CASCADES TRUST
N-30B-2, 1996-04-23
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(TAX-FREE TRUST OF OREGON LOGO--LOGO OF TREE, SNOW-CAPPED MOUNTAIN AND SUN)

TAX-FREE TRUST OF OREGON
SEMI-ANNUAL REPORT

"BACK TO BASICS"

                                                        April 10, 1996

Dear Investor:    

OBSERVATIONS ABOUT 1995

     The year 1995 was an extraordinary one in the securities market.

     As measured by various popular indexes, the stock market produced 
what would be considered "once in a lifetime" returns.

     The dazzle of spectacular price increases among common stocks in 
1995 attracted the attention and participation of many investors.  With stock 
price gains generally of the magnitude of 25% or more in a year, we can see 
why.

      Although bond prices, including those of municipal securities, 
also experienced considerable gains, these were distinctly overshadowed by 
what happened in the stock markets.

      Consequently, with all the stock price excitement, many investors 
were distracted from their longer-term financial planning goals.  As we all 
know - but sometimes forget - things do not continuously grow to the sky.

ANOTHER YEAR - 1996

       Here we are at the early stage of another year - 1996.  
Accordingly, it is well to consider the risk/reward characteristics of one's 
investments in light of longer-term investment goals and what might occur in 
this calendar year.

       Few people, including ourselves, are very good at crystal ball 
gazing with the securities markets.  Nevertheless, we still would hazard an 
opinion that the magnitude of positive returns experienced in the stock 
markets in 1995 will NOT be repeated in 1996.

        As a result, we feel it prudent that all investors, including all 
current shareholders of the Trust, think seriously about the orientation of 
their investment funds.  One should think about what might be the desirable 
risk/reward relationship of one's assets this year, as such orientation or 
allocation suits one's longer-term investment goals and objectives.

BACK TO BASICS

         It is always important to remember that stocks and bonds are 
entirely different types of investments.  They are appropriate for different 
type investment objectives.

         Stocks are attractive for capital growth prospects while bonds 
are primarily used for capital preservation - and, for tax-free income
in the case of municipal bonds.  Individual equity securities can

<PAGE>

appreciate in value significantly during one time period and then, when a
disappointing earnings report comes out, can just as easily drop in price
by 20% - 30% IN JUST ONE DAY in the highly volatile marketplace that
currently exists.

        Municipal bonds, on the other hand, generally don't fluctuate in 
price very significantly, unless they have long maturities or are of low 
quality.  They just plod along from year to year, producing a relatively high 
level of capital preservation and a consistent and relatively decent level of 
annual tax-free income return.

        Moreover, with the relatively high level of credit safety that is 
inherent to municipal securities, this kind of investment gives you a comfort 
level you can count on in terms of protection of your investment and 
consistency of income stream, particularly over the longer-term time span in 
which your investment should be viewed.

        Therefore, with those investors having as a key investment goal 
the preservation of capital and a consistent monthly income stream, then 
Tax-Free Trust of Oregon could well be the investment vehicle that could 
serve one best.

        QUALITY OF PORTFOLIO

        Quality is the most important ingredient in providing the means 
to protect investment capital.

        That is why the investment portfolio of Tax-Free Trust of Oregon 
has been constructed with such a high quality orientation.  Of the nine 
separate credit ratings assignable to municipal securities by the nationally 
renown credit rating services, we only invest in the top four ratings.

         [PIE CHART GRAPHIC with following information:]
<TABLE>
<CAPTION>
         PORTFOLIO DISTRIBUTION BY QUALITY
         (By Credit Rating)
         <S>                      <C>
            AAA                      45.3%
            Below A & Not Rated*      1.9%
            A                         6.6%
            AA                       46.2%
<FN>
          *ANY SECURITY NOT RATED MUST BE DETERMINED BY THE INVESTMENT 
     ADVISER TO HAVE SUFFICIENT QUALITY TO BE RANKED IN THE TOP FOUR CREDIT 
     RATINGS IF A CREDIT RATING WERE TO BE ASSIGNED BY A RATING SERVICE.
</FN>
</TABLE>
        It is worth emphasizing that at March 31, 1996, 98.1% of the 
Trust's assets were ranked in the top three ratings - AAA, AA, AND A.

        This represents EXCEPTIONALLY high quality standards.  
Consequently, the level of capital preservation offered to the Trust's 
shareholders is of the highest order.

