METLIFE STATE STREET TAX EXEMPT TRUST
N-30D, 1996-09-09
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State Street Research New York Tax-Free Fund

Investment Update

Investment Environment

The Economy


(bullet) The economy was stronger than expected in the first half of the
         year. This made it less likely that the Federal Reserve would cut
         interest rates further, jolted the bond market and pushed rates
         significantly higher.



(bullet) Despite stronger economic growth, inflation remained quite low.
         Energy and food prices jumped higher but, for the most part,
         consumer prices were well contained.


(bullet) Consumer confidence improved, perhaps the result of falling
         unemployment and rising average hourly wages.

The Markets


(bullet) Most bond sectors declined over the six months ended June 30, 1996.
         Municipal bonds, the type State Street Research New York Tax-Free
         Fund invests in, fared somewhat better than U.S. Treasury bonds. The
         Lehman Brothers Municipal Bond Index provided a return of -0.45% in
         the first half of 1996.1


(bullet) Stocks performed well through the first six months of 1996,
         rebounding from several market corrections. The Standard & Poor's
         500 Index provided a total return of +10.09% through June 30, 1996.1

The Fund

Over the past six months


(bullet) Class A shares of State Street Research New York Tax-Free Fund
         provided a total return of -1.16%2 for the six months ended June 30,
         1996, a period marked by rising interest rates and falling bond
         prices. The Fund's performance was better than the -1.40% average
         return for the Lipper New York Municipal Debt category.1 New York
         Tax-Free Fund also outperformed its category over the past 12
         months.

(bullet) In view of the weak bond market, we managed the Fund conservatively,
         maintaining an average maturity and duration that was slightly
         shorter than that of the category.

(bullet) The environment for municipal bonds has improved compared to six
         months ago. Demand for tax-free bonds has been quite strong, supply
         has been lower than usual, and talk of tax reform has faded.

Current strategy

(bullet) We are focusing more of the portfolio on higher-yielding municipal
         bonds, which have benefited from strong investor demand and can help
         contribute to the Fund's dividend income.

(bullet) We continue to diversify the Fund in a wide range of industries and
         sectors, including education, housing, hospitals, and airports.

(bullet) The Fund remains conservatively positioned, as interest rates may
         remain volatile because of the upcoming elections and uncertainty
         about the strength of the economy.

(bullet) The Fund holds primarily high-quality bonds, with an average credit
         quality of AA.

(1)The Lehman Brothers Municipal Bond Index is a commonly used measure of
municipal bond market performance. The Standard & Poor's 500 Composite Index
(S&P 500) includes 500 widely traded common stocks and is a commonly used
indicator of U.S. stock market performance. The indices are unmanaged and do
not take sales charges into account. Direct investment in the indices is not
possible; results are for illustrative purposes only. Lipper New York
Municipal Debt category does not reflect sales charges and includes 100
Funds.

(2)-1.53% for Class B shares; -1.04% for Class C shares; -1.41% for Class D
shares. Results do not reflect sales charges.

(3) All returns represent past performance, which is no guarantee of future
results. The investment return and principal value of an investment made in
the Fund will fluctuate and shares, when redeemed, may be worth more or less
than their original cost. All returns assume reinvestment of capital gain
distributions and income dividends. Performance for a class includes periods
prior to the adoption of class designations. Performance prior to class
designations in 1993 does not reflect annual 12b-1 fees of .25% for "A"
shares and 1% for "B" and "D" shares, which will reduce subsequent
performance. "C" shares, offered without a sales charge, are available only
to certain employee benefit plans and large institutions.

(4)Performance reflects maximum 4.5% "A" share front-end or 5% "B" share or
1% "D" share contingent deferred sales charges.

(5)Cumulative total returns are not annualized and do not reflect sales
charges, which, if reflected, would reduce performance.

Please note that the discussion throughout
this shareholder report is dated as indicated
and, because of possible changes in view-
point, data and transactions, should not be
relied upon as being current thereafter.

SEC Average Annual Compound Rates of Return
(at maximum applicable sales charge)(3,4)

              Life of Fund
             (since 7/5/89)          5 years               1 year
- --------    -----------------   -----------------    ------------------
Class A        +6.05%/+5.50%       +6.46%/+6.14%        +1.00%/+0.75%
- --------     ---------------      ---------------     -----------------
Class B        +6.40%/+5.86%       +6.65%/+6.33%        -0.02%/-0.28%
- --------     ---------------      ---------------     -----------------
Class C        +6.88%/+6.34%       +7.63%/+7.32%        +6.02%/+5.75%
- --------     ---------------      ---------------     -----------------
Class D        +6.42%/+5.87%       +6.98%/+6.66%        +3.97%/+3.71%

Cumulative Total Returns

(do not reflect sales charge)3,5

            Life of Fund
               (since
               7/5/89)         5 years          1 year
- --------     ------------    ------------   --------------
Class A  +57.99%/+52.33% +43.24%/+41.08%     +5.76%/+5.50%
- --------      ----------      ----------      ------------
Class B  +54.42%/+48.88% +40.00%/+37.89%     +4.98%/+4.72%
- --------      ----------      ----------      ------------
Class C  +59.36%/+53.73% +44.48%/+42.38%     +6.02%/+5.75%
- --------      ----------      ----------      ------------
Class D  +54.57%/+49.03% +40.14%/+38.02%     +4.97%/+4.71%

SEC Yield
=========    ============
Class A       4.76%/4.18%
- ---------      ----------
Class B       4.24%/3.74%
- ---------      ----------
Class C       5.22%/4.73%
- ---------      ----------
Class D       4.23%/3.73%

SEC yield is calculated according to Securities and Exchange Commission
requirements and is based on the net investment income produced for the 30
days ended June 30, 1996. A small portion of the Fund's income may be subject
to federal, state and local income tax, and/or alternative minimum tax.
Investors should consult their tax adviser.

Performance results for the Fund are increased by the Distributor's voluntary
reduction of Fund fees and expenses. The first figure reflects expense
reduction; the second shows what results would have been without
subsidization.

- ---------------------------------[Pie Chart]---------------------------------

                           Bond Quality Ratings
                           (by percentage of net assets)

                             AAA            28%
                             BBB            25%
                             A              18%
                             AA             16%
                             BB/Not rated   13%

                      As rated by Standard & Poor's Corporation
                      or Moody's Investors Service, Inc.
                      or unrated but equivalent.

 -----------------------------------------------------------------------------
<PAGE>

Investment Portfolio
June 30, 1996 (Unaudited)

                                 Principal     Maturity        Value
                                   Amount        Date         (Note 1)
- -----------------------------     ---------    ----------   ------------
MUNICIPAL BONDS 98.3%
General Obligation 19.6%
The City of New York, General
  Obligation Bonds, Fiscal
  1992 Series H, 7.00%          $1,500,000     2/01/2005     $1,581,180
City of New York, General
  Obligation Bonds, Fiscal
  1995 Series F, 6.375%          2,000,000     2/15/2006      2,029,220
City of Niagara Falls,
  Niagara County, New York,
  Water Treatment Plant
  Bonds, 1994 (AMT), MBIA
  Insured, 8.50%                 1,000,000    11/01/2006      1,260,100
County of Onondaga, New York,
  General Improvement
  (Serial) Bonds, 1992, 5.70%    2,000,000     4/01/2007      2,091,400
City of Syracuse, Onondaga
  County, New York, Public
  Improvement Refunding
  Bonds, Series 1993 A,
  5.125%                         1,750,000     2/15/2009      1,721,965
State of New York, General
  Obligation Bonds, 5.50%        2,000,000     3/01/2011      1,968,220
Town of Brookhaven, Suffolk
  County, New York, Public
  Improvement Bonds, Serial
  1995, FGIC Insured, 5.50%      1,000,000    10/01/2012        984,090
County of Nassau, New York,
  General Obligation
  Refunding Bonds, Series G,
  MBIA Insured, 5.45%            1,140,000     1/15/2015      1,100,032
Commonwealth of Puerto Rico,
  General Obligation Public
  Improvement Refunding
  Bonds, Series 1995A, MBIA
  Insured, 5.65%                 1,000,000     7/01/2015      1,005,790
                                                              ----------
                                                             13,741,997
                                                              ----------
Certificates of Participation 1.8%
City of Syracuse, New York,
  (Syracuse Hancock
  International Airport),
  Certificates of
  Participation, Series 1992,
  Subject to AMT, 6.60%         $1,185,000     1/01/2006     $1,286,614
                                                              ----------
College & University 4.9%
Dormitory Authority of the
  State of New York, Mt.
  Sinai School of Medicine,
  Series B, MBIA Insured,
  5.70%                          1,000,000     7/01/2011      1,022,290
Dormitory Authority of the
  State of New York, Canisius
  College, Revenue Bonds,
  Series 1995, CapMAC
  Insured, 0.00%                 1,550,000     7/01/2013        570,369
Dormitory Authority of the
  State of New York, City
  University System
  Consolidated, Third General
  Resolution, Revenue Bonds,
  Series 1995 1, AMBAC
  Insured, 5.375%                2,000,000     7/01/2025      1,868,100
                                                              ----------
                                                              3,460,759
                                                              ----------
Escrowed Bonds 1.9%
Dormitory Authority of the
  State of New York, Judicial
  Facilities Lease Revenue
  Bonds, (Suffolk County
  Issue) Series 1986, 7.375%     1,110,000     7/01/2016      1,300,720
                                                              ----------
Hospital/Health Care 2.5%
Dormitory Authority of the
  State of New York, Nyack
  Hospital Revenue Bonds,
  Series 1996, 6.00%             1,500,000     7/01/2006      1,492,200
New York State Medical Care
  Facilities Finance Agency,
  Mental Health Services
  Facilities Improvement
  Revenue Bonds, 1990 Series
  A, 7.75%                         230,000     8/15/2010        252,591
                                                              ----------
                                                              1,744,791
                                                              ----------
The accompanying notes are an integral part of the financial
  statements.

                                      2
<PAGE>

Industrial Development & Pollution Control 7.8%
Herkimer County Industrial
  Development Agency,
  Industrial Development
  Revenue Bonds, (Burrows
  Paper Corporation Solid
  Waste Disposal Facility),
  Series 1993, Subject to
  AMT, 8.00%                    $4,000,000     1/01/2009     $4,259,760
St. Lawrence County, New
  York, Industrial
  Development Civic
  Facilities Revenue Bonds,
  St. Lawrence University,
  MBIA Insured, 5.625%           1,200,000     7/01/2013      1,187,700
                                                              ----------
                                                              5,447,460
                                                              ----------
Lease Revenue 13.6%
Dormitory Authority of the
  State of New York, Judicial
  Facilities Lease Revenue
  Bonds, (Suffolk County
  Issue), Series 1991A, 9.25%    1,500,000     4/15/2006      1,671,945
Dormitory Authority of the
  State of New York, State
  University Educational
  Facilities, Revenue Bonds,
  Series A, 6.50%                1,000,000     5/15/2006      1,059,650
Puerto Rico Public Buildings
  Authority, Public Education
  and Health Facilities
  Refunding Bonds, Series M,
  5.60%                          2,000,000     7/01/2008      2,013,880
Lyons Community Health
  Initiatives Corp., Facility
  Revenue Bonds, Series 1994,
  6.55%                            470,000     9/01/2009        489,402
New York State Thruway
  Authority, Service Contract
  Revenue Bonds, 6.25%           1,000,000     4/01/2014      1,001,420
Dormitory Authority of the
  State of New York, State
  University Educational
  Facilities, Revenue Bonds,
  Series 1993 A, 5.50%           2,500,000     5/15/2019      2,316,125
 Lease Revenue (cont'd)
Lyons Community Health
  Initiatives Corp., (New
  York), Facility Revenue
  Bonds, Series 1994, 6.80%       $940,000     9/01/2024       $981,942
                                                              ----------
                                                              9,534,364
                                                              ----------
Life Care 5.1%
Orange County Industrial
  Development Agency, (The
  Glen Arden, Inc. Project),
  Life Care Community Revenue
  Bonds, Series 1994, 8.25%      2,000,000     1/01/2002      2,084,540
Tompkins County Industrial
  Development Agency, Life
  Care Community Revenue
  Bonds, 1994 (Kendal at
  Ithaca, Inc. Project),
  7.70%                          1,430,000     6/01/2011      1,481,980
                                                              ----------
                                                              3,566,520
                                                              ----------
Multi-Family Housing 1.5%
New York State Housing
  Finance Agency, Multi-
  Family Housing Revenue
  Bonds, (Secured Mortgage
  Program), 1992 Series F,
  Subject to AMT, 6.625%         1,000,000     8/15/2012      1,037,400
                                                              ----------
Power 2.8%
Power Authority of the State
  of New York, General
  Purpose Bonds, Series W,
  6.50%                          1,850,000     1/01/2008      2,032,577
                                                              ----------
Pre-Refunded Bonds 6.8%
City of Syracuse, Onondaga
  County, New York, Public
  Improvement Bonds, 1991,
  Pre-Refunded to 2/15/2001
  @ 102, 6.70%                     500,000     2/15/2006        546,920

The accompanying notes are an integral part of the financial
  statements.

                                      3
<PAGE>

Pre-Refunded Bonds (cont'd)
Grand Central District
  Management Association,
  Inc., Grand Central
  Business Improvement
  District, Capital
  Improvement Bonds, Series
  1992, Pre-Refunded to
  1/01/2002 @ 102, 6.50%        $1,000,000     1/01/2010     $1,094,120
Dormitory Authority of the
  State of New York, State
  University Educational
  Facilities, Revenue Bonds,
  Series 1990A, Pre-Refunded
  to 5/15/2000 @ 102, 7.70%        600,000     5/15/2012        674,076
New York City Municipal Water
  Finance Authority, Water
  and Sewer System Revenue
  Bonds, Fiscal 1991 Series
  C, FGIC Insured,
  Pre-Refunded to
  6/15/2001 @ 101.5, 7.00%         600,000     6/15/2016        666,042
County of Suffolk, New York,
  General Obligations, MBIA
  Insured, 1990 Series B,
  Pre-Refunded to
  4/01/2000 @ 102, 7.10%           425,000     4/01/2018        467,517
Orangetown Housing Authority,
  (Rockland County, New
  York), Housing Facilities
  Revenue Bonds (Orangetown
  Senior Housing Center-1990
  Series), Pre-Refunded to
  10/1/2000 @ 102, 7.50%           400,000    10/01/2020        449,168
Town of Clifton Park Water
  Authority, (New York),
  Water System Revenue Bonds,
  1991 Series A, FGIC
  Insured, Pre-Refunded to
  10/1/2001 @ 102, 6.375%          800,000    10/01/2026        876,840
                                                              ----------
                                                              4,774,683
                                                              ----------
Public Facilities 1.5%
Puerto Rico Public Buildings
  Authority, Government
  Facilities Revenue Bonds,
  Series A, AMBAC Insured,
  6.25%                         $1,000,000     7/01/2010     $1,077,610
                                                              ----------
Single-Family Housing 5.2%
State of New York Mortgage
  Agency, Homeowner Mortgage
  Revenue Bonds, Series 55,
  5.95%                          1,550,000    10/01/2017      1,531,415
State of New York Mortgage
  Agency, Homeowner Mortgage
  Revenue Bonds, Series 45,
  7.20%                          2,000,000    10/01/2017      2,117,760
                                                              ----------
                                                              3,649,175
                                                              ----------
Structured Financings 2.2%
The Port Authority of New
  York and New Jersey,
  Special Project Bonds,
  Series 4, KIAC Partners
  Project, Subject to AMT,
  6.75%                          1,500,000    10/01/2011      1,510,965
                                                              ----------
Toll Roads/Turnpike Authorities 3.7%
Triborough Bridge and Tunnel
  Authority, General Purpose
  Revenue Bonds, Series 1994
  A, 6.00%                       2,500,000     1/01/2010      2,598,600
                                                              ----------
Transit/Highway 4.0%
New York State Thruway
  Authority, General Revenue
  Bonds, Series B, MBIA
  Insured, 5.00%                 2,000,000     1/01/2014      1,821,480
New York State Thruway
  Authority, Local Highway
  and Bridge Service Contract
  Bonds, Series 1994, MBIA
  Insured, 5.875%                1,000,000     4/01/2014        956,920
                                                              ----------
                                                              2,778,400
                                                              ----------

The accompanying notes are an integral part of the financial
  statements.

                                      4
<PAGE>

Water & Sewer 13.4%
New York City Municipal Water
  Finance Authority, Water
  and Sewer System Revenue
  Bonds, Fiscal 1993 Series
  A, 6.00%                      $3,000,000     6/15/2009     $3,146,040
New York State Environmental
  Facilities Corporation,
  State Water Pollution
  Control, Revolving Fund
  Revenue Bonds, Series 1994
  A, (New York City Municipal
  Water Finance Authority
  Project), (Second
  Resolution Bonds), 5.75%       2,000,000     6/15/2009      2,058,900
New York State Environmental
  Facilities Corporation,
  State Water Pollution
  Control, Revolving Fund
  Revenue Bonds, Series 1994
  D, (Pooled Loan Issue),
  6.70%                          2,000,000    11/15/2009      2,195,780
Commonwealth of Puerto Rico,
  Aqueduct and Sewer
  Authority, General Revenue
  Bonds, 6.25%                   1,000,000     7/01/2012      1,055,050
Water Authority of Western
  Nassau County, New York,
  Water System Revenue Bonds,
  Series 1996, AMBAC Insured,
  5.50%                          1,000,000     5/01/2016        967,120
                                                              ----------
                                                              9,422,890
                                                              ----------
Total Municipal Bonds (Cost $66,833,204)                     68,965,525
                                                              ----------
SHORT-TERM OBLIGATIONS 2.7%
Babylon, New York, Industrial
  Development Agency, (Ogden
  Martin Systems of Babylon
  Project), General Revenue
  Bonds, 3.00%                  $1,900,000    12/01/2024++   $1,900,000
                                                              ----------
Total Short-Term Obligations (Cost $1,900,000)                1,900,000
                                                              ----------
Total Investments (Cost $68,733,204)--101.0%                 70,865,525
Cash and Other Assets, Less Liabilities--(1.0)%                (673,638)
                                                              ----------
Net Assets--100.0%                                          $70,191,887
                                                              ==========

Federal Income Tax Information:
At June 30, 1996, the net unrealized
  appreciation of investments based
  on cost for Federal income tax
  purposes of $68,733,204 was as
  follows:
Aggregate gross unrealized
  appreciation for all investments in
  which there is an excess of value
  over tax cost                          $2,239,095
Aggregate gross unrealized
  depreciation for all investments in
  which there is an excess of
  tax cost over value                      (106,774)
                                           ---------
                                         $2,132,321
                                           =========

++Interest rate on this obligation may reset daily.
Futures contracts open at June 30, 1996 are as follows:


                                          Expiration          Unrealized
Type                    Par Value            Month           Depreciation
- -------------------     ----------    --------------------   -------------
Municipal Bond
  Index               $10,000,000     September, 1996          $(15,625)

The accompanying notes are an integral part of the financial
  statements.

                                      5
<PAGE>

Statement of Assets and Liabilities
June 30, 1996 (Unaudited)


Assets
Investments, at value (Cost $68,733,204) (Note 1)         $70,865,525
Cash                                                           61,760
Interest receivable                                         1,321,138
Receivable for fund shares sold                                39,955
Receivable from Distributor (Note 3)                           23,042
Other assets                                                    1,493
                                                            ----------
                                                           72,312,913
Liabilities
Payable for securities purchased                            1,857,625
Dividends payable                                              64,190
Accrued transfer agent and shareholder services (Note
  2)                                                           43,095
Accrued management fee (Note 2)                                31,411
Payable for fund shares redeemed                               28,842
Accrued distribution and service fees (Note 5)                 16,798
Accrued trustees' fees (Note 2)                                 4,440
Other accrued expenses                                         74,625
                                                            ----------
                                                            2,121,026
                                                            ----------
Net Assets                                                $70,191,887
                                                            ==========
Net Assets consist of:
 Distribution in excess of net investment income             $(23,778)
 Unrealized appreciation of investments                     2,132,321
 Unrealized depreciation of futures contracts                 (15,625)
 Accumulated net realized loss                             (1,136,093)
 Shares of beneficial interest                             69,235,062
                                                            ----------
                                                          $70,191,887
                                                            ==========
Net Asset Value and redemption price per share of
  Class A shares ($19,364,588 / 2,438,848 shares of
  beneficial interest)                                          $7.94
                                                                 =====
Maximum Offering Price per share of Class A shares
  ($7.94 / .955)                                                $8.31
                                                                 =====
Net Asset Value and offering price per share of
  Class B shares ($15,279,166 / 1,924,560 shares of
  beneficial interest)*                                         $7.94
                                                                 =====
Net Asset Value, offering price and redemption price
  per share of Class C shares ($34,955,002 / 4,398,517
  shares of beneficial interest)                                $7.95
                                                                 =====
Net Asset Value and offering price per share of
  Class D shares ($593,131 / 74,653 shares
  of beneficial interest)*                                      $7.95
                                                                 =====

* Redemption price per share for Class B and Class D is equal to net asset
  value less any applicable contingent deferred sales charge.

Statement of Operations
For the six months ended June 30, 1996 (Unaudited)

Investment Income
Interest                                                $2,050,931
Expenses
Management fee (Note 2)                                    196,868
Transfer agent and shareholder services (Note 2)            73,734
Custodian fee                                               52,426
Reports to shareholders                                     18,580
Audit fee                                                   11,748
Trustees' fees (Note 2)                                      8,743
Legal fees                                                   8,196
Service fee--Class A (Note 5)                               24,279
Distribution and service fees--Class B (Note 5)             75,291
Distribution and service fees--Class D (Note 5)              3,090
Registration fees                                            1,006
Miscellaneous                                                7,587
                                                         ----------
                                                           481,548
Expenses borne by the Distributor (Note 3)                 (71,768)
                                                         ----------
                                                           409,780
                                                         ----------
Net investment income                                    1,641,151
                                                         ----------
Realized and Unrealized Gain (Loss) on
  Investments and Futures Contracts
Net realized loss on investments (Notes 1 and 4)          (694,346)
Net realized gain on futures contracts (Note 1)            259,446
                                                         ----------
  Total net realized loss                                 (434,900)
                                                         ----------
Net unrealized depreciation of investments              (2,057,322)
Net unrealized depreciation of futures contracts           (15,625)
                                                         ----------
  Total net unrealized depreciation                     (2,072,947)
                                                         ----------
Net loss on investments and futures contracts           (2,507,847)
                                                         ----------
Net decrease in net assets resulting from
  operations                                             $(866,696)
                                                         ==========

The accompanying notes are an integral part of the financial
  statements.

                                      6
<PAGE>

Statement of Changes in Net Assets

                                  Six months
                                     ended
                                   June 30,         Year ended
                                     1996          December 31,
                                  (Unaudited)          1995
- -----------------------------     ------------   ----------------
Increase (Decrease) in Net Assets
Operations:
Net investment income              $1,641,151       $3,725,102
Net realized gain (loss) on
  investments and futures
  contracts*                         (434,900)       2,462,016
Net unrealized appreciation
  (depreciation) of
  investments and futures
  contracts                        (2,072,947)       4,123,535
                                   ----------      --------------
Net increase (decrease)
  resulting from operations          (866,696)      10,310,653
                                   ----------      --------------
Dividends from net investment
  income:
 Class A                             (472,054)      (1,009,558)
 Class B                             (309,371)        (589,598)
 Class C                             (930,295)      (2,182,901)
 Class D                              (12,651)         (33,292)
                                   ----------      --------------
                                   (1,724,371)      (3,815,349)
                                   ----------      --------------
Net decrease from fund share
  transactions (Note 7)            (1,751,382)      (3,830,608)
                                   ----------      --------------
Total increase (decrease) in
  net assets                       (4,342,449)       2,664,696
Net Assets
Beginning of period                74,534,336       71,869,640
                                   ----------      --------------
End of period (including
  (overdistributed)
  undistributed net
  investment income of
  $(23,778) and $59,442,
  respectively)                   $70,191,887      $74,534,336
                                   ==========      ==============
* Net realized gain (loss)
  for Federal income tax
  purposes (Note 1)                 $(434,900)      $1,435,929
                                   ==========      ==============

Notes to Unaudited Financial Statements

Note 1

State Street Research New York Tax-Free Fund (the "Fund"), is a series of
State Street Research Tax-Exempt Trust (the "Trust"), which was organized as
a Massachusetts business trust in December, 1985 and is registered under the
Investment Company Act of 1940, as amended, as an open-end management
investment company. The Fund commenced operations in July, 1989. Two series
of the Trust are publicly offered: State Street Research New York Tax-Free
Fund and State Street Research Tax-Exempt Fund.

The investment objective of the Fund is to seek a high level of interest
income exempt from federal income taxes and New York State and New York City
personal income taxes. To achieve its investment objective, the Fund intends
to invest primarily in securities which are issued by or on behalf of New
York State or its political subdivisions and by other governmental entities.

The Fund offers four classes of shares. Class A shares are subject to an
initial sales charge of up to 4.50% and pay a service fee equal to 0.25% of
average daily net assets. Investments of $1 million or more in Class A
shares, which are not subject to any initial sales charge, are subject to a
1.00% contingent deferred sales charge if redeemed within one year of
purchase. Class B shares are subject to a contingent deferred sales charge on
certain redemptions made within five years of purchase and pay annual
distribution and service fees of 1.00%. Class B shares automatically convert
into Class A shares (which pay lower ongoing expenses) at the end of eight
years after the issuance of the Class B shares. Class C shares are only
offered to certain employee benefit plans and large institutions. No sales
charge is imposed at the time of purchase or redemption of Class C shares.
Class C shares do not pay any distribution or service fees. Class D shares
are subject to a contingent deferred sales charge of 1.00% on any shares
redeemed within one year of their purchase. Class D shares also pay annual
distribution and service fees of 1.00%. The Fund's expenses are borne
pro-rata by each class, except that each class bears expenses, and has
exclusive voting rights with respect to provisions of the Plan of
Distribution, related specifically to that class. The Trustees declared
separate dividends on each class of shares.

The following significant accounting policies are consistently followed by
the Fund in preparing its financial statements, and such policies are in
conformity with generally accepted accounting principles for investment
companies.

A. Investment Valuation

Tax-exempt securities are valued by a pricing service, which utilizes market
transactions, quotations from dealers, and various relationships among
securities in determining value. Short-term obligations are valued at
amortized cost. Other securities, if any, are valued at their fair value as
determined in accordance with established methods consistently applied.

B. Security Transactions

Security transactions are accounted for on the trade date (date the order to
buy or sell is executed). Realized gains or losses are reported on the basis
of identified cost of securities delivered.

The accompanying notes are an integral part of the financial
  statements.

                                      7
<PAGE>

C. Net Investment Income

Net investment income is determined daily and consists of interest accrued
and discount earned, less amortization of premium and the estimated daily
expenses of the Fund. Interest income is accrued daily as earned. The Fund is
charged for expenses directly attributable to it, while indirect expenses are
allocated between both funds in the Trust.

D. Dividends

Dividends are declared daily by the Fund based upon projected net investment
income and paid or reinvested monthly. Net realized capital gains, if any,
are distributed annually, unless additional distributions are required for
compliance with applicable tax regulations.

Income dividends and capital gain distributions are determined in accordance
with Federal income tax regulations which may differ from generally accepted
accounting principles.

E. Federal Income Taxes

No provision for Federal income taxes is necessary because the Fund has
elected to qualify under Subchapter M of the Internal Revenue Code and its
policy is to distribute all of its taxable income, including net realized
capital gains, within the prescribed time periods. At December 31, 1995, the
Fund had a capital loss carryforward of $701,193 available, to the extent
provided in regulations, to offset future capital gains, if any, which
expires on December 31, 2002.

F. Futures Contracts

The Fund may enter into futures contracts as a hedge against unfavorable
market conditions and to enhance income. The Fund will not purchase any
futures contract if, after such purchase, more than one-third of net assets
would be represented by long futures contracts. The Fund will limit its risks
by entering into a futures position only if it appears to be a liquid
investment.

Upon entering into a futures contract, the Fund deposits with the selling
broker sufficient cash or U.S. Government securities to meet the minimum
"initial margin" requirements. Thereafter, the Fund receives from or pays to
the broker cash or U.S. Government securities equal to the daily fluctuation
in value of the contract ("variation margin"), which is recorded as
unrealized gain or loss. When the contract is closed, the Fund records a
realized gain or loss equal to the differences between the value of the
contract at the time it was opened and the value at the time it was closed.

G. Estimates

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of income and expenses during the reporting period.
Actual results could differ from those estimates.

Note 2

The Trust and State Street Research & Management Company (the "Adviser"), an
indirect wholly owned subsidiary of Metropolitan Life Insurance Company
("Metropolitan"), have entered into an agreement under which the Adviser
earns monthly fees at an annual rate of 0.55% of the Fund's average daily net
assets. In consideration of these fees, the Adviser furnishes the Fund with
management, investment advisory, statistical and research facilities and
services. The Adviser also pays all salaries, rent and certain other expenses
of management. During the six months ended June 30, 1996, the fees pursuant
to such agreement amounted to $196,868.

State Street Research Shareholder Services, a division of State Street
Research Investment Services, Inc., the Trust's principal underwriter (the
"Distributor"), an indirect wholly owned subsidiary of Metropolitan, provides
certain shareholder services to the Fund such as responding to inquiries and
instructions from investors with respect to the purchase and redemption of
shares of the Fund. During the six months ended June 30, 1996 the amount of
such expenses was $15,630.

The fees of the Trustees not currently affiliated with the Adviser amounted
to $8,743 during the six months ended June 30, 1996.

Note 3

The Distributor and its affiliates may from time to time and in varying
amounts voluntarily assume some portion of fees or expenses relating to the
Fund. During the six months ended June 30, 1996, the amount of such expenses
assumed by the Distributor and its affiliates was $71,768.

Note 4

For the six months ended June 30, 1996, purchases and sales of securities,
exclusive of short-term obligations, aggregated $47,237,124 and $50,836,444,
respectively.

Note 5

The Trust has adopted a Plan of Distribution Pursuant to Rule 12b-1 (the
"Plan") under the Investment Company Act of 1940, as amended. Under the Plan,
the Fund pays annual service fees to the Distributor at a rate of 0.25% of
average daily net assets for Class A, Class B and Class D shares. In
addition, the Fund pays annual distribution fees of 0.75% of average daily
net assets for Class B and Class D shares. The Distributor uses such payments
for personal services and/or the maintenance or servicing of shareholder
accounts, to reimburse securities dealers for distribution and marketing
services, to furnish ongoing assistance to investors and to defray a portion
of its distribution and marketing expenses. For the six months ended June 30,
1996, fees pursuant to such plan amounted to $24,279, $75,291 and $3,090 for
Class A, Class B and Class D, respectively.

The Fund has been informed that the Distributor and MetLife Securities, Inc.,
a wholly owned subsidiary of Metropolitan, earned initial sales charges
aggregating $8,878 and $62,786, respectively, on sales of Class A shares of
the Fund during the six months ended June 30, 1996, and that MetLife
Securities, Inc. earned commissions aggregating $61,174 on sales of Class B
shares, and that the Distributor collected contingent deferred sales charges
aggregating $21,069 on redemptions of Class B shares during the same period.



                                      8
<PAGE>

Note 6

Under normal circumstances at least 80% of the Fund's net assets will be
invested in New York Municipal Obligations. New York State and New York City
face potential economic problems due to various financial, social, economic
and political factors which could seriously affect their ability to meet
continuing obligations for principal and interest payments. Also, the Fund is
able to invest up to 25% of total assets in a single industry. Accordingly,
the Fund's investments may be subject to greater risk than those in a fund
with more restrictive concentration limits.

At June 30, 1996, investments totalling 12.6% of the Fund's net assets were
insured as to the timely payment of principal and interest by Municipal Bond
Investors Assurance Corp. (MBIA).

Note 7

The Trustees have the authority to issue an unlimited number of shares of
beneficial interest, $.001 par value per share. At June 30, 1996,
Metropolitan owned 61,186 Class D shares and the Distributor owned one Class
C share of the Fund.

Share transactions were as follows:

                         Six months ended
                          June 30, 1996                 Year ended
                           (Unaudited)              December 31, 1995
                      -----------------------   -------------------------
Class A               Shares        Amount        Shares        Amount
 -----------------    --------    -----------    --------   -------------
Shares sold           332,139     $2,663,023      659,418     $5,224,381
Issued upon
  reinvestment of
  dividends            47,174        377,996      102,754        817,666
Shares
  repurchased        (376,786)    (3,033,641)    (745,045)    (5,906,953)
                        ------      ---------      ------      -----------
Net increase            2,527         $7,378       17,127       $135,094
                        ======      =========      ======      ===========
Class B                Shares        Amount       Shares      Amount
 -----------------      ------      ---------      ------      -----------
Shares sold           253,944     $2,033,665      412,260     $2,896,528
Issued upon
  reinvestment of
  dividends            30,189        241,917       58,893        434,274
Shares
  repurchased        (192,947)    (1,537,816)    (249,652)    (1,557,767)
                        ------      ---------      ------      -----------
Net increase           91,186       $737,766      221,501     $1,773,035
                        ======      =========      ======      ===========
Class C                Shares        Amount       Shares      Amount
 -----------------      ------      ---------      ------      -----------
Shares sold             2,606        $21,155       24,846       $199,861
Issued upon
  reinvestment of
  dividends            87,711        708,058      208,442      1,655,838
Shares
  repurchased        (397,772)    (3,190,854)    (934,625)    (7,406,811)
                        ------      ---------      ------      -----------
Net decrease         (307,455)   $(2,461,641)    (701,337)   $(5,551,112)
                        ======      =========      ======      ===========
Class D                Shares        Amount       Shares      Amount
 -----------------      ------      ---------      ------      -----------
Shares sold               629         $5,120        4,415        $35,225
Issued upon
  reinvestment of
  dividends               321          2,575          880          6,996
Shares
  repurchased          (5,330)       (42,580)     (28,950)      (229,846)
                        ------      ---------      ------      -----------
Net decrease           (4,380)      $(34,885)     (23,655)     $(187,625)
                        ======      =========      ======      ===========

                                      9
<PAGE>

For a share outstanding throughout each period:

                                           Class A
                        ---------------------------------------------
                                            Year ended December 31
                                        -----------------------------
                         Six months
                            ended
                          June 30,
                            1996
                         (Unaudited)     1995       1994      1993**
 --------------------    ------------    ------    -------   --------
Net asset value,
  beginning of
  period                     $8.23        $7.53     $8.43       $8.20
Net investment
  income*                      .18          .40       .40         .22
Net realized and
  unrealized gain
  (loss)
  on investments              (.28)         .71      (.90)        .25
Dividends from net
  investment income           (.19)        (.41)     (.39)       (.22)
Distributions from
  net realized gains          --           --        (.01)       (.02)
                           ----------      ----      -----      ------
Net asset value, end
  of period                  $7.94        $8.23     $7.53       $8.43
                           ==========      ====      =====      ======
Total return                 (1.16)%+++   15.11%+   (6.04)%+     5.79%+++
Net assets at end of
  period (000s)            $19,365      $20,043   $18,214     $15,175
Ratio of operating
  expenses to
  average net
  assets*                     1.10%++      1.10%     1.10%       1.10%++
Ratio of net
  investment income
  to average net
  assets*                     4.62%++      5.07%     5.07%       4.68%++
Portfolio turnover
  rate                       66.55%      109.74%    64.80%      33.11%
*Reflects voluntary
 assumption of fees
 or expenses per
 share in each
 period (Note 3).             $.01         $.02      $.03        $.01

                                               Class B
                            ---------------------------------------------
                                               Year ended December 31
                             ------------   -----------------------------
                             Six months
                               ended
                              June 30,
                                1996
                            (Unaudited)      1995      1994       1993**
- ------------------------     ------------    ------    -------   --------
Net asset value,
  beginning of period          $8.23         $7.53     $8.43      $8.20
Net investment income*           .15           .34       .34        .19
Net realized and
  unrealized gain (loss)
  on investments                (.28)          .71      (.90)       .25
Dividends from net
  investment income             (.16)         (.35)     (.33)      (.19)
Distributions from net
  realized gains                 --           --        (.01)      (.02)
                              ----------      ----      -----      ------
Net asset value, end of
  period                       $7.94         $8.23     $7.53      $8.43
                              ==========      ====      =====      ======
Total return                   (1.53)%+++    14.26%+   (6.74)%+    5.35%+++
Net assets at end of
  period (000s)              $15,279       $15,084   $12,131     $7,567
Ratio of operating
  expenses to average
  net assets*                   1.85%++       1.85%     1.85%      1.85%++
Ratio of net investment
  income to average net
  assets*                       3.87%++       4.32%     4.34%      3.93%++
Portfolio turnover rate        66.55%       109.74%    64.80%     33.11%
*Reflects voluntary
 assumption of fees or
 expenses per share in
 each period (Note 3).          $.01          $.02      $.03       $.01

<TABLE>
<CAPTION>
                                                              Class C
                                 -----------------------------------------------------------------
                                                              Year ended December 31
                                                 -------------------------------------------------
                                  Six months
                                     ended
                                   June 30,
                                     1996
                                  (Unaudited)     1995       1994      1993      1992       1991
- -----------------------------     ------------    ------    -------    ------    ------   --------
<S>                                 <C>         <C>        <C>       <C>       <C>        <C>
Net asset value,
  beginning of period                 $8.24       $7.54      $8.44     $7.84     $7.61      $7.11
Net investment income*                  .20         .42        .42       .42       .44        .45
Net realized and unrealized
  gain (loss) on investments           (.29)        .71       (.90)      .62       .23        .51
Dividends from net investment
  income                               (.20)       (.43)      (.41)     (.42)     (.44)      (.46)
Distributions from net
  realized gains                         --          --       (.01)     (.02)       --         --
                                   ----------      ----      -----      ----      ----      ------
Net asset value, end of
  period                              $7.95       $8.24      $7.54     $8.44     $7.84      $7.61
                                   ==========      ====      =====      ====      ====      ======
Total return                          (1.04)%+++  15.37%+    (5.79)%+  13.46%+    9.08%+    13.88%+
Net assets at end of period
  (000s)                            $34,955     $38,757    $40,750   $56,515   $41,558    $21,512
Ratio of operating expenses
  to average net assets*               0.85%++     0.85%      0.85%     0.85%     0.85%      0.85%
Ratio of net investment
  income to average net
  assets*                              4.87%++     5.33%      5.29%     5.10%     5.71%      6.21%
Portfolio turnover rate               66.55%     109.74%     64.80%    33.11%    29.39%     30.24%
*Reflects voluntary
 assumption of fees or
 expenses per share in each
 period (Note 3).                      $.01        $.02       $.03      $.01      $.02       $.05
</TABLE>

                                             Class D
                          ---------------------------------------------
                                             Year ended December 31
                           ------------   -----------------------------
                           Six months
                              ended
                            June 30,
                              1996
                           (Unaudited)     1995       1994      1993**
- ----------------------     ------------    ------    -------   --------
Net asset value,
  beginning of period         $8.23        $7.53     $8.44      $8.20
Net investment income*          .15          .35       .34        .19
Net realized and
  unrealized gain
  (loss) on
  investments                  (.27)         .70      (.91)       .25
Dividends from net
  investment income            (.16)        (.35)     (.33)      (.18)
Distributions from net
  realized gains                 --           --      (.01)      (.02)
                            ----------      ----      -----      ------
Net asset value, end
  of period                   $7.95        $8.23     $7.53      $8.44
                            ==========      ====      =====      ======
Total return                  (1.41)%+++   14.25%+   (6.86)%+    5.46%+++
Net assets at end of
  period (000s)                $593         $651      $774       $821
Ratio of operating
  expenses to average
  net assets*                  1.85%++      1.85%     1.85%      1.85%++
Ratio of net
  investment income to
  average net assets*          3.87%++      4.35%     4.31%      3.94%++
Portfolio turnover
  rate                        66.55%      109.74%    64.80%     33.11%
*Reflects voluntary
 assumption of fees or
 expenses per share in
 each period (Note 3).         $.01         $.02      $.03       $.01

 **June 7, 1993 (commencement of share class designations) to December 31,
   1993.

 ++Annualized.

  +Total return figures do not reflect any front-end or contingent deferred
   sales charges. Total return would be lower if the Distributor and its
   affiliates had not voluntarily assumed a portion of the Fund's expenses.

+++Represents aggregate return for the period without annualization and does
   not reflect any front-end or contingent deferred sales charges. Total
   return would be lower if the Distributor and its affiliates had not
   voluntarily assumed a portion of the Fund's expenses.


                                      10
<PAGE>

Report on Special Meeting of Shareholders

A Special Meeting of Shareholders of the State Street Research New York
Tax-Free Fund ("Fund"), along with shareholders of other series of State
Street Research Tax-Exempt Trust ("Meeting"), was convened on April 19, 1996.
The results of the Meeting are set forth below.

                                                              Votes (millions
                                                                of shares)
                                                             ----------------
                                                             For     Withheld
                                                              ---   ---------
1. The following persons were elected as Trustees:
   Edward M. Lamont                                          25.9      1.0
   Robert A. Lawrence                                        25.9      1.0
   Dean O. Morton                                            25.9      1.0
   Thomas L. Phillips                                        25.9      1.0
   Toby Rosenblatt                                           25.9      1.0
   Michael S. Scott Morton                                   25.9      1.0
   Ralph F. Verni                                            25.8      1.1
   Jeptha H. Wade                                            25.9      1.0

                                                          Votes (millions of
                                                               shares)
                                                         -------------------
                                                        For Against   Abstain
                                                          -    ----   ------
2. The Fund's following investment policies were
   reclassified from fundamental to nonfundamental:

   a. The policy regarding investments in securities
      of companies with less than three (3) years'
      continuous operation                              3.8    0.5      0.5

   b. The policy regarding investments in illiquid
      securities.                                       3.8    0.5      0.6

3. The Fund's fundamental policy regarding
   investments in commodities and commodity contracts
   was amended.                                         3.8    0.5      0.6

4. The Fund's fundamental policies regarding
   diversification of investments were amended          4.0    0.4      0.5

5. The Master Trust Agreement was amended to permit
   the Trustees to reorganize, merge or liquidate a
   fund without prior shareholder approval.            20.0    3.7      3.3

6. The Master Trust Agreement was amended to
   eliminate specified time permitted between the
   record date and any shareholders meeting.           21.2    2.5      3.2

                                      11
<PAGE>

Fund Information

State Street Research
New York Tax-Free Fund
One Financial Center
Boston, MA 02111

Investment Adviser

State Street Research &
Management Company
One Financial Center
Boston, MA 02111

Distributor

State Street Research
Investment Services, Inc.
One Financial Center
Boston, MA 02111

Shareholder Services

State Street Research
Shareholder Services
P.O. Box 8408
Boston, MA 02266-8408
1-800-562-0032

Custodian

State Street Bank and
Trust Company
225 Franklin Street
Boston, MA 02110

Legal Counsel

Goodwin, Procter & Hoar LLP
Exchange Place
Boston, MA 02109

Officers


Ralph F. Verni
Chairman of the Board,
President and Chief
Executive Officer


Paul J. Clifford, Jr.
Vice President

John H. Kallis
Vice President

Thomas A. Shively
Vice President

Gerard P. Maus
Treasurer

Joseph W. Canavan
Assistant Treasurer

Douglas A. Romich
Assistant Treasurer

Francis J. McNamara, III
Secretary and General Counsel

Darman A. Wing
Assistant Secretary and
Assistant General Counsel

Amy L. Simmons
Assistant Secretary

Trustees

Ralph F. Verni
Chairman of the Board,
President, Chief Executive
Officer and Director,
State Street Research &
Management Company


Edward M. Lamont
Formerly in banking
(Morgan Guaranty Trust
Company of New York);
presently engaged in private
investments and civic affairs


Robert A. Lawrence
Partner, Saltonstall & Co.

Dean O. Morton
Retired; formerly Executive
Vice President, Chief
Operating Officer and Director,
Hewlett-Packard Company


Thomas L. Phillips
Retired; formerly Chairman of the Board
and Chief Executive
Officer, Raytheon Company

Toby Rosenblatt
President,
The Glen Ellen Company
Vice President,
Founders Investments Ltd.

Michael S. Scott Morton
Jay W. Forrester Professor of
Management, Sloan School of
Management, Massachusetts Institute of Technology

Jeptha H. Wade
Retired; formerly Of Counsel,
Choate, Hall & Stewart

                                      12
<PAGE>


[Back Cover]

State Street Research
New York Tax-Free Fund
One Financial Center
Boston, MA 02111

                                  Bulk Rate
                                 U.S. Postage
                                     PAID
                                 Brockton, MA
                                Permit No. 600

Questions? Comments?
Call us at 1-800-562-0032,
or write us at:
    State Street Research
    Shareholder Services
    P.O. Box 8408
    Boston, MA 02266-8408

[State Street Research logo]

This report is prepared for the general information of current shareholders
only. It is not authorized for use as sales material with prospective
investors.

The Dalbar awards recognize quality shareholder service and should not be
considered a rating of fund performance. The survey included mutual fund
complexes that volunteered or were otherwise selected to participate and was
not industry-wide.

CONTROL NUMBER: 3324-960821 (0997)SSR-LD

Cover Illustration by Dorothy Cullinan    NYTF-395D-896

<PAGE>

[Front Cover]

[State Street Research logo]

State Street Research
New York Tax-Free Fund

Semiannual Report
June 30, 1996

What's Inside

Investment Update:
About the Fund,
economy and markets

Fund Information:
Facts and figures

Plus, Complete Portfolio Holdings
and Financial Statements

 ----------------------------[Dalbar Award seal] ----------------------------

                                   Quality
                                Tested Service
                                     1995

                                    Dalbar
                            Honors Commitment To:
                                  Investors

                                For Excellence
                                      in
                             Shareholder Service

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

<PAGE>



State Street Research 
Tax-Exempt Fund 

Investment Update 

Investment Environment

The Economy

(bullet) The economy was stronger than expected in the first half of the
         year. This made it less likely that the Federal Reserve would cut
         interest rates further, jolted the bond market and pushed rates
         significantly higher.

(bullet) Despite stronger economic growth, inflation remained quite low.
         Energy and food prices jumped higher but, for the most part,
         consumer prices were well contained.

(bullet) Consumer confidence improved, perhaps the result of falling
         unemployment and rising average hourly wages.

The Markets

(bullet) Most bond sectors declined over the six months ended June 30, 1996.
         Municipal bonds, the type State Street Research Tax-Exempt Fund
         invests in, fared somewhat better than U.S. Treasury bonds. The
         Lehman Brothers Municipal Bond Index provided a return of -0.45% in
         the first half of 1996.1

(bullet) Stocks performed well through the first six months of 1996,
         rebounding from several market corrections. The Standard & Poor's
         500 Index provided a total return of +10.09% through June 30, 1996.1

The Fund

Over the past six months

(bullet) Class A shares of State Street Research Tax-Exempt Fund provided a
         total return of -2.23%2 for the six months ended June 30, 1996, a
         period marked by rising interest rates and falling bond prices. The
         Fund's performance was behind the -1.38% average return for the
         Lipper General Municipal Debt category.1 Over the past 12 months,
         Tax-Exempt Fund slightly outperformed the category.

(bullet) In view of the weak bond market, we managed the Fund conservatively,
         maintaining an average maturity and duration that was slightly
         shorter than that of the category.

(bullet) The environment for municipal bonds has improved compared to six
         months ago. Demand for tax-free bonds has been quite strong, supply
         has been lower than usual, and talk of tax reform has faded.

Current strategy

(bullet) We are focusing more of the portfolio on higher-yielding municipal
         bonds, which have benefited from strong investor demand and help
         contribute to the Fund's dividend income.

(bullet) We continue to diversify the Fund in a wide range of industries and
         sectors, including education, housing, hospitals, and airports.

(bullet) The Fund remains conservatively positioned, as interest rates may
         remain volatile because of the upcoming elections and uncertainty
         about the strength of the economy.

(bullet) The Fund holds primarily high-quality bonds, with an average credit
         quality of AA.

(1)The Lehman Brothers Municipal Bond Index is a commonly used measure of
municipal bond market performance. The Standard & Poor's 500 Composite Index
(S&P 500) includes 500 widely traded common stocks and is a commonly used
indicator of U.S. stock market performance. The indices are unmanaged and do
not take sales charges into account. Direct investment in the indices is not
possible; results are for illustrative purposes only. Lipper General
Municipal Debt category does not reflect sales charges and includes 239
funds.

(2)-2.61% for Class B shares; -2.13% for Class C shares; -2.61% for Class D
shares. Results do not reflect sales charges.

(3)All returns represent past performance, which is no guarantee of future
results. The investment return and principal value of an investment made in
the Fund will fluctuate and shares, when redeemed, may be worth more or less
than their original cost. All returns assume reinvestment of capital gain
distributions and income dividends. In March 1992, the Fund changed its
investment objective to eliminate requirements that specify that a percentage
of the Fund be invested in certain rating categories. Previously, it was
required to invest 80% in securities rated A, BBB, BB, or better, Past
performance, therefore, may not be indicative of future results. Performance
for a class includes periods prior to the adoption of class designations.
Performance for "B" and "D" shares prior to class designations in 1993
reflects annual 12b-1 fees of .25% and thereafter performance reflects annual
12b-1 fees of 1%, which will reduce subsequent performance. "C" shares,
offered without a sales charge, are available only to certain employee
benefit plans and large institutions.

(4)Performance reflects maximum 4.5% "A" share front-end or 5% "B" share or
1% "D" share contingent deferred sales charges.

(5)Cumulative total returns are not annualized and do not reflect sales
charges, which, if reflected, would reduce performance.

Please note that the discussion throughout
this shareholder report is dated as indicated
and, because of possible changes in view-
point, data and transactions, should not be relied upon as being current
thereafter.

Fund Information (all data are for periods ended June 30, 1996)

SEC Average Annual Compound Rates of Return

(at maximum applicable sales charge)(3,4)

            Life of Fund
               (since          5
              8/25/86)       years    1 year
- --------     ------------    ------   -------
Class A           +6.43%       +6.02%    +1.16%
- --------      ----------      ----      -----
Class B           +6.68%       +6.20%    +0.26%
- --------      ----------      ----      -----
Class C           +6.99%       +7.11%    +6.19%
- --------      ----------      ----      -----
Class D           +6.67%       +6.48%    +4.13%

Cumulative Total Returns
(do not reflect sales charge)3,5

            Life of Fund
               (since          5
              8/25/86)       years    1 year
- --------     ------------    ------   -------
Class A           +93.64%      +40.29%   +5.93%
- --------      ----------      ----      -----
Class B           +89.26%      +37.12%   +5.26%
- --------      ----------      ----      -----
Class C           +94.66%      +41.03%   +6.19%
- --------      ----------      ----      -----
Class D           +89.00%      +36.93%   +5.13%

SEC Yield
Class A      4.76%
- --------      ----
Class B      4.25%
- --------      ----
Class C      5.25%
- --------      ----
Class D      4.26%

SEC yield is calculated according to Securities and Exchange Commission
requirements and is based on the net investment income produced for the 30
days ended June 30, 1996. A small portion of the Fund's income may be subject
to state and local tax, and/or alternative minimum tax. Investors should
consult their tax adviser.

- ---------------------------------[Pie Chart]---------------------------------

                           Bond Quality Ratings
                           (by percentage of net assets)


                           AA             33%
                           AAA            24%
                           BBB            17%
                           BB/Not rated   14%
                           A              12%

                           As rated by Standard & Poor's Corporation
                           or Moody's Investors Service, Inc., or unrated but
                           equivalent.

<PAGE>

State Street Research Tax-Exempt Fund

Investment Portfolio
June 30, 1996 (Unaudited)

                                 Principal     Maturity         Value
                                   Amount        Date         (Note 1)
- -----------------------------     ---------    ----------   -------------
Municipal Bonds 100.3%
Arizona 2.3%
City of Phoenix, Arizona,
  General Obligation
  Refunding Bonds, Series
  1996A, 4.90%                  $2,495,000     7/01/2010     $2,322,495
Salt River Project
  Agricultural Improvement
  and Power District,
  Arizona, Salt River Project
  Electric System Refunding
  Revenue Bonds, 1993 Series
  C, 5.00%                       5,000,000     1/01/2016      4,514,900
                                                              -----------
                                                              6,837,395
                                                              -----------
California 12.2%
Redevelopment Agency of the
  City of San Jose, Merged
  Area Redevelopment Project,
  Tax Allocation Bonds, MBIA
  Insured, Series 1993, 6.00%    1,000,000     8/01/2007      1,057,170
South Orange County Public
  Financing Authority,
  Special Tax Revenue Bonds,
  1994 Series B (Junior Lien
  Bonds), 7.00%                    500,000     9/01/2007        502,070
City of Duarte, California,
  Certificates of
  Participation, (Hope
  National Medical Center),
  6.00%                            500,000     4/01/2008        490,870
State Public Works Board of
  the State of California,
  Lease Revenue Refunding
  Bonds, (The Regents of the
  University of California),
  1993 Series A, (Various
  University of California
  Projects), 5.40%               2,000,000     6/01/2008      1,977,420
Santa Clara County Financing
  Authority, (VMC Facility
  Replacement Project), 1994
  Series A Bonds, AMBAC
  Insured, 7.75%                 1,000,000    11/15/2008      1,208,900
California (cont'd)
South Orange County Public
  Financing Authority,
  Special Tax Revenue Bonds,
  1994 Series B (Junior Lien
  Bonds), 7.00%                 $1,000,000     9/01/2009     $1,000,580
Foothill/Eastern
  Transportation Corridor
  Agency, Series 1995A Senior
  Lien Convertible Capital
  Appreciation Bonds, 0.00%      1,695,000     1/01/2010      1,008,474
California Housing Finance
  Agency, Home Mortgage
  Revenue Bonds, 1991 Series
  G, Subject to AMT, 6.95%         260,000     8/01/2011        274,362
California Pollution Control
  Financing Authority,
  Pollution Control Refunding
  Revenue Bonds, (San Diego
  Gas & Electric Company),
  1996 Series A, 5.90%           2,000,000     6/01/2014      2,017,080
Sacramento Power Authority,
  Cogeneration Project
  Revenue Bonds, 1995 Series,
  6.50%                          1,300,000     7/01/2014      1,321,424
California Housing Finance
  Agency, Home Mortgage
  Revenue Bonds, 1994 Series
  G, 7.20%                       1,500,000     8/01/2014      1,575,495
Rancho California Water
  District Financing
  Authority, Revenue
  Refunding Bonds, AMBAC
  Insured, Series 1994, 5.00%    4,000,000     8/15/2014      3,639,640
City of Stockton,
  Revenue Certificates of
  Participation, 1995 Series
  A, (Wastewater Treatment
  Plant Expansion), FGIC
  Insured, 6.70%                 1,000,000     9/01/2014      1,083,220

The accompanying notes are an integral part of the financial statements.

                                      2
<PAGE>

California (cont'd)
California Educational
  Facilities Authority,
  Series 1994 Revenue Bonds
  (Southwestern University
  Project), 6.60%               $1,000,000    11/01/2014     $1,052,660
County of Madera,
  California, Certificates
  of Participation, (Valley
  Children's Hospital
  Project), Series 1995, MBIA
  Insured, 6.50%                 1,000,000     3/15/2015      1,083,930
California Pollution Control
  Financing Authority,
  Pollution Control Revenue
  Bonds, (San Diego Gas &
  Electric Company), 1991
  Series A, Subject to AMT,
  6.80%                            600,000     6/01/2015        655,950
Roseville Joint Union High
  School District, 1992
  General Obligation Bonds,
  Series B, FGIC Insured,
  0.00%                          1,000,000     8/01/2015        320,150
California Educational
  Facilities Authority,
  Revenue Bonds (University
  of Redlands), Series 1995,
  5.875%                         1,815,000    10/01/2015      1,787,067
Fresno Sewer Revenue Bonds,
  Series A-1, AMBAC Insured,
  5.25%                          5,100,000     9/01/2019      4,756,872
State of California
  Department of Water
  Resources, Central Valley
  Project Water System
  Revenue Bonds, Series H,
  6.90%                          2,500,000    12/01/2025      2,734,925
San Joaquin Hills
  Transportation Corridor
  Agency, (Orange County,
  California), Senior Lien
  Toll Road Revenue Bonds,
  7.00%                          1,000,000     1/01/2030      1,035,530
California (cont'd)
Foothill/Eastern
  Transportation Corridor
  Agency, Toll Road Revenue
  Bonds Series 1995A Senior
  Lien, 6.50%                   $6,000,000     1/01/2032     $5,999,940
                                                              -----------
                                                             36,583,729
                                                              -----------
Colorado 2.8%
City and County of Denver,
  Colorado, Department of
  Aviation, Airport System
  Revenue Bonds, Series
  1996B, MBIA Insured,
  Subject to AMT, 5.75%          3,500,000    11/15/2015      3,412,010
City of Colorado Springs,
  Colorado, Hospital Revenue
  and Refunding Bonds, Series
  1995, MBIA Insured, 6.00%      3,250,000    12/15/2015      3,292,835
Colorado Housing and Finance
  Authority, Single Family
  Program Senior and
  Subordinate Bonds, 1996
  Series B, 7.45%                1,500,000    11/01/2027      1,638,000
                                                              -----------
                                                              8,342,845
                                                              -----------
Connecticut 3.2%
State of Connecticut, Clean
  Water Fund Revenue Bonds,
  1991 Series, 7.00%             1,000,000     1/01/2011      1,096,900
State of Connecticut, Special
  Tax Obligation Bonds,
  Transportation
  Infrastructure Purposes,
  1991 Series A, 6.50%           1,500,000    10/01/2012      1,637,565
Connecticut Development
  Authority, Pollution
  Control Refunding Bonds,
  (Pfizer Inc. Project--1982
  Series), 6.55%                 2,500,000     2/15/2013      2,690,575
State of Connecticut Health
  and Educational Facilities
  Authority, Revenue Bonds,
  Quinnipiac College Issue,
  Series D, 6.00%                5,000,000     7/01/2013      4,139,948
                                                              -----------
                                                              9,564,988
                                                              -----------

The accompanying notes are an integral part of the financial statements.

                                      3
<PAGE>

Florida 6.8%
St. Johns County Industrial
  Development Authority,
  Industrial Development
  Revenue Bonds, Series
  1993A, (Vicar's Landing
  Project), 6.20%                 $500,000     2/15/2003       $507,255
Collier County Health
  Facilities Authority,
  Health Facility Refunding
  Revenue Bonds, (The
  Moorings Inc. Project),
  Series 1994, 6.00%               500,000    12/01/2005        503,535
Orlando Utilities Commission,
  Water and Electric
  Subordinated Revenue Bonds,
  Series C, 6.75%                8,950,000    10/01/2017     10,230,477
Martin County, Florida,
  Pollution Control Revenue
  Refunding Bonds, (Florida
  Power & Light Company
  Project), Series 1990, MBIA
  Insured, 7.30%                 1,250,000     7/01/2020      1,365,363
Orlando Utilities Commission,
  Water and Electric
  Subordinated Revenue Bonds,
  Series 1989C, Pre-Refunded
  to 10/1/99 @ 102, 7.00%*       1,000,000    10/01/2023      1,095,080
Volusia County Educational
  Facilities Authority,
  Educational Facilities
  Revenue Bonds, (Embry-
  Riddle Aeronautical
  University Project), Series
  1996A, 6.125%                  5,000,000    10/15/2026      4,914,900
Housing Authority of Lee
  County, Florida, Single
  Family Mortgage Revenue
  Bonds, (Multi-County
  Program), Series 1996A,
  Subseries 2, Subject to
  AMT, 7.50%                     1,500,000     9/01/2027      1,641,000
                                                              -----------
                                                             20,257,610
                                                              -----------
Georgia 3.8%
State of Georgia, General
  Obligation Bonds, Series
  1994D, 6.70%                   5,000,000     8/01/2009      5,638,900
Georgia (cont'd)
State of Georgia, General
  Obligation Bonds, Series
  1992B, 6.25%                  $4,300,000     3/01/2011     $4,630,283
State of Georgia, General
  Obligation Bonds, Series
  1994E, 6.75%                   1,000,000    12/01/2012      1,130,420
                                                              -----------
                                                             11,399,603
                                                              -----------
Hawaii 3.1%
State of Hawaii, General
  Obligation Bonds of 1991,
  Series BT, 6.125%*             2,000,000     2/01/2010      2,127,980
State of Hawaii, Airports
  System Revenue Bonds,
  Second Series of 1991, MBIA
  Insured, Subject to AMT,
  7.00%                          5,000,000     7/01/2018      5,325,000
Department of Budget and
  Finance of the State of
  Hawaii, Special Purpose
  Revenue Bonds, (The Queen's
  Health Systems), 1996
  Series A, 5.75%                2,000,000     7/01/2026      1,893,640
                                                              -----------
                                                              9,346,620
                                                              -----------
Illinois 1.3%
City of Chicago, Illinois,
  Gas Supply Revenue Bonds,
  1985 Series B (The Peoples
  Gas Light and Coke Company
  Project), 7.50%                3,500,000     3/01/2015      3,837,610
                                                              -----------
Iowa 1.0%
City of Eddyville, Iowa,
  Pollution Control Revenue
  Refunding Bonds, (Cargill,
  Incorporated Project),
  Series 1996, 5.40%             3,000,000     7/01/2006      3,027,930
                                                              -----------
Kansas 0.3%
State of Kansas, Department
  of Transportation, Highway
  Revenue Bonds, Series 1992,
  Pre-Refunded to 3/1/2002 @
  102, 6.50%                     1,000,000     3/01/2008      1,090,790
                                                              -----------

The accompanying notes are an integral part of the financial statements.

                                      4
<PAGE>

Maryland 2.4%
Baltimore, Maryland,
  Pollution Control and
  Industrial Development
  Revenue Bonds, (General
  Motors Corporation
  Projects), Series 1984,
  5.35%                         $2,000,000     4/01/2008     $1,974,100
Howard County, Maryland,
  Multifamily Mortgage
  Refunding Bonds, Series
  1994, (Chase Glen Project),
  Mandatory Put 7/1/2004 @
  100, 7.00%                     5,000,000     7/01/2024      5,372,850
                                                              -----------
                                                              7,346,950
                                                              -----------
Massachusetts 9.4%
Massachusetts Industrial
  Finance Agency, First
  Mortgage Refunding Bonds,
  (Brookhaven Retirement
  Community, Lexington--1994
  Issue), Series A, 6.75%        4,500,000     1/01/2001      4,625,865
Massachusetts Industrial
  Finance Agency, First
  Mortgage Revenue Bonds,
  (Berkshire Retirement
  Community, Lenox--1994
  Issue), Series A, 6.375%       1,500,000     7/01/2005      1,494,420
The Commonwealth of
  Massachusetts, General
  Obligation Bonds,
  Consolidated Loan of 1995,
  Series B, AMBAC Insured,
  5.00%                          4,000,000     7/01/2011      3,697,440
Massachusetts State Water
  Resource Authority, General
  Revenue Bonds, 1993 Series
  C, 6.00%                       6,155,000    12/01/2011      6,413,018
Massachusetts Health and
  Educational Facilities
  Authority, Refunding Bonds,
  Massachusetts General
  Hospital Issue, Series F,
  AMBAC Insured, 6.25%           3,000,000     7/01/2012      3,191,130
Massachusetts (cont'd)
Massachusetts Bay
  Transportation Authority,
  General Transportation
  System Bonds, 1994 Series A
  Refunding Bonds, 7.00%        $3,385,000     3/01/2014     $3,858,257
Massachusetts Water Pollution
  Abatement Trust, Water
  Pollution Abatement Revenue
  Bonds, (New Bedford Loan
  Program), 1996 Series A,
  5.70%                          3,000,000     2/01/2015      2,952,600
Massachusetts Housing Finance
  Agency, Single Family
  Housing Revenue Bonds,
  Series 34, MBIA Insured,
  Subject to AMT, 6.25%          2,000,000    12/01/2015      2,003,180
                                                              -----------
                                                             28,235,910
                                                              -----------
Michigan 0.8%
St. Johns Public Schools,
  Counties of Clinton and
  Gratiot, State of Michigan,
  1995 School Building and
  Site Bonds, (General
  Obligation--Unlimited Tax),
  FGIC Insured, 5.625%           2,500,000     5/01/2020      2,412,375
                                                              -----------
Minnesota 1.3%
Spring Lake Park, Minnesota,
  Independent School District
  No. 16, General Obligation
  School Building Bonds,
  Series 1995, MBIA Insured,
  5.25%                          1,820,000     2/01/2012      1,745,143
Minnesota Housing Finance
  Authority, Single Family
  Mortgage Bonds, 1994 Series
  E, 5.90%                       2,100,000     7/01/2025      2,054,346
                                                              -----------
                                                              3,799,489
                                                              -----------

The accompanying notes are an integral part of the financial statements.

                                      5
<PAGE>

Mississippi 1.8%
Claiborne County,
  Mississippi, Pollution
  Control Revenue Bonds,
  (Middle South Energy, Inc.
  Project), Series B, 8.25%     $1,750,000     6/01/2014     $1,894,848
Claiborne County,
  Mississippi, Pollution
  Control Revenue Bonds,
  (Middle South Energy, Inc.
  Project), Series C, 9.875%     3,000,000    12/01/2014      3,360,390
                                                              -----------
                                                              5,255,238
                                                              -----------
Nebraska 1.7%
Omaha Public Power District
  (Nebraska), Electric System
  Revenue Bonds, 1992, Series
  B, 6.20%                       4,700,000     2/01/2017      4,976,407
                                                              -----------
Nevada 2.4%
North Las Vegas, Nevada,
  Local Special Improvements
  District No. 707, 7.10%        2,500,000     7/01/2016      2,500,000
State of Nevada, General
  Obligation (Limited Tax)
  Bonds, Nevada Municipal
  Bond Bank Project Nos. 49
  and 50, Series November 1,
  1995A, FGIC Insured, 5.50%     5,000,000    11/01/2025      4,708,900
                                                              -----------
                                                              7,208,900
                                                              -----------
New Hampshire 4.0%
New Hampshire Higher
  Educational and Health
  Facilities Authority, First
  Mortgage Revenue Bonds,
  RiverMead at Peterborough
  Issue, Series 1994, 7.375%     7,000,000     7/01/2000      7,204,330
New Hampshire Higher
  Educational and Health
  Facilities Authority
  Revenue Bonds, Dartmouth
  College Issue, Series 1993,
  5.375%                         5,000,000     6/01/2023      4,635,150
                                                              -----------
                                                             11,839,480
                                                              -----------
New Jersey 1.7%
New Jersey Economic
  Development Authority,
  Market Transition Facility
  Senior Lien Revenue Bonds,
  Series 1994A, MBIA Insured,
  5.80%                         $4,000,000     7/01/2009     $4,030,120
New Jersey Educational
  Facilities Authority, Seton
  Hall University Project
  Revenue Bonds, 1991 Series
  D, 7.00%                       1,000,000     7/01/2021      1,034,540
                                                              -----------
                                                              5,064,660
                                                              -----------
New York 7.8%
The City of New York, General
  Obligation Bonds, Series I,
  6.50%                          3,300,000     3/15/2006      3,402,498
The Port Authority of New
  York and New Jersey,
  Special Project Bonds,
  Series 4, KIAC Partners
  Project, Subject to AMT,
  6.75%                          3,500,000    10/01/2011      3,525,585
The City of New York, General
  Obligation Refunding Bonds,
  Fiscal 1991 Series B, 7.75%    3,990,000     2/01/2012      4,367,534
New York Local Government
  Assistance Corp., (A Public
  Benefit Corporation of the
  State of New York), Series
  1993E Refunding Bonds,
  6.00%                          5,000,000     4/01/2014      5,176,850
Metropolitan Transportation
  Authority, Transit
  Facilities Revenue Bonds,
  Series K, 6.625%               2,000,000     7/01/2014      2,205,240
Dormitory Authority of the
  State of New York,
  Department of Health of the
  State of New York, Revenue
  Bonds, Series 1996, 5.75%      5,000,000     7/01/2017      4,720,950
                                                              -----------
                                                             23,398,657
                                                              -----------

The accompanying notes are an integral part of the financial statements.

                                      6
<PAGE>

North Carolina 5.1%
North Carolina Municipal
  Power Agency Number 1,
  Catawba Electric Revenue
  Bonds, Series 1992, MBIA
  Insured, 7.25%                $5,000,000     1/01/2007     $5,759,650
County of Durham, North
  Carolina, Certificates of
  Participation, (1991 Jail
  Facilities and Computer
  Equipment Financing
  Project), 6.625%               2,065,000     5/01/2014      2,184,708
North Carolina Housing
  Finance Agency, Multifamily
  Revenue Refunding Bonds,
  (1992 Refunding Bond
  Resolution), Series B,
  6.90%                          6,990,000     7/01/2024      7,344,113
                                                              -----------
                                                             15,288,471
                                                              -----------
Ohio 5.0%
State of Ohio, (Ohio Public
  Facilities Commission),
  Higher Education Capital
  Facilities Bonds, Series
  II-1996A, MBIA Insured,
  4.50%                          2,600,000    11/01/2009      2,309,008
City of Akron, Ohio,
  Waterworks System Mortgage
  Revenue Improvement
  Refunding Bonds, Series
  1996, MBIA Insured, 4.875%     2,250,000     3/01/2012      2,065,770
Hamilton County, Ohio, Sewer
  System Improvement and
  Refunding Revenue Bonds,
  1991 Series A, (The
  Metropolitan Sewer District
  of Greater Cincinnati),
  Pre-Refunded to 6/1/2001 @
  102, 6.70%*                    2,000,000    12/01/2013      2,205,340
City of Cleveland, Ohio,
  Waterworks Improvement and
  Refunding First Mortgage
  Revenue Bonds, Series H
  1996, MBIA Insured, 5.70%      1,000,000     1/01/2014        997,800
Ohio (cont'd)
City of Cleveland, Ohio,
  Public Power System
  Improvement First Mortgage
  Revenue Refunding Bonds,
  Series 1991 B, 7.00%          $7,000,000    11/15/2017     $7,501,760
                                                              -----------
                                                             15,079,678
                                                              -----------
Oregon 0.3%
State of Oregon, Housing,
  Educational and Cultural
  Facilities Authority,
  Revenue Bonds, (Reed
  College Project), 1991
  Series A, 6.75%*               1,000,000     7/01/2021      1,103,810
                                                              -----------
Pennsylvania 3.3%
Scranton-Lackawanna Health
  and Welfare Authority,
  Revenue Bonds, Series A of
  1994, (Allied Services
  Rehabilitation Hospitals
  Project), 6.60%                  500,000     7/15/2000        506,350
Montgomery County Industrial
  Development Authority,
  Health Facilities Revenue
  Bonds, Series of 1993,
  (ECRI Project), 6.40%            770,000     6/01/2003        779,355
Delaware County Industrial
  Development Authority,
  Revenue Bonds, Series of
  1994, (Martins Run), 5.75%       500,000    12/15/2003        487,875
Montgomery County Higher
  Education and Health
  Authority, Pennsylvania,
  Northwestern Corp., 6.50%      1,140,000     6/01/2004      1,194,389
Monroeville, Pennsylvania,
  Hospital Authority,
  Hospital Refunding Bonds,
  Forbes Health System, 5.75%      500,000    10/01/2005        489,095
Pennsylvania Economic
  Development Financing
  Authority, Resource
  Recovery Revenue Bonds,
  (Northampton Generating
  Project), Series 1994A,
  6.40%                          2,500,000     1/01/2009      2,387,500

The accompanying notes are an integral part of the financial statements.

                                      7
<PAGE>

Pennsylvania (cont'd)
Pennsylvania Economic
  Development Financing
  Authority, Resource
  Recovery Revenue Bonds,
  (Colver Project), Series
  1994D, 7.05%                  $1,000,000    12/01/2010     $1,022,090
Pennsylvania
  Intergovernmental
  Corporation Authority,
  Special Tax Revenue
  Refunding Bonds, (City of
  Philadelphia Funding
  Program), Series 1996, FGIC
  Insured, 5.50%                 2,200,000     6/15/2016      2,114,948
Montgomery County Industrial
  Development Authority,
  Pollution Control Revenue
  Refunding Bonds, 1991
  Series A, (Philadelphia
  Electric Co. Project),
  Subject to AMT, 7.60%          1,000,000     4/01/2021      1,066,510
                                                              -----------
                                                             10,048,112
                                                              -----------
Tennessee 2.4%
City of Memphis, Tennessee,
  Electric System Revenue
  Refunding Bonds, Series of
  1992, 6.00%                    2,250,000     1/01/2006      2,383,515
City of Memphis, Tennessee,
  Water Division Revenue
  Refunding Bonds, Series of
  1992-A, 6.00%                  3,000,000     1/01/2012      3,104,670
The Metropolitan Government
  of Nashville and Davidson
  County (Tennessee),
  Electrical System Revenue
  Bonds, 1994 Series A, MBIA
  Insured, 5.625%                1,750,000     5/15/2014      1,723,715
                                                              -----------
                                                              7,211,900
                                                              -----------
Texas 9.6%
City of Austin, Texas,
  Combined Utility Systems
  Revenue Refunding Bonds,
  Series 1993, 5.80%             2,000,000    11/15/2006      2,103,260
Texas (cont'd)
Texas Turnpike Authority,
  Dallas North Tollway System
  Revenue Refunding Bonds,
  Series 1996, FGIC Insured,
  6.50%+                        $5,100,000     1/01/2009     $5,340,210
Texas Municipal Power
  Agency, Refunding Revenue
  Bonds, Series 1991A, AMBAC
  Insured, 6.75%                 1,000,000     9/01/2012      1,070,990
Harris County, Texas, General
  Obligation, Unlimited Tax,
  Refunding and Toll Road
  Subordinate Lien Revenue
  Bonds, Series 1991, 6.75%      5,750,000     8/01/2014      6,218,165
Matagorda County, Navigation
  District Number One
  (Texas), Collateralized
  Pollution Control Revenue
  Bonds, (Houston Lighting &
  Power Company Project),
  Series 1989A, MBIA Insured,
  7.875%                         3,000,000     2/01/2019      3,181,290
Dallas-Forth Worth
  International Airport,
  Facility Improvement
  Corporation, American
  Airlines, Inc. Revenue
  Bonds, Series 1990, 7.50%      5,250,000    11/01/2025      5,577,285
AllianceAirport Authority,
  Inc., Special Facilities
  Revenue Bonds, Series 1990,
  (American Airlines, Inc.
  Project), 7.50%                5,000,000    12/01/2029      5,297,650
                                                              -----------
                                                             28,788,850
                                                              -----------
Utah 0.9%
Intermountain Power Agency,
  Utah, Power Supply Revenue
  Refunding Bonds, 1996
  Series A, MBIA Insured,
  6.15%                          2,500,000     7/01/2014      2,568,325
                                                              -----------
Vermont 0.5%
Vermont Educational and
  Health Buildings Financing
  Agency, Revenue Bonds,
  (Middlebury College
  Project), Series 1996,
  5.375%                         1,500,000    11/01/2026      1,381,365
                                                              -----------

The accompanying notes are an integral part of the financial statements.

                                      8
<PAGE>

Virginia 1.0%
City of Norfolk, Virginia,
  General Obligation Capital
  Improvement Bonds, Series
  1996, 5.25%                   $3,000,000     6/01/2011      $2,939,130
                                                              -----------
Washington 0.6%
Clark County, Washington,
  Sewer Revenue Bonds, 1996,
  MBIA Insured, 5.70%            1,750,000    12/01/2016       1,704,623
                                                              -----------
Wisconsin 1.5%
Wisconsin Housing and
  Economic Development
  Authority, Home Ownership
  Revenue Bonds, 1992 Series
  2, Subject to AMT, 6.875%      4,250,000     9/01/2024       4,415,112
                                                              -----------
Total Municipal Bonds (Cost $294,095,151)                    300,356,562
                                                              -----------
REPURCHASE AGREEMENTS 2.3%
State Street Bank and Trust
  Company, dated 6/28/96,
  repurchase proceeds
  $6,807,694, collateralized
  by $7,340,000 U.S. Treasury
  Bill, 4.75%, due 6/26/97,
  market value $6,941,812        6,805,000     7/01/1996       6,805,000
                                                              -----------
Total Repurchase Agreements (Cost $6,805,000)                  6,805,000
                                                              -----------
SHORT-TERM OBLIGATIONS 1.7%
The Metropolitan Nashville
  Airport Authority, Special
  Facility Revenue Bonds,
  (American Airlines, Inc.
  Project), 4.30%                  500,000    10/01/2012++       500,000
The Industrial Development
  Board of the County of
  Sullivan, Tennessee,
  Pollution Control Revenue
  Refunding Bonds, Series
  1986, (The Mead Corporation
  Project), 5.75%                  400,000    10/01/2016++       400,000
                                                              -----------
The Delaware Economic
  Development Authority,
  Variable Rate Demand Gas
  Facilities Revenue Bonds,
  (Delmarva Power & Light
  Company Project), Series
  1994, 3.55%                     $200,000    10/01/2017++      $200,000
Development Authority of
  Burke County (Georgia),
  Pollution Control Revenue
  Bonds, (Georgia Power
  Company Plant Vogtle
  Project), Series 1994,
  3.30%                            200,000     7/01/2024++       200,000
Industrial Development
  Corporation of Grapevine,
  Texas, Refunding Revenue
  Bonds, (American Airlines
  Project), Series B3, 6.00%       500,000    12/01/2024++       500,000
Industrial Development
  Corporation of Grapevine,
  Texas, Refunding Revenue
  Bonds, (American Airlines
  Project), Series A-1, 5.60%      200,000    12/01/2024++       200,000
Industrial Development
  Corporation of Grapevine,
  Texas, Refunding Revenue
  Bonds, (American Airlines
  Project), Series A3, 4.75%       100,000    12/01/2024++       100,000
Industrial Development
  Corporation of Grapevine,
  Texas, Refunding Revenue
  Bonds, (American Airlines
  Project), Series B2, 4.75%       100,000    12/01/2024++       100,000
The Delaware Economic
  Development Authority,
  Variable Rate Demand Gas
  Facilities Revenue Bonds,
  (Delmarva Power & Light
  Company Project), Series
  1994, 2.70%                    2,900,000    10/01/2029++     2,900,000
Total Short-Term Obligations (Cost $5,100,000)                 5,100,000
                                                              -----------
Total Investments (Cost $306,000,151)--104.3%                312,261,562
Cash and Other Assets, Less Liabilities--(4.3)%              (12,832,982)
                                                              -----------
Net Assets--100.0%                                          $299,428,580
                                                              ===========

The accompanying notes are an integral part of the financial statements.

                                      9
<PAGE>

- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
 Federal Income Tax Information:
  At June 30, 1996, the net unrealized
  appreciation of investments based on
 cost for Federal income tax purposes of
$306,000,151 was as follows:
Aggregate gross unrealized appreciation
  for all investments in which there is
  an excess of value over tax cost           $7,478,775
Aggregate gross unrealized depreciation
  for all investments in which there is
  an excess of tax cost over value           (1,217,364)
                                              ----------
                                             $6,261,411
                                              ==========

++ Interest rates on these obligations may reset daily.


 + The delivery and payment of this security is beyond the normal settlement
   time of three business days after the trade date. The purchase price and
   interest rate are fixed at the trade date although interest is not earned
   until settlement date.


 * This security is being used to collateralize the delayed delivery purchase
   noted above. The total market value of segregated securities is
   $6,532,210.

Futures contracts open at June 30, 1996 are as follows:

                                        Expiration         Unrealized
Type                    Par Value          Month          Depreciation
- -------------------     ----------   -----------------   -------------
Municipal Bond
  Index               $25,000,000     September, 1996       $(39,063)

Statement of Assets and Liabilities
June 30, 1996 (Unaudited)

Assets
Investments, at value (Cost $306,000,151) (Note 1)        $312,261,562
Cash                                                             4,874
Receivable for securities sold                              12,065,764
Interest receivable                                          5,979,916
Receivable for fund shares sold                                194,493
Other assets                                                    27,790
                                                            -----------
                                                           330,534,399
Liabilities
Payable for securities purchased                            30,009,692
Dividends payable                                              345,072
Payable for fund shares redeemed                               231,948
Accrued transfer agent and shareholder services
  (Note 2)                                                     157,545
Accrued management fee (Note 2)                                133,682
Accrued distribution and service fees (Note 4)                  90,665
Accrued trustees' fees (Note 2)                                  4,486
Other accrued expenses                                         132,729
                                                            -----------
                                                            31,105,819
                                                            -----------
Net Assets                                                $299,428,580
                                                            ===========
Net Assets consist of:
 Distribution in excess of net investment income               $(5,114)
 Unrealized appreciation of investments                      6,261,411
 Unrealized depreciation of futures contracts                  (39,063)
 Accumulated net realized loss                              (4,989,095)
 Shares of beneficial interest                             298,200,441
                                                            -----------
                                                          $299,428,580
                                                            ===========
Net Asset Value and redemption price per share of
  Class A shares ($230,846,350 / 29,294,136 shares of
  beneficial interest)                                            $7.88
                                                                 ======
Maximum Offering Price per share of Class A shares
  ($7.88 / .955)                                                  $8.25
                                                                 ======
Net Asset Value and offering price per share of
  Class B shares ($52,125,521 / 6,615,054 shares of
  beneficial interest)*                                           $7.88
                                                                 ======
Net Asset Value, offering price and redemption price
  per share of Class C shares ($14,478,409 / 1,841,555
  shares of beneficial interest)                                  $7.86
                                                                 ======
Net Asset Value and offering price per share of
  Class D shares ($1,978,300 / 251,241 shares of
  beneficial interest)*                                           $7.87
                                                                 ======

* Redemption price per share for Class B and Class D is equal to net asset
  value less any applicable contingent deferred sales charge.

The accompanying notes are an integral part of the financial statements.

                                      10
<PAGE>

Statement of Operations
For the six months ended June 30, 1996 (Unaudited)

Investment Income
Interest                                                 $8,956,557
Expenses
Management fee (Note 2)                                     851,806
Transfer agent and shareholder services (Note 2)            179,722
Custodian fee                                                58,624
Reports to shareholders                                      36,476
Registration fees                                            21,203
Trustees' fees (Note 2)                                      15,498
Service fee--Class A (Note 4)                               297,106
Distribution and service fees--Class B (Note 4)             256,319
Distribution and service fees--Class D (Note 4)              13,458
Legal fees                                                   11,739
Audit fee                                                    10,119
Miscellaneous                                                21,319
                                                         -----------
                                                          1,773,389
                                                         -----------
Net investment income                                     7,183,168
                                                         -----------
Realized and Unrealized Gain (Loss) on
  Investments and Futures Contracts
Net realized loss on investments (Notes 1 and 3)         (2,747,978)
Net realized gain on futures contracts (Note 1)             394,565
                                                         -----------
 Total net realized loss                                 (2,353,413)
Net unrealized depreciation of investments              (12,419,207)
Net unrealized depreciation of futures contracts            (39,063)
                                                         -----------
 Total net unrealized depreciation                      (12,458,270)
                                                         -----------
Net loss on investments and futures contracts           (14,811,683)
                                                         -----------
Net decrease in net assets resulting from
  operations                                            $(7,628,515)
                                                         ===========

Statement of Changes in Net Assets

                                         Six months
                                            ended
                                          June 30,         Year ended
                                            1996          December 31,
                                         (Unaudited)          1995
- ------------------------------------     ------------   ----------------
Increase (Decrease) in Net Assets
Operations:
Net investment income                     $7,183,168       $13,418,946
Net realized gain (loss) on
  investments and futures contracts*      (2,353,413)        8,383,796
Net unrealized appreciation
  (depreciation) of investments and
  futures contracts                      (12,458,270)       20,715,649
                                          ----------      --------------
Net increase (decrease) resulting
  from operations                         (7,628,515)       42,518,391
                                          ----------      --------------
Dividends from net investment
  income:
 Class A                                  (5,873,873)      (12,265,000)
 Class B                                  (1,068,797)       (1,664,544)
 Class C                                    (474,825)          (63,631)
 Class D                                     (57,460)          (52,929)
                                          ----------      --------------
                                          (7,474,955)      (14,046,104)
                                          ----------      --------------
Net increase (decrease) from fund
  share transactions (Note 6)            (17,494,153)       28,826,529
                                          ----------      --------------
Total increase (decrease) in net
  assets                                 (32,597,623)       57,298,816
Net Assets
Beginning of period                      332,026,203       274,727,387
                                          ----------      --------------
End of period (including
  (overdistributed) undistributed
  net investment income of $(5,114)
  and $286,673, respectively)           $299,428,580      $332,026,203
                                          ==========      ==============
*Net realized gain (loss) for
 Federal income tax
 purposes (Note 1)                       $(2,353,413)       $7,274,722
                                          ==========      ==============

The accompanying notes are an integral part of the financial statements.

                                      11
<PAGE>

Notes to Unaudited Financial Statements
June 30, 1996

Note 1

State Street Research Tax-Exempt Fund (the "Fund"), is a series of State
Street Research Tax-Exempt Trust (the "Trust"), which was organized as a
Massachusetts business trust in December, 1985 and is registered under the
Investment Company Act of 1940, as amended, as an open-end management
investment company. The Fund commenced operations in August, 1986. Two series
of the Trust are publicly offered: State Street Research Tax-Exempt Fund and
State Street Research New York Tax-Free Fund.

The investment objective of the Fund is to seek a high level of interest
income exempt from federal income taxes. In seeking to achieve its investment
objective, the Fund invests primarily in tax-exempt debt obligations which
the investment manager believes will not involve undue risk.

The Fund offers four classes of shares. Class A shares are subject to an
initial sales charge of up to 4.50% and pay a service fee equal to 0.25% of
average daily net assets. Class B shares are subject to a contingent deferred
sales charge on certain redemptions made within five years of purchase and
pay annual distribution and service fees of 1.00%. Class B shares
automatically convert into Class A shares (which pay lower ongoing expenses)
at the end of eight years after the issuance of the Class B shares. Class C
shares are only offered to certain employee benefit plans and large
institutions. No sales charge is imposed at the time of purchase or
redemption of Class C shares. Class C shares do not pay any distribution or
service fees. Class D shares are subject to a contingent deferred sales
charge of 1.00% on any shares redeemed within one year of their purchase.
Class D shares also pay annual distribution and service fees of 1.00%. The
Fund's expenses are borne pro-rata by each class, except that each class
bears expenses, and has exclusive voting rights with respect to provisions of
the Plan of Distribution, related specifically to that class. The Trustees
declare separate dividends on each class of shares.

The following significant accounting policies are consistently followed by
the Fund in preparing its financial statements, and such policies are in
conformity with generally accepted accounting principles for investment
companies.

A. Investment Valuation

Tax-exempt securities are valued by a pricing service, which utilizes market
transactions, quotations from dealers, and various relationships among
securities in determining value. Short-term obligations are valued at
amortized cost. Other securities, if any, are valued at their fair value as
determined in accordance with established methods consistently applied.

B. Security Transactions

Security transactions are accounted for on the trade date (date the order to
buy or sell is executed). Realized gains or losses are reported on the basis
of identified cost of securities delivered.

C. Net Investment Income

Net investment income is determined daily and consists of interest accrued
and discount earned, less amortization of premium and the estimated daily
expenses of the Fund. Interest income is accrued daily as earned. The Fund is
charged for expenses directly attributable to it, while indirect expenses are
allocated between both funds in the Trust.

D. Dividends

Dividends are declared daily by the Fund based upon projected net investment
income and paid or reinvested monthly. Net realized capital gains, if any,
are distributed annually, unless additional distributions are required for
compliance with applicable tax regulations.

Income dividends and capital gain distributions are determined in accordance
with Federal income tax regulations which may differ from generally accepted
accounting principles.

E. Federal Income Taxes

No provision for Federal income taxes is necessary because the Fund has
elected to qualify under Subchapter M of the Internal Revenue Code and its
policy is to distribute all of its taxable income, including net realized
capital gains, within the prescribed time periods. At December 31, 1995, the
Fund had a capital loss carryforward of $1,155,195 available, to the extent
provided in regulations, to offset future capital gains, if any, which
expires on December 31, 2002. In addition, as part of a merger that occurred
on December 15, 1995, the Fund acquired from State Street Research California
Tax-Free Fund, State Street Research Florida Tax-Free Fund and State Street
Research Pennsylvania Tax-Free Fund a capital loss carryforward of
$1,246,007, of which $937,929 and $308,078 expires on December 31, 2001 and
2002, respectively. The Fund's use of such capital loss carryforward may be
limited under current tax laws.

F. Futures Contracts

The Fund may enter into futures contracts as a hedge against unfavorable
market conditions and to enhance income. The Fund will not purchase any
futures contract if, after such purchase, more than one-third of net assets
would be represented by long futures contracts. The Fund will limit its risks
by entering into a futures position only if it appears to be a liquid
investment.

Upon entering into a futures contract, the Fund deposits with the selling
broker sufficient cash or U.S. Government securities to meet the minimum
"initial margin" requirements. Thereafter, the Fund receives from or pays to
the broker cash or U.S. Government securities equal to the daily fluctuation
in value of the contract ("variation margin"), which is recorded as
unrealized gain or loss. When the contract is closed, the Fund records a
realized gain or loss equal to the difference between the value of the
contract at the time it was opened and the value at the time it was closed.

G. Estimates

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of income and expenses during the reporting period.
Actual results could differ from those estimates.

                                      12
<PAGE>

Note 2

The Trust and State Street Research & Management Company (the "Adviser"), an
indirect wholly owned subsidiary of Metropolitan Life Insurance Company
("Metropolitan"), have entered into an agreement under which the Adviser
earns monthly fees at an annual rate of 0.55% of the Fund's average daily net
assets. In consideration of these fees, the Adviser furnishes the Fund with
management, investment advisory, statistical and research facilities and
services. The Adviser also pays all salaries, rent and certain other expenses
of management. During the six months ended June 30, 1996, the fees pursuant
to such agreement amounted to $851,806.

State Street Research Shareholder Services, a division of State Street
Research Investment Services, Inc., the Trust's principal underwriter (the
"Distributor"), an indirect wholly owned subsidiary of Metropolitan, provides
certain shareholder services to the Fund such as responding to inquiries and
instructions from investors with respect to the purchase and redemption of
shares of the Fund. During the six months ended June 30, 1996, the amount of
such expenses was $33,595.

The fees of the Trustees not currently affiliated with the Adviser amounted
to $15,498 during the six months ended June 30, 1996.

Note 3

For the six months ended June 30, 1996, purchases and sales of securities,
exclusive of short-term obligations, aggregated $286,067,279 and
$303,053,497, respectively.

Note 4

The Trust has adopted a Plan of Distribution Pursuant to Rule 12b-1 (the
"Plan") under the Investment Company Act of 1940, as amended. Under the Plan,
the Fund pays annual service fees to the Distributor at a rate of 0.25% of
average daily net assets for Class A, Class B and Class D shares. In
addition, the Fund pays annual distribution fees of 0.75% of average daily
net assets for Class B and Class D shares. The Distributor uses such payments
for personal services and/or the maintenance or servicing of shareholder
accounts, to reimburse securities dealers for distribution and marketing
services, to furnish ongoing assistance to investors and to defray a portion
of its distribution and marketing expenses. For the six months ended June 30,
1996, fees pursuant to such plan amounted to $297,106, $256,319 and $13,458
for Class A, Class B and Class D, respectively.

The Fund has been informed that the Distributor and MetLife Securities, Inc.,
a wholly owned subsidiary of Metropolitan, earned initial sales charges
aggregating $46,736 and $313,339, respectively, on sales of Class A shares of
the Fund during the six months ended June 30, 1996, and that MetLife
Securities, Inc. earned commissions aggregating $229,956 on sales of Class B
shares, and the Distributor collected contingent deferred sales charges
aggregating $79,158 and $91 on redemptions of Class B and Class D shares,
respectively, during the same period.

Note 5

At June 30, 1996, investments totalling 14.6% of the Fund's net assets were
insured as to the timely payment of principal and interest by Municipal Bond
Investors Assurance Corp. (MBIA).


                                      13
<PAGE>

Note 6

The Trustees have the authority to issue an unlimited number of shares of
beneficial interest, $.001 par value per share. At June 30, 1996,
Metropolitan owned 407,468 Class C shares and the Distributor owned 13,825
Class A shares and one Class C share of the Fund.

Share transactions were as follows:

                         Six months ended
                           June 30, 1996                 Year ended
                            (Unaudited)               December 31, 1995
                     ------------------------    --------------------------
Class A                Shares        Amount        Shares         Amount
 -----------------    ---------   -----------     ---------   -------------
Shares sold           2,128,253    $16,943,684    4,674,154    $37,484,244
Issued upon
  reinvestment of
  dividends             528,781      4,217,859    1,134,792      8,963,324
Shares
  repurchased        (4,052,837)   (32,353,078)  (7,024,141)   (55,275,274)
                        -------      ---------      -------      -----------
Net decrease         (1,395,803)  $(11,191,535)  (1,215,195)   $(8,827,706)
                        =======      =========      =======      ===========
Class B                Shares       Amount         Shares       Amount
 -----------------      -------      ---------      -------      -----------
Shares sold           1,004,248     $7,997,648    2,374,570    $19,127,552
Issued upon
  reinvestment of
  dividends              84,127        670,492      164,613      1,301,099
Shares
  repurchased          (751,232)    (5,979,741)    (999,139)    (7,870,018)
                        -------      ---------      -------      -----------
Net increase            337,143     $2,688,399    1,540,044    $12,558,633
                        =======      =========      =======      ===========
Class C                Shares       Amount         Shares       Amount
 -----------------      -------      ---------      -------      -----------
Shares sold             560,151     $4,553,767    2,740,046    $22,327,564
Issued upon
  reinvestment of
  dividends              26,400        210,179        4,806         38,781
Shares
  repurchased        (1,490,652)   (11,674,563)     (43,984)      (354,433)
                        -------      ---------      -------      -----------
Net increase
  (decrease)           (904,101)   $(6,910,617)   2,700,868    $22,011,912
                        =======      =========      =======      ===========
Class D                Shares       Amount         Shares       Amount
 -----------------      -------      ---------      -------      -----------
Shares sold              44,234       $350,906      417,377     $3,395,688
Issued upon
  reinvestment of
  dividends               1,770         14,111        2,759         21,771
Shares
  repurchased          (301,828)    (2,445,417)     (41,573)      (333,769)
                        -------      ---------      -------      -----------
Net increase
  (decrease)           (255,824)   $(2,080,400)     378,563     $3,083,690
                        =======      =========      =======      ===========

                                      14
<PAGE>

For a share outstanding throughout each period:
<TABLE>
<CAPTION>
                                                          Class A
                              ----------------------------------------------------------------
                                                         Year ended December 31
                                          -----------------------------------------------------
                                Six
                              months
                               ended
                               June
                                30,
                               1996
                          (Unaudited)        1995        1994       1993       1992        1991
- --------------------------    -------        -------    -------    -------    -------   ---------
<S>                         <C>           <C>        <C>        <C>        <C>         <C>
Net asset value, beginning
  of period                    $8.26         $7.46      $8.43      $7.94      $7.69       $7.30
Net investment income            .19           .39        .40        .40        .43         .44
Net realized and
  unrealized gain (loss)
  on investments                (.37)          .82       (.98)       .54        .27         .39
Dividends from net
  investment income             (.20)         (.41)      (.38)      (.39)      (.43)       (.44)
Distributions from net
  realized gains                 --            --        (.01)      (.06)      (.02)        --
                               ------        ------     ------     ------      ------      -------
Net asset value, end of
  period                       $7.88         $8.26      $7.46      $8.43      $7.94       $7.69
                               ======        ======     ======     ======      ======      =======
Total return                   (2.23)%+++    16.58%+    (6.90)%+   12.11%+     9.34%+     11.81%+
Net assets at end of
  period (000s)             $230,846      $253,402   $238,097   $302,845   $203,312    $118,157
Ratio of operating
  expenses to average net
  assets                        1.03%++       1.13%      1.20%      1.20%      1.20%       1.25%
Ratio of net investment
  income to average net
  assets**                      4.76%++       4.95%      5.07%      4.85%      5.48%       6.00%
Portfolio turnover rate        92.29%        97.32%     78.63%     36.16%     27.44%      81.75%

</TABLE>
                                            Class B
                            ---------------------------------------
                                            Year ended December 31
                             ------------   -----------------------
                             Six months
                               ended
                              June 30,
                                1996
                            (Unaudited)     1995    1994     1993*
- ------------------------     ------------    ----    -----   ------
Net asset value,
  beginning of period          $8.26       $7.46    $8.43    $8.25
Net investment income            .16         .33      .34      .19
Net realized and
  unrealized gain (loss)
  on investments                (.38)        .82     (.97)     .24
Dividends from net
  investment income             (.16)       (.35)    (.33)    (.19)
Distributions from net
  realized gains                 --          --      (.01)    (.06)
                              ----------      --      ---      ----
Net asset value, end of
  period                       $7.88       $8.26    $7.46    $8.43
                              ==========      ==      ===      ====
Total return                   (2.61)%+++  15.72%+  (7.59)%+  5.20%+++
Net assets at end of
  period (000s)              $52,126     $51,827  $35,338  $27,695
Ratio of operating
  expenses to average
  net assets                    1.78%++     1.88%    1.95%    1.95%++
Ratio of net investment
  income to average net
  assets**                      4.01%++     4.19%    4.35%    3.93%++
Portfolio turnover rate        92.29%      97.32%   78.63%   36.16%

                                               Class C
                            ---------------------------------------------
                                               Year ended December 31
                                            -----------------------------
                             Six months
                               ended
                              June 30,
                                1996
                            (Unaudited)      1995      1994       1993*
- ------------------------     ------------    ------    -------   --------
Net asset value,
  beginning of period          $8.24        $7.45      $8.41      $8.25
Net investment income            .19          .40        .42        .23
Net realized and
  unrealized gain (loss)
  on  investments               (.37)         .81       (.96)       .22
Dividends from net
  investment income             (.20)        (.42)      (.41)      (.23)
Distributions from net
  realized gains                 --           --        (.01)      (.06)
                              ----------      ----      -----      ------
Net asset value, end of
  period                       $7.86        $8.24      $7.45      $8.41
                              ==========      ====      =====      ======
Total return                   (2.13)%+++   16.76%+    (6.56)%+    5.54%+++
Net assets at end of
  period (000s)              $14,478      $22,614       $334       $477
Ratio of operating
  expenses to average
  net  assets                   0.78%++      0.88%      0.95%      0.96%++
Ratio of net investment
  income to average net
   assets**                     5.01%++      4.85%      5.26%      4.92%++
Portfolio turnover rate        92.29%       97.32%     78.63%     36.16%

                                               Class D
                            ---------------------------------------------
                                               Year ended December 31
                             ------------   -----------------------------
                             Six months
                               ended
                              June 30,
                                1996
                            (Unaudited)      1995      1994       1993*
- ------------------------     ------------    ------    -------   --------
Net asset value,
  beginning of period          $8.25        $7.46      $8.43      $8.25
Net investment income            .15          .33        .34        .19
Net realized and
  unrealized gain (loss)
  on  investments               (.37)         .81       (.97)       .23
Dividends from net
  investment income             (.16)        (.35)      (.33)      (.18)
Distributions from net
  realized gains                 --           --        (.01)      (.06)
                              ----------      ----      -----      ------
Net asset value, end of
  period                       $7.87        $8.25      $7.46      $8.43
                              ==========      ====      =====      ======
Total return                   (2.61)%+++   15.58%+    (7.59)%+    5.19%+++
Net assets at end of
  period (000s)               $1,978       $4,183       $958     $1,115
Ratio of operating
  expenses to average
  net  assets                   1.78%++      1.88%      1.95%      1.99%++
Ratio of net investment
  income to average net
   assets**                     4.01%++      4.13%      4.31%      3.92%++
Portfolio turnover rate        92.29%       97.32%     78.63%     36.16%

  *June 7, 1993 (commencement of share class designations) to December 31,
   1993.

 **The ratio of net investment income to average net assets differs among
   classes by amounts other than the difference in expense ratios because of
   fluctuations during the year in relative levels of assets in each class
   and in interest income earned.

 ++Annualized.

  +Total return figures do not reflect any front-end or contingent deferred
   sales charges.


+++Represents aggregate return for the period without annualization and does
   not reflect any front-end or contingent deferred sales charges.



                                      15
<PAGE>



Report on Special Meeting of Shareholders



A Special Meeting of Shareholders of the State Street Research Tax-Exempt
Fund ("Fund"), along with shareholders of other series of State Street
Research Tax-Exempt Trust ("Meeting"), was convened on April 19, 1996. The
results of the Meeting are set forth below.

                                                     Votes (millions
                                                        of shares)
                                                     ----------------
                                                     For    Withheld
                                                      ---   ---------
1. The following persons were elected as
   Trustees:
   Edward M. Lamont                                 25.9       1.0
   Robert A. Lawrence                               25.9       1.0
   Dean O. Morton                                   25.9       1.0
   Thomas L. Phillips                               25.9       1.0
   Toby Rosenblatt                                  25.9       1.0
   Michael S. Scott Morton                          25.9       1.0
   Ralph F. Verni                                   25.8       1.1
   Jeptha H. Wade                                   25.9       1.0

                                                          Votes (millions of
                                                               shares)
                                                         -------------------
                                                        For Against   Abstain
                                                        ---  ------   ------
2. The Fund's following investment policies were
   reclassified from fundamental to nonfundamental:

   a. The policy regarding investments in securities
      of companies with less than three (3) years'
      continuous operation                             17.5    1.6      2.9

   b. The policy regarding investments in illiquid
      securities.                                      17.4    1.7      3.0

3. The Fund's fundamental policy regarding
   investments in commodities and commodity contracts
   was amended.                                        17.5    1.6      3.0

4. The Fund's fundamental policy on lending was
   amended to clarify the permissibility of
   securities lending.                                 17.3    1.8      2.9

5. The Fund's fundamental policies regarding
   diversification of investments were amended         17.9    1.3      2.8

6. The Master Trust Agreement was amended to permit
   the Trustees to reorganize, merge or liquidate a
   fund without prior shareholder approval.            20.0    3.7      3.3

7. The Master Trust Agreement was amended to
   eliminate specified time permitted between the
   record date and any shareholders meeting.           21.2    2.5      3.2

                                      16
<PAGE>

Fund Information

State Street Research
Tax-Exempt Fund

One Financial Center
Boston, MA 02111

Investment Adviser

State Street Research &
Management Company
One Financial Center
Boston, MA 02111

Distributor

State Street Research
Investment Services, Inc.
One Financial Center
Boston, MA 02111

Shareholder Services

State Street Research
Shareholder Services
P.O. Box 8408
Boston, MA 02266-8408
1-800-562-0032

Custodian

State Street Bank and
Trust Company
225 Franklin Street
Boston, MA 02110

Legal Counsel

Goodwin, Procter & Hoar LLP
Exchange Place
Boston, MA 02109

Officers

Ralph F. Verni
Chairman of the Board,
President and Chief
Executive Officer

Paul J. Clifford, Jr.
Vice President

John H. Kallis
Vice President

Thomas A. Shively
Vice President

Gerard P. Maus
Treasurer

Joseph W. Canavan
Assistant Treasurer

Douglas A. Romich
Assistant Treasurer

Francis J. McNamara, III
Secretary and General Counsel

Darman A.Wing
Assistant Secretary and
Assistant General Counsel

Amy L. Simmons
Assistant Secretary

Trustees

Ralph F. Verni
Chairman of the Board,
President, Chief Executive
Officer and Director,
State Street Research &
Management Company

Edward M. Lamont
Formerly in banking
(Morgan Guaranty Trust
Company of New York);
presently engaged in private
investments and civic affairs

Robert A. Lawrence
Partner, Saltonstall & Co.

Dean O. Morton
Retired; formerly Executive
Vice President, Chief
Operating Officer and Director,
Hewlett-Packard Company


Thomas L. Phillips
Retired; formerly Chairman of
the Board and Chief Executive Officer, Raytheon Company

Toby Rosenblatt
President,
The Glen Ellen Company
Vice President,
Founders Investments Ltd.

Michael S. Scott Morton
Jay W. Forrester Professor of
Management, Sloan School
of Management, Massachusetts Institute of Technology

Jeptha H. Wade
Retired; formerly Of Counsel,
Choate, Hall & Stewart

                                      17
<PAGE>


[Back Cover]

State Street Research Tax-Exempt Fund
One Financial Center
Boston, MA 02111

                                  Bulk Rate
                                 U.S. Postage
                                     PAID
                                 Brockton, MA
                                Permit No. 600

Questions? Comments?
Call us at 1-800-562-0032,
or write us at:
    State Street Research
    Shareholder Services
    P.O. Box 8408
    Boston, MA 02266-8408

[State Street Research logo]

This report is prepared for the general information of current shareholders
only. It is not authorized for use as sales material with prospective
investors.

The Dalbar awards recognize quality shareholder service and should not be
considered a rating of fund performance. The survey included mutual fund
complexes that volunteered or were otherwise selected to participate and was
not industry-wide.

CONTROL NUMBER: 3323-960821 (0997)SSR-LD

Cover Illustration by Dorothy Cullinan    TE-393D-896

<PAGE>

[Front Cover]

[State Street Research logo]

State Street Research
Tax-Exempt Fund

Semiannual Report
June 30, 1996

What's Inside

Investment Update:
About the Fund,
economy and markets

Fund Information:
Facts and figures

Plus, Complete Portfolio Holdings
and Financial Statements

 ----------------------------[Dalbar Award seal] ----------------------------

                                   Quality
                                Tested Service
                                     1995

                                    Dalbar
                            Honors Commitment To:
                                  Investors

                                For Excellence
                                      in
                             Shareholder Service

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




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