invest in industrial  development  bonds, the Funds may
not be  appropriate  investment for entities  which are  "substantial  users" of
facilities  financed by  industrial  development  bonds or for investors who are
"related persons". Generally, an individual will not be a "related person" under
the Code unless such investor or his immediate family (spouse, brothers, sisters
and lineal descendants) own directly or indirectly in the aggregate more than 50
percent of the value of the equity of a corporation  or  partnership  which is a
"substantial   user"  of  a  facility  financed  from  proceeds  of  "industrial
development bonds". A "substantial user" of such facilities is defined generally
as a "non-exempt  person who regularly uses a part of a facility"  financed from
the proceeds of industrial development bonds.

     As set forth in the  Prospectus,  the Code  establishes  new unified volume
caps for most "private purpose" municipal bonds (such as industrial  development
bonds and  obligations  to  finance  low-interest  mortgages  on  owner-occupied
housing and student  loans).  The unified  volume cap is not  expected to affect
adversely the availability of Municipal Obligations for investment by the Funds;
however,  it is possible that  proposals will be introduced  before  Congress to
further  restrict or eliminate the federal  income tax exemption for interest on
Municipal  Obligations.  Any such proposals,  if enacted, could adversely affect
the availability of municipal bonds for investment by the Funds and the value of
each  Fund's  portfolio  might be  affected.  In that  event,  each  Fund  might
reevaluate its investment policies and restrictions and consider recommending to
its shareholders changes in both.


                               INVESTMENT RESTRICTIONS

FUNDAMENTAL INVESTMENT RESTRICTIONS

 .........Except  as noted,  the  investment  restrictions  set  forth  below are
fundamental  and may not be  changed  with  respect  to each  Fund  without  the
affirmative vote of a majority of the outstanding voting securities of the Fund.
Where an asterisk  (*)  appears  after a Fund's  name,  the  relevant  policy is
non-fundamental  with  respect  to that Fund and may be  changed  by the  Fund's
investment adviser without shareholder approval,  subject to review and approval
by the Trustees. As used in this Statement of Additional  Information and in the
Prospectus, "a majority of the outstanding voting securities of the Fund" means
the  lesser of (1) the  holders  of more than 50% of the  outstanding  shares of
beneficial  interest  of the Fund or (2) 67% of the shares  present if more than
50% of the shares are present at a meeting in person or by proxy.

1........Concentration of Assets in Any One Issuer

 .........None     of    Florida    High    Income,     Short-Intermediate     or
Short-Intermediate-CA  may invest more than 5% of its total assets,  at the time
of the  investment in question,  in the  securities of any one issuer other than
the U.S. government and its agencies or instrumentalities, except that up to 25%
of the value of each Fund's total assets may be invested  without regard to such
5%  limitation.  For  this  purpose  each  political  subdivision,   agency,  or
instrumentality  and each multi-state  agency of which a state is a member,  and
each public authority which issues  industrial  development bonds on behalf of a
private  entity,  will be  regarded  as a separate  issuer for  determining  the
diversification of each Fund's portfolio.

     With respect to 75% of the value of its total  assets,  High Grade will not
purchase securities of any one issuer (other than cash, cash items or securities
issued or guaranteed by the U.S. government,  its agencies or instrumentalities)
if as a result more than 5% of the value of its total  assets  would be invested
in the securities of that issuer.

     Under this limitation, each governmental subdivision,  including states and
the District of Columbia,  territories,  possessions  of the United  States,  or
their  political  subdivisions,  agencies,  authorities,  instrumentalities,  or
similar  entities,  will be  considered  a  separate  issuer if its  assets  and
revenues are separate  from those of the  governmental  body creating it and the
security is backed only by its own assets and revenues.

     Industrial  development bonds,  backed only by the assets and revenues of a
nongovernmental  issuer,  are considered to be issued solely by that issuer. If,
in the case of an industrial development bond or governmental-issued security, a
governmental  or other entity  guarantees the security,  such guarantee would be
considered  a separate  security  issued by the  guarantor  as well as the other
issuer,  subject to limited  exclusions allowed by the Investment Company Act of
1940.

2........Ten Percent Limitation on Securities of Any One Issuer

 .........Short-Intermediate-CA, Florida High Income*, and Short-Intermediate may
not purchase more than 10% of any class of securities  (voting securities in the
case of Florida  High  Income* and  Short-Intermediate)  of any one issuer other
than the U.S. government and its agencies or instrumentalities.

3........Investment for Purposes of Control or Management

 .........None     of    Florida    High    Income,     Short-Intermediate     or
Short-Intermediate-CA  may invest in  companies  for the  purpose of  exercising
control or management.

4........Purchase of Securities on Margin

 .........None of Florida Municipal Bond, Georgia Municipal Bond, North Carolina
Municipal Bond, South Carolina Municipal Bond,  Virginia Municipal Bond, Florida
High  Income*,  High  Grade,  Short-Intermediate  or  Short-Intermediate-CA  may
purchase securities on margin,  except that each Fund may obtain such short-term
credits as may be  necessary  for the  clearance of  transactions.  A deposit or
payment by a Fund of initial or variation  margin in connection  with  financial
futures contracts or related options transactions is not considered the purchase
of a security on margin.

5........Unseasoned Issuers

 .........None  of  Florida  Municipal  Bond*,  Georgia  Municipal  Bond*,  North
Carolina  Municipal Bond*,  South Carolina  Municipal Bond*,  Virginia Municipal
Bond* or High Grade* will invest more than 5% of its total assets in  industrial
development bonds (and, in the case of High Grade,  other municipal  securities)
where the  principal  and  interest  are the  responsibility  of  companies  (or
guarantors,   where  applicable)  with  less  than  three  years  of  continuous
operations, including the operation of any predecessor.

 .........None    of    Florida    High    Income*,     Short-Intermediate     or
Short-Intermediate-CA  may invest more than 5% of its total assets in securities
of  unseasoned   issuers   (taxable   securities   of  unseasoned   issuers  for
Short-Intermediate  and  Short-Intermediate-CA)  that  have  been in  continuous
operation  for less than  three  years,  including  operating  periods  of their
predecessors,  except that no such limitation shall apply to the extent that (i)
each Fund may invest in obligations issued or guaranteed by the U.S.  government
and   its   agencies   or   instrumentalities,   (ii)   Short-Intermediate   and
Short-Intermediate-CA may invest in municipal securities, and (iii) Florida High
Income* may invest in municipal bonds.

6........Underwriting

 .........None of Florida Municipal Bond,  Georgia Municipal Bond, New Jersey Tax
Free,  North Carolina  Municipal Bond, South Carolina  Municipal Bond,  Virginia
Municipal  Bond,  High  Grade  Florida  High  Income*,   Short-Intermediate   or
Short-Intermediate-CA  may engage in the business of underwriting the securities
of other  issuers,  provided that the purchase of municipal  securities or other
permitted investments,  directly from the issuer thereof (or from an underwriter
for an issuer) and the later disposition of such securities in accordance with a
Fund's investment program shall not be deemed to be an underwriting.


7........Interests  in Oil,  Gas or Other  Mineral  Exploration  or  Development
Programs

 .........Neither     Florida     High     Income,     Short-Intermediate     nor
Short-Intermediate-CA  may purchase,  sell or invest in interests in oil, gas or
other mineral exploration or development programs.

 .........Florida  Municipal  Bond*,  Georgia  Municipal  Bond*,  North  Carolina
Municipal Bond*,  South Carolina  Municipal Bond*,  Virginia Municipal Bond*, or
High Grade will not  purchase  interests  in or sell oil,  gas or other  mineral
exploration  or development  programs or leases,  although they may purchase the
securities of issuers which invest in or sponsor such programs.

8........Concentration in Any One Industry

 .........Neither    New   Jersey    Tax    Exempt,    Short-Intermediate,    nor
Short-Intermediate-CA  may  invest  25% or  more  of  its  total  assets  in the
securities of issuers conducting their principal business  activities in any one
industry;  provided,  that this  limitation  shall not apply (i) with respect to
each Fund, to  obligations  issued or  guaranteed by the U.S.  government or its
agencies or instrumentalities and to municipal securities,  or (ii) with respect
to  Short-Intermediate-CA  to certificates  of deposit and bankers'  acceptances
issued by domestic branches of U.S. banks.

 .........Florida   Municipal  Bond,   Georgia  Municipal  Bond,  North  Carolina
Municipal Bond,  South Carolina  Municipal Bond,  Virginia  Municipal Bond, High
Grade and Florida  High Income will not purchase  securities  if, as a result of
such purchase, 25% or more of the value of its total assets would be invested in
any one industry,  or in industrial  development bonds or other securities,  the
interest upon which is paid from revenues of similar types of projects. However,
the Fund may invest as temporary  investments  more than 25% of the value of its
assets  in cash or cash  items,  securities  issued  or  guaranteed  by the U.S.
government,  its agencies or instrumentalities,  or instruments secured by these
money market instruments, such as repurchase agreements.

9........Warrants

 .........None    of    Florida    High    Income*,     Short-Intermediate     or
Short-Intermediate-CA  may  invest  more  than 5% of its  total  net  assets  in
warrants,  and, of this amount,  no more than 2% of each Fund's total net assets
may be  invested  in  warrants  that are listed on neither  the New York nor the
American Stock Exchange.

10.......Ownership by Trustees/Officers

 .........None  of  Florida  Municipal  Bond*,  Georgia  Municipal  Bond*,  North
Carolina  Municipal Bond*,  South Carolina  Municipal Bond*,  Virginia Municipal
Bond*,   High   Grade*,    Florida   High   Income*,    Short-Intermediate    or
Short-Intermediate-CA may purchase or retain the securities of any issuer if (i)
one  or  more  officers  or  Trustees  of  a  Fund  or  its  investment  adviser
individually owns or would own, directly or beneficially, more than 1/2 of 1% of
the securities of such issuer,  and (ii) in the  aggregate,  such persons own or
would own, directly or beneficially, more than 5% of such securities.

11.......Short Sales

 .........High  Grade and  Florida  High  Income*  will not make  short  sales of
securities  or  maintain  a short  position,  unless at all  times  when a short
position is open a Fund owns an equal amount of such securities or of securities
which,  without payment of any further  consideration  are  convertible  into or
exchangeable  for  securities  of the same issue as, and equal in amount to, the
securities  sold  short.  The use of short  sales will allow the Funds to retain
certain bonds in their  portfolios  longer than it would without such sales.  To
the extent that a Fund receives the current income  produced by such bonds for a
longer  period  than it  might  otherwise,  a  Fund's  investment  objective  is
furthered.

 .........Florida   Municipal  Bond,   Georgia  Municipal  Bond,  North  Carolina
Municipal  Bond,  South  Carolina  Municipal  Bond,   Virginia  Municipal  Bond,
Short-Intermediate and Short- Intermediate-CA will not sell any securities short
or maintain a short position.


12.......Lending of Funds and Securities

 .........None     of    Florida    High    Income,     Short-Intermediate     or
Short-Intermediate-CA  may lend its funds to other  persons,  provided that each
Fund may purchase issues of debt securities,  acquire privately negotiated loans
made to municipal borrowers and enter into repurchase agreements.

 .........Neither  Florida  High  Income*  nor  Short-Intermediate  may  lend its
portfolio  securities,  unless the  borrower  is a broker,  dealer or  financial
institution  that pledges and maintains  collateral  with the Fund consisting of
cash or securities issued or guaranteed by the U.S. government having a value at
all  times  not  less  than  100% of the  current  market  value  of the  loaned
securities,  including accrued  interest,  provided that the aggregate amount of
such loans shall not exceed 30% of the Fund's total assets.

 .........Short-Intermediate-CA may not lend its portfolio securities, unless the
borrower is a broker, dealer or financial institution that pledges and maintains
collateral  with the Fund  consisting  of cash,  letters of credit or securities
issued or guaranteed by the U.S. government having a value at all times not less
than  100% of the  current  market  value of the  loaned  securities,  including
accrued  interest,  provided that the  aggregate  amount of such loans shall not
exceed 30% of the Fund's total assets.

 .........Florida   Municipal  Bond,   Georgia  Municipal  Bond,  North  Carolina
Municipal Bond, South Carolina  Municipal Bond and Virginia  Municipal Bond will
not lend any of their assets, except portfolio securities up to one-third of the
value of their  total  assets.  Each  Fund may,  however,  acquire  publicly  or
non-publicly  issued  municipal  bonds or  temporary  investments  or enter into
repurchase agreements in accordance with its investment objective,  policies and
limitations or the Declaration of Trust.

 .........High  Grade will not lend any of its assets except that it may purchase
or hold money market instruments,  including repurchase  agreements and variable
amount demand master notes in accordance with its investment objective, policies
and limitations and it may lend portfolio securities valued at not more than 15%
of its total assets to broker-dealers.

13.......Commodities

 .........Florida  High  Income*  may not  purchase,  sell or invest in  physical
commodities  unless  acquired as a result of  ownership of  securities  or other
instruments  (but this shall not  prevent  the Fund from  purchasing  or selling
options  and  futures  contracts  or  from  investing  in  securities  or  other
instruments backed by physical commodities).

 .........Neither Short-Intermediate nor Short-Intermediate-CA may purchase, sell
or invest in commodities, commodity contracts or financial futures contracts.

 .........High Grade will not purchase or sell commodities or commodity
contracts.

 .........Florida   Municipal  Bond,   Georgia  Municipal  Bond,  North  Carolina
Municipal Bond, South Carolina Municipal Bond and Virginia Municipal Bond will
not purchase or sell commodities.  However,  each Fund may purchase put and call
options on portfolio securities and on financial futures contracts. In addition,
each Fund reserves the right to hedge its  portfolio by entering into  financial
futures contracts and to sell puts and calls on financial futures contracts.

14.......Real Estate

 .........Florida   Municipal  Bond,   Georgia  Municipal  Bond,  North  Carolina
Municipal Bond, South Carolina  Municipal Bond and Virginia  Municipal Bond will
not buy or sell real estate,  including limited partnership interests,  although
each Fund may invest in municipal  bonds  secured by real estate or interests in
real estate.

 .........New Jersey Tax Free and Florida High Income* may not purchase,  sell or
invest in real estate or interests in real estate,  except that it may purchase,
sell or invest in  marketable  securities  of  companies  holding real estate or
interests in real estate, including real estate investment trusts.

 .........High Grade will not buy or sell real estate,  although it may invest in
securities  of companies  whose  business  involves the purchase or sale of real
estate or in  securities  which are secured by real estate or  interests in real
estate.

 .........Neither Short-Intermediate nor Short-Intermediate-CA may purchase, sell
or invest in real estate or interests in real estate,  except that each Fund may
purchase  municipal  securities and other debt securities secured by real estate
or interests therein.

15.......Borrowing, Senior Securities, Reverse Repurchase Agreements

 .........Neither    New    Jersey    Tax    Free,     Short-Intermediate     nor
Short-Intermediate-CA  nor Florida  High Income may borrow  money,  issue senior
securities or enter into reverse repurchase agreements,  except for temporary or
emergency purposes, and not for leveraging, and then in amounts not in excess of
10% of the value of each Fund's total assets at the time of such  borrowing;  or
mortgage,  pledge or hypothecate  any assets except in connection  with any such
borrowing  and in  amounts  not in excess of the  lesser of the  dollar  amounts
borrowed  or 10% of the value of each  Fund's  total  assets at the time of such
borrowing,  provided that Short-Intermediate and Short-Intermediate-CA  will not
purchase  any  securities  at  any  time  when  borrowings,   including  reverse
repurchase  agreements,  are  outstanding.  No  Fund  will  enter  into  reverse
repurchase agreements exceeding 5% of the value of its total assets.

 .........Florida   Municipal  Bond,   Georgia  Municipal  Bond,  North  Carolina
Municipal Bond, South Carolina Municipal Bond,  Virginia Municipal Bond and High
Grade  will not issue  senior  securities,  except  each Fund may  borrow  money
directly or through  reverse  repurchase  agreement  as a temporary  measure for
extraordinary or emergency purposes in an amount up to one-third of the value of
its total assets,  including the amount  borrowed,  in order to meet  redemption
requests without  immediately selling portfolio  instruments;  and except to the
extent a Fund will enter into futures contracts. Any such borrowings need not be
collateralized.  No Fund will purchase any securities while borrowings in excess
of 5% of its total assets are  outstanding.  No Fund will borrow money or engage
in reverse repurchase agreements for investment leverage purposes. None of
Florida  Municipal  Bond*,  Georgia  Municipal Bond*,  North Carolina  Municipal
Bond*,  South Carolina  Municipal Bond*,  Virginia Municipal Bond* or High Grade
will  mortgage,  pledge or  hypothecate  any assets  except to secure  permitted
borrowings.  In those cases,  High Grade may pledge assets having a market value
not exceeding the lesser of the dollar  amounts  borrowed or 15% of the value of
total assets at the time of borrowing. Margin deposits for the purchase and sale
of financial futures contracts and related options and segregation or collateral
arrangements  made in  connection  with options  activities  and the purchase of
securities on a when-issued basis are not deemed to be a pledge.

16.......Joint Trading

 .........Florida High Income may not participate on a joint or joint and several
basis in any trading account in any securities. (The "bunching of orders for the
purchase or sale of portfolio securities with its investment adviser or accounts
under its management to reduce  brokerage  commissions,  to average prices among
them or to facilitate  such  transactions is not considered a trading account in
securities for purposes of this restriction).

17.......Options

 .........Neither    New    Jersey    Tax    Free,     Short-Intermediate     nor
Short-Intermediate-CA  may  write,  purchase  or sell  put or call  options,  or
combinations thereof,  except that each Fund may purchase securities with rights
to put securities to the seller in accordance with its investment program.

18.......Investing in Securities of Other Investment Companies

 .........Florida  Municipal Bond*, Georgia Municipal Bond*,
North  Carolina  Municipal  Bond*,  South  Carolina  Municipal  Bond*,  Virginia
Municipal Bond* and High Grade will purchase securities of investment  companies
only in  open-market  transactions  involving  customary  broker's  commissions.
However,  these limitations are not applicable if the securities are acquired in
a merger,  consolidation  or  acquisition  of  assets.  It should be noted  that
investment  companies  incur  certain  expenses  such  as  management  fees  and
therefore any investment by a Fund in shares of another investment company would
be subject to such duplicate expenses.

 .........Florida  High  Income*,  New Jersey Tax Free,  Short-Intermediate*  and
Short-Intermediate-CA*  may not  purchase  the  securities  of other  investment
companies,  except to the extent such purchases are not prohibited by applicable
law.

19.......Restricted Securities

 .........High  Grade  will not  invest  more  than 10% of its  total  assets  in
securities subject to restrictions on resale under the Federal securities laws.

 .........New Jersey Tax Free will not purchase restricted securities,  which are
securi ties that must be registered under the Securities Act of 1933 before they
may be  offered  or sold to the  public.  This  restriction  does  not  apply to
restricted  securities  which are  determined  to be liquid by the Adviser under
supervision of the Board of Trustees.

20.......Investment in Municipal Securities

 .........Neither  Short-Intermediate nor  Short-Intermediate-CA  may invest more
than  20% of its  total  assets  in  securities  other  than,  in  the  case  of
Short-Intermediate,    municipal    securities,    and    in   the    case    of
Short-Intermediate-CA,  California  municipal  securities  (as  described  under
"Description  of the Funds - Investment  Objective  and  Policies" in the Funds'
Prospectus),   unless  extraordinary  circumstances  dictate  a  more  defensive
posture.

 .........Florida  High Income will invest,  under normal market  conditions,  at
least 80% of its net  assets in  municipal  securities  and at least 90% of such
assets will be invested in Florida obligations.

                            NON FUNDAMENTAL OPERATING POLICIES

 .........Certain  Funds  have  adopted  additional   non-fundamental   operating
policies.  Operating  policies may be changed by the Board of Trustees without a
shareholder vote.

1........Securities Issued by Government Units; Industrial Development Bonds

 .........Short-Intermediate  has  determined  not to invest more than 25% of its
total assets (i) in securities  issued by governmental  units located in any one
state,  territory or possession of the United States (but this  limitation  does
not  apply to  project  notes  backed by the full  faith and  credit of the U.S.
government) or (ii) industrial  development  bonds not backed by bank letters of
credit.  In addition,  Short-Intermediate-CA  has  determined not to invest more
than 25% of its total assets in industrial  development bonds not backed by bank
letters of credit.

2........Illiquid Securities.

 .........Florida  Municipal  Bond*,  Georgia  Municipal  Bond*,  North  Carolina
Municipal Bond*, South Carolina Municipal Bond*,  Virginia Municipal Bond*, High
Grade,  Short-Intermediate* and  Short-Intermediate-CA* may not invest more than
15% (10% in the case of High Grade) of their net assets in  illiquid  securities
and other  securities  which are not readily  marketable,  including  repurchase
agreements  which  have a maturity  of longer  than seven  days,  but  excluding
certain securities and municipal leases determined by the Trustees to be liquid.

3........Other.  In order to comply with certain state blue sky limitations:
         -----

 ...........Each  of  Short-Intermediate  and  Short-Intermediate-CA   interprets
fundamental  investment  restriction 7 to prohibit  investments  in oil, gas and
mineral leases.

 ...........Each  of  Short-Intermediate  and  Short-Intermediate-CA   interprets
fundamental  investment  restriction  14 to prohibit  investment  in real estate
limited partnerships which are not readily marketable.

     Except with  respect to borrowing  money,  if a  percentage  limitation  is
adhered to at the time of investment, a later increase or decrease in percentage
resulting  from any change in value or net assets will not result in a violation
of such restriction.

     The Funds (other than Short-Intermediate, Short-Intermediate-CA and Florida
High  Income)  have no present  intention  to borrow  money or invest in reverse
repurchase  agreements  in excess of 5% of the value of their net assets  during
the  coming  fiscal  year.  The Funds did not  invest  more than 5% of their net
assets in securities of other investment  companies in the last fiscal year, and
have no present intent to do so during the coming year.


     For  purposes  of  their  policies  and  limitations,  the  Funds  consider
certificates  of deposit and demand and time deposits issued by a U.S. branch of
a domestic  bank or savings  and loan having  capital,  surplus,  and  undivided
profits in excess of $100,000,000 at the time of investment to be "cash items".

 .........High  Grade does not intend to invest more than 25% of the value of its
assets in any issuer in a single state.

                                        MANAGEMENT

        The Trustees and executive officers of the Trusts, their ages, addresses
and principal occupations during the past five years are set forth below:

Laurence B. Ashkin (67),  180 East Pearson  Street,  Chicago,  IL-Trustee.  Real
estate  developer and construction  consultant since 1980;  President of Centrum
Equities since 1987 and Centrum Properties, Inc. since 1980.

Foster Bam*(68), Greenwich Plaza, Greenwich, CT-Trustee. Partner in the law firm
of Cummings and Lockwood since 1968.

James S. Howell (71), 4124 Crossgate Road,  Charlotte,  NC-Chairman and Trustee.
Retired  Vice  President  of Lance Inc.  (food  manufacturing);  Chairman of the
Distribution Comm. Foundation for the Carolinas from 1989 to 1993.

Robert J. Jeffries (72),  2118 New Bedford Drive,  Sun City Center,  FL-Trustee.
Corporate consultant since 1967.

Gerald M. McDonnell  (56), 821 Regency Drive,  Charlotte,  NC-Trustee.  Sales
Representative  with Nucor-Yamoto Inc. (steel producer) since 1988.

Thomas L. McVerry (57), 4419 Parkview Drive, Charlotte,  NC-Trustee. Director of
Carolina Cooperative Federal Credit Union since 1990 and Rexham Corporation from
1988  to  1990;  Vice  President  of  Rexham   Industries,   Inc.   (diversified
manufacturer) from 1989 to 1990; Vice  President-Finance  and Resources,  Rexham
Corporation from 1979 to 1990.

William  Walt  Pettit*(40),  Holcomb  and  Pettit,  P.A.,  207 West  Trade  St.,
Charlotte,  NC-Trustee.  Partner in the law firm Holcomb and Pettit,  P.A. since
1990; Attorney, Clontz and Clontz from 1980 to 1990.

Russell A. Salton,  III, M.D. (48),  Primary  Physician Care,  1515  Mockingbird
Lane, Charlotte, NC-Trustee. President, Primary Physician Care since 1990.

Michael S. Scofield (52), 212 S. Tryon Street Suite 980, Charlotte,  NC-Trustee.
Attorney, Law Offices of Michael S. Scofield since prior to 1989.

John J. Pileggi (36),  237 Park Avenue,  Suite 910, New York,  NY-President  and
Treasurer.  Senior  Managing  Director,  Furman  Selz  Incorporated  since 1992,
Managing Director from 1984 to 1992.

Joan V. Fiore (39), 237 Park Avenue, Suite 910, New York, NY-Secretary. Managing
Director and  Counsel,  Furman Selz  Incorporated  since 1991;  Staff  Attorney,
Securities and Exchange Commission from 1986 to 1991.

     Except for  Messrs.  Ashkin,  Bam and  Jeffries,  who are not  Trustees  of
Evergreen  Investment  Trust  (formerly  First Union  Funds),  the  Trustees and
officers  listed above hold the same  positions  with a total of ten  registered
investment companies offering a total of thirty-two  investment funds within the
Evergreen mutual fund complex.
- - --------

     * Mr. Bam and Mr.  Pettit may each be deemed to be an  "interested  person"
within the meaning of the Investment  Company Act of 1940, as amended (the "1940
Act").

         The officers of the Trusts are all officers and/or  employees of Furman
Selz  Incorporated.  Furman Selz Incorporated is an affiliate of Evergreen Funds
Distributor, Inc., the distributor of each Class of shares of each Fund.

         The Funds do not pay any direct  remuneration to any officer or Trustee
who is an  "affiliated  person" of either  First  Union  National  Bank of North
Carolina  or  Evergreen  Asset  Management  Corp.  or  their   affiliates.   See
"Investment Adviser." Currently,  none of the Trustees is an "affiliated person"
as  defined  in  the  1940  Act.  The  Trusts  pay  each  Trustee  who is not an
"affiliated  person" an annual  retainer  and a fee per meeting  attended,  plus
expenses (and $500 for each telephone conference meeting) as follows:

Name of Trust/Fund                              Annual Retainer   Meeting Fee

The Evergreen Municipal Trust -                $ 4,000*
  Florida High Income                                               $100
  Short-Intermediate                                                $100
  Short-Intermediate-CA                                             $100

Evergreen Investment Trust -                   $ 9,000**          $1,500**
  Florida Municipal Bond
  Georgia Municipal Bond
  North Carolina Municipal Bond
  South Carolina Municipal Bond
  Virginia Municipal Bond
  High Grade
- - ------------------------
     * Allocated  among the Evergreen  Money Market Fund,  which is not a series
fund, and the Evergreen Municipal Trust which offers four investment series, the
Evergreen Tax Exempt Money Market Fund, Evergreen  Short-Intermediate  Municipal
Fund,  Evergreen  Short-Intermediate  Municipal  Fund-California,  and Evergreen
Florida High Income Municipal Bond Fund.

**  Evergreen  Investment  Trust pays an annual  retainer to each  Trustee and a
per-meeting fee that are allocated among its fifteen series. Additionally,  each
member of the Audit  Committee  receives $200 for  attendance at each meeting of
the of the Audit  Committee and an additional fee is paid to the Chairman of the
Board of $2,000.


***  Evergreen  Tax Free Trust pays an annual  retainer to each  Trustee and a
per-meeting fee that are allocated among its XXXX series. Additionally,  each
member of the Audit  Committee  receives $200 for  attendance at each meeting of
the Audit  Committee and an additional  fee is paid to the Chairman of the Board
of $.


         Set forth below for each of the Trustees is the aggregate  compensation
paid to such Trustees by each Trust for the fiscal year ended August 31, 1995.


                                      Total
                                                              Compensation
                   Aggregate Compensation From Trust          From Trusts
                                     & Fund
Name of                    Municipal        Investment        Complex Paid
Person                       Trust*           Trust**         to Trustees

Laurence Ashkin              3,340            1,513             22,054

Foster Bam                   3,306            1,524             22,092

James S. Howell              2,982           16,852             35,725

Robert J.                    3,310            1,493             21,893
 Jeffries

Gerald M.                    2,982           14,343             33,215
 McDonnell

Thomas L.                    3,032           15,818             39,740
 McVerry

William Walt                 2,982           15,618             34,490
 Pettit

Russell A.                   2,982           13,268             32,140
 Salton, III, M.D.

Michael S.                   2,982           14,343             33,215
 Scofield

* Florida  High Income  commenced  operations  on June 30, 1995 and,  therefore,
compensation  with  regard to such Fund  covers  the period  from June 30,  1995
through August 31, 1995.

** Formerly known as First Union Funds.

     No officer or Trustee of the Trusts  owned  Class A or B shares of any Fund
as of the date hereof.  The number and percent of outstanding  Class Y shares of
of each Fund owned by officers and Trustees as a group on October 4, 1995, is as
follows:

                           No. of Shares Owned
                              By Officers and         Ownership by Officers and
                                  Trustees            Trustees as a % of Class
Name of Fund                     as a Group

Florida Municipal Bond             -0-                           -0-
Georgia Municipal Bond             -0-                           -0-
North Carolina Municipal Bond      2,213                        .27%
South Carolina Municipal Bond      -0-                           -0-
Virginia Municipal Bond            -0-                           -0-
Florida High Income                -0-                           -0-
High Grade                       427,000                        18.63%
Short-Intermediate                96,659                         2.52%
Short-Intermediate-CA              -0-                            -0-


         Set forth below is  information  with respect to each  person,  who, to
each Fund's knowledge,  owned  beneficially or of record more than 5% of a class
of each Fund's total  outstanding  shares and their  aggregate  ownership of the
Fund's total outstanding shares as of October 9, 1995.


                                  Name of                No. of     % of
Name and Address                  Fund/Class             Shares     Class/Fund
- - ----------------                  ----------             ------     ----------

First Union National Bank            North Carolina      193,070   95.14%/ 3.25%
Trust Accounts                       Municipal Bond/Y
Attn: Ginny Batten
11th Floor CMG-1151
301 S. Tryon Street
Charlotte, NC  28288-0001

Fubs & Co. Febo                      South Carolina       16,326   26.03%/ 2.52%
7RK0124218                           Municipal Bond/A
Thomas B. Carr and
Louise R. Carr
C/O First Union National Bank
301 S. Tryon Street
Charlotte, NC  28288-0001

Fubs & Co. Febo                      South Carolina        5,656   9.02%/   .87%
Charles Dean Turner                  Municipal Bond/A
C/O First Union National Bank
301 S. Tryon Street
Charlotte, NC  28288-0001

Fubs & Co. Febo                      South Carolina        5,464   8.71%/   .84%
Mildred R. Robards                   Municipal Bond/A
C/O First Union National Bank
301 S. Tryon Street
Charlotte, NC  28288-0001

Fubs & Co. Febo                      South Carolina        5,146   8.20%/   .80%
Warren A. Ransom, Jr.                Municipal Bond/A
Laurie P. Ransom
C/O First Union National Bank
301 S. Tryon Street
Charlotte, NC  28288-0001



Fubs & Co. Febo                      South Carolina        4,135   6.59%/   .70%
Virginia S. Herring                  Municipal Bond/A
Oren L. Herring, Jr. JTWROS
C/O First Union National Bank
301 S. Tryon Street
Charlotte, NC  28288-0001

                                                         

<PAGE>




Fubs & Co. Febo                      South Carolina        3,985   6.35%/   .62%
Joan B. Sawyer                       Municipal Bond/A
C/O First Union National Bank
301 S. Tryon Street
Charlotte, NC  28288-0001

Fubs & Co. Febo                      South Carolina        3,401   5.42%/   .53%
Dale S. Wyatt                        Municipal Bond/A
C/O First Union National Bank
301 S. Tryon Street
Charlotte, NC  28288-0001

Fubs & Co. Febo                      South Carolina        3,140   5.01%/   .49%
First Union National Bank-           Municipal Bond/A
SC F/B/O
Carolyn E Bickler "Loan Acct"
Attn: David Edmiston Loan Officer
C/O First Union National Bank
301 S Tryon Street
Charlotte, NC  28288-0001

Fubs & Co. Febo                      South Carolina       31,031   8.16%/  4.80%
Ruby B. Motsinger                    Municipal Bond/B
Joseph Glenn Motsinger
Melvin L. Motsinger
Hilda M. Thompson
C/O First Union National Bank
301 S. Tryon Street
Charlotte, NC  28288-0001

First Union National Bank*           South Carolina       95,854  47.07%/ 14.82%
Trust Accounts                       Municipal Bond/Y
Attn: Ginny Batten
11th Floor CMG-1151
301 S. Tryon Street
Charlotte, NC  28288-0001

First Union National Bank*           South Carolina      107,769  52.92%/ 16.66%
Trust Accounts                       Municipal Bond/Y
Attn: Ginny Batten
11th Floor CMG-1151
301 S. Tryon Street
Charlotte, NC  28288-0001



Duff M. Green                        Virginia             21,528  10.42%/  2.54%
c/o First Union National Bank        Municipal Bond/A
301 S. Tryon Street
Charlotte, NC 28288-0001





                                                         

<PAGE>



Fubs & Co. Febo                      Virginia             11,154    5.40%/ 1.31%
Howard S. Barger                     Municipal Bond/A
Dorothy M. Barger
C/O First Union National Bank
301 S. Tryon Street
Charlotte, NC  28288-0001


Fubs & Co. Febo                      Virginia             10,694    5.18%/ 1.26%
Earl Wilson Watts, Jr., M.D.         Municipal Bond/A
and Barbara A. Watts
C/O First Union National Bank
301 S. Tryon Street
Charlotte, NC  28288-0001

Fubs & Co. Febo                    Virginia               39,866    7.37%/ 4.70%
Harry S. Williams                  Municipal Bond/B
Patsy Williams
C/O First Union National Bank
301 S. Tryon Street
Charlotte, NC  28288-0001

First Union National Bank          Virginia               37,447   37.02%/ 4.41%
Trust Accounts                     Municipal Bond/Y
Attn: Ginny Batten
11th Floor CMG-1151
301 S. Tryon Street
Charlotte, NC  28288-0001

First Union National Bank          Virginia               62,670   61.95%/ 7.38%
Trust Accounts                     Municipal Bond/Y
Attn: Ginny Batten
11th Floor CMG-1151
301 S. Tryon Street
Charlotte, NC  28288-0001

Merrill Lunch Pierce Fenner        Florida
Private Client Group               Municipal Bond/A      714,623    5.33%/ 4.28%
C/O FUBS
301 S. Tryon St.
Charlotte, NC 28288

First Union National Bank           Florida              429,145   93.53%/ 2.57%
Trust Accounts                      Municipal Bond/Y
Attn: Ginny Batten
11th Floor CMG-1151
301 S. Tryon Street
Charlotte, NC  28288-0001

Fubs & Co. Febo                     Georgia               14,825    6.94%/ 1.24%
Samuel A. Barber                    Municipal Bond/A
Velma H. Barber
C/O First Union National Bank
301 S. Tryon Street
Charlotte, NC  28288-0001

                                                         

<PAGE>



Fubs & Co. Febo                     Georgia               12,793    5.98%/ 1.07%
Mrs. Ralph Marlet                   Municipal Bond/A
C/O First Union National Bank
301 S. Tryon Street
Charlotte, NC  28288-0001


First Union National Bank           Georgia               158,856  91.63%/13.25%
Trust Accounts                      Municipal Bond/Y
Attn: Ginny Batten
11th Floor CMG-1151
301 S. Tryon Street
Charlotte, NC  28288-0001

First Union National Bank           Georgia                 14,502  8.36%/ 1.21%
Trust Accounts                      Municipal Bond/Y
Attn: Ginny Batten
11th Floor CMG-1151
301 S. Tryon Street
Charlotte, NC  28288-0001

First Union National Bank           Fl.High Income          4,708 99 .80%/  .03%
Trust Accounts                      Muni Bond/Y
Attn: Ginny Batten
11th Floor CMG-1151
301 S. Tryon Street
Charlotte, NC  28288-0001

Merrill Lynch                       Fl.High Income         665,779 11.17%/ 4.00%
Trade House Account - Aid           Muni Bond/A
c/o:FUBS & Co. FEBO
301 S.Tryon St.
Charlotte, NC 28288

FUBS & Co. FEBO                     Fl.High Income          29,183   6.65%/ .17%
Robert David Butler Sr.and          Muni Bond/B
Martha Lee Butler Trust
Robert & Martha Butler Ttees
U/A/D/ 3/29/90
301 S. Tryon St.
Charolotte, NC 28288

FUBS & Co. FEBO                     Fl.High Income          48,963  11.16%/ .29%
Don L. Waldron                      Muni Bond/B
Gladys M. Wood JT Ten
301 S. Tryon St.
Charolotte, NC 28288

FUBS & Co. FEBO                     Fl.High Income          28,256   6.44%/ .17%
Harlowe R. Zinn Trust               Muni Bond/B
Harlowe R. Zinni and
Marjorie Z. Zinn Co.TTES
U/A/D/ 12/15/93
301 S. Tryon St.
Charolotte, NC 28288

                                                                 25

<PAGE>




First Union National Bank           High Grade/Y        342,656    14.95%/ 3.14%
Trust Accounts
Attn: Ginny Batten
11th Floor CMG-1151
301 S. Tryon Street
Charlotte, NC  28288-0001

Foster & Foster                     High Grade/Y        405,595     7.70%/ 3.72%
P.O. Box 1669
Greenwich, CT  06836-1669

Fubs & Co. Febo                   Short-Intermediate/A  131,696     6.76%/ 2.46%
Manuel Garcia and
Adeline Garcia
C/O First Union National Bank
301 S. Tryon Street
Charlotte, NC  28288-0001

Fubs & Co. Febo                   Short-Intermediate/A  198,346     5.24%/ 3.70%
International Gem Society Inc.
C/O First Union National Bank
301 S. Tryon Street
Charlotte, NC  28288-0001


Fubs & Co. Febo                   Short-Intermediate/A  254,140     2.34%/ 4.74%
First Union National Bank-
FL F/B/O
International Gem Society Inc
Att: Susan Weiner
"Loan Account"
C/O First Union National Bank
301 S. Tryon Street
Charlotte, NC  28288-0001

Fubs & Co. FBO                    Short-Intermediate/B   35,906      5.52%/ .67%
Mark E. Smith
Melissa A. Smith JT TEN
C/O First Union National Bank
301 S. Tryon Street
Charlotte, NC  28288-0001

Fubs & Co. FBO                    Short-Intermediate/B   47,407      7.29%/ .89%
Carl R. Nodine and
Linda F. Nodine
C/O First Union National Bank
301 S. Tryon Street
Charlotte, NC  28288-0001


<PAGE>

                               INVESTMENT ADVISER

      (See also "Management of the Fund" in each Fund's Prospectus)

     The investment adviser of Short-Intermediate and  Short-Intermediate-CA  is
Evergreen Asset Management Corp., a New York  corporation,  with offices at 2500
Westchester  Avenue,  Purchase,  New York ("Evergreen  Asset" or the "Adviser").
Evergreen Asset is owned by First Union National Bank of North Carolina  ("FUNB"
or the  "Adviser")  which,  in turn, is a subsidiary of First Union  Corporation
("First  Union"),  a bank holding  company  headquartered  in  Charlotte,  North
Carolina.  The investment  adviser of Florida Municipal Bond,  Georgia Municipal
Bond,  New  Jersey Tax Free,  North  Carolina  Municipal  Bond,  South  Carolina
Municipal Bond,  Virginia  Municipal Bond, Florida High Income and High Grade is
FUNB which provides  investment advisory services through its Capital Management
Group.  The  Directors of Evergreen  Asset are Richard K. Wagoner and Barbara I.
Colvin.  The  executive  officers  of  Evergreen  Asset are  Stephen A.  Lieber,
Chairman and Co-Chief  Executive  Officer,  Nola Maddox  Falcone,  President and
Co-Chief Executive Officer,  Theodore J. Israel,  Jr., Executive Vice President,
Joseph J.  McBrien,  Senior Vice  President and General  Counsel,  and George R.
Gaspari, Senior Vice President and Chief Financial Officer.

         On June 30,  1994,  Evergreen  Asset and Lieber and Company  ("Lieber")
were  acquired by First Union  through  certain of its  subsidiaries.  Evergreen
Asset was acquired by FUNB, a  wholly-owned  subsidiary  (except for  directors'
qualifying  shares) of First Union, by merger into EAMC  Corporation  ("EAMC") a
wholly-owned  subsidiary of FUNB.  EAMC then assumed the name  "Evergreen  Asset
Management   Corp."  and   succeeded  to  the   business  of  Evergreen   Asset.
Contemporaneously with the succession of EAMC to the business of Evergreen Asset
and its  assumption  of the name  "Evergreen  Asset  Management  Corp.",  Short-
Intermediate and  Short-Intermediate-CA  entered into a new investment  advisory
agreement  with EAMC and into a  distribution  agreement  with  Evergreen  Funds
Distributor, Inc. (the "Distributor"), an affiliate of Furman Selz Incorporated.
At that time,  EAMC also entered into a new  sub-advisory  agreement with Lieber
pursuant  to which  Lieber  provides  certain  services  to  Evergreen  Asset in
connection with its duties as investment adviser.

         The partnership  interests in Lieber,  a New York general  partnership,
were acquired by Lieber I Corp. and Lieber II Corp., which are both wholly-owned
subsidiaries  of FUNB.  The  business  of  Lieber  is being  continued.  The new
advisory  and  sub-advisory  agreements  were  approved by the  shareholders  of
Short-Intermediate and  Short-Intermediate-CA  at their meeting held on June 23,
1994,  and  became  effective  on June 30,  1994.  Florida  High  Income,  which
commenced  operations on June 30, 1995,  entered into an advisory agreement with
FUNB on June 30, 1995.

     Prior to XXXXXXXXXXX,  199X, First Fidelity Bank, N.A.  ("First  Fidelity")
acted as  investment  adviser to New Jersey Tax Free.  On June 18,  1995,  First
Union Corporation  ("First Union") the corporate parent of FUNB, entered into an
Agreement  and Plan of Merger  (the  "Merger  Agreement")  with  First  Fidelity
Bancorporation  ("FFB"),  the corporate parent of First Fidelity which provided,
among other  things,  for the merger (the  "Merger") of First  Fidelity with and
into a  wholly-owned  subsidiary of First Union.  The Merger was  consummated on
XXXXX,  199X. As a result of the Merger,  FUNB and its wholly-owned  subsidiary,
Evergreen  Asset  Management  Corp.,  succeeded to the  investment  advisory and
administrative functions currently performed by various units of First Fidelity.

     Under its Investment  Advisory  Agreement with each Fund,  each Adviser has
agreed to furnish reports, statistical and research services and recommendations
with respect to each Fund's portfolio of investments.  In addition, each Adviser
provides office facilities to the Funds and performs a variety of administrative
services.  Each Fund pays the cost of all of its other expenses and liabilities,
including expenses and liabilities incurred in connection with maintaining their
registration  under the  Securities  Act of 1933, as amended,  and the 1940 Act,
printing  prospectuses  (for existing  shareholders) as they are updated,  state
qualifications,  share certificates,  mailings,  brokerage,  custodian and stock
transfer charges, printing, legal and auditing expenses, expenses of shareholder
meetings  and  reports to  shareholders.  Notwithstanding  the  foregoing,  each
Adviser will pay the costs of printing and  distributing  prospectuses  used for
prospective shareholders.

         The method of computing  the  investment  advisory fee for each Fund is
described in such Fund's Prospectus. The advisory fees paid by each Fund for the
three most recent fiscal periods reflected in its registration statement are set
forth below:

FLORIDA MUNICIPAL
BOND                 Period Ended   Year Ended    Year Ended
                     8/31/95        12/31/94      12/31/93
Advisory Fee        $243,413        $171,732       $31,835

Waiver               (73,661)       (171,732)      (31,835)
Net Advisory Fee      16,975         $   0          $   0
                     =========      ==========    ==========
Expense
Reinbursement        (46,864)        (90,218)      (68,939)
                     --------        --------      ---------

GEORGIA MUNICIPAL
BOND                Period Ended     Year Ended    Year Ended
                    8/31/95          12/31/94      12/31/93
Advisory Fee        $ 32,646         $36,674        $5,416

Waiver               (32,646)        (36,674)       (5,416)
Net Advisory Fee      $   0           $   0         $   0
                    ========        ========       =========
Exspense
Reinbursement       (105,409)       (189,746)      (65,758)
                   ----------       ---------      ---------

NEW JERSEY
TAX FREE           Period Ended     Year Ended    Year Ended
                   2/28/95          2/28/94       2/28/93
Advisory Fee       $191,038         $116,651      $116,651

Waiver             (191,038)        (116,651)     (116,651)
Net Advisory Fee   $      0         $      0      $      0
                   ==========       ==========    ==========
Exspense
Reinbursement         -0-            $33,402      $ 72,680
                   ---------        ----------    ----------

NORTH CAROLINA
MUNICIPAL BOND     Period Ended     Year Ended    Year Ended
                   8/31/95          12/31/94      12/31/93
Advisory Fee       $190,284         $287,040      $170,496

Waiver             (132,051)        (193,158)     (170,496)
Net Advisory Fee   $ 58,233          $93,882       $     0
                   ==========       ==========    ==========
Exspense
Reinbursement         -0-           (28,121)      (152,589)
                   ---------        ----------    ----------

SOUTH CAROLINA
MUNICIPAL BOND    Period Ended       Year Ended
                  8/31/95            12/31/94
Advisory Fee      $ 13,154             $8,905

Waiver             (13,154)            (8,905)
Net Advisory Fee    $  0               $   0
                  ========           ========
Expense
Reinbursement     (144,430)          (177,387)
                  ---------         ----------

VIRGINIA
MUNICIPAL BOND    Period Ended   Year Ended    Year Ended
                  8/31/95        12/31/94      12/31/93
Advisory Fee      $ 23,156       $24,942         $4,283
                  --------       -------          -----
Waiver           ($ 23,156)      ($24,942)       ($4,283)
Net Advisory Fee        0              0              0
                  ========       ========        ========
Expense
Reinbursement     (120,876)      (205,073)       (59,974)
                  ---------      ---------       --------


FLORIDA HIGH
INCOME            Year Ended
                  8/31/95
Advisory Fee      $123,320
                  ---------
Waiver             (71,690)
Net Advisory Fee  $ 51,630
                  ========
Expense
Reimbursement           0


HIGH GRADE         Period Ended   Year Ended   Year Ended
                   8/31/95         12/31/94     12/31/93
Advisory Fee      $338,767        $599,854     $643,946
                   --------       -------      -------
Waiver            ( 20,456)        (16,091)    (280,300)
Net Advisory Fee  $318,311        $583,763     $363,646
                   =========      =========   ==========





SHORT-INTERMEDIATE   Year Ended   Year Ended   Year Ended
                     8/31/95      8/31/94      8/31/93
Advisory Fee        $263,947      $301,565     $313,180
                     --------     -------      -------
Waiver              ( 63,612)     (150,194)    (256,324)
Net Advisory Fee    $200,335      $151,371      $56,856
                    ========      ========     ========
Expense
Reimbursement       ( 28,521)     $      0     $      0
                    --------      --------      -------









                                                                 29

<PAGE>



SHORT-INTERMEDIATE-
CA                   Year Ended   Year Ended   Year Ended
                     8/31/95      8/31/94      8/31/93
Advisory Fee        $134,625     $164,447     $158,025
                     ---------    -------      -------
Waiver              ( 48,955)    (129,952)    (150,551)
Net Advisory Fee    $ 85,670      $34,495       $7,474
                     =======      =======      =======
Expense
Reimbursement              0            0      $44,957
                     --------     -------       ------



         Florida   Municipal  Bond,   Georgia  Municipal  Bond,  North  Carolina
Municipal  Bond,  South Carolina  Municipal  Bond,  Virginia  Municipal Bond and
Florida High Grade commenced  operations on July 2, 1993, July 2, 1993,  January
11, 1993,  January 4, 1994, July 2, 1993 and June 30, 1995,  respectively,  and,
therefore,  the first  year's  figures set forth in the table above  reflect for
Florida Municipal Bond,  Georgia  Municipal Bond, North Carolina  Municipal Bond
and Virginia  Municipal Bond  investment  advisory fees paid for the period from
commencement  of  operations  through  December 31, 1993,  with respect to South
Carolina  Municipal  Bond,  December 31, 1994 and,  with respect to Florida High
Income, August 31, 1995.

Expense Limitations

         Each  Adviser's  fee will be reduced by, or the Adviser will  reimburse
the Funds  (except  Short-Intermediate  and  Short-Intermediate-CA,  which  have
specific  percentage  limitations  described  below) for any amount necessary to
prevent such expenses (exclusive of taxes,  interest,  brokerage commissions and
extraordinary  expenses,  but inclusive of the Adviser's fee) from exceeding the
most  restrictive  of  the  expense  limitations  imposed  by  state  securities
commissions  of the states in which the Funds'  shares  are then  registered  or
qualified for sale.  Reimbursement,  when necessary, will be made monthly in the
same manner in which the advisory fee is paid.  Currently  the most  restrictive
state expense  limitation is 2.5% of the first $30,000,000 of the Fund's average
daily net  assets,  2% of the next  $70,000,000  of such assets and 1.5% of such
assets in excess of $100,000,000.

         With respect to Short-Intermediate and Short-Intermediate CA, Evergreen
Asset has agreed to reimburse each Fund to the extent that the Fund's  aggregate
operating expenses (including the Adviser's fee but excluding  interest,  taxes,
brokerage commissions and extraordinary  expenses,  and, for Class A and Class B
shares Rule 12b-1  distribution  fees and  shareholder  servicing  fees payable)
exceed 1% of its average net assets for any fiscal year.

     The Investment Advisory  Agreements are terminable,  without the payment of
any  penalty,  on sixty  days'  written  notice,  by a vote of the  holders of a
majority of each Fund's  outstanding  shares, or by a vote of a majority of each
Trust's  Trustees  or  by  the  respective  Adviser.   The  Investment  Advisory
Agreements will automatically  terminate in the event of their assignment.  Each
Investment  Advisory  Agreement provides in substance that the Adviser shall not
be liable  for any  action  or  failure  to act in  accordance  with its  duties
thereunder in the absence of willful misfeasance,  bad faith or gross negligence
on  the  part  of the  Adviser  or of  reckless  disregard  of  its  obligations
thereunder.  The  Investment  Advisory  Agreements  with respect to Florida High
Income,  Short-Intermediate  and  Short-Intermediate-CA  were  approved  by each
Fund's  shareholders on June 23, 1994,  became effective on June 30, 1994, (June
30, 1995 with respect to Florida High Income) and will  continue in effect until
June 30,  1996,  (June  30,  1997 with  respect  to  Florida  High  Income)  and
thereafter  from  year to year  provided  that  their  continuance  is  approved
annually  by a vote of a majority  of the  Trustees  of each Trust  including  a
majority of those Trustees who are not parties  thereto or "interested  persons"
(as defined in the 1940 Act) of any such party, cast in person at a meeting duly
called  for  the  purpose  of  voting  on such  approval  or a  majority  of the
outstanding  voting shares of each Fund. With respect to Florida Municipal Bond,
Georgia Municipal Bond, North Carolina  Municipal Bond, South Carolina Municipal
Bond,  Virginia Municipal Bond and High Grade, the Investment Advisory Agreement
dated  February  28,  1985 and  amended  from time to time  thereafter  was last
approved by the Trustees of Evergreen  Investment Trust  (formerly,  First Union
Funds) on April 20, 1995 and it will  continue from year to year with respect to
each Fund provided  that such  continuance  is approved  annually by a vote of a
majority of the Trustees of Evergreen  Investment  Trust including a majority of
those Trustees who are not parties  thereto or "interested  persons" of any such
party cast in person at a meeting  duly called for the purpose of voting on such
approval or by a vote of a majority of the outstanding voting securities of each
Fund.  With respect to New Jersey Tax Free, the Investment  Advisory  Agreement
dated  XXXXXXX,  199X were first  approved  by the  shareholders  of the Fund on
XXXXXXXX,  199X and will continue until June 30, 1997 and from year to year with
respect to the Fund provided  that such  continuance  is approved  annually by a
vote of a majority of the  Trustees  including a majority of those  Trustees who
are not parties thereto or "interested persons" of any such party cast in person
at a meeting duly called for the purpose of voting on such approval or by a vote
of a majority of the outstanding voting securities of the Fund.

         Certain  other clients of each Adviser may have  investment  objectives
and  policies  similar  to those  of the  Funds.  Each  Adviser  (including  the
sub-adviser)  may, from time to time, make  recommendations  which result in the
purchase or sale of a particular  security by its other  clients  simultaneously
with a Fund. If  transactions  on behalf of more than one client during the same
period  increase  the demand for  securities  being  purchased  or the supply of
securities being sold,  there may be an adverse effect on price or quantity.  It
is the  policy of each  Adviser to  allocate  advisory  recommendations  and the
placing of orders in a manner  which is deemed  equitable  by the Adviser to the
accounts  involved,  including the Funds. When two or more of the clients of the
Adviser  (including one or more of the Funds) are purchasing or selling the same
security on a given day from the same  broker-dealer,  such  transactions may be
averaged as to price.

         Although the  investment  objectives of the Funds are not the same, and
their investment  decisions are made independently of each other, they rely upon
the same  resources for investment  advice and  recommendations.  Therefore,  on
occasion,  when a particular security meets the different investment  objectives
of the  various  Funds,  they  may  simultaneously  purchase  or sell  the  same
security.  This could have a detrimental effect on the price and quantity of the
security available to each Fund. If simultaneous transactions occur, the Adviser
attempts  to  allocate  the  securities,  both  as to  price  and  quantity,  in
accordance with a method deemed equitable to each Fund and consistent with their
different investment objectives.  In some cases, simultaneous purchases or sales
could have a beneficial  effect,  in that the ability of one Fund to participate
in volume transactions may produce better executions for that Fund.

         Each Fund has  adopted  procedures  under Rule 17a-7 of the 1940 Act to
permit purchase and sales  transactions to be effected between each Fund and the
other registered investment companies for which either Evergreen Asset or FUNB
acts as  investment  adviser or  between  the Fund and any  advisory  clients of
Evergreen Asset, FUNB or Lieber.  Each Fund may from time to time engage in such
transactions  but  only in  accordance  with  these  procedures  and if they are
equitable to each participant and consistent with each participant's  investment
objectives.

     Prior to July 1, 1995, Federated  Administrative  Services, a subsidiary of
Federated  Investors,   provided  legal,  accounting  and  other  administrative
personnel and support services to each of the portfolios of Evergreen Investment
Trust. The Trust paid a fee for such services at the following annual rate: .15%
on the first $250 million  average  daily net assets of the Trust;  .125% on the
next $250  million;  .10% on the next $250 million and .075% on assets in excess
of  $250  million.  On  July  1,  1995,   Evergreen  Asset  commenced  providing
administrative  services to each of the portfolios of Evergreen Investment Trust
for a fee based on the  average  daily net assets of each fund  administered  by
Evergreen  Asset for which  Evergreen  Asset or FUNB also  serves as  investment
adviser,  calculated  daily and payable  monthly at the following  annual rates:
 .050% on the first $7 billion;  .035% on the next $3 billion;  .030% on the next
$5 billion;  .020% on the next $10  billion;  .015% on the next $5 billion;  and
 .010% on assets in excess of $30 billion. Furman Selz Incorporated, an affiliate
of the  Distributor,  serves as  sub-administrator  to Florida  Municipal  Bond,
Georgia Municipal Bond, North Carolina  Municipal Bond, South Carolina Municipal
Bond,  Virginia  Municipal  Bond and High Grade and is entitled to receive a fee
from each Fund calculated on the average daily net assets of each Fund at a rate
based on the total assets of the mutual funds  administered  by Evergreen  Asset
for which FUNB or Evergreen Asset also serve as investment  adviser,  calculated
in  accordance  with the  following  schedule:  .0100% of the first $7  billion;
 .0075% on the next $3  billion;  .0050% on the next $15  billion;  and .0040% on
assets in excess of $25 billion.  The total assets of mutual funds  administered
by Evergreen Asset for which Evergreen Asset or FUNB serve as investment adviser
as of September 30, 1995 were approximately $10.1 billion.

     Prior to XXXXXX, 199X, Furman Selz acted as administrator for Pennsylvania.
For the fiscal years ended  February 28, 1993,  1994 and 1995 Furman Selz waived
its entire administrative fee.

     For the fiscal  period ended August 31, 1995,  the year ended  December 31,
1994, and the period from July 2, 1993  (commencement of operations) to December
31,  1993,  Florida  Municipal  Bond  incurred  $38,751,  $75,397  and  $24,932,
respectively,  in  administrative  service costs,  all of which were voluntarily
waived for the year ended  December  31,  1994 and the period  from July 2, 1993
(commencement  of  operations) to December 31, 1993. For the fiscal period ended
August 31, 1995,  the fiscal year ended  December 31, 1994,  and the period from
July 2,  1993  (commencement  of  operations)  to  December  31,  1993,  Georgia
Municipal  Bond  incurred  $3,901,   $75,479  and  $24,931,   respectively,   in
administrative  service costs,  all of which were  voluntarily  waived.  For the
fiscal  period ended August 31, 1995,  the fiscal year ended  December 31, 1994,
and for the period  from  January  11,  1993  (commencement  of  operations)  to
December 31, 1993, North Carolina  Municipal Bond incurred $23,309,  $75,476 and
$48,493, respectively, in administrative service costs, of which $0, $28,121 and
$48,493,  respectively  were  voluntarily  waived.  For the fiscal  period ended
August 31, 1995, and the period January 3, 1994  (commencement of operations) to
December 31, 1994,  South Carolina  Municipal Bond incurred $1,451 and $104,356,
respectively  in  administrative  service costs,  all of which were  voluntarily
waived.  For the fiscal  period  ended  August 31,  1995,  the fiscal year ended
December 31, 1994, and the period from July 2, 1993 (commencement of operations)
to December 31, 1993,  Virginia  Municipal  Bond  incurred  $2,701,  $75,479 and
$24,931,  respectively,  in  administrative  service  costs,  all of which  were
voluntarily  waived.  For the fiscal period ended August 31, 1995 and the fiscal
years ended December 31, 1994 and 1993,  High Grade incurred  $39,697,  $101,004
and $112,663, respectively, in administrative service costs.

                              DISTRIBUTION PLANS

         Reference is made to "Management  of the Fund - Distribution  Plans and
Agreements" in the Prospectus of each Fund for additional  disclosure  regarding
the Funds'  distribution  arrangements.  Distribution fees are accrued daily and
paid monthly on the Class A and B shares and are charged as class  expenses,  as
accrued.  The distribution  fees attributable to the Class B shares are designed
to permit an investor to purchase such shares through broker-dealers without the
assessment of a front-end  sales charge,  while at the same time  permitting the
Distributor  to compensate  broker-dealers  in connection  with the sale of such
shares.  In this  regard the purpose and  function  of the  combined  contingent
deferred  sales charge and  distribution  services fee on the Class B shares are
the  same as those of the  front-end  sales  charge  and  distribution  fee with
respect  to the  Class A shares in that in each  case the  sales  charge  and/or
distribution  fee provide for the  financing of the  distribution  of the Fund's
shares.

         Under the Rule 12b-1  Distribution Plans that have been adopted by each
Fund with  respect to each of its Class A and Class B shares  (each a "Plan" and
collectively,  the  "Plans"),  the  Treasurer  of each Fund  reports the amounts
expended under the Plan and the purposes for which such  expenditures  were made
to the Trustees of each Trust for their review on a quarterly basis.  Also, each
Plan  provides  that  the  selection  and  nomination  of  Trustees  who are not
"interested persons" of each Trust (as defined in the 1940 Act) are committed to
the discretion of such disinterested Trustees then in office.

         Each Adviser may from time to time and from its own funds or such other
resources as may be permitted by rules of the Securities and Exchange Commission
make payments for distribution  services to the  Distributor;  the latter may in
turn pay part or all of such  compensation to brokers or other persons for their
distribution assistance.

     Short-Intermediate and Short-Intermediate-CA commenced offering Class A and
Class B shares on January 3, 1995 and  Florida  High Income  commenced  offering
Class A and Class B shares on June 30,  1995.  Each  Plan with  respect  to such
Funds  became  effective  on December  30,  1994 (June 30, 1995 with  respect to
Florida High Income) and was initially  approved by the sole shareholder of each
Class of shares of each Fund with  respect  to which a Plan was  adopted on that
date and by the  unanimous  vote of the  Trustees of each Trust,  including  the
disinterested  Trustees voting separately,  at a meeting called for that purpose
and held on  December  13, 1994  (April 20,  1995 with  respect to Florida  High
Income).  The  Distribution  Agreements  between each Fund and the  Distributor,
pursuant to which  distribution  fees are paid under the Plans by each Fund with
respect to its Class A, and Class B shares were also  approved  at the  December
13, 1994 (April 20, 1995 with  respect to Florida  High  Income)  meeting by the
unanimous  vote of the Trustees,  including the  disinterested  Trustees  voting
separately.  Each Plan and  Distribution  Agreement  will continue in effect for
successive  twelve-month  periods  provided,  however,  that such continuance is
specifically approved at least annually by the Trustees of each Trust or by vote
of the holders of a majority of the outstanding voting securities (as defined in
the 1940 Act) of that Class,  and, in either case, by a majority of the Trustees
of the Trust who are not parties to the  Agreement  or  interested  persons,  as
defined in the 1940 Act, of any such party (other than as Trustees of the Trust)
and who have no direct or indirect  financial  interest in the  operation of the
Plan or any agreement related thereto.



         Prior to July 7, 1995,  Federated  Securities  Corp.,  a subsidiary  of
Federated Investors, served as the distributor for Florida Municipal Bond,
Georgia Municipal Bond, North Carolina  Municipal Bond, South Carolina Municipal
Bond,  Virginia  Municipal  Bond and High Grade as well as other  portfolios  of
Evergreen  Investment Trust. The Distribution  Agreements  between each Fund and
the Distributor  pursuant to which distribution fees are paid under the Plans by
each Fund with respect to its Class A and Class B shares were  approved on April
20, 1995 by the  unanimous  vote of the  Trustees  including  the  disinterested
Trustees voting separately.

         The  Plans  permit  the  payment  of fees to  brokers  and  others  for
distribution   and   shareholder-related    administrative   services   and   to
broker-dealers,    depository   institutions,   financial   intermediaries   and
administrators for administrative services as to Class A and Class B shares. The
Plans  are  designed  to (i)  stimulate  brokers  to  provide  distribution  and
administrative  support services to each Fund and holders of Class A and Class B
shares  and (ii)  stimulate  administrators  to  render  administrative  support
services  to  the  Fund  and  holders  of  Class  A  and  Class  B  shares.  The
administrative  services are provided by a  representative  who has knowledge of
the shareholder's  particular  circumstances and goals, and include, but are not
limited to providing office space, equipment,  telephone facilities, and various
personnel  including  clerical,  supervisory,  and  computer,  as  necessary  or
beneficial  to  establish  and  maintain   shareholder   accounts  and  records;
processing  purchase and redemption  transactions  and automatic  investments of
client account cash balances; answering routine client inquiries regarding Class
A and Class B shares;  assisting clients in changing  dividend options,  account
designations,  and  addresses;  and  providing  such other  services as the Fund
reasonably requests for its Class A and Class B shares.

         In addition to the Plans,  Florida  Municipal Bond,  Georgia  Municipal
Bond,  North Carolina  Municipal Bond, South Carolina  Municipal Bond,  Virginia
Municipal  Bond and High Grade have each  adopted a  Shareholder  Services  Plan
whereby  shareholder  servicing  agents  may  receive  fees  from  the  Fund for
providing  services  which  include,   but  are  not  limited  to,  distributing
prospectuses  and  other  information,  providing  shareholder  assistance,  and
communicating or facilitating purchases and redemptions of Class B shares of the
Fund.

         In the event that a Plan or Distribution Agreement is terminated or not
continued  with  respect to one or more Classes of a Fund,  (i) no  distribution
fees (other than current  amounts accrued but not yet paid) would be owed by the
Fund to the Distributor with respect to that Class or Classes, and (ii) the Fund
would not be obligated to pay the Distributor for any amounts expended under the
Distribution   Agreement  not  previously  recovered  by  the  Distributor  from
distribution services fees in respect of shares of such Class or Classes through
deferred sales charges.

         All material  amendments to any Plan or Distribution  Agreement must be
approved  by a vote of the  Trustees  of a Trust or the  holders  of the  Fund's
outstanding voting  securities,  voting separately by Class, and in either case,
by a majority of the disinterested  Trustees, cast in person at a meeting called
for the  purpose  of  voting  on such  approval;  and any  Plan or  Distribution
Agreement may not be amended in order to increase materially the costs that a

                                                                 36

<PAGE>



particular  Class  of  shares  of a  Fund  may  bear  pursuant  to the  Plan  or
Distribution  Agreement without the approval of a majority of the holders of the
outstanding  voting  shares of the  Class  affected.  With  respect  to  Florida
Municipal Bond,  Georgia  Municipal Bond,  North Carolina  Municipal Bond, South
Carolina Municipal Bond,  Virginia Municipal Bond and High Grade,  amendments to
the  Shareholder  Services  Plan  require a majority  vote of the  disinterested
Trustees but do not require a shareholders vote. Any Plan,  Shareholder Services
Plan or  Distribution  Agreement may be terminated (a) by a Fund without penalty
at any  time  by a  majority  vote  of the  holders  of the  outstanding  voting
securities of the Fund,  voting separately by Class or by a majority vote of the
Trustees who are not "interested  persons" as defined in the 1940 Act, or (b) by
the Distributor.  To terminate any Distribution  Agreement,  any party must give
the other parties 60 days' written  notice;  to terminate a Plan only,  the Fund
need  give  no  notice  to the  Distributor.  Any  Distribution  Agreement  will
terminate automatically in the event of its assignment.



         For the fiscal  period from  January 1, 1995  through  August 31, 1995,
Florida Municipal Bond,  Georgia Municipal Bond, North Carolina  Municipal Bond,
South Carolina  Municipal Bond,  Virginia Municipal Bond and High Grade incurred
$1, $2,856,  $13,739, $788, $3,127, and $97,996,  respectively,  in distribution
services fees on behalf of their Class A shares.

         For the fiscal  period from  January 1, 1995  through  August 31, 1995,
Florida Municipal Bond,  Georgia Municipal Bond, North Carolina  Municipal Bond,
South Carolina Municipal Bond, Virginia Municipal Bond, and High Grade, incurred
$21.041, $37,476,  $239,789,  $15,094, $22,700, and $167,706,  respectively,  in
distribution services fees on behalf of their Class B shares.

         For the fiscal  period from  January 3, 1995  through  August 31, 1995,
Short-   Intermediate   and   Short-Intermediate-CA   incurred  $4,106  and  $0,
respectively, in distribution services fees on behalf of their Class A shares.

         For the fiscal  period from  January 3, 1995  through  August 31, 1995,
Short-   Intermediate  and   Short-Intermediate-CA   incurred  $20,584  and  $0,
respectively, in distribution services fees on behalf of their Class B shares.

         For the fiscal  period  from June 30,  1995  through  August 31,  1995,
Florida High Income incurred $ 41,690 in distribution services fees on behalf of
its Class A shares.

         For the fiscal  period  from June 30,  1995  through  August 31,  1995,
Florida High Income incurred $ 1,565 in distribution  services fees on behalf of
its Class B shares.




Shareholder Services Plans

         For the period ended August 31, 1995,  Florida  Municipal Bond incurred
shareholder  services  fees of $7,013  on behalf of its Class B shares;  Georgia
Municipal  Bond incurred  shareholder  services fees of $12,492 on behalf of its
Class B shares; North Carolina Municipal Bond incurred shareholder services fees
of  $79,930  on  behalf of its Class B shares;  South  Carolina  Municipal  Bond
incurred shareholder service fees of $5,031 on behalf of its Class B shares;

                                                                 37

<PAGE>



Virginia Municipal Bond incurred shareholder service fees of $7,567 on behalf of
its Class B shares; and High Grade incurred  shareholder service fees of $55,902
on behalf of its Class B shares.




                              ALLOCATION OF BROKERAGE

         Decisions  regarding  each Fund's  portfolio  are made by its  Adviser,
subject to the supervision and control of the Trustees.  Orders for the purchase
and sale of  securities  and other  investments  are placed by  employees of the
Adviser,  all of whom,  in the case of  Evergreen  Asset,  are  associated  with
Lieber.  In general,  the same  individuals  perform the same  functions for the
other  funds  managed  by the  Adviser.  A Fund will not  effect  any  brokerage
transactions  with any broker or dealer  affiliated  directly or indirectly with
the  Adviser  unless  such  transactions  are fair  and  reasonable,  under  the
circumstances, to the Fund's shareholders.  Circumstances that may indicate that
such  transactions  are  fair  or  reasonable  include  the  frequency  of  such
transactions,  the selection  process and the commissions  payable in connection
with such transactions.

         It is anticipated that most of the Funds purchase and sale transactions
will be  with  the  issuer  or an  underwriter  or with  major  dealers  in such
securities  acting as principals.  Such transactions are normally on a net basis
and generally do not involve payment of brokerage commissions. However, the cost
of securities  purchased from an underwriter  usually includes a commission paid
by the issuer to the underwriter.  Purchases or sales from dealers will normally
reflect the spread between bid and ask prices.

         In  selecting  firms to effect  securities  transactions,  the  primary
consideration  of each Fund  shall be  prompt  execution  at the most  favorable
price. A Fund will also consider such factors as the price of the securities and
the size and  difficulty of execution of the order.  If these  objectives may be
met with more than one firm,  the Fund will also  consider the  availability  of
statistical and investment  data and economic facts and opinions  helpful to the
Fund. To the extent that receipt of these  services for which the Adviser or its
affiliates might otherwise have paid, it would tend to reduce their expenses.

         Except with respect to North Carolina  Municipal Bond, the transactions
in which the Funds  engage do not involve the payment of  brokerage  commissions
and are executed  with dealers  other than Lieber.  For the fiscal  period ended
August 31, 1995,  the fiscal year ended  December  31, 1994,  and for the period
from January 11, 1993  (commencement  of operations) to December 31, 1993, North
Carolina Municipal Bond paid $ 0, $ 1,250 and $0,  respectively,  in commissions
on brokerage transactions.


                           ADDITIONAL TAX INFORMATION
                       (See also "Taxes" in the Prospectus)

         Each Fund has  qualified  and  intends to  continue  to qualify for and
elect the tax treatment applicable to regulated investment companies ("RIC")
under  Subchapter  M of the  Internal  Revenue  Code of 1986,  as  amended  (the
"Code").  (Such  qualification  does not involve  supervision  of  management or
investment  practices or policies by the Internal Revenue  Service.) In order to
qualify as a regulated  investment company, a Fund must, among other things, (a)
derive at least 90% of its gross income from dividends,  interest, payments with
respect  to  proceeds  from  securities  loans,  gains  from  the  sale or other
disposition  of securities  or foreign  currencies  and other income  (including
gains from options,  futures or forward  contracts)  derived with respect to its
business of investing in such securities;  (b) derive less than 30% of its gross
income from the sale or other  disposition  of securities,  options,  futures or
forward  contracts  (other  than  those  on  foreign  currencies),   or  foreign
currencies  (or  options,  futures or forward  contracts  thereon)  that are not
directly related to the RIC's principal  business of investing in securities (or
options and futures with respect  thereto) held for less than three months;  and
(c)  diversify  its holdings so that,  at the end of each quarter of its taxable
year,  (i) at least  50% of the  market  value of the  Fund's  total  assets  is
represented by cash, U.S. government  securities and other securities limited in
respect of any one issuer,  to an amount not greater than 5% of the Fund's total
assets and 10% of the outstanding voting securities of such issuer, and (ii) not
more than 25% of the value of its total assets is invested in the  securities of
any one issuer (other than U.S.  government  securities  and securities of other
regulated  investment  companies).  By so  qualifying,  a Fund is not subject to
Federal  income tax if it timely  distributes  its  investment  company  taxable
income and any net realized capital gains. A 4% nondeductible excise tax will be
imposed  on a  Fund  to  the  extent  it  does  not  meet  certain  distribution
requirements  by the end of each calendar year.  Each Fund  anticipates  meeting
such distribution requirements.

         Dividends  paid  by a  Fund  from  investment  company  taxable  income
generally  will be taxed to the  shareholders  as  ordinary  income.  Investment
company  taxable  income  includes  net  investment   income  and  net  realized
short-term  gains (if  any).  Any  dividends  received  by a Fund from  domestic
corporations will constitute a portion of the Fund's gross investment income. It
is  anticipated  that this portion of the  dividends  paid by a Fund (other than
distributions of securities profits) will qualify for the 70% dividends-received
deduction  for  corporations.  Shareholders  will be  informed of the amounts of
dividends which so qualify.

         Distributions  of the  excess of net  long-term  capital  gain over net
short-term  capital  loss are taxable to  shareholders  (who are not exempt from
tax) as long-term capital gain, regardless of the length of time the shares of a
Fund have been held by such shareholders. Short-term capital gains distributions
are taxable to shareholders who are not exempt from tax as ordinary income. Such
distributions are not eligible for the  dividends-received  deduction.  Any loss
recognized  upon the sale of  shares  of a Fund  held by a  shareholder  for six
months or less will be treated as a  long-term  capital  loss to the extent that
the shareholder  received a long-term  capital gain distribution with respect to
such shares.

         Distributions  of  investment   company  taxable  income  and  any  net
short-term  capital gains will be taxable as ordinary  income as described above
to  shareholders  (who are not exempt  from tax),  whether  made in shares or in
cash.  Shareholders  electing to receive distributions in the form of additional
shares will have a cost basis for Federal  income tax  purposes in each share so
received equal to the net asset value of a share of a Fund on the reinvestment
date.

         Distributions by each Fund result in a reduction in the net asset value
of the Fund's shares.  Should a distribution  reduce the net asset value below a
shareholder's  cost basis,  such distribution  nevertheless  would be taxable as
ordinary income or capital gain as described above to shareholders  (who are not
exempt from tax), even though, from an investment standpoint,  it may constitute
a return of capital. In particular,  investors should be careful to consider the
tax  implications  of buying shares just prior to a  distribution.  The price of
shares   purchased  at  that  time  includes  the  amount  of  the   forthcoming
distribution.  Those  purchasing just prior to a distribution  will then receive
what is in  effect  a  return  of  capital  upon  the  distribution  which  will
nevertheless be taxable to shareholders subject to taxes.

         Upon a sale or exchange of its shares,  a  shareholder  will  realize a
taxable gain or loss depending on its basis in the shares.  Such gains or losses
will be treated as a capital  gain or loss if the shares are  capital  assets in
the investor's hands and will be a long-term  capital gain or loss if the shares
have been held for more than one year. Generally, any loss realized on a sale or
exchange will be disallowed to the extent shares disposed of are replaced within
a period of sixty-one days  beginning  thirty days before and ending thirty days
after the shares are disposed of. Any loss realized by a shareholder on the sale
of  shares of the Fund held by the  shareholder  for six  months or less will be
disallowed  to the  extent of any  exempt  interest  dividends  received  by the
shareholder with respect to such shares, and will be treated for tax purposes as
a long-term capital loss to the extent of any distributions of net capital gains
received by the shareholder with respect to such shares.

         All distributions, whether received in shares or cash, must be reported
by each  shareholder on his or her Federal income tax return.  Each  shareholder
should  consult his or her own tax adviser to determine  the state and local tax
implications of Fund distributions.

     Shareholders who fail to furnish their taxpayer identification numbers to a
Fund and to certify as to its correctness and certain other  shareholders may be
subject to a 31% Federal income tax backup withholding requirement on dividends,
distributions of capital gains and redemption proceeds paid to them by the Fund.
If the withholding provisions are applicable, any such dividends or capital gain
distributions  to these  shareholders,  whether  taken in cash or  reinvested in
additional  shares,  and any redemption  proceeds will be reduced by the amounts
required to be withheld.  Investors  may wish to consult  their own tax advisers
about the applicability of the backup withholding provisions.

     The foregoing  discussion  relates solely to U.S. Federal income tax law as
applicable to U.S. persons (i.e.,  U.S. citizens and residents and U.S. domestic
corporations, partnerships, trusts and estates). It does not reflect the special
tax consequences to certain taxpayers (e.g.,  banks,  insurance  companies,  tax
exempt  organizations  and foreign  persons).  Shareholders  are  encouraged  to
consult their own tax advisers regarding specific questions relating to Federal,
state  and local  tax  consequences  of  investing  in  shares  of a Fund.  Each
shareholder  who is not a U.S.  person  should  consult  his or her tax  adviser
regarding  the U.S.  and foreign tax  consequences  of  ownership of shares of a
Fund, including the possibility that such a shareholder may be subject to a U.S.
withholding  tax at a rate of 31% (or at a lower  rate  under a tax  treaty)  on
amounts treated as income from U.S. sources under the Code.


Special Tax Considerations

         To the extent that the Fund distributes  exempt interest dividends to a
shareholder,  interest on indebtedness incurred or continued by such shareholder
to purchase or carry shares of the Fund is not deductible. Furthermore, entities
or persons  who are  "substantial  users" (or  related  persons)  of  facilities
financed by "private activity" bonds (some of which were formerly referred to as
"industrial  development"  bonds)  should  consult  their  tax  advisers  before
purchasing  shares of the  Fund.  "Substantial  user" is  defined  generally  as
including a "non-exempt  person" who  regularly  uses in its trade or business a
part of a facility financed from the proceeds of industrial development bonds.

         The  percentage of the total  dividends  paid by a Fund with respect to
any taxable year that  qualifies as exempt  interest  dividends will be the same
for all shareholders of the Fund receiving  dividends with respect to such year.
If a shareholder  receives an exempt interest dividend with respect to any share
and such  share  has been held for six  months or less,  any loss on the sale or
exchange of such share will be disallowed  to the extent of the exempt  interest
dividend amount.


                                      NET ASSET VALUE

         The following information supplements that set forth in each Prospectus
under the  subheading  "How to Buy Shares - How the Funds Value Their Shares" in
the Section entitled "Purchase and Redemption of Shares".

         The public  offering  price of shares of a Fund is its net asset value,
plus, in the case of Class A shares, a sales charge which will vary depending on
the purchase alternative chosen by the investor,  as more fully described in the
Prospectus.  See  "Purchase of Shares - Class A Shares - Front-End  Sales Charge
Alternative. " On each Fund business day on which a purchase or redemption order
is  received by a Fund and  trading in the types of  securities  in which a Fund
invests  might  materially  affect the value of Fund  shares,  the per share net
asset value of each such Fund is computed in accordance  with the Declaration of
Trust and By-Laws governing each Fund as of the next close of regular trading on
the New York Stock Exchange (the "Exchange")  (currently 4:00 p.m. Eastern time)
by dividing the value of the Fund's total assets,  less its liabilities,  by the
total number of its shares then outstanding. A Fund business day is any weekday,
exclusive of national  holidays on which the Exchange is closed and Good Friday.
For each Fund,  securities  for which the  primary  market is on a  domestic  or
foreign  exchange  and  over-the-counter  securities  admitted to trading on the
NASDAQ  National  List are valued at the last quoted sale or, if no sale, at the
mean of closing bid and asked price and portfolio bonds are presently  valued by
a recognized  pricing  service when such prices are believed to reflect the fair
value of the security.  Over-the-counter  securities  not included in the NASDAQ
National List for which market  quotations are readily available are valued at a
price quoted by one or more brokers.  If accurate  quotations are not available,
securities will be valued at fair value determined in good faith by the Board of
Trustees.

         The  respective  per share net asset values of the Class A, Class B and
Class Y  shares  are  expected  to be  substantially  the  same.  Under  certain
circumstances, however, the per share net asset values of the Class B shares may
be lower than the per share net asset value of the Class A shares (and, in turn,
that of Class A shares  may be lower  than  Class Y  shares)  as a result of the
greater daily expense accruals, relative to Class A and Class Y shares, of Class
B shares  relating to  distribution  services fees (and, with respect to Florida
Municipal Bond,  Georgia  Municipal Bond,  North Carolina  Municipal Bond, South
Carolina  Municipal Bond,  Virginia Municipal Bond, Florida High Income and High
Grade,  shareholder service fee) and, to the extent applicable,  transfer agency
fees  and  the  fact  that  Class Y  shares  bear  no  additional  distribution,
shareholder  service or transfer agency related fees. While it is expected that,
in the event each Class of shares of a Fund  realizes net  investment  income or
does not  realize a net  operating  loss for a  period,  the per share net asset
values of the three classes will tend to converge  immediately after the payment
of dividends,  which  dividends will differ by  approximately  the amount of the
expense accrual differential among the Classes,  there is no assurance that this
will be the case.  In the event one or more Classes of a Fund  experiences a net
operating  loss for any  fiscal  period,  the net asset  value per share of such
Class or Classes  will remain  lower than that of Classes  that  incurred  lower
expenses for the period.


                                 PURCHASE OF SHARES

         The following information supplements that set forth in each Prospectus
under the heading "Purchase and Redemption of Shares - How To Buy Shares".

General

         Shares of each Fund will be  offered on a  continuous  basis at a price
equal to their net  asset  value  plus an  initial  sales  charge at the time of
purchase  (the  "front-end  sales  charge  alternative"),  or with a  contingent
deferred  sales charge (the deferred  sales charge  alternative"),  as described
below.  Class Y shares which, as described below, are not offered to the general
public, are offered without any front-end or contingent sales charges. Shares of
each Fund are offered on a continuous basis through (i) investment  dealers that
are members of the National  Association  of Securities  Dealers,  Inc. and have
entered  into  selected  dealer  agreements  with  the  Distributor   ("selected
dealers"),  (ii) depository  institutions and other financial  intermediaries or
their  affiliates,  that have entered into selected  agent  agreements  with the
Distributor  ("selected  agents"),  or (iii) the  Distributor.  The  minimum for
initial investments is $1,000;  there is no minimum for subsequent  investments.
The  subscriber  may use the  Share  Purchase  Application  available  from  the
Distributor  for his or her  initial  investment.  Sales  personnel  of selected
dealers  and  agents   distributing  a  Fund's  shares  may  receive   differing
compensation for selling Class A or Class B shares.

         Investors  may purchase  shares of a Fund in the United  States  either
through selected  dealers or agents or directly through the Distributor.  A Fund
reserves  the right to suspend  the sale of its shares to the public in response
to conditions in the securities markets or for other reasons.

         Each  Fund  will  accept  unconditional  orders  for its  shares  to be
executed  at the  public  offering  price  equal  to the net  asset  value  next
determined (plus for Class A shares, the applicable sales charges), as described
below.  Orders received by the Distributor prior to the close of regular trading
on the Exchange on each day the Exchange is open for trading are priced at the
net asset value  computed as of the close of regular  trading on the Exchange on
that day (plus for Class A shares the sales charges).  In the case of orders for
purchase of shares placed  through  selected  dealers or agents,  the applicable
public offering price will be the net asset value as so determined,  but only if
the  selected  dealer or agent  receives the order prior to the close of regular
trading on the Exchange and transmits it to the  Distributor  prior to its close
of business that same day (normally 5:00 p.m. Eastern time). The selected dealer
or agent is  responsible  for  transmitting  such  orders  by 5:00  p.m.  If the
selected  dealer or agent  fails to do so,  the  investor's  right to that day's
closing  price must be settled  between the investor and the selected  dealer or
agent.  If the  selected  dealer or agent  receives the order after the close of
regular trading on the Exchange,  the price will be based on the net asset value
determined as of the close of regular trading on the Exchange on the next day it
is open for trading.

         Following the initial  purchase of shares of a Fund, a shareholder  may
place orders to purchase  additional  shares by telephone if the shareholder has
completed the appropriate portion of the Share Purchase Application. Payment for
shares purchased by telephone can be made only by Electronic Funds Transfer from
a bank account  maintained by the  shareholder at a bank that is a member of the
National  Automated  Clearing  House  Association  ("ACH").  If a  shareholder's
telephone  purchase request is received before 3:00 p.m. New York time on a Fund
business day, the order to purchase shares is automatically placed the same Fund
business day for  non-money  market  funds,  and two days  following the day the
order is received for money market funds,  and the  applicable  public  offering
price will be the public  offering price  determined as of the close of business
on such business day. Full and fractional  shares are credited to a subscriber's
account  in the  amount  of his or her  subscription.  As a  convenience  to the
subscriber,  and to avoid unnecessary  expense to a Fund, stock certificates not
issued for any class of shares of any Fund. This  facilitates  later  redemption
are and relieves the shareholder of the  responsibility for and inconvenience of
lost or stolen certificates.

Alternative Purchase Arrangements

         Each Fund issues three classes of shares: (i) Class A shares, which are
sold to investors choosing the front-end sales charge alternative;  (ii) Class B
shares,  which  are  sold  to  investors  choosing  the  deferred  sales  charge
alternative; and (iii) Class Y shares, which are offered only to (a) persons who
at or prior to  December  30,  1994  owned  shares in a mutual  fund  advised by
Evergreen  Asset,  (b) certain  investment  advisory clients of the Advisers and
their affiliates,  and (c) institutional  investors. The three classes of shares
each  represent an interest in the same  portfolio of  investments  of the Fund,
have the same rights and are  identical  in all  respects,  except that (I) only
Class A and Class B shares are subject to a Rule 12b-1  distribution  fee,  (II)
Class B shares of Florida Municipal Bond, Georgia Municipal Bond, North Carolina
Municipal Bond, South Carolina Municipal Bond,  Virginia Municipal Bond and High
Grade and subject to a  shareholder  service fee,  (III) Class A shares bear the
expense of the front-end sales charge and Class B shares bear the expense of the
deferred  sales  charge,  (IV) Class B shares  bear the expense of a higher Rule
12b-1 distribution  services fee and shareholder service fee than Class A shares
and higher transfer agency costs, (V) with the exception of Class Y shares, each
Class of each Fund has exclusive voting rights with respect to provisions of the
Rule 12b-1 Plan pursuant to which its distribution  services (and, to the extent
applicable, shareholder service) fee is paid which relates to a specific Class
and  other  matters  for  which  separate  Class  voting  is  appropriate  under
applicable  law,  provided that, if the Fund submits to a  simultaneous  vote of
Class A and Class B shareholders  an amendment to the Rule 12b-1 Plan that would
materially increase the amount to be paid thereunder with respect to the Class A
shares,  the  Class A  shareholders  and  the  Class B  shareholders  will  vote
separately  by  Class,  and  (VI)  only  the  Class B shares  are  subject  to a
conversion  feature.  Each Class has different  exchange  privileges and certain
different shareholder service options available.

         The alternative purchase  arrangements permit an investor to choose the
method of  purchasing  shares  that is most  beneficial  given the amount of the
purchase,  the length of time the investor expects to hold the shares, and other
circumstances. Investors should consider whether, during the anticipated life of
their investment in the Fund, the accumulated distribution services (and, to the
extent  applicable,  shareholder  service)  fee and  contingent  deferred  sales
charges on Class B shares prior to  conversion  would be less than the front-end
sales  charge  and  accumulated  distribution  services  fee on  Class A  shares
purchased at the same time, and to what extent such differential would be offset
by the higher  return of Class A shares.  Class B shares  will  normally  not be
suitable for the investor who qualifies to purchase Class A shares at the lowest
applicable sales charge.  For this reason, the Distributor will reject any order
(except orders for Class B shares from certain  retirement  plans) for more than
$2,500,000 for Class B shares.

         Class A shares are subject to a lower distribution  services fee and no
shareholder service fee and, accordingly,  pay correspondingly  higher dividends
per share than Class B shares.  However,  because  front-end  sales  charges are
deducted at the time of purchase,  investors purchasing Class A shares would not
have all their funds invested  initially  and,  therefore,  would  initially own
fewer shares.  Investors not qualifying for reduced  front-end sales charges who
expect to  maintain  their  investment  for an  extended  period  of time  might
consider   purchasing   Class  A  shares  because  the  accumulated   continuing
distribution  (and, to the extent  applicable,  shareholder  service) charges on
Class B shares may exceed the  front-end  sales charge on Class A shares  during
the life of the  investment.  Again,  however,  such  investors  must weigh this
consideration  against the fact that,  because of such front-end  sales charges,
not all their funds will be invested initially.

         Other  investors  might  determine,  however,  that  it  would  be more
advantageous  to  purchase  Class B shares  in order  to have  all  their  funds
invested initially, although remaining subject to higher continuing distribution
services  (and, to the extent  applicable,  shareholder  service) fees and being
subject to a  contingent  deferred  sales charge for a  seven-year  period.  For
example,  based on current fees and expenses,  an investor  subject to the 4.75%
front-end  sales charge would have to hold his or her  investment  approximately
seven  years  for  the  Class  B  distribution  services  (and,  to  the  extent
applicable, shareholders service) fees to exceed the front-end sales charge plus
the accumulated distribution services fee of Class A shares. In this example, an
investor  intending to maintain his or her  investment for a longer period might
consider  purchasing Class A shares. This example does not take into account the
time  value  of  money,  which  further  reduces  the  impact  of  the  Class  B
distribution services (and, to the extent applicable,  shareholder service) fees
on the  investment,  fluctuations  in net asset value or the effect of different
performance assumptions.

         With respect to each Fund, the Trustees have  determined that currently
no conflict of interest exists between or among the Class A, Class B and Class Y
shares.  On an ongoing basis,  the Trustees,  pursuant to their fiduciary duties
under the 1940 Act and state  laws,  will seek to ensure  that no such  conflict
arises.

Front-end Sales Charge Alternative--Class A Shares

         The public offering price of Class A shares for purchasers choosing the
front-end sales charge alternative is the net asset value plus a sales charge as
set forth in the Prospectus for each Fund.

         Shares  issued  pursuant  to  the  automatic   reinvestment  of  income
dividends or capital gains  distributions  are not subject to any sales charges.
The Fund  receives  the  entire  net asset  value of its Class A shares  sold to
investors.  The  Distributor's  commission  is the sales charge set forth in the
Prospectus for each Fund, less any applicable discount or commission "reallowed"
to selected  dealers and agents.  The  Distributor  will  reallow  discounts  to
selected  dealers  and  agents  in the  amounts  indicated  in the  table in the
Prospectus.  In this  regard,  the  Distributor  may elect to reallow the entire
sales charge to selected  dealers and agents for all sales with respect to which
orders are placed with the Distributor.

         Set forth below is an example of the method of  computing  the offering
price of the Class A shares of each Fund.  The  example  assumes a  purchase  of
Class A shares of a Fund  aggregating less than $100,000 subject to the schedule
of sales charges set forth in the Prospectus at a price based upon the net asset
value of Class A shares of each  Fund at the end of each  Fund's  latest  fiscal
year.




                Net     Per Share                 Offering
                Asset   Sales                     Price
                Value   Charge         Date       Per Share

Florida
Municipal
Bond             $ 9.74    $.49         8/31/95    $10.23

Georgia
Municipal
Bond             $ 9.47    $.47         8/31/95    $ 9.94

North Carolina
Municipal Bond   $ 9.95    $.50         8/31/95    $10.45

South Carolina
Municipal Bond   $ 9.59    $.48         8/31/95    $10.07

Virginia
Municipal
Bond             $ 9.67    $.48         8/31/95    $10.15

Florida
High Income      $10.40    $.52         8/31/95    $10.92

High Grade       $10.69    $.53         8/31/95    $11.22


Short-
Intermediate     $10.17    $.51         8/31/95    $10.68

Short-
Intermediate-
CA               $10.06    $.50         8/31/95    $10.56


         Prior to  January  3,  1995,  shares of the Funds  other  than  Florida
Municipal Bond,  Georgia  Municipal Bond,  North Carolina  Municipal Bond, South
Carolina  Municipal  Bond,  Virginia  Municipal Bond and High Grade were offered
exclusively on a no-load basis and,  accordingly,  no  underwriting  commissions
were  paid in  respect  of sales of  shares  of the  Funds  or  retained  by the
Distributor. In addition, since Class B shares were not offered prior to January
3, 1995,  contingent  deferred  sales charges have been paid to the  Distributor
with respect to Class B shares only since January 3, 1995.

         With respect to Florida  Municipal Bond,  Georgia Municipal Bond, North
Carolina Municipal Bond, South Carolina Municipal Bond,  Virginia Municipal Bond
and High Grade for the periods indicated, the following commissions were paid to
and amounts were retained by Federated Securities Corp., which, prior to July 7,
1995, was the principal underwriter of portfolios of Evergreen Investment Trust:



                    Period from     Period from     Year Ended    Perid from
                  July 7, 1995 to  January 1, 1995  12/31/94    July 2, 1993 to
                  August 31, 1995  to July 6, 1995             December 31,1993


Florida Municipal
Bond Fund

Commissions Received   $ 23, 324     $ 64,431       $ 2,000        $ 132,000
Commissions Retained      2, 747        1,554           ---           20,000

Georgia Municipal Bond

  Commissions Received $  9,947      $ 46,263       $103,000        $  15,000
  Commissions Retained    1,747         2,473          6,000            2,000

Virginia Municipal Bond

  Commissions Received   $  4,340    $ 41,373       $ 62,000        $  49,000
  Commissions Retained        533       1,787          6,000            7,000


North Carolina Municipal
Bond
                  Period from     Period from      Year Ended     Period from
                 July 7, 1995 to  January 1, 1995  12/31/94    January 11, 1993
                 August 31, 1995  to July 6, 1995            to December 31,1995


  Commissions Received    $ 5,238    $ 117,937     $ 210,000        $ 35,000
  Commissions Retained        637        7,206         3,000           5,000


     *    *    *    *    *    *    *    *    *    *    *    *
South Carolina Municipal
Bond                      Period from      Period from         Period from
                         July 7, 1995 to   January 1, 1995    January 3, 1994 to
                         August 31, 1995   to July 6, 1995    December 31, 1994

  Commissions Received     $ 853           $  34,388           $    34,000
  Commissions Retained        98               3,497                 5,000


     *    *    *    *    *    *    *    *    *    *    *    *

High Grade
                   Period from      Period from
                   July 7, 1995 to  January 1, 1995   Year Ended    Year Ended
                   August 31,1995   to July 6, 1995   12/31/94      12/31/93
                                                    

  Commissions Received     $ 5,767   $ 29,154         $ 82,000        $ 549,000
  Commissions Retained         712      1,515            5,000           82,000


         Investors  choosing the front-end  sales charge  alternative  may under
certain   circumstances   be  entitled  to  pay  reduced  sales   charges.   The
circumstances  under  which such  investors  may pay reduced  sales  charges are
described below.

         Combined Purchase Privilege.  Certain persons may qualify for the sales
charge  reductions  by combining  purchases  of shares of one or more  Evergreen
mutual  funds other than money  market  funds into a single  "purchase",  if the
resulting  "purchase"  totals at least $100,000.  The term "purchase" refers to:
(i) a single purchase by an individual, or to concurrent purchases, which in the
aggregate are at least equal to the prescribed amounts, by an individual, his or
her spouse and their  children under the age of 21 years  purchasing  shares for
his, her or their own  account(s);  (ii) a single purchase by a trustee or other
fiduciary  purchasing  shares  for a single  trust,  estate or single  fiduciary
account  although  more  than one  beneficiary  is  involved;  or (iii) a single
purchase  for  the  employee  benefit  plans  of a  single  employer.  The  term
"purchase" also includes  purchases by any "company",  as the term is defined in
the 1940 Act, but does not include  purchases by any such company  which has not
been in existence for at least six months or which has no purpose other than the
purchase of shares of a Fund or shares of other registered  investment companies
at a discount. The term "purchase" does not include purchases by any group of
individuals whose sole organizational nexus is that the participants therein are
credit  card  holders of a company,  policy  holders  of an  insurance  company,
customers of either a bank or broker-dealer or clients of an investment adviser.
A  "purchase"  may also  include  shares,  purchased  at the same time through a
single selected dealer or agent, of any Evergreen  mutual fund.  Currently,  the
Evergreen mutual funds include:

Evergreen Fund
Evergreen Global Real Estate Equity Fund
Evergreen U.S. Real Estate Equity Fund
Evergreen Limited Market Fund, Inc.
Evergreen Growth and Income Fund
Evergreen Total Return Fund
Evergreen American  Retirement Fund
Evergreen Small Cap Equity Income Fund
Evergreen Tax Strategic Foundation Fund
Evergreen Short-Intermediate Municipal  Fund
Evergreen  Short-Intermediate  Municipal  Fund-California  
Evergreen  Tax Exempt Money  Market  Fund  
Evergreen  Money  Market  Fund  
Evergreen  Foundation  Fund
Evergreen  Florida High Income Municipal Bond Fund 
Evergreen  Aggressive  Growth
Fund Evergreen  Balanced Fund*  
Evergreen  Utility Fund*  
Evergreen  Value Fund*
Evergreen U.S.  Government Fund* 
Evergreen Fixed Income Fund* 
Evergreen  Managed Bond Fund*  
Evergreen  Emerging  Markets  Growth Fund*  
Evergreen  International Equity Fund* 
Evergreen  Treasury Money Market Fund* 
Evergreen  Florida Municipal Bond Fund*  
Evergreen  Georgia  Municipal  Bond Fund*  
Evergreen  North Carolina Municipal Bond Fund*  
Evergreen  South Carolina  Municipal Bond Fund*  
Evergreen Virginia Municipal Bond Fund* 
Evergreen High Grade Tax Free Fund*


*  Prior  to July 7,  1995,  each  Fund  was  named  "First  Union"  instead  of
"Evergreen."

         Prospectuses  for the  Evergreen  mutual funds may be obtained  without
charge by contacting the Distributor or the Advisers at the address or telephone
number shown on the front cover of this Statement of Additional Information.

     Cumulative  Quantity  Discount  (Right  of  Accumulation).   An  investor's
purchase of  additional  Class A shares of a Fund may  qualify for a  Cumulative
Quantity Discount. The applicable sales charge will be based on the total of:

                  (i)  the investor's current purchase;

                  (ii) the net  asset  value (at the  close of  business  on the
                  previous  day) of (a) all  Class A and  Class B shares  of the
                  Fund held by the investor and (b) all such shares of any other
                  Evergreen mutual fund held by the investor; and

                  (iii) the net asset value of all shares described in paragraph
                  (ii) owned by another  shareholder  eligible to combine his or
                  her  purchase   with  that  of  the  investor  into  a  single
                  "purchase" (see above).

         For example,  if an investor  owned Class A or B shares of an Evergreen
mutual  fund  worth  $200,000  at  their  then  current  net  asset  value  and,
subsequently,  purchased Class A shares of a Fund worth an additional  $100,000,
the sales charge for the $100,000 purchase would be at the 3.00% rate applicable
to a single $300,000 purchase of shares of the Fund, rather than the 3.75% rate.

         To  qualify  for the  Combined  Purchase  Privilege  or to  obtain  the
Cumulative  Quantity  Discount on a purchase through a selected dealer or agent,
the  investor or selected  dealer or agent must  provide  the  Distributor  with
sufficient  information to verify that each purchase qualifies for the privilege
or discount.

         Statement of  Intention.  Class A investors may also obtain the reduced
sales  charges  shown  in the  Prospectus  by means of a  written  Statement  of
Intention,  which  expresses  the  investor's  intention to invest not less than
$100,000  within a period of 13 months in Class A shares (or Class A and Class B
shares) of the Fund or any other Evergreen  mutual fund. Each purchase of shares
under a Statement  of  Intention  will be made at the public  offering  price or
prices  applicable at the time of such purchase to a single  transaction  of the
dollar amount indicated in the Statement of Intention. At the investor's option,
a Statement  of  Intention  may include  purchases of Class A or B shares of the
Fund or any other Evergreen  mutual fund made not more than 90 days prior to the
date that the investor  signs a Statement of  Intention;  however,  the 13-month
period  during  which the  Statement of Intention is in effect will begin on the
date of the earliest purchase to be included.

         Investors  qualifying  for the Combined  Purchase  Privilege  described
above may purchase shares of the Evergreen mutual funds under a single Statement
of  Intention.  For  example,  if at the time an investor  signs a Statement  of
Intention  to  invest  at least  $100,000  in Class A shares  of the  Fund,  the
investor  and the  investor's  spouse  each  purchase  shares of the Fund  worth
$20,000 (for a total of $40,000), it will only be necessary to invest a total of
$60,000  during  the  following  13  months  in  shares of the Fund or any other
Evergreen mutual fund, to qualify for the 3.75% sales charge on the total amount
being invested (the sales charge applicable to an investment of $100,000).

         The  Statement  of  Intention  is not a  binding  obligation  upon  the
investor to purchase the full amount indicated.  The minimum initial  investment
under a Statement of Intention is 5% of such amount.  Shares  purchased with the
first 5% of such amount will be held in escrow  (while  remaining  registered in
the  name  of the  investor)  to  secure  payment  of the  higher  sales  charge
applicable to the shares actually  purchased if the full amount indicated is not
purchased,  and such escrowed shares will be  involuntarily  redeemed to pay the
additional sales charge,  if necessary.  Dividends on escrowed  shares,  whether
paid in cash or reinvested in additional Fund shares, are not subject to escrow.
When the full amount indicated has been purchased,  the escrow will be released.
To the extent that an investor purchases more than the dollar amount indicated
on the Statement of Intention and qualifies for a further  reduced sales charge,
the sales charge will be adjusted for the entire amount  purchased at the end of
the 13-month  period.  The  difference  in sales charge will be used to purchase
additional  shares of the Fund subject to the rate of sales charge applicable to
the actual amount of the aggregate purchases.

         Investors wishing to enter into a Statement of Intention in conjunction
with their initial  investment in Class A shares of the Fund should complete the
appropriate  portion of the  Subscription  Application  found in the  Prospectus
while  current  Class A  shareholders  desiring  to do so can  obtain  a form of
Statement of Intention by  contacting a Fund at the address or telephone  number
shown on the cover of this Statement of Additional Information.


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

         Reinstatement  Privilege.  A Class A shareholder  who has caused any or
all of his or her shares of the Fund to be redeemed or repurchased  may reinvest
all or any portion of the redemption or repurchase proceeds in Class A shares of
the Fund at net  asset  value  without  any  sales  charge,  provided  that such
reinvestment  is made within 30 calendar days after the redemption or repurchase
date.  Shares are sold to a reinvesting  shareholder at the net asset value next
determined as described  above. A reinstatement  pursuant to this privilege will
not cancel the redemption or repurchase transaction; therefore, any gain or loss
so realized will be recognized for Federal tax purposes except that no loss will
be  recognized  to the extent that the proceeds are  reinvested in shares of the
Fund.  The  reinstatement  privilege may be used by the  shareholder  only once,
irrespective of the number of shares  redeemed or  repurchased,  except that the
privilege may be used without limit in connection with  transactions  whose sole
purpose  is to  transfer  a  shareholder's  interest  in the  Fund to his or her
individual  retirement  account  or other  qualified  retirement  plan  account.
Investors may exercise the  reinstatement  privilege by written  request sent to
the Fund at the  address  shown on the  cover of this  Statement  of  Additional
Information.

         Sales at Net Asset Value.  In addition to the  categories  of investors
set forth in the Prospectus,  each Fund may sell its Class A shares at net asset
value,  i.e.,  without any sales  charge,  to: (i) certain  investment  advisory
clients of the Advisers or their affiliates; (ii) officers and present or former
Trustees of the Trust;  present or former trustees of other investment companies
managed by the Advisers;  present or retired full-time employees of the Adviser;
officers,  directors and present or retired full-time  employees of the Adviser,
the  Distributor,  and their  affiliates;  officers,  directors  and present and
full-time  employees  of selected  dealers or agents;  or the  spouse,  sibling,
direct  ancestor or direct  descendant  (collectively  "relatives")  of any such
person; or any trust,  individual  retirement account or retirement plan account
for the benefit of any such person or relative; or the estate of any such person
or relative,  if such shares are purchased for investment  purposes (such shares
may not be resold except to the Fund);  (iii) certain employee benefit plans for
employees of the Adviser,  the Distributor.  and their affiliates;  (iv) persons
participating in a fee-based  program,  sponsored and maintained by a registered
broker-dealer  and approved by the  Distributor,  pursuant to which such persons
pay an asset-based  fee to such  broker-dealer,  or its affiliate or agent,  for
service in the nature of investment advisory or administrative  services.  These
provisions are intended to provide additional  job-related incentives to persons
who serve the Funds or work for companies associated with the Funds and selected
dealers and agents of the Funds. Since these persons are in a position to have a
basic  understanding of the nature of an investment company as well as a general
familiarity with the Fund,  sales to these persons,  as compared to sales in the
normal  channels  of  distribution,  require  substantially  less sales  effort.
Similarly,  these  provisions  extend the privilege of purchasing  shares at net
asset value to certain classes of institutional  investors who, because of their
investment  sophistication,  can be expected to require  significantly less than
normal sales effort on the part of the Funds and the Distributor.


Deferred Sales Charge Alternative--Class B Shares

         Investors choosing the deferred sales charge alternative purchase Class
B shares at the public  offering price equal to the net asset value per share of
the Class B shares on the date of  purchase  without the  imposition  of a sales
charge at the time of purchase.  The Class B shares are sold without a front-end
sales  charge so that the full  amount of the  investor's  purchase  payment  is
invested in the Fund initially.

         Proceeds  from the  contingent  deferred  sales  charge are paid to the
Distributor  and are used by the  Distributor  to  defray  the  expenses  of the
Distributor  related to providing  distribution-related  services to the Fund in
connection  with  the  sale  of the  Class B  shares,  such  as the  payment  of
compensation  to selected  dealers and agents for  selling  Class B shares.  The
combination  of the  contingent  deferred  sales  charge  and  the  distribution
services fee (and,  with respect to Florida  Municipal Bond,  Georgia  Municipal
Bond,  North Carolina  Municipal Bond, South Carolina  Municipal Bond,  Virginia
Municipal Bond and High Grade, the shareholder  service fee) enables the Fund to
sell the Class B shares  without a sales  charge  being  deducted at the time of
purchase.  The higher  distribution  services fee (and,  with respect to Florida
Municipal Bond,  Georgia  Municipal Bond,  North Carolina  Municipal Bond, South
Carolina Municipal Bond, Virginia Municipal Bond and High Grade, the shareholder
service fee)  incurred by Class B shares will cause such shares to have a higher
expense ratio and to pay lower dividends than those related to Class A shares.

         Contingent  Deferred  Sales  Charge.  Class B shares which are redeemed
within seven years of purchase  will be subject to a contingent  deferred  sales
charge at the rates set forth in the  Prospectus  charged as a percentage of the
dollar amount subject thereto. The charge will be assessed on an amount equal to
the lesser of the cost of the shares being  redeemed or their net asset value at
the  time of  redemption.  Accordingly,  no  sales  charge  will be  imposed  on
increases in net asset value above the initial  purchase price. In addition,  no
contingent  deferred  sales  charge  will be  assessed  on shares  derived  from
reinvestment  of dividends  or capital  gains  distributions.  The amount of the
contingent  deferred sales charge,  if any, will vary depending on the number of
years from the time of payment for the purchase of Class B shares until the time

                                                                 51

<PAGE>



of redemption of such shares.

         In  determining  the contingent  deferred sales charge  applicable to a
redemption,  it will be  assumed  that the  redemption  is first of any  Class A
shares in the shareholder's Fund account, second of Class B shares held for over
eight years or Class B shares acquired  pursuant to reinvestment of dividends or
distributions  and third of Class B shares held  longest  during the  eight-year
period.

         To illustrate,  assume that an investor purchased 100 Class B shares at
$10 per share (at a cost of $1,000) and in the second year after  purchase,  the
net  asset  value per share is $12 and,  during  such  time,  the  investor  has
acquired 10  additional  Class B shares upon dividend  reinvestment.  If at such
time the investor  makes his or her first  redemption  of 50 Class B shares,  10
Class B shares will not be subject to charge  because of dividend  reinvestment.
With respect to the  remaining 40 Class B shares,  the charge is applied only to
the original cost of $10 per share and not to the increase in net asset value of
$2 per  share.  Therefore,  of the  $600  of the  shares  redeemed  $400  of the
redemption proceeds (40 shares x $10 original purchase price) will be charged at
a rate of 4.0% (the  applicable  rate in the second  year after  purchase  for a
contingent deferred sales charge of $16).

         The contingent deferred sales charge is waived on redemptions of shares
(i) following the death or disability, as defined in the Code, of a shareholder,
or  (ii) to the  extent  that  the  redemption  represents  a  minimum  required
distribution from an individual retirement account or other retirement plan to a
shareholder who has attained the age of 70-1/2.

         Conversion  Feature.  At the end of the period ending seven years after
the end of the  calendar  month in which the  shareholder's  purchase  order was
accepted,  Class B shares will automatically  convert to Class A shares and will
no longer be subject to a higher  distribution  services  fee imposed on Class B
shares. Such conversion will be on the basis of the relative net asset values of
the two classes,  without the imposition of any sales load, fee or other charge.
The purpose of the conversion feature is to reduce the distribution services fee
paid by holders of Class B shares that have been outstanding long enough for the
Distributor to have been  compensated for the expenses  associated with the sale
of such shares.

         For purposes of conversion to Class A, Class B shares purchased through
the  reinvestment  of  dividends  and  distributions  paid in respect of Class B
shares in a  shareholder's  account will be  considered to be held in a separate
sub-account.  Each time any Class B shares in the  shareholder's  account (other
than those in the sub-account)  convert to Class A, an equal pro-rata portion of
the Class B shares in the sub-account will also convert to Class A.

     The  conversion  of Class B shares  to Class A  shares  is  subject  to the
continuing  availability  of an opinion  of  counsel to the effect  that (i) the
assessment of the higher distribution services fee (and, with respect to Florida
Municipal Bond,  Georgia  Municipal Bond,  North Carolina  Municipal Bond, South
Carolina  Municipal Bond,  Virginia  Municipal Bond and High Grade,  shareholder
service fee) and  transfer  agency costs with respect to Class B shares does not
result in the dividends or  distributions  payable with respect to other Classes
of a Fund's shares being deemed  "preferential  dividends"  under the Code,  and
(ii) the conversion of Class B shares to Class A shares does not constitute a

                                                                 52

<PAGE>



taxable event under Federal  income tax law. The conversion of Class B shares to
Class A shares may be suspended if such an opinion is no longer available at the
time such conversion is to occur. In that event, no further conversions of Class
B shares  would  occur,  and shares  might  continue to be subject to the higher
distribution  services fee (and,  with respect to Florida  Municipal  Bond Fund,
Georgia Municipal Bond Fund, North Carolina  Municipal Bond Fund, South Carolina
Municipal  Bond  Fund,   Virginia  Municipal  Bond  Fund  and  High  Grade,  the
shareholder  services fee) for an indefinite  period which may extend beyond the
period  ending  eight  years  after the end of the  calendar  month in which the
shareholder's purchase order was accepted.




Class Y Shares

         Class Y shares are not offered to the general  public and are available
only to (i)  persons  who at or prior to  December  30,  1994 owned  shares in a
mutual fund advised by Evergreen Asset, (ii) certain investment advisory clients
of the Advisers and their affiliates, and (iii) institutional investors. Class Y
shares do not bear any Rule 12b-1  distribution  expenses and are not subject to
any front-end or contingent deferred sales charges.


                     GENERAL INFORMATION ABOUT THE FUNDS
 (See also "Other Information - General Information" in each Fund's Prospectus)

Capitalization and Organization

         The   Evergreen   Florida  High  Income   Municipal   Bond,   Evergreen
Short-Intermediate  Municipal  Fund and Evergreen  Short-Intermediate  Municipal
Fund-California  are each separate  series of the Evergreen  Municipal  Trust, a
Massachusetts  business  trust.  Florida High Income,  which is a newly  created
series of Evergreen Municipal Trust, acquired substantially all of the assets of
ABT Florida High Income  Municipal  Bond Fund (the"ABT  Fund") on June 30, 1995.
The Evergreen  Florida  Municipal Bond Fund,  Evergreen  Georgia  Municipal Bond
Fund,  Evergreen  North Carolina  Municipal Bond Fund,  Evergreen South Carolina
Municipal Bond Fund,  Evergreen  Virginia Municipal Bond Fund and Evergreen High
Grade Tax Free Fund, are each separate series of Evergreen  Investment  Trust, a
Massachusetts  business  trust.  On July 7, 1995,  First Union Funds changed its
name to  Evergreen  Investment  Trust.  On December  14,  1992,  The Salem Funds
changed its name to First Union Funds.  The above-named  Trusts are individually
referred  to in this  Statement  of  Additional  Information  as the "Trust" and
collectively  as the  "Trusts".  Each Trust is governed by a board of  trustees.
Unless otherwise stated,  references to the "Board of Trustees" or "Trustees" in
this  Statement  of  Additional  Information  refer to the  Trustees  of all the
Trusts.

     Florida High Income, Short-Intermediate and Short-Intermediate-CA may issue
an unlimited  number of shares of beneficial  interest with a $0.0001 par value.
Florida Municipal Bond,  Georgia Municipal Bond, North Carolina  Municipal Bond,
South Carolina Municipal Bond,  Virginia Municipal Bond and High Grade may issue
an unlimited  number of shares of  beneficial  interest  without par value.  All
shares of these Funds have equal rights and  privileges.  Each share is entitled
to one vote, to participate equally in dividends and distributions declared by
the  Funds  and on  liquidation  to  their  proportionate  share  of the  assets
remaining after satisfaction of outstanding  liabilities.  Shares of these Funds
are fully paid,  nonassessable  and fully  transferable  when issued and have no
pre-emptive,   conversion   or   exchange   rights.   Fractional   shares   have
proportionally  the same rights,  including voting rights, as are provided for a
full share.

         Under each Trust's  Declaration of Trust, each Trustee will continue in
office  until  the  termination  of  the  Fund  or his  or  her  earlier  death,
incapacity,  resignation  or removal.  Shareholders  can remove a Trustee upon a
vote of  two-thirds  of the  outstanding  shares of  beneficial  interest of the
Trust. Vacancies will be filled by a majority of the remaining Trustees, subject
to the 1940  Act.  As a  result,  normally  no annual  or  regular  meetings  of
shareholders will be held, unless otherwise required by the Declaration of Trust
of each Trust or the 1940 Act.

         Shares have noncumulative  voting rights,  which means that the holders
of more than 50% of the shares  voting for the  election of  Trustees  can elect
100% of the  Trustees  if they  choose to do so and in such event the holders of
the remaining shares so voting will not be able to elect any Trustees.

         The Trustees of each Trust are  authorized to reclassify  and issue any
unissued shares to any number of additional series without shareholder approval.
Accordingly,  in the future,  for reasons such as the desire to establish one or
more  additional  portfolios of a Trust with  different  investment  objectives,
policies or restrictions,  additional  series of shares may be created by one or
more Funds.  Any issuance of shares of another series or class would be governed
by the 1940 Act and the law of the Commonwealth of  Massachusetts.  If shares of
another  series  of a Trust  were  issued in  connection  with the  creation  of
additional  investment  portfolios,  each share of the newly  created  portfolio
would  normally be entitled to one vote for all purposes.  Generally,  shares of
all portfolios would vote as a single series on matters, such as the election of
Trustees,  that affected all portfolios in substantially  the same manner. As to
matters affecting each portfolio differently, such as approval of the Investment
Advisory  Agreement and changes in investment  policy,  shares of each portfolio
would vote separately.

         In addition any Fund may, in the future,  create additional  classes of
shares which represent an interest in that same investment portfolio. Except for
the  different  distribution  related  and other  specific  costs  borne by such
additional  classes,  they will have the same voting and other rights  described
for the existing classes of each Fund.

         Procedures  for calling a  shareholders  meeting for the removal of the
Trustees of each Trust,  similar to those set forth in Section 16(c) of the 1940
Act, will be available to  shareholders  of each Fund. The rights of the holders
of  shares  of a series  of a Fund may not be  modified  except by the vote of a
majority of the outstanding shares of such series.

         An order has been received from the Securities and Exchange  Commission
permitting  the  issuance  and sale of multiple  classes of shares  representing
interests in each Fund. In the event a Fund were to issue additional  Classes of
shares other than those described  herein, no further relief from the Securities
and Exchange Commission would be required.

Distributor

         Evergreen Funds Distributor, Inc. (the "Distributor"), 237 Park Avenue,
New York, New York 10169,  serves as each Fund's principal  underwriter,  and as
such may  solicit  orders from the public to  purchase  shares of any Fund.  The
Distributor  is not  obligated  to sell any  specific  amount of shares and will
purchase  shares for resale only against orders for shares.  Under the Agreement
between each Fund and the  Distributor,  each Fund has agreed to  indemnify  the
Distributor,  in the  absence  of its  willful  misfeasance,  bad  faith,  gross
negligence or reckless disregard of its obligations thereunder,  against certain
civil  liabilities,  including  liabilities under the Securities Act of 1933, as
amended.


Counsel

         Sullivan & Worcester LLP,  Washington,  D.C.,  serves as counsel to the
Funds.

Independent Auditors

         Price  Waterhouse LLP has been selected to be the independent  auditors
of Florida High Income, Short-Intermediate and Short-Intermediate-CA.

         KPMG Peat Marwick LLP has been selected to be the independent  auditors
of Florida  Municipal Bond,  Georgia  Municipal Bond,  North Carolina  Municipal
Bond, South Carolina Municipal Bond, Virginia Municipal Bond and High Grade.

                          PERFORMANCE INFORMATION

Total Return

         From time to time a Fund may  advertise  its "total  return".  Computed
separately  for each class,  the Fund's  "total  return" is its  average  annual
compounded  total  return for recent one,  five,  and  ten-year  periods (or the
period since the Fund's inception). The Fund's total return for such a period is
computed by finding,  through the use of a formula  prescribed by the Securities
and Exchange  Commission,  the average annual compounded rate of return over the
period that would equate an assumed initial amount invested to the value of such
investment  at the end of the period.  For purposes of computing  total  return,
income dividends and capital gains  distributions paid on shares of the Fund are
assumed  to have  been  reinvested  when  paid  and  the  maximum  sales  charge
applicable  to purchases  of Fund shares is assumed to have been paid.  The Fund
will  include  performance  data for Class A, Class B, and Class Y shares in any
advertisement or information including performance data of the Fund.

         With  respect  to  Short-Intermediate  and  Short-Intermediate-CA,  the
shares of each Fund outstanding  prior to January 3, 1995 have been reclassified
as  Class Y  shares.  With  respect  to  Florida  High  Income,  the Fund is the
successor of the ABT Fund and the  information  presented is with respect to the
ABT Fund's  Class A shares,  the only  outstanding  class.  The  average  annual
compounded  total  return for each Class of shares  offered by the Funds for the
most recently  completed  one and five year fiscal  periods and the period since
each Fund's inception is set forth in the table below.

                                                                 55

<PAGE>



FLORIDA MUNICIPAL        1 Year
BOND                      Ended     From inception*
                        8/31/95        to 8/31/95

Class A                   9.22%           8.37%
Class B                                  (3 51%)
Class Y                                   1.67%

GEORGIA MUNICIPAL        1 Year
BOND                      Ended     From inception**
                        8/31/95        to 8/31/95

Class A                   2.48%            .22%
Class B                   1.80%            .59%
Class Y                   7.86%           3.13%







NORTH CAROLINA           1 Year
MUNICIPAL BOND            Ended      From inception***
                        8/31/95         to 8/31/95

Class A                   3.84%           3.04%
Class B                   3.21%           3.30%
Class Y                   9.29%           3.04%


SHORT-INTERMEDIATE       1 Year      From 11/18/91
                          Ended        (inception)
                        8/31/95        to  8/31/95

Class A                    -               .10%
Class B                    -             ( .50%)
Class Y                   4.21%           5.37%


SHORT-INTERMEDIATE-      1 Year      From 10/16/92
CA                        Ended        (inception)
                        8/31/95        to  8/31/95

Class A                    -               -
Class B                    -               -
Class Y                   4.20%           4.59%


                        1 Year
SOUTH CAROLINA           Ended        From inception-
MUNICIPAL BOND          8/31/95         to 8/31/95

Class A                   5.62%        ( .23%)
Class B                   5.07%        ( .21%)

                                                                 56

<PAGE>



Class Y                  11.16%         4.78%


                         1 Year
VIRGINIA MUNICIPAL       Ended          From inception--
BOND                    8/31/95          to 8/31/95

Class A                   4.14%             1.05%
Class B                   3.53%             1.42%
Class Y                   9.61%             4.39%


HIGH GRADE              1 Year
                         Ended      From inception---
                       8/31/95         to 8/31/95

Class A                   3.27%             6.03%
Class B                   2.62%             4.68%
Class Y                   8.69%             3.87%



FLORIDA HIGH           1 Year      From June 17, 1992
INCOME                  Ended          (inception) to
                      8/31/95              8/31/95

Class A                  8.97%             8.21%
Class B                   -               (4.36%)
Class Y                   -                  -

*  Inception  date:  Class A - July 5, 1993;  Class B - July 1, 1993;  Class Y -
February 28, 1994.

** Inception  date:  Class A - July 1, 1993;  Class B - July 1, 1993;  Class Y -
February 28, 1994.

***  Inception  date:  Class A - January 12,  1993;  Class B - January 12, 1993;
Class Y - February 28, 1994.


- - - Inception date:Class A - January 3, 1994; Class B - January 3, 1994; Class Y
- - - February 28, 1994.

- - -- Inception  date:Class A - July 7, 1993;  Class B - July 1, 1993;  Class Y -
February 28, 1994.

- - -- Inception  date:  Class A - February 25, 1992;  Class B - January 12, 1993;
Class Y - February 28, 1994.


         The     performance     numbers     for      Short-Intermediate     and
Short-Intermediate-CA  for the  Class A, and  Class B  shares  are  hypothetical
numbers  based  on the  performance  for  Class Y  shares  as  adjusted  for any
applicable  front-end  sales charge or contingent  deferred  sales  charge.  For
Florida High Income the performance numbers for the Class B and Class Y shares
are  hypothetical  numbers based upon the  performance for the Class A shares as
adjusted for any applicable contingent deferred sales charge.

         A Fund's  total  return is not fixed and will  fluctuate in response to
prevailing  market  conditions  or as a function  of the type and quality of the
securities in a Fund's portfolio and its expenses.  Total return  information is
useful in reviewing a Fund's  performance but such information may not provide a
basis for comparison with bank deposits or other  investments  which pay a fixed
yield for a stated period of time. An investor's principal invested in a Fund is
not fixed and will fluctuate in response to prevailing market conditions.




YIELD CALCULATIONS

         From time to time, a Fund may quote its yield in  advertisements  or in
reports or other communications to shareholders.  Yield quotations are expressed
in annualized terms and may be quoted on a compounded basis. Yields are computed
by dividing the Fund's interest income (as defined in the SEC yield formula) for
a given 30-day or one month period,  net of expenses,  by the average  number of
shares entitled to receive distributions during the period, dividing this figure
by the Fund's net asset value per share at the end of the period and annualizing
the  result  (assuming  compounding  of  income) in order to arrive at an annual
percentage rate. The formula for calculating yield is as follows:

                           YIELD = 2[(a-b+1)6-1]
                                      cd

Where    a = Interest earned during the period
         b  = Expenses  accrued for the period (net of  reimbursements)  c = The
            average daily number of shares outstanding during the period
                   that were entitled to receive dividends
         d = The maximum offering price per share on the last day of the period

         Income is  calculated  for purposes of yield  quotations  in accordance
with  standardized  methods  applicable  to all stock and bond funds.  Gains and
losses  generally  are excluded  from the  calculation.  Income  calculated  for
purposes of  determining a Fund's yield  differs from income as  determined  for
other accounting purposes. Because of the different accounting methods used, and
because of the compounding assumed in yield calculations,  the yields quoted for
a Fund may  differ  from the rate of  distributions  a Fund  paid  over the same
period, or the net investment income reported in a Fund's financial statements.

Tax Equivalent Yield

         The Funds invest  principally in obligations the interest from which is
exempt from federal  income tax other than the AMT. In addition,  the securities
in which  state-specific  Funds invest will also, to the extent practicable,  be
exempt from such state's income taxes.  However, from time to time the Funds may
make investment which generate taxable income. A Fund's  tax-equivalent yield is
the rate an investor would have to earn from a fully taxable investment in order
to equal the Fund's yield after taxes.  Tax-equivalent  yields are calculated by
dividing a Fund's yield by the result of one minus a stated  federal or combined
federal and state tax rate. (If only a portion of the Fund's yield is
tax-exempt,  only that portion is adjusted in the  calculation.)  Of course,  no
assurance can be given that a Fund will achieve any specific  tax-exempt  yield.
If only a portion  of the  Fund's  yield is  tax-exempt,  only that  portion  is
adjusted in the calculation.  Of course, no assurance can be given that the Fund
will achieve any specific tax-exempt yield.

The following  formula is used to calculate Tax Equivalent  Yield without taking
into account state tax:

                           Fund's Yield

                        1 - Fed Tax Rate


The  following  formula is used to calculate  Tax  Equivalent  Yield taking into
account state tax:

                                      Fund's Yield
         1 - Fed Tax Rate + (State Tax Rate - [State Tax Rate x Fed Tax Rate])

         Yield  information  is useful in  reviewing a Fund's  performance,  but
because yields fluctuate, such information cannot necessarily be used to compare
an  investment  in a Fund's  shares with bank  deposits,  savings  accounts  and
similar  investment  alternatives  which often  provide an agreed or  guaranteed
fixed yield for a stated period of time. Shareholders should remember that yield
is a  function  of the  kind  and  quality  of  the  instruments  in the  Funds'
investment  portfolios,   portfolio  maturity,  operating  expenses  and  market
conditions.

         It should be recognized that in periods of declining interest rates the
yields will tend to be somewhat  higher than  prevailing  market  rates,  and in
periods of rising  interest  rates the yields  will tend to be  somewhat  lower.
Also,  when  interest  rates are falling,  the inflow of net new money to a Fund
from the  continuous  sale of its shares will likely be invested in  instruments
producing  lower  yields  than the  balance of the Fund's  investments,  thereby
reducing the current yield of the Fund. In periods of rising interest rates, the
opposite can be expected to occur.

         The  tax  exempt  and  tax  equivalent  yields  of  each  Fund  for the
thirty-day  period ended August 31, 1995 for each Class of shares offered by the
Funds is set forth in the table below. The table assumes the following  combined
federal  and state tax rate:  California  - 36%;  Florida - 28%;  Georgia - 34%;
North Carolina - 28%; South Carolina - 35%; Virginia - 33.25%.


                                   Yield               Tax Equivalent Yield

Florida High Income
  Class A                           5.86%                    8.14%
  Class B                           5.11%                    7.10%
  Class Y                             -                        -

Short-Intermediate
  Class A                           4.07%                    5.65%
  Class B                           3.17%                    4.40%

                                                                 59

<PAGE>



  Class Y                           4.06%                    5.64%

Short-Intermediate-CA
  Class A                              -                       -
  Class B                              -                       -
  Class Y                            3.97%                   5.64%

Florida Municipal Bond
  Class A                            5.50%                   7.94%
  Class B                            4.57%                   6.35%
  Class Y                            5.56%                   7.72%



Georgia Municipal Bond
  Class A                            5.24%                  7.94%
  Class B                            4.50%                  6.82%
  Class Y                            5.49%                  8.32%





North Carolina
Municipal Bond
  Class A                             5.17%                 7.18%
  Class B                             4.42%                 6.14%
  Class Y                             5.40%                 7.50%

South Carolina
Municipal Bond
  Class A                             5.24%                 8.06%
  Class B                             4.49%                 6.91%
  Class Y                             5.48%                 8.43%

Virginia Municipal
Bond
  Class A                             5.14%                 7.70%
  Class B                             4.39%                 6.58%
  Class Y                             5.38%                 8.06%


High Grade
  Class A                             4.99%                 6.93%
  Class B                             4.24%                 5.89%
  Class Y                             5.23%                 7.26%


Non-Standardized Performance

         In addition to the performance  information described above, a Fund may
provide total return  information for designated  periods,  such as for the most
recent six months or most recent twelve months. This total return information is
computed as described under "Total Return" above except that no annualization is
made.

                                                                 60

<PAGE>



GENERAL

         From time to time, a Fund may quote its  performance in advertising and
other  types of  literature  as compared to the  performance  of the  Standard &
Poor's 500 Composite Stock Price Index, the Dow Jones Industrial Average, Lehman
Brothers General  Obligations  Municipal Bond Index or any other commonly quoted
index of common  stock or  municipal  bond  prices.  The  Standard  & Poor's 500
Composite Stock Price Index and the Dow Jones  Industrial  Average are unmanaged
indices of selected common stock prices. The Lehman Brothers General Obligations
Municipal  Bond Index is an unmanaged  index of state  general  obligation  debt
issues which are rated A or better and represent a variety of coupon  ranges.  A
Fund's  performance  may also be compared to those of other  mutual funds having
similar objectives. This comparative performance would be expressed as a ranking
prepared by Lipper Analytical  Services,  Inc. or similar  independent  services
monitoring mutual fund performance.  A Fund's  performance will be calculated by
assuming,   to  the  extent  applicable,   reinvestment  of  all  capital  gains
distributions  and income  dividends paid. Any such comparisons may be useful to
investors  who  wish to  compare  a Fund's  past  performance  with  that of its
competitors.  Of  course,  past  performance  cannot  be a  guarantee  of future
results.


Additional Information

         Any shareholder  inquiries may be directed to the shareholder's  broker
or to each Adviser at the address or  telephone  number shown on the front cover
of this  Statement of  Additional  Information.  This  Statement  of  Additional
Information  does not contain all the information set forth in the  Registration
Statement filed by the Trusts with the Securities and Exchange  Commission under
the Securities Act of 1933. Copies of the Registration Statement may be obtained
at a reasonable  charge from the  Securities  and Exchange  Commission or may be
examined,  without  charge,  at the  offices  of  the  Securities  and  Exchange
Commission in Washington, D.C.

                             FINANCIAL STATEMENTS

     Each Fund's  financial  statements  appearing in their most current  fiscal
year Annual Report (or in the case of Florida High Income,  to shareholders  and
the report thereon of the independent  auditors appearing therein,  namely Price
Waterhouse  LLP (in the case of  Florida  High  Income,  Short-Intermediate  and
Short-  Intermediate-CA),  or KPMG  Peat  Marwick  LLP (in the  case of  Florida
Municipal Bond,  Georgia  Municipal Bond,  North Carolina  Municipal Bond, South
Carolina   Municipal  Bond,   Virginia   Municipal  Bond  and  High  Grade)  are
incorporated  by reference  in this  Statement of  Additional  Information.  The
Annual  Reports to  Shareholders  for each Fund,  which  contain the  referenced
statements, are available upon request and without charge.


APPENDIX "A"


DESCRIPTION OF BOND MUNUCIPAL NOTE AND COMMERCIAL PAPER RATINGS

        Standard  &  Poor's Ratings Group.  A  Standard  & Poor's  corporate  or
municipal  bond rating is a current  assessment  of the credit  worthiness of an

                                                             61

<PAGE>



obligor  with  respect  to a  specific  obligation.  This  assessment  of credit
worthiness may take into consideration obligors such as guarantors,  insurers or
lessees.  The debt rating is not a  recommendation  to purchase,  sell or hold a
security,  inasmuch as it does not comment as to market price or suitability for
a particular investor.

         The ratings are based on current  information  furnished  to Standard &
Poor's by the issuer or  obtained  by  Standard & Poor's  from other  sources it
considers  reliable.  Standard & Poor's does not perform any audit in connection
with the ratings and may, on occasion,  rely on unaudited financial information.
The ratings may be changed,  suspended  or  withdrawn as a result of changes in,
unavailability of such information, or for other circumstances.


         The  ratings  are  based,   in  varying   degrees,   on  the  following
considerations:


         1. Likelihood of default-capacity  and willingness of the obligor as to
the timely payment of interest and repayment of principal in accordance with the
terms of the obligation.

         2.  Nature of and provisions of the obligation.

         3. Protection  afforded by, and relative position of, the obligation in
the event of bankruptcy,  reorganization  or their arrangement under the laws of
bankruptcy and other laws affecting creditors' rights.

         AAA - This is the  highest  rating  assigned  by Standard & Poor's to a
debt  obligation and indicates an extremely  strong capacity to pay interest and
repay any principal.

         AA - Debt rated AA also  qualifies as high  quality  debt  obligations.
Capacity to pay interest and repay  principal is very strong and in the majority
of instances they differ from AAA issues only in small degree.

         A - Debt  rated A has a  strong  capacity  to pay  interest  and  repay
principal  although it is somewhat more  susceptible  to the adverse  effects of
changes in  circumstances  and  economic  conditions  than debt in higher  rated
categories.

         BBB - Debt rated BBB is regarded as having an adequate  capacity to pay
interest  and  repay  principal.   Whereas  they  normally  exhibit   protection
parameters,  adverse  economic  conditions  or changing  circumstances  are more
likely to lead to a weakened  capacity to pay interest and repay  principal  for
debt in this category than is higher rated categories.

         BB, B, CCC, CC, C - Debt rated BB, B, CCC, CC and C is  regarded,  on a
balance,  as predominantly  speculative with respect to capacity to pay interest
and repay principal in accordance with the terms of the obligation.

         BB indicates the lowest degree of speculation  and C the highest degree
of  speculation.  While such debt will likely have some  quality and  protective
characteristics,  these are  outweighed  by large  uncertainties  or major  risk
exposures to adverse conditions.


         BB - Debt rated BB has less  near-term  vulnerability  to default  than
other  speculative  issues.  However,  it faces major ongoing  uncertainties  or
exposure to adverse business, financial, or economic conditions which could lead
to inadequate  capacity to meet timely interest and principal  payments.  The BB
rating  category  is also  used for debt  subordinated  to  senior  debt that is
assigned an actual or implied BBB - rating.

         B - Debt rated B has greater vulnerability to default but currently has
the  capacity  to meet  interest  payments  and  principal  repayments.  Adverse
business,  financial,  or economic  conditions  will likely  impair  capacity or
willingness to pay interest and repay  principal.  The B rating category is also
used for debt  subordinated to senior debt that is assigned an actual or implied
BB or BB- rating.

         CCC - Debt  rated  CCC has a  currently  indefinable  vulnerability  to
default,  and is  dependent  upon  favorable  business,  financial  and economic
conditions to meet timely payment of interest and repayment of principal. In the
event of adverse business, financial or economic conditions, it is not likely to
have the capacity to pay interest and repay  principal.  The CCC rating category
is also used for debt  subordinated to senior debt that is assigned an actual or
implied B or B- rating.

         CC - The rating CC is typically  applied to debt subordinated to senior
debt that is assigned an actual or implied CCC rating.

         C - The rating C is typically  applied to debt  subordinated  to senior
debt which is assigned an actual or implied CCC- debt  rating.  The C rating may
be used to cover a situation  where a bankruptcy  petition  has been filed,  but
debt service payments are continued.

         C1 - The rating C1 is reserved for income bonds on which no interest is
being paid.

         D - Debt  rated  D is in  payment  default.  It is used  when  interest
payments or principal payments are not made on a due date even if the applicable
grace  period  has not  expired,  unless  Standard & Poor's  believes  that such
payments  will be made  during such grace  periods;  it will also be used upon a
filing of a bankruptcy petition if debt service payments are jeopardized.

         Plus (+) or Minus (-) - To provide more detailed  indications of credit
quality, the ratings from AA to CCC may be modified by the addition of a plus or
minus sign to show relative standing within the major rating categories.

         NR - indicates that no public rating has been requested,  that there is
insufficient  information  on which to base a rating,  or that Standard & Poor's
does not rate a  particular  type of  obligation  as a matter  of  policy.  Debt
obligations of issuers  outside the United States and its  territories are rated
on the same basis as  domestic  corporate  and  municipal  issues.  The  ratings
measure  the  credit  worthiness  of the  obligor  but do not take into  account
currency exchange and related uncertainties.

         Bond  Investment  Quality  Standards:  Under  present  commercial  bank
regulations  issued by the  Comptroller of the Currency,  bonds rated in the top
four categories (AAA, AA, A, BBB, commonly known as "Investment  Grade" ratings)
are generally regarded as eligible for bank investment. In addition, the Legal

                                                             63

<PAGE>



Investment  Laws of various states may impose certain rating or other  standards
for  obligations  eligible for  investment by savings  banks,  trust  companies,
insurance companies and fiduciaries generally.

     Moody's Investors  Service.  A brief description of the applicable  Moody's
Investors Service rating symbols and their meanings follows:

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

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

         A  -  Bonds  which  are  rated  A  possess  many  favorable  investment
attributes and are to be considered as upper medium grade  obligations.  Factors
giving security to principal and interest are considered adequate,  but elements
may be present which  suggest a  susceptibility  to  impairment  sometime in the
future.

          Baa - Bonds  which  are  rated  Baa are  considered  as  medium  grade
obligations,  i.e.,  they are  neither  highly  protected  nor  poorly  secured.
Interest  payments and principal  security  appear  adequate for the present but
certain  protective  elements  may  be  lacking  or  may  be  characteristically
unreliable over any great length of time. Some bonds lack outstanding investment
characteristics  and in fact have  speculative  characteristics  as well.  NOTE:
Bonds  within  the above  categories  which  possess  the  strongest  investment
attributes are designated by the symbol "1" following the rating.

         Ba - Bonds which are rated Ba are judged to have speculative  elements;
their future  cannot be  considered  as well  assured.  Often the  protection of
interest  and  principal  payments  may be very  moderate  and  thereby not well
safeguarded  during good and bad times over the future.  Uncertainty of position
characterizes bonds in this class.

         B - Bonds  which  are rated B  generally  lack  characteristics  of the
desirable  investment.  Assurance  of  interest  and  principal  payments  or of
maintenance  of other terms of the contract  over any long period of time may be
small.

         Caa - Bonds which are rated Caa are of poor  standing.  Such issues may
be in  default  or there may be  present  elements  of danger  with  respect  to
principal or interest.

         Ca  -  bonds  which  are  rated  Ca  represent  obligations  which  are
speculative  in a high  degree.  Such  issues are often in default or have other
marked shortcomings.

                                                             64

<PAGE>



         C - bonds  which are rated C are the  lowest  rated  class of bonds and
issue so rated  can be  regarded  as having  extremely  poor  prospects  of ever
attaining any real investment standing.

            Duff & Phelps:  AAA-- highest credit  quality,  with negligible risk
factors;  AA -- high credit quality,  with strong protection  factors and modest
risk,  which  may vary  very  slightly  form time to time  because  of  economic
conditions; A--average credit quality with adequate protection factors, but with
greater  and more  variable  risk  factors in periods of  economic  stress.  The
indicators "+" and "-" to the AA and A categories indicate the relative position
of a credit within those rating categories.

           Fitch  Investors  Service:  AAA -- highest  credit  quality,  with an
exceptionally  strong  ability to pay interest and repay  principal;  AA -- very
high  credit  quality,  with very  strong  ablility  to pay  interest  and repay
principal; A -- high credit quality,  considered strong as regards principal and
interest  protection,  but may be more vulneralbe to adverse changes in economic
conditions  and  circumstances.  The indicators "+" and "-" to the AA, A and BBB
categories  indicate  the  relative  position  of  credit  within  those  rating
categories.


DESCRIPTION OF MUNICIPAL NOTE RATINGS


         A Standard & Poor's note rating  reflects  the  liquidity  concerns and
market  access  risks  unique  to notes.  Notes due in three  years or less will
likely receive a note rating. Notes maturing beyond three years will most likely
receive a long-term debt rating.  The following  criteria will be used in making
that assessment.

     o Amortization  schedule (the larger the final  maturity  relative to other
    maturities the more likely it will be treated as a note).

     o Source of Payment (the more  dependent the issue is on the market for its
    refinancing, the more likely it will be treated as a note.)
    Note rating symbols are as follows:

     o SP-1 Very  strong or strong  capacity to pay  principal  and  interest.  
        Those issues determined to possess overwhelming safety characteristics 
        will be given a plus (+) designation.

     o   SP-2  Satisfactory capacity to pay principal and interest.

     o   SP-3  Speculative capacity to pay principal and interest.

         Moody's  Short-Term  Loan  Ratings  -  Moody's  ratings  for  state and
municipal  short-term  obligations will be designated  Moody's  Investment Grade
(MIG). This distinction is in recognition of the differences  between short-term
credit risk and long-term risk.  Factors affecting the liquidity of the borrower
are uppermost in importance in short-term  borrowing,  while various  factors of
major importance in bond risk are of lesser importance over the short run.

Rating symbols and their meanings follow:

     o   MIG 1 - This designation denotes best quality.  There is present strong
   protection  by  established  cash  flows,   superior   liquidity  support  or
demonstrated broad-based access to the market for refinancing.

     o MIG 2 - This designation denotes high quality.  Margins of protection are
   ample although not so large as in the preceding group.

o MIG 3 - This designation denotes favorable quality.  All security elements are
accounted  for but this is lacking  the  undeniable  strength  of the  preceding
grades.  Liquidity and cash flow  protection may be narrow and market access for
refinancing is likely to be less well established.

     o MIG 4 - This designation  denotes adequate quality.  Protection  commonly
regarded as  required of an  investment  security  is present and  although  not
distinctly or predominantly speculative, there is specific risk.

COMMERCIAL PAPER RATINGS

     Moody's Investors Service, Inc.: Commercial paper rated "Prime" carries the
smallest degree of investment risk. The modifiers 1, 2, and 3 are used to denote
relative strength within this highest classification.

         Standard & Poor's Ratings Group:  "A" is the highest  commercial  paper
rating  category  utilized  by  Standard & Poor's  Ratings  Group which uses the
numbers  1+,  1,  2  and  3  to  denote   relative   strength   within  its  "A"
classification.

         Duff & Phelps:  Duff 1 is the highest  commercial paper rating category
utilized by Duff & Phelps which uses + or - to denote  relative  strength within
this  classification.  Duff 2 represents good certainty of timely payment,  with
minimal risk factors.  Duff 3 represents  satisfactory  protection factors, with
risk factors larger and subject to more variation.

         Fitch Investors Service:  F-1+ -- denotes  exceptionally  strong credit
quality  given to issues  regarded as having  strongest  degree of assurance for
timely  payment;  F-1+ -- very strong  credit  quality,  with only slightly less
degree of  assurance  for  timely  payment  than F-1 -- very  strong,  with only
slightly  less degree of assurance  for timely  payment  than F-1+;  F-2 -- good
credit quality, caryying a satisfactory degree of assurance for timely payment.


                     APPENDIX B - ADDITIONAL INFORMATION CONCERNING CALIFORNIA

         The  following  information  as to certain  California  risk factors is
given  to  investors  in view of  Short-Intermediate-CA's  policy  of  investing
primarily in California  state and municipal  issuers.  The information is based
primarily upon information  derived from public documents relating to securities
offerings of California state and municipal issuers,  from independent municipal
credit reports and historically reliable sources, but has not been independently
verified by the Fund

         On June 6, 1978, California voters approved Proposition 13, which added
Article XIIIA to the California  Constitution.  The principal  thrust of Article
XIIIA is to limit the amount of ad valorem taxes on real property to one percent
of the full cash  value as  determined  by the  county  assessor.  The  assessed
valuation  of all real  property  may be  increased,  but not in  excess  of two
percent per year, or decreased to reflect the rate of inflation or deflation as
shown by the consumer  price index.  Article XIIIA requires a vote of two thirds
of the qualified  electorate to impose special taxes,  and completely  prohibits
the  imposition of any additional ad valorem,  sales or transaction  tax on real
property (other than ad valorem taxes to repay general  obligation  bonds issued
to acquire or improve real property), and requires the approval of two-thirds of
all members of the State  Legislature  to change any state tax laws resulting in
increased tax revenues.

         On November 6, 1979,  California voters approved the initiative seeking
to  amend  the  California   Constitution  entitled  "Limitation  of  Government
Appropriations" which added Article XIIIB to the California Constitution.  Under
Article   XIIIB   state  and  local   governmental   entities   have  an  annual
appropriations  limit  and  may  not  spend  certain  monies  which  are  called
appropriations  subject  to  limitations  (consisting  of  tax  revenues,  state
subventions and certain other funds) in an amount higher than the appropriations
limit.  Generally,  the  appropriations  limit is to be based on certain 1978-79
expenditures,  and is to be  adjusted  annually  to reflect  changes in consumer
prices, population and services provided by these entities.

         Decreased  in state and local  revenues  in  future  fiscal  years as a
consequence  of these  initiatives  may  continue  to  result in  reductions  in
allocations  of state  revenues to  California  municipal  issuers or reduce the
ability of such California issuers to pay their obligations.

         With the apparent onset of recovery in  California's  economy,  revenue
growth over the next few years  could  recommence  at levels  that would  enable
California to restore  fiscal  stability.  The political  environment,  however,
combined with pressures on the state's financial flexibility,  may frustrate its
ability to reach this goal. Strong interests in long-established  state programs
ranging  from  low-cost  public  higher  education  access to welfare and health
benefits  join with the more  recently  emerging  pressure for  expanded  prison
construction  and a heightened  awareness and concern over the state's  business
climate.

           The  fiscal  1994  budget,  which  was  adopted  on July 8,  1994 was
designed to address California'a  accumulated deficit over a 22-month period. In
order to  alleviate  the  California's  cash  needs the state  issued $4 billion
revenue  anticipation  warrants that mature in April 1996 and $3 billion revenue
anticipation  notes that  matured in June 1995.  The state's  fiscal plan relies
upon aggressive  assumptions of federal aid,  projected at 2.8 billion in fiscal
year 1996, to compensate the state for its costs of providing service to illegal
immigrants.  These assumptions,  combined with fiscal year 1996 constitutionally
mandated  increases  in spending for K-14  education,  and  continued  growth in
social  services and corrections  expenditures,  are risky. To offset this risk,
the  state  has  enacted  a  Budget  Adjustment  Law,  known  as  the  "trigger"
legislation,  which established a set of backup budget adjustment  mechanisms to
address  potential  shortfalls in cash. The trigger  mechanism will be in effect
for both  fiscal  years  1995 and 1996.  So far in  fiscal  1996  state  revenue
collections  have been  sufficiantly  strong so that no budget  adjustments have
been  required.  However,  the state is expected to issue  another $2 billion of
notes  for  cash  flow  purposes  prior  to the  maturity  date  of the  revenue
anticipation warrants.

         In July of 1994, S&P and Moody's  lowered the general  obligation  bond
rating of the state of California.  The rating agencies  explained their actions
by citing the state's continuing deferral of substantial portions of its

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estimated $3.8 billion  accumulated  deficit;  continuing  structural  budgetary
constraints including a funding guarantee for K-14 education;  overly optimistic
expectation  of federal aid to balance fiscal year 1995's budget and fiscal year
19996's cash flow  projections;  and reliance upon a trigger mechanism to reduce
spending if the plan's federal aid assumptions prove to be inflated.



                    APPENDIX C - ADDITIONAL INFORMATION CONCERNING FLORIDA

         Florida   Municipal  Bond  and  Florida  High  Income  Fund  invest  in
obligations of Florida issuers,  which results in each Fund's  performance being
subject to risks  associated  with the  overall  conditions  present  within the
state.  The following  information  is a brief summary of the recent  prevailing
economic  conditions and a general summary of the state's financial status. This
information  is based on official  statements  relating to securities  that have
been offered by Florida issuers and from other sources  believed to be reliable,
but  should  not be  relied  upon  as a  complete  description  of all  relevant
information.

         Florida  is the  twenty-second  largest  state,  with an area of 54,136
square miles and a water area of 4,424 square miles. The state is 447 miles long
and 361 miles wide with a tidal  shoreline of almost  2,300 miles.  According to
the U.S. Census Bureau, Florida moved past Illinois in 1986 to become the fourth
most  populous  state,  and as of  1990,  had an  estimated  population  of 13.2
million.

         Services and trade continue to be the largest components of the Florida
economy,  reflecting  the  importance  of  tourism  as well as the need to serve
Florida's rapidly growing  population.  Agriculture is also an important part of
the economy,  particularly citrus fruits.  Oranges have been the principal crop,
accounting  for 70% of the  nation's  output.  Manufacturing,  although  of less
significance,  is a rapidly growing  component of the economy.  The economy also
has substantial insurance, banking, and export participation. Unemployment rates
have  historically been below national  averages,  but have recently risen above
the national rate.

         Section  215.32  of  the  Florida  Statutes   provides  that  financial
operations  of the State of Florida  covering all receipts and  expenditures  be
maintained  through the use of three funds - the General Revenue Fund, the Trust
Fund and the Working  Capital  Fund.  The General Fund  receives the majority of
state tax  revenues.  The Working  Capital Fund  receives  revenues in excess of
appropriations  and its balances are freely  transferred to the General  Revenue
Fund as necessary.  In November,  1992, Florida voters approved a constitutional
amendment  requiring  the  state  to fund a Budget  Stabilization  Fund to 5% of
general  revenues,  with  funding to be phased in over five years  beginning  in
fiscal 1995. The Working Capital Fund will become the Budget Stabilization Fund.
Major sources of tax revenues to the General  Revenue Fund are the sales and use
tax,  corporate  income  tax and  beverage  tax.  The  over-  dependence  on the
sensitive sales tax creates vulnerability to recession.  Accordingly,  financial
operations  have been  strained  during  the past few  years,  but the state has
responded in a timely manner to maintain budgetary control.

         The state is highly  vulnerable to hurricane  damage.  Hurricane Andrew
devastated portions of southern Florida in August, 1992, costing billions of

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<PAGE>



dollars in emergency  relief,  damage,  and repair costs.  However,  the overall
financial  condition of the major  issuers of  municipal  bond debt in the state
were  relatively  unaffected  by  Hurricane  Andrew,  due  to  federal  disaster
assistance payments and the over all level of private insurance.  However, it is
possible that single  revenue-based local bond issues could be severely impacted
by storm damage in certain circumstances.

         Florida's  debt  structure is complex.  Most state debt is payable from
specified  taxes and  additionally  secured  by the full faith and credit of the
state.  Under the general  obligation  pledge, to the extent specified taxes are
insufficient,  the state is  unconditionally  required to make  payment on bonds
from all non-dedicated taxes.

         Each Fund's  concentration  in  securities  issued by the state and its
political  subdivisions  provides  a greater  level of risk than a fund which is
diversified  across numerous states and municipal  entities.  The ability of the
state  or its  municipalities  to meet  their  obligations  will  depend  on the
availability of tax and other  revenues;  economic,  political,  and demographic
conditions within the state; and the underlying  condition of the state, and its
municipalities.


              APPENDIX D - ADDITIONAL INFORMATION CONCERNING GEORGIA

         Because Georgia  Municipal Bond will  ordinarily  invest 80% or more of
its net  assets  in  Georgia  obligations,  it is more  susceptible  to  factors
affecting  Georgia  issuers  than  is  a  comparable  municipal  bond  fund  not
concentrated in the obligations of issuers located in a single state.

         Georgia's  rating  reflects  the  state's  positive   economic  trends,
conservative  financial  management,  improved financial position,  and low debt
burden. The state's recovery from the recent economic recession has been steady;
the rate of  recovery is better than  regional  trends,  albeit half the rate of
earlier recoveries. While this recovery does not meet the explosive patterns set
in past cycles,  recent state data reveal that Georgia  ranks among the top five
states  in the  nation  in  employment  and total  population  growth.  Stronger
economic  trends  and   conservative   revenue   forecasting   resulted  in  the
continuation  of improved  financial  results for the fiscal year ended June 30,
1994.  The state's  general  fund closed  fiscal 1994 with a total fund  balance
position of $480.6 million, of which $249.5 million was in the revenue shortfall
reserve fund (3% of revenues),  marking the second  consecutive year of build-up
in that  reserve.  The  mid-year  adjustment  reserve was fully  funded at $89.1
million. The state's adopted budget fiscal 1995, called for an increase in state
spending  to $9.8  billion,  up 6.5%  from the  prior  period.  Estimating  that
economic  growth will be in the 6%-8% range for the second  straight  year,  the
budget  report  forecasted  general fund  revenues to grow to $9.4  billion,  an
increase of $490.0 million,  or 5.5% above actual fiscal 1994 levels.  Sales and
income taxes account for the majority of that  increase,  despite a $100 million
cut in personal income taxes.  Additional  revenues provided by lottery proceeds
($240  million)  and  indigent-care  trust fund  monies  support  the  remaining
spending.  Revenues  for the first three  months of the current year are running
nearly 8.4% above fiscal 1994 levels.  Most of the increase is  attributable  to
the growth in personal and corporate  income and sales taxes.  As a result,  the
state  anticipates that fiscal 1995 will once again produce  positive  financial
results.

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         Except for the major  building  projects  necessary for the 1996 Summer
Olympics, it appears unlikely that areas in and around metropolitan Atlanta will

                                                                 70

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experience the building construction rates of the mid to late 1980's. It further
appears that many of Georgia's  other  cities are poised to  participate  in the
recovery that inevitably will take place.

         The classification of the Fund under the Investment Company Act of 1940

                                                                 71

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as a "non-diversified" investment company allows the Fund to invest more than 5%
of its  assets in the  securities  of any  issuer,  subject to  satisfaction  of
certain tax  requirements.  Because of the relatively  small number of issues of
Georgia  obligations,  the Fund is likely to invest a greater  percentage of its
assets in the securities of a single issuer than is an investment  company which
invests in a broad range of municipal obligations.  Therefore, the Fund would be
more  susceptible  than a diversified  investment  company to any single adverse
economic or political  occurrence or development  affecting Georgia issuers. The
Fund will also be subject to an increase risk of loss if the issuer is unable to
make  interest or principal  payments or if the market value of such  securities
declines. It is also possible that there will not be sufficient  availability of
suitable Georgia tax-exempt obligations for the Fund to achieve its objective of
providing income exempt from Georgia income tax.


               APPENDIX E - ADDITIONAL INFORMATION CONCERNING NORTH CAROLINA

         Because North  Carolina  Municipal Bond will  ordinarily  invest 80% or
more of its net assets in North Carolina obligations,  it is more susceptible to
factors  affecting North Carolina (or the "State")  issuers than is a comparable
municipal bond fund not  concentrated in the obligations of issuers located in a
single state.

         North  Carolina  has  an  economy   dependent  on   manufacturing   and
agriculture; however, diversification into trade and service areas is occurring.
Historically,  textiles and furniture  dominated  industry lines,  but increased
activity in financial services,  research, and high technology  manufacturing is
now  apparent.  Tobacco  remains the primary  agricultural  commodity.  Economic
development  continues,  and long-term  personal  income trends  indicate gains,
although  wealth  levels  remain  below those of the nation.  Employment  growth
accelerated over the past two years,  and unemployment  rates remain below those
of the nation.


         North  Carolina is  characterized  by moderate debt levels (albeit with
growing capital needs), favorable economic performance,  and financial strengths
exhibited  over the past several  years.  North  Carolina is one of only several
states expected to sustain favorable  economic  expansion  throughout the 1990s,
according to the U.S. Bureau of Economic Analysis indicators. Economic growth in
the State is bolstered by a lower-than-average  cost of living, income levels at
about  90% of U.S.  averages  - though  it is much  higher  in the  metropolitan
centers - and a highly  respected  public and private higher  education  system,
including the University of North Carolina at Chapel Hill and Duke University in
Durham.

         The  North  Carolina  State   Constitution   requires  that  the  total
expenditures  of the State for a fiscal  period  shall not  exceed  the total of
receipts  during  the  fiscal  period  and the  surplus  remaining  in the State
Treasury at the beginning of the period.  In certain of the past several  years,
the  State  has  had  to  restrict   expenditures   to  comply  with  the  State
Constitution. The State has long record of sound financial operations, and while
the revenue system is narrow, the budget balancing law is strong and appropriate
curbs are made when necessary.

         The state's  finances,  which enjoyed  surpluses and adequate  reserves

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throughout  the  1980s,  began  reflecting  economic  downturn  in fiscal  1990.
Reserves were fully depleted during the recession,  but through a combination of
tax and spending actions and more recently,  with the aid of economic  recovery,
have now been fully restored.

         Financial  operations have been restored to their historically  healthy
position after a period of strain between fiscal years 1990 and 1992.  Available
unreserved balances and budget stabilization reserve totaled $440 million at the
end of fiscal 1994  equivalent  to 4.1% of annual  expenditures.  On a budgetary
basis,  fiscal 1994 ended with an $887.5 million balance;  however, a portion of
this  balance has been  appropriated  for fiscal 1995  operations.  Conservative
revenue  assumptions  and sound budgeting  practices  should result in a similar
balance at the end of 1995. The restoration of adequate  reserve levels confirms
the state's longstanding commitment to a sound financial position.

         Debt ratios are among the lowest in the country. State debt ratios will
remain  below  national  medians even after all of the $300 million of currently
authorized debt is issued. Payout is rapid.

         North  Carolina  ranks  among the top ten  states in terms of  economic
growth,  as measured by job and personal  income  growth.  Diversification  into
financial  services,  research,  and high technology  manufacturing  is reducing
historical dependence on agriculture, textiles, and furniture manufacturing.

         As of December  31,  1994,  general  obligations  of the State of North
Carolina were rated  Aaa/AAA/AAA  by Moody's,  S&P and Fitch  Investors  Service
("Fitch"),  respectively. There can be no assurance that the economic conditions
on which these  ratings are based will continue or that  particular  bond issues
may not be  adversely  affected  by  changes  in  economic,  political  or other
conditions.

         North Carolina  obligations also include obligations of the governments
of Puerto Rico, the Virgin Islands and Guam to the extent these  obligations are
exempt from North Carolina State personal income taxes. The Fund will not invest
more than 5% of its net assets in the  obligations of each of the Virgin Islands
and Guam, but may invest without  limitation in the  obligations of Puerto Rico.
Accordingly,  the Fund may be adversely affected by local political and economic
conditions  and  developments  within Puerto Rico  affecting the issuers of such
obligations.




                   APPENDIX F - ADDITIONAL INFORMATION CONCERNING SOUTH CAROLINA

         The State of South  Carolina  has an economy  dominated  from the early
1920s  to the  present  by  textile  industry,  with  over  one of  every  three
manufacturing  workers directly or indirectly  related to the textile  industry.
However,   since  1950  the  economic  bases  of  the  State  have  become  more
diversified,  as the trade and service  sectors and durable goods  manufacturing
industries  have  developed.  Currently,  Moody's rates South  Carolina  general
obligations  bonds  "Aaa"  and S&P  rates  such  bonds  "AA+."  There  can be no
assurance  that the economic  conditions  on which those  ratings are based will
continue or that particular bond issues may not be adversely affected by changes
in the economic or political conditions.

         The South Carolina State Constitution  mandates a balanced budget. If a
deficit  occurs,  the General  Assembly  must  account for it in the  succeeding
fiscal year.  In addition,  if a deficit  appears  likely,  the State Budget and
Control Board (the "State Board") may reduce  appropriations  during the current
fiscal year as necessary to prevent the deficit.  The State Constitution  limits
annual  increases  in State  appropriations  to the  average  growth rate of the
economy of the State and annual  increases  in the number of State  employees to
the average growth of the population of the State.

         The State Constitution requires a General Reserve Fund ("General Fund")
that equals three  percent of General  Fund revenue for the latest  fiscal year.
When deficits have occurred,  the State has funded them out of the General Fund.
The State  Constitution  also requires a Capital  Reserve Fund ("Capital  Fund")
equal to two percent of General Fund revenue. Before March 1st of each year, the
Capital Fund must be used to offset mid-year budget  reductions before mandating
cuts in operating  appropriations,  and after March 1st, the Capital Fund may be
appropriated  by a special  vote of the General  Assembly to finance  previously
authorized capital  improvements or other nonrecurring  purposes.  Monies in the
Capital Fund not appropriated or any appropriation  for a particular  project or
item that has been  reduced  due to  application  of the  monies  to a  year-end
deficit must go back to the General Fund.

         The effects of the most recent military  base-closing and consolidation
legislation  is having a  negative  effect on  several  sections  of the  State,
particularly  the Charleston  area.  During 1995, the Charleston  Naval Base and
Shipyard will begin closing down.  The Navy has estimated that up to 38,000 jobs
will be lost over the next several years.

         South Carolina  Municipal Bond's  concentration in securities issued by
the  State  or its  subdivisions  provides  a  greater  level  of  risk  than an
investment  company which is diversified  across a larger  geographic  area. For
example,  the passage of the North American Free Trade Agreement could result in
increased  competition for the State's textile  industry due to the availability
of less-expensive foreign labor.

         Presently,  South Carolina subjects bonds issued by other states to its
income tax. If this tax was declared unconstitutional, the value of bonds in the
Fund could decline a small but  measurable  amount.  Also, the Fund could become
slightly less attractive to potential future investors.


         The Fund's investment adviser believes that the information  summarized
above describes some of the more  significant  matters relating to the Fund. The
sources of the  information  are the official  statements of issuers  located in
South Carolina,  other publicly  available  documents,  and oral statements from
various State  agencies.  The Fund's  investment  adviser has not  independently
verified  any of the  information  contained in the  official  statement,  other
publicly available documents, or oral statements from various State agencies.


               APPENDIX G - ADDITIONAL INFORMATION CONCERNING VIRGINIA

         Virginia  Municipal Bond invests in  obligations  of Virginia  issuers,
which results in the Fund's  performance  being subject to risks associated with
the overall conditions present within the State. The following  information is a
brief summary of the recent prevailing economic conditions and a general summary
of  the  State's  financial  status.  This  information  is  based  on  official
statements relating to securities that have been offered by Virginia issuers and
from other sources  believed to be reliable,  but should not be relied upon as a
complete description of all relevant information.

         Virginia's  credit  strength  is derived  from a  diversified  economy,
relatively low unemployment  rates,  strong financial  management,  and low debt
burden.  The  State's  economy  benefits  significantly  from its  proximity  to
Washington  D.C.  Government is the State's  third- largest  employment  sector,
comprising  21% of total  employment.  Other  important  sectors of the  economy
include shipbuilding, tourism, construction, and agriculture.

         Virginia is a very  conservative  debt issuer and has  maintained  debt
levels  that are low in  relation  to its  substantial  resources.  Conservative
policies  also  dominate  the  State's  financial  operations,   and  the  State
administration  continually  demonstrates  its ability and willingness to adjust
financial  planning and budgeting to preserve  financial  balance.  For example,
economic  weakness in the State and the region caused  personal income and sales
and corporate tax collections to fall below  projected  forecasts and placed the
State  under  budgetary  strain.  The State  reacted  by  reducing  its  revenue
expectations for the 1990-92 biennium and preserved  financial balance through a
series of transfers,  appropriation  reductions,  and other budgetary revisions.
Management's  actions  resulted in a modest budget  surplus for fiscal 1992, and
another modest surplus was reported for fiscal 1993,  which ended June 30th. The
1994  Virginia  budget  experienced  a  significant  surplus due to an improving
economy,  including  job growth of 3.0%/year  overall.  Overall,  Virginia has a
stable credit  outlook due mainly to its diverse  economy and resource  base, as
well as a conservative approach to financial operations. Revenue growth for 1994
was 6%.  Budgets  for 1995 and 1996  call for  revenue  growth of 6.1% and 5.8%,
respectively.

         The  Fund's  concentration  in  securities  issued by the State and its
political  subdivisions  provides  a greater  level of risk than a fund which is
diversified  across numerous states and municipal  entities.  The ability of the
State  or its  municipalities  to meet  their  obligations  will  depend  on the
availability of tax and other  revenues;  economic,  political,  and demographic
conditions  within the State; and the underlying  fiscal condition of the State,
its countries, and its municipalities.


         Virginia   faces   some   economic   uncertainties   with   respect  to
defense-cutbacks.  Although Virginia's  unemployment rate of 4.9% (as of August,
1994) is well below the national  rate of 5.9%,  the State has been able to make
some  gains  in  the  services,   government,   and  construction  sectors  when
manufacturing and trade were down slightly.

         The  effects of the most  recent  base-closing  legislation  were muted
because of  consolidation  from  out-of-state  bases to Virginia  installations.
While military operations at the Pentagon are unlikely to be threatened, another
round of  base-closings  scheduled for 1995 may  jeopardize a number of Virginia
installations.



******************************************************************************



                           PART C.  OTHER INFORMATION


Item 24.   Financial Statements and Exhibits

   (a)     Financial Statements:

           In Part A: Financial Highlights

          [TO BE ADDED BY AMENDMENT]

           In Part C: None.

   (b)     Exhibits

           (1)        Declaration of Trust of Registrant*
           (2)        By-Laws of Registrant*
           (3)        Not applicable
           (4)        Specimen certificate of shares of beneficial interest. of
                      Registrant**
           (5)        Advisory Contract*
           (5)(a)     Revised Form of Master Investment Advisory Contract 
                      between Registrant and First Fidelity Bank, National 
                      Association, New Jersey.  (Supplements only)*****
           (5)(b)     Revised Form of Master Administrative Services Contract 
                      between Registrant and Furman Selz Incorporated.  
                      (Supplements only)*****
           (6)        Distribution Contract***
           (6)(a)     Revised Form of Master Distribution Contract between 
                      Registrant and FFB Funds Distributor, Inc.  
                      (Supplements only)*****
           (7)        Not applicable
           (8)        Custodian Agreement*
           (9)         (i) Transfer Agency*
                      (ii) Servicing Agreements*****
           (10)       Consent of Counsel
           (11)       Inapplicable
           (12)       Annual  Reports  of the Funds  dated  February  28,  1995;
                      Balance  Sheet as of  February  28,  1995 for  Diversified
                      International Growth Fund******
           (13)       Not applicable
           (14)       Not applicable
           (15)        (i) Distribution Plan***
                      (ii) Administrative Services Contract*
           15(a)      Revised Form of Rule 12b-1 Distribution Plan and Agreement
                      between Registrant and FFB Funds Distributor, Inc.  
                      (Supplement only)*****
           16(a)      Schedule showing computation of performance quotations 
                      provided in response to Item 22 (unaudited)***
           16(b)      Power of Attorney of Benjamin Lobel******




- -----------------
<PAGE>



*      Filed with Post-Effective Amendment No. 2 to Registration Statement No.
       33-2010 on March 25, 1987.
**     Filed with Pre-Effective Amendment No. 1 to Registration Statement No.
       33-2010 on March 10, 1986 and with Pre-Effective Amendments No. 1 of
       predecessors FFB Equity Trust (Registration Statement No. 33-2012) and
       FFB Tax-Free Trust (Registration Statement No. 33-2011) on April 30,
       1986, and August 13, 1986, respectively.
***    Filed with Post-Effective Amendment No. 8 to Registration Statement No.
       33-2010 on June 30, 1991.
****   Filed with Post-Effective Amendment No. 16 to Registration Statement No.
       33-2010 on June 30, 1994.
*****  Filed with Post-Effective Amendment No. 18 to Registration Statement No.
       33-2010 on November 10, 1994.
****** Filed with Post-Effective Amendment No. 21.
- --------------------
Item 25.   Persons Controlled by or Under Common Control with Registrant

           No  person  is  controlled  by  or  under  common  control  with  the
Registrant.

Item 26.   Number of Holders of Securities

           Pennsylvania Tax-Free Money Market Fund                 292
           Cash Management Money Market Fund                       565
           U.S. Treasury Money Market Fund                         1033
           U.S. Government Money Market Fund                       300
           Tax-Free Money Market Fund                              161
           100% U.S. Treasury Money Market Fund                    64
           Equity Fund                                             189
           U.S. Government Income Fund                             88
           Diversified International Growth Fund                   12
           New Jersey Tax-Free Income Fund                         760

Item 27.    Indemnification

     Reference is made to Article IV of the Registrant's Declaration of Trust.

     Insofar as indemnification for liabilities arising under the Securities Act
     of 1933 may be permitted to trustees,  officers and controlling  persons of
     the  Registrant by the Registrant  pursuant to the  Declaration of Trust or
     otherwise,  the  Registrant is aware that in the opinion of the  Securities
     and Exchange  Commission,  such indemnification is against public policy as
     expressed in the Act and, therefore, is unenforceable.  In the event that a
     claim for indemnification  against such liabilities (other than the payment
     by the  Registrant  of expenses  incurred or paid by trustees,  officers or
     controlling  persons of the  Registrant in connection  with the  successful
     defense of any act,  suit or  proceeding)  is  asserted  by such  trustees,
     officers  or  controlling  persons  in  connection  with the  shares  being
     registered,  the Registrant will,  unless in the opinion of its counsel the
     matter has been  settled  by  controlling  precedent,  submit to a court of
     appropriate jurisdiction the question whether such indemnification by it is
     against  public policy as expressed in the  Securities Act of 1933 and will
     be governed by the final adjudication of such issues.

Item 28.    Business and Other Connections of Investment Adviser

            (a) First Fidelity Bank, National Association, New Jersey ("First
                Fidelity"), the investment adviser to FFB Funds Trust and First



[NYCORP] 2106.1
                                                      - iv -

<PAGE>



                    Fidelity  Investment  Trust for  Retirement  Accounts,  is a
                    wholly-owned  subsidiary of First  Fidelity  Bancorporation,
                    550 Broad  Street,  Newark,  N.J.  07101.  First  Fidelity's
                    directors and their  business and other  connections  are as
                    follows:

                                                     Directors

Name                              Business and Other Connections

Louis E. Azzato                   Chairman and Chief Executive Officer Foster
                                  Wheeler Corporation Perryville Corporate
                                  Park
                                  Clinton, NJ 08809-4000

Edward E. Barr                    Chairman, President and Chief Executive
                                  Officer Sun Chemical Corporation

Roland K. Bullard, II             Senior Executive Vice President

Lee A. Butz                       President
                                  Alvin H. Butz, Inc.

Luther R. Campbell, Jr.           Managing Partner
                                  Campbell, Rappold & Yurasits

John Gilray Christy               Chairman
                                  Chestnut Capital Corporation

James G. Cullen                   President, Bell Atlantic Corporation

Robert R. Ferguson, Jr.           Retired

E. James Ferland                  Chairman, President, and
                                    Chief Executive Officer
                                  Public Service Enterprise Group
                                  Incorporated
                                  80 Park Plaza
                                  Newark, NJ 07101

Arthur M. Goldberg                President and Chief Executive Officer
                                  DiGiorgio Corporation; Chairman and Chief
                                  Executive Officer Bally Manufacturing
                                  Corporation

Leslie E. Goodman                 Senior Executive Vice President

Frank M. Henry                    President
                                  Frank Martz Coach Company

John R. Kennedy                   President and Chief Executive
                                  Officer Federal Paper Board Company,
                                    Inc.
                                  75 Chestnut Ridge Road P.0. Box 357
                                  Montvale, NJ 07645

Rocco J. Marano                   Chairman, Blue Cross and Blue Shield of
                                  N.J., Inc.; Retired Chairman,



[NYCORP] 2106.1
                                    - v -

<PAGE>



                                  Bell Communications Research, Inc.
                                  290 West Mount Pleasant Ave
                                  Livingston, NJ  07039

James D. Morrissey, Jr.           President and Chief Operating Officer
                                  James D. Morrissey, Inc.

Joseph Neubauer                   Chairman, President and Chief Executive
                                  Officer, The ARA Group, Inc.

Peter C. Palmieri                 Vice Chairman

Wolfgang Schoellkopf              Vice Chairman

Robert Montgomery Scott, Esq.     President and Chief Executive Officer
                                  Philadelphia Museum of Art

Rebecca Stafford, Ph.D.           President, Monmouth College

Sefton Stallard                   General Partner
                                  North American Venture Capital
                                  Fund, L.P.

Anthony P. Terracciano            Chairman, President and Chief Executive
                                  Officer

Bernard C. Watson, Ph.D.          President and Chief Executive Officer
                                  William Penn Foundation

           The  principal   executive  officers  of  First  Fidelity  and  their
businesses and other connections are as follows:

Name                              Business and Other Connections

Jay Anglada                       Executive Vice President and Senior Trust
                                  Officer

Anthony R. Burriesci              Executive Vice President

Michael A. Gallagher              Executive Vice President

William A. Karmen                 Executive Vice President

Michael L. LaRusso                Executive Vice President

James L. Mitchell                 Executive Vice President

Donald C. Parcells                Executive Vice President

Frederick H. Pennekamp            Executive Vice President

            The directors and principal executive officers of Blairlogie Capital
Management are as follows:

Name                                Business and Other Connections

Gavin R. Dobson                     Chief Executive Officer



[NYCORP] 2106.1
                                     - vi -

<PAGE>




James G. Smith                      Chief Investment Officer

J. Robert Stephens                  Chief Financial Officer

Darren W. DeVore                    Vice President of North American Marketing

Steven T. Bailey                    Director

William D. Cvengros                 Director



[NYCORP] 2106.1
                                     - vii -

<PAGE>



Audrey L. Milfs                     Director

Thomas C. Sutton                    Director

Item 29.   Principal Underwriters

           (a)    None.

           (b)    Officers and Directors.


Name and Principal          Positions and Offices      Positions and Offices
Business Address*           with Underwriter           with Registrant

Michael C. Petrycki         President and              Executive Vice
                              Director                   President

Steven D. Blecher           Vice President,            Executive Vice
                              Secretary and              President
                              Treasurer

Robert J. Miller            Chief Financial            None
                              Officer


           (c)    Not applicable





*  The address of all directors and officers is 237 Park Avenue,  New York,  New
   York 10017.





[NYCORP] 2106.1
                                                     - viii -

<PAGE>



Item 30.   Location of Accounts and Records

           All accounts,  books and other documents required to be maintained by
           Section 31(a) of the 1940 Act and the rules thereunder are maintained
           at the offices of First  Fidelity  Bank,  National  Association,  New
           Jersey,  765 Broad Street,  Newark,  New Jersey 07101 and Furman Selz
           Incorporated, 237 Park Avenue, New York, New York 10017.

Item 31.   Management Services

           Not applicable

Item 32.   Undertakings

           Registrant  hereby  undertakes  to  furnish  each  person  to  whom a
           prospectus  is delivered  with a copy of  Registrant's  latest annual
           report upon request and without charge.

           Registrant  undertakes  to call a  meeting  of  shareholders  for the
           purpose of voting upon the removal of a trustee if requested to do so
           by the  holders  of at  least  10% of  the  Registrant's  outstanding
           shares.

           Registrant   undertakes  to  provide  the  support  to   shareholders
           specified  in Section  16(c) of the 1940 Act as though  that  section
           applied to the Registrant.


<PAGE>



                                SIGNATURES


          Pursuant to the  requirements  of the  Securities  Act of 1933 and the
Investment   Company  Act  of  1940,   the   Registrant  has  duly  caused  this
Post-Effective  Amendment No. 23 to its  Registration  Statement to be signed on
its behalf by the  undersigned,  thereunto duly  authorized,  in the City of New
York, and State of New York, on November 22, 1995.

                    FFB FUNDS TRUST (Registrant)




                    By:    /s/John J. Pileggi
                           John J. Pileggi, Treasurer (Principal
                             Financial and Accounting Officer)




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

Signature                            Title                           Date


* Edmund A. Hajim                    Trustee and                 11/22/95
Edmund A. Hajim                      President (Principal
                                     Executive Officer)

*Robert H. Dunker                    Trustee                     11/22/95
Robert H. Dunker

*T. Brock Saxe                       Trustee                     11/22/95
T. Brock Saxe

**Benjamin Lobel                     Trustee                     11/22/95
Benjamin Lobel

*Robert F. Kane                      Trustee                     11/22/95
Robert F. Kane

*Walter J. Neppl                     Trustee                     11/22/95
Walter J. Nepp1

/s/John J. Pileggi                   Treasurer                   11/22/95
John J. Pileggi                      (Principal Financial
                                     and Accounting Officer)

By: /s/John J. Pileggi
     John J. Pileggi
     Attorney-in-Fact












*    Pursuant to power of attorney filed with Pre-Effective Amendment No. 1 to
     Registration Statements No. 33-2010, 33-2011 and 33-2012.

**   Pursuant to power of attorney filed with Post-Effective Amendment No. 21.



[NYCORP] 2106.1
                                                      - xi -


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