        Moreover, the Trust's local Investment Adviser, Qualivest Capital 
Management, Inc., is constantly reviewing each and every security in the 
portfolio as to its creditworthiness.  We want shareholders to have the 
comfort of "SLEEPING WELL AT NIGHT" knowing that someone is paying close 
attention to the quality orientation of their investment in the Trust.

        SHARE PRICE STABILITY

        In viewing the value of one's investment in the Trust, it is 
essential that regard be given to a reasonable time span.

        Unless one limits the maturity of fixed-income securities to one 
year or less, there will ALWAYS be fluctuations in price as market conditions 
vary.
                                      2
<PAGE>

        A key goal that management has is to provide shareholders with a 
high level of share price stability over a reasonable time period.

        The accompanying chart illustrates the performance of the Trust's 
share price since inception on June 16, 1986.

[BAR CHART GRAPHIC with the following information:]
<TABLE>
<CAPTION>
     SHARE NET ASSET VALUE

Date            Share Net Asset Value
                     In dollars
<S>                    <C>
6/16/86                      9.60
9/30/86                      9.82
3/31/87                     10.12
9/30/87                      9.11
3/31/88                      9.56
9/30/88                      9.67
3/31/89                      9.61
9/30/89                      9.76
3/31/90                      9.76
9/30/90                      9.67
3/31/91                      9.93
9/30/91                     10.15
3/31/92                     10.19
9/30/92                     10.48
3/31/93                     10.70
9/30/93                     10.95
3/31/94                     10.35
9/30/94                     10.20
3/31/95                     10.37
9/30/95                     10.55
3/31/96                     10.50
</TABLE>

        We believe this goal of share price stability has been achieved 
quite well over the years.

        In accomplishing this goal, the quality composition of the 
investment portfolio is an important element.

        Also, however, the maturity structure of the portfolio is a key 
ingredient.  The Trust presently holds securities with very short maturities, 
but also some with quite long maturities.  However, the average maturity at 
March 31, 1996 was 15.1 years.  This helps contain fluctuations in share 
price - up or down - to a modest nature.

        Another factor in creating share price stability is 
diversification - diversification by number of issues, by numerous municipal 
issuers, by nature of projects financed and by geographic location within 
Oregon.  The diversification employed by the Trust encompasses all these 
elements.  At March 31, 1996, there were 194 separate securities in the 
investment portfolio.

        RATE OF RETURN

        We consistently try to provide shareholders with a good level of 
DOUBLE TAX-FREE income - as high as possible commensurate with the degree of 
capital preservation we strive to achieve.

        The accompanying chart shows the average level of DOUBLE TAX-FREE 
income distributed to shareholders over the past 12-month period, as measured 
against the maximum public offering price.

        Since shareholders are subject to the payment of income tax at 
Federal tax levels as well as payments of State of Oregon income tax, we have 
also shown in this chart the rate of taxable income return one would have had 
to earn over the course of the 12-month period in order to equate to the DOUBLE
TAX-FREE income return generated by the Trust.
 
                                        3
<PAGE>
 

        [BAR CHART GRAPHIC with following information:]
<TABLE>
<CAPTION>
              TAX-FREE TRUST OF OREGON'S DOUBLE TAX-FREE
              DISTRIBUTION RATE* AS COMPARED TO THE TAXABLE
              EQUIVALENT RATE AN INVESTOR WOULD HAVE TO EARN
              AT VARIOUS TAX BRACKETS.
                 

                                Rate of Return
Tax Bracket      Double Tax-Free            Taxable Equivalent 
                 Distribution Rate          Rate
<C>              <C>                                <C>
28%               5.03%                               7.68%
31%               5.03%                               8.01%
36%               5.03%                               8.64%
39.6%             5.03%                               9.15%

<FN>
 * For the period 4/1/95-3/31/96
</FN>
</TABLE>

        No matter which Federal income tax bracket applies, you can 
readily see that there is quite a difference between the taxable and the
DOUBLE TAX-FREE return levels.

        It is important to note that it would not have been possible over 
the past 12-month period to find taxable fixed-income investments that would 
produce the same level of after tax return as that of the Trust, unless one 
settled for a lesser quality and higher risk taxable investment.

SIZE OF TRUST'S ASSETS

        We are pleased to report that at March 31, 1996, the total net 
asset size of Tax-Free Trust of Oregon was $305,980,789.  

        Such asset size helps keep the Trust's expense ratio for its 
operations reasonable and below the industry average for similar-type 
municipal bond funds.

OUR APPRECIATION

        We thank all shareholders for their continued loyalty and for the 
confidence placed in the management of Tax-Free Trust of Oregon.

        You can be assured that we will constantly try our best to merit 
your continuing support.

                                  Sincerely,
                                  /s/ Lacy B. Herrmann
                                  Lacy B. Herrmann
                                  President and Chairman
                                     of the Board of Trustees

                                4
<PAGE>

<TABLE>
<CAPTION>
                 TAX-FREE TRUST OF OREGON
                 STATEMENT OF INVESTMENTS
                MARCH 31, 1996 (UNAUDITED)
                                                                          
                                                        RATING
FACE      STATE OF OREGON GENERAL OBLIGATION            MOODY'S/
AMOUNT        BONDS (50.6%)                             S&P          VALUE
<C>       <S>                                       <C>        <C>            
              City of Albany (MBIA Corporation
                Insured),
 $ 150,000      6.400%, 11/01/1999                    Aaa/AAA      $ 150,327
   460,000      6.500%, 11/01/2000                    Aaa/AAA        461,002
 2,195,000      6.625%, 11/01/2009                    Aaa/AAA      2,197,831
                                                                 
              Port of Astoria (MBIA Corporation
                Insured)
   410,000      6.200%, 02/01/2004                     Aaa/AAA       426,912
 1,250,000      6.600%, 09/01/2011                     Aaa/AAA     1,309,375
                                                                        
              City of Beaverton
   910,000      5.950%, 04/01/2003                     Aa/AA-        968,012
   520,000      6.600%, 06/01/2003                     NR/AA-        546,000
   960,000      6.050%, 04/01/2004                     Aa/AA-      1,021,200
   560,000      6.600%, 06/01/2004                     NR/AA-        588,000
 1,020,000      6.150%, 04/01/2005                     Aa/AA-      1,085,025
   500,000      5.000%, 06/01/2005                     Aa/AA-        499,375
 1,080,000      6.250%, 04/01/2006                     Aa/AA-      1,148,850
                                                                        
             Clackamas County School District #115 
               (AMBAC Indemnity Corporation Insured)
   600,000      5.600%, 06/01/2006                     Aaa/AAA       627,750
   615,000      5.700%, 06/01/2007                     Aaa/AAA       642,675
 1,000,000      6.150%, 06/01/2014                     Aaa/AAA     1,038,750
                                                          
              Clackamas and Washington County School
                District #3J
 2,000,000      5.850%, 08/01/2006                     A1/AA-      2,112,500
 5,000,000      5.875%, 08/01/2009                     A1/AA-      5,168,750
 1,150,000      5.875%, 10/01/2009                     A1/AA-      1,198,875
                               
              Clackamas, Multnomah and Washington
                County School District #7J
 1,000,000      7.100%, 06/15/2009                     Aaa/NR      1,100,000
   250,000      7.100%, 06/15/2010                     Aaa/NR        275,000
 1,500,000      5.700%, 06/15/2010                     Aa/NR       1,524,375
                                                                             
              Columbia Gorge Community College
                District (Financial Security
                Assurance Insured)
 1,200,000      5.400%, 06/01/2013                     Aaa/AAA     1,165,500
                                            
              Deschutes and Jefferson County
                School District #2J (MBIA
                Corporation Insured)
 3,700,000      5.600%, 06/01/2009                     Aaa/AAA     3,760,125
</TABLE>
                       
                               5
<PAGE>                                                   
<TABLE>
<CAPTION>
                          TAX-FREE TRUST OF OREGON
                          STATEMENT OF INVESTMENTS

FACE         STATE OF OREGON GENERAL                   RATINGS           
AMOUNT       OBLIGATION BONDS (CONTINUED)            MOODY'S/S&P     VALUE
<S>        <C>                                      <C>          <C>
              Hood River County School District
                (AMBAC Indemnity Corporation Insured)
 2,000,000       5.650%, 06/01/2008                    Aaa/AAA     2,070,000
                                                                             
              Jackson County School District #549C
                (Financial Security Assurance
                Insured)
 1,150,000      5.300%, 06/01/2008                     Aaa/AAA     1,162,937
                                                                         
              Josephine County School District #7
                (Grants Pass) (Financial Guaranty
                Insurance Corporation Insured)
 2,700,000      5.700%, 06/01/2013                     Aaa/AAA     2,689,875
                                                                  
              Jefferson County School District #509J
                (Financial Security Assurance
                Insured)
 1,750,000      5.500%, 06/15/2013                     Aaa/AAA     1,725,937
                                                                      
              Lane County School District #4J
 2,000,000      5.375%, 7/01/2009                      Aa/NR       2,002,500
                                                                       
              Lane County School District #52J
                (Financial Guaranty Insurance
                Corporation Insured)
   750,000      6.400%, 12/01/2009                     Aaa/AAA       815,625
                                                                      
              Lincoln County Oregon School District
                (Financial Guaranty Insurance
                Corporation Insured)
 1,245,000      5.250%, 06/15/2009                     Aaa/NR      1,195,200
                                                                          
              Lincoln County (MBIA Corporation
                Insured)
 1,000,000      5.375%, 02/01/2010                     Aaa/AAA     1,006,250
                                                                       
              Malheur County Jail Bonds (MBIA
                Corporation Insured)
 1,345,000      6.300%, 12/01/2012                     Aaa/AAA     1,427,381
                                                                 
              Marion and Clackamas County Union
                High School District #7J (Financial
                Security Assurance Insured)
 1,340,000      6.000%, 06/01/2013                     Aaa/AAA     1,391,925
                                                                         
              Multnomah County
 1,245,000      5.100%, 10/01/2007                     Aa1/NR      1,252,781
 1,000,000      5.200%, 10/01/2008                     Aa1/NR      1,006,250

              Multnomah County School District #1
 3,225,000      6.500%, 12/15/2000                     Aa/A+       3,305,625
 1,180,000      6.600%, 12/15/2001                     Aa/A+       1,209,500
 3,725,000      6.800%, 12/15/2004                     Aa/A+       3,822,781
                                                                           
              Multnomah County School District #1J
 1,000,000      5.000%, 03/01/2007                     Aa/A+         983,750
              Multnomah County School District #4 
 1,330,000      5.900%, 01/01/2005                     A1/A+       1,411,462
</TABLE>
                              6
<PAGE>
<TABLE>
<CAPTION>
                        TAX-FREE TRUST OF OREGON
                        STATEMENT OF INVESTMENTS

FACE         STATE OF OREGON GENERAL                 RATINGS
AMOUNT       OBLIGATION BONDS (CONTINUED)          MOODY'S/S&P    VALUE
<C>          <S>                                   <C>           <C> 
              Multnomah County School District #40
 4,100,000      5.625%, 06/01/2012                     NR/AA-      4,130,750
                                                                                
              Metropolitan Service District
                Refunding (Oregon Convention Center)
 4,320,000      6.250%, 01/01/2013                     Aa/AA+      4,492,800
                                                                      
              Oak Lodge Water District (AMBAC
                Indemnity Corporation Insured)
   215,000      7.300%, 12/01/2005                     Aaa/AAA       252,087
   215,000      7.300%, 12/01/2006                     Aaa/AAA       250,475
   215,000      7.400%, 12/01/2007                     Aaa/AAA       250,206
                                                                          
              State of Oregon
 5,000,000      7.000%, 12/01/2011                     Aa/AA-      5,400,000
                                                                         
              State of Oregon Alternate Energy
                Project Series A
 1,530,000      4.900%, 01/01/2004                     Aa/AA-      1,533,825
 1,000,000      6.400%, 01/01/2008                     Aa/AA-      1,051,250
                                                                        
              State of Oregon Board of Higher
                Education
   900,000      6.200%, 10/15/2007                     Aa/AA-        958,500
 3,195,000      6.400%, 10/01/2011                     Aa/AA-      3,342,768
 2,000,000      6.250%, 10/15/2012                     Aa/AA-      2,072,500
 2,150,000      6.500%, 10/01/2017                     Aa/AA-      2,249,437
 2,890,000      6.000%, 10/15/2018                     Aa/AA-      2,947,800
                                                                       
              State of Oregon Elderly & Disabled
                Housing
   725,000      6.250%, 08/01/2013                     Aa/AA-        754,906
                                                                                
              State of Oregon Veterans' Welfare
   900,000      11.250%, 04/01/1998                    Aa/AA-      1,022,625
   875,000      7.500%, 03/01/2000                     Aa/AA-        916,133
   505,000      9.000%, 04/01/2008                     Aa/AA-        619,887
   700,000      9.200%, 10/01/2008                     Aa/AA-        955,500
   565,000      8.000%, 11/01/2012                     Aa/AA-        607,375
 7,150,000      6.875%, 12/01/2013                     Aa/AA-      7,677,312
   500,000      6.875%, 12/01/2014                     Aa/AA-        536,250
 1,000,000      7.000%, 12/01/2015                     Aa/AA-      1,075,000
                                                                  
              Pacific Communities Hospital District
                (Financial Guaranty Insurance
                Corporation Insured)
   200,000      6.500%, 12/01/2003                     Aaa/AAA       203,874
   380,000      6.500%, 12/01/2005                     Aaa/AAA       387,360
</TABLE>
                                  7
<PAGE>
<TABLE>
<CAPTION>
                      TAX-FREE TRUST OF OREGON
                      STATEMENT OF INVESTMENTS

FACE         STATE OF OREGON GENERAL               RATINGS
AMOUNT       OBLIGATION BONDS (CONTINUED)         MOODY'S/S&P     VALUE
<C>         <S>                                  <C>           <C>     
              Polk County School District #2
                (Financial Security Assurance
                Insured)
 1,000,000      5.400%, 06/01/2012                     Aaa/AAA       977,500
                                                                          
              Polk, Marion, and Benton County School
                District #13J (Financial Guaranty
                Insurance Corporation Insured)
 1,000,000      5.500%, 12/01/2008                      Aaa/AAA    1,026,250
                                                                             
              City of Portland
 1,625,000      4.500%, 11/01/2004                      Aaa/NR     1,584,375
 1,480,000      5.100%, 10/01/2009                      Aaa/NR     1,435,600
 2,000,000      7.125%, 10/01/2010                      Aaa/NR     2,175,000
                                                                               
              City of Portland (Limited)
 2,500,000      5.250%, 06/01/2015                      Aa/NR      2,409,375
                                                                       
              Portland Community College District
 3,500,000      6.000%, 07/01/2012                      A1/AA      3,591,875
                                                                    
              Port of Portland
 1,000,000      4.500%, 03/01/2006                      Aa/AA+       948,750
                                                                       
              City of Salem
 1,000,000      5.875%, 01/01/2007                      A1/A+      1,033,750
                                                                          
              City of Springfield Advanced Refunding
   275,000      8.600%, 06/01/2003                      A/NR         277,224
                                                                               
              Tri-County Metropolitan Transportation
                District
 6,100,000      6.000%, 07/01/2012                      Aa/AA+     6,290,625
                                                                          
              Tualatin Hills Park and Recreation
                District (MBIA Corporation Insured)
 2,970,000      5.750%, 03/01/2010                      Aaa/AAA    3,003,412
                                                                               
              Umatilla County School District #8R
                (AMBAC Indemnity Corporation Insured)
   700,000      6.100%, 12/01/2012                      Aaa/AAA      729,750
                                                                         
              Wasco County School District #9 (AMBAC
                Indemnity Corporation Insured)
   700,000      5.500%, 06/01/2008                      Aaa/AAA      716,625
                                                                             
              Washington County
 2,500,000      6.200%, 12/01/2007                      Aa/AA      2,659,375
 2,110,000      6.000%, 12/01/2013                      Aa/AA      2,183,850
                                                                         
              Washington County School District #88J
                (Financial Security Assurance Insured)
 2,900,000      6.100%, 06/01/2012                      Aaa/AAA    3,026,875
</TABLE>
                               8
<PAGE>
<TABLE>
<CAPTION>
                        TAX-FREE TRUST OF OREGON
                        STATEMENT OF INVESTMENTS

FACE        STATE OF OREGON GENERAL OBLIGATION       RATINGS
AMOUNT      BONDS (CONTINUED)                        MOODY'S/S&P  VALUE
<C>         <S>                                     <C>          <C>    
              Washington and Clackamas County School
                District #23J
 1,675,000      6.625%, 01/01/2005                      NR/NR*     1,796,437
 1,000,000      5.650%, 06/01/2015                      A1/NR        992,500
   720,000      6.625%, 01/01/2008                      NR/NR*       772,200
 2,000,000      5.400%, 01/01/2010                      A1/NR      1,985,000
                                                                        
              Washington & Multnomah County School
                District #48J
 1,175,000      5.500%, 06/01/2006                      Aa/AA-     1,216,125
 1,440,000      4.500%, 09/01/2006                      Aa/AA-     1,378,800
 1,130,000      5.600%, 06/01/2007                      Aa/AA-     1,172,375
 1,000,000      6.150%, 06/01/2008                      Aa/AA-     1,046,250
 1,415,000      5.700%, 06/01/2008                      Aa/AA-     1,468,062
   525,000      6.300%, 09/01/2009                      Aaa/AAA      568,312
 1,440,000      6.000%, 06/01/2011                      Aa/AA-     1,494,000
 2,010,000      6.500%, 09/01/2001                      Aaa/AAA    2,195,925
   250,000      5.750%, 09/01/2012                      Aaa/AAA      261,875
                                                                         
              Washington & Yamhill County School
                District #58J (AMBAC Indemnity
                Corporation Insured)
    70,000      6.600%, 11/01/2004                      Aaa/AAA       70,757
    80,000      6.600%, 11/01/2005                      Aaa/AAA       80,797
    90,000      6.600%, 11/01/2006                      Aaa/AAA       90,871
                                                                         
              Wolf Creek Highway Water Disrtict
   505,000      6.900%, 12/01/2005                      NR/AA        540,350
                                                                
              Yamhill County School District #29J
                (Financial Security Assurance Insured)
 2,000,000      5.350%, 06/01/2006                      Aaa/AAA    2,030,000
   500,000      6.100%, 06/01/2011                      Aaa/AAA      525,625
                                                                  
               Total State of Oregon General 
                 Obligation Bonds                                 154,941,080

               STATE OF OREGON REVENUE BONDS (48.1%)

               AIRPORT REVENUE BONDS (2.5%) 
                                                                     
               Port of Portland Airport (Financial
                 Guaranty Insurance Corporation
                 Insured)
   500,000       5.500%, 07/01/2006                      Aaa/AAA      509,375
                                                                        
               Port of Portland Airport (MBIA
                 Corporation Insured)
   600,000       6.400%, 07/01/2003                      Aaa/AAA      648,000
 3,530,000       6.750%, 07/01/2009                      Aaa/AAA    3,816,812
 2,425,000       6.750%, 07/01/2015                      Aaa/AAA    2,615,968

                       Total Airport Revenue Bonds                  7,590,155
</TABLE>
                            9
<PAGE>
<TABLE>
<CAPTION>
                          TAX-FREE TRUST OF OREGON
                          STATEMENT OF INVESTMENTS
FACE       STATE OF OREGON                             RATINGS
AMOUNT     REVENUE BONDS (CONTINUED)                MOODY'S/S&P   VALUE
<C>        <S>                                         <C>        <C>
               CERTIFICATE OF PARTICIPATION REVENUE 
                 BONDS (9.8%) 
                                                                    
               Oregon State Department Of Administration
                 Services (AMBAC Indemnity Corporation
                 Insured)
 5,805,000       5.500%, 11/01/2020                       Aaa/AAA   5,587,312
                                                                              
               Multnomah County Certificate of
                 Participation Health Facilities Lease
                 Purchase Program
 1,000,000       5.200%, 07/01/2005                       Aa/NR     1,002,500
                                                                         
               Multnomah County Certificate of
                 Participation Juvenile Justice Center,
 3,100,000       6.000%, 08/01/2012                       Aa/A      3,173,625
                                                                        
               State of Oregon Certificate of
                 Participation (AMBAC Indemnity
                 Corporation Insured)
 3,100,000       7.500%, 09/01/2015                       Aaa/AAA   3,526,250
                                                                      
               State of Oregon Certificate of
                 Participation (MBIA Corporation
                 Insured)
 2,150,000       7.050%, 01/15/2006                       Aaa/AAA   2,348,875
 1,250,000       5.700%, 01/15/2010                       Aaa/AAA   1,262,500
 2,750,000       6.200%, 11/01/2012                       Aaa/AAA   2,856,562
 1,150,000       7.200%, 01/15/2015                       Aaa/AAA   1,277,937
 1,000,000       5.500%, 01/15/2015                       Aaa/AAA     972,500
   550,000       5.500%, 01/15/2015                       Aaa/AAA     534,875
   600,000       7.200%, 03/01/2015                       Aaa/AAA     663,750
 1,000,000       5.800%, 03/01/2015                       Aaa/AAA   1,000,000
 2,000,000       6.250%, 11/01/2019                       Aaa/AAA   2,080,000
                                                                                
               Southwestern Oregon Community College
                 District (AMBAC Indemnity Corporation
                 Insured)
 1,000,000       5.600%, 06/01/2016                       Aaa/AAA     988,750
                                                                        
               City of Portland Certificate of
                 Participation
 1,100,000       7.250%, 04/01/2008                       NR/NR*    1,190,750
                                                                         
               Washington County Educational Services,
                 Certificates of Participation
   645,000       5.625%, 06/01/2016                       A1/NR       631,293
                                                                         
               Washington County Educational Services,
                 Certificates of Participation (MBIA
                 Corporation Insured)
   830,000       5.750%, 06/01/2025                       Aaa/AAA     820,662

                 Total Certificate of Participation 
                   Revenue Bonds                                    29,918,141
</TABLE>
                              10
<PAGE>
<TABLE>
<CAPTION>
                 TAX-FREE TRUST OF OREGON
                 STATEMENT OF INVESTMENTS

FACE           STATE OF OREGON                          RATINGS
AMOUNT         REVENUE BONDS (CONTINUED)               MOODY'S/S&P  VALUE
<C>           <S>                                     <C>          <C> 
               HOSPITAL REVENUE BONDS (5.0%) 
                                                                      
               Clackamas Hospital Facilities Authority
                 (Adventist Health System/West) (MBIA
                 Corporation Insured)
 2,000,000       6.350%, 03/01/2009                        Aaa/AAA  2,120,000
                                                                        
               Clackamas Hospital Facilites Authority
                 (Kaiser Permanente)
 2,400,000       6.500%, 04/01/2011                        Aa3/AA   2,508,000
                                                                                
               Clackamas Hospital Facilites Authority
                 (Sisters of Providence Hospital)
   500,000       6.375%, 10/01/2004                        A1/AA-     535,625
                                                                               
               Douglas County Hospital Facilities
                 Authority (Catholic Health) (MBIA
                 Corporation Insured)
   535,000       5.600%, 11/15/2005                        Aaa/AAA    551,718
                                                                          
               Medford Hosptial Facilities Authority
                 (Rogue Valley Health Services) (MBIA
                 Corporation Insured)
   500,000       6.800%, 12/01/2011                        Aaa/AAA    540,000
 1,685,000       6.750%, 12/01/2020                        Aaa/AAA  1,802,950
                                                                               
               Portland Hospital Facilities Authority
                 (Legacy Health Systems) (AMBAC
                 Indemnity Corporation Insured)
   900,000       6.500%, 05/01/2004                        Aaa/AAA    976,500
                                                                             
               Western Lane County Hospital Facilities
                 Authority (Sisters of St. Joseph
                 Hospital) (MBIA Corporation Insured)
 1,000,000       5.625%, 08/01/2007                        Aaa/AAA  1,033,750
 1,450,000       7.125%, 08/01/2017                        Aaa/AAA  1,604,062
 3,765,000       5.750%, 08/01/2019                        Aaa/AAA  3,722,643

                  Total Hospital Revenue Bonds                     15,395,248

               HOUSING, EDUCATIONAL, AND CULTURAL 
                 REVENUE BONDS (7.7%) 

               State of Oregon Housing Finance
                 Agency,
 1,000,000       6.800%, 07/01/2013                        A1/A+    1,037,500
                                                                            
               State of Oregon Housing and Community
                 Services,
   500,000       5.100%, 07/01/2007                        Aa/NR     486,875
 1,670,000       5.200%, 07/01/2009                        Aa/NR   1,613,637
   920,000       6.750%, 07/01/2012                        Aa/NR     968,300
   500,000       6.700%, 07/01/2013                        Aa/NR     509,375
   500,000       6.350%, 07/01/2014                        Aa/NR     513,125
 1,100,000       6.800%, 07/01/2016                        Aa/NR   1,160,500
 1,945,000       6.750%, 07/01/2016                        Aa/NR   1,981,468
</TABLE>
                             11
<PAGE>
<TABLE>
<CAPTION>
                        TAX-FREE TRUST OF OREGON
                        STATEMENT OF INVESTMENTS

FACE          STATE OF OREGON                         RATINGS
AMOUNT        REVENUE BONDS (CONTINUED)             MOODY'S/S&P   VALUE
<C>           <S>                                   <C>          <C>

 3,500,000       6.875%, 07/01/2028                        Aa/NR   3,675,000
                                                                                
               State of Oregon Housing, Educational
                 and Cultural Facilities Authority
                 (Lewis & Clark College) (MBIA 
                 Corporation Insured)
 1,130,000       7.125%, 07/01/2020                        Aaa/AAA  1,264,187
                                                                        
               State of Oregon Housing, Educational and
                 Cultural Facilities Authority (OMSI),
   800,000       5.900%, 10/01/2006                         A1/NR     808,656
                                                                          
               State of Oregon Housing, Educational and
                 Cultural Facilities Authority (Reed
                 College),
 2,145,000       6.750%, 07/01/2021                         NR/A+   2,391,675
                                                                              
               Oregon Health Sciences University
                 Revenue (AMBAC Insured)
 4,500,000       5.250%, 07/15/2015                       Aaa/AAA   4,224,375
                                                                       
               City of Salem Educational Facilities
                 (Willamette University),
 1,000,000       6.000%, 04/01/2010                        A/NR     1,040,000
 1,740,000       6.750%, 04/01/2011                        NR/NR*   1,914,000
                                                                                
                 Total Housing, Educational, and Cultural 
                   Revenue Bonds                                    23,588,673

               TRANSPORTATION REVENUE BONDS (2.9%) 

               Port of Morrow,
 2,600,000       6.375%, 04/01/2008                        Aaa/NR   2,830,750
                                                                         
               State of Oregon Department of
                 Transportation (Light Rail) (MBIA
                 Corporation Insured),
 2,000,000       6.000%, 06/01/2005                        Aaa/AAA  2,145,000
                                                                         
               Port of St. Helens,
    95,000       7.750%, 02/01/2006                        Baa/1NR    105,806
                                                                       
               Tri-County Metropolitan Transportation
                 District
 3,680,000       5.700%, 08/01/2013                        A1/AA    3,680,000

                 Total Transportation Revenue Bonds                 8,761,556

               URBAN RENEWAL REVENUE BONDS (.6%) 
                                                                         
               Keiser Urban Renewal Agency,
   950,000       5.400%, 07/01/2008                        NR/A-      927,437
                                                                               
               City of Portland Urban Renewal,
   300,000       9.000%, 12/01/2002                         A/NR      308,247
</TABLE>
                                12
<PAGE>
<TABLE>
<CAPTION>
                      TAX-FREE TRUST OF OREGON
                      STATEMENT OF INVESTMENTS

FACE         STATE OF OREGON                            RATINGS
AMOUNT       REVENUE BONDS (CONTINUED)                MOODY'S/S&P   VALUE
<C>          <S>                                       <C>        <C>
                                                                        
               City of Wilsonville Urban Renewal,
   500,000       5.850%, 06/01/2004                        Baa1/NR    500,450

                 Total Urban Renewal Revenue Bonds                   1,736,134

               UTILITY REVENUE BONDS (7.1%) 
                                                                                
               Emerald Peoples Utility District (AMBAC
                 Indemnity Corporation Insured),
   700,000       6.700%, 11/01/2005                        Aaa/AAA    770,000
   145,000       7.200%, 11/01/2006                        Aaa/AAA    147,441
    35,000       7.200%, 11/01/2006                        Aaa/AAA     35,732
 3,860,000       7.350%, 11/01/2013                        Aaa/AAA  3,921,374
                                                                          
               Emerald Peoples Utility District Electic
                 Systems (Financial Security Assurance
                 Insured)
 1,000,000       6.750%, 11/01/2016                        Aaa/AAA  1,107,500
                                                                                
               City of Eugene Electric Utility
   610,000       6.650%, 08/01/2009                        A1/AA     645,837
   660,000       6.650%, 08/01/2010                        A1/AA     696,300
 1,000,000       6.000%, 08/01/2011                        A1/AA   1,023,750
   700,000       6.700%, 08/01/2011                        A1/AA     736,750
   500,000       5.000%, 08/01/2017                        A1/AA     454,375
 1,400,000       5.800%, 08/01/2019                        A1/AA   1,396,500
                                                                       
               City of Eugene Trojan Nuclear Project
 3,865,000       5.900%, 09/01/2009                        Aa/AA   3,865,115
                                                                        
               Marion County Solid Waste and Electric
                 (AMBAC Indemnity Corporation Insured),
 1,445,000       7.500%, 10/01/2004                        Aaa/AAA  1,494,072
 4,335,000       7.700%, 10/01/2009                        Aaa/AAA  4,500,120
                                                                           
               Northern Wasco County Public Utility
                 Developement (AMBAC Indemnity
                 Corporation Insured),
 1,000,000       5.625%, 12/01/2022                        Aaa/AAA   977,500

                 Total Utility Revenue Bonds                        21,772,366

               WATER AND SEWER REVENUE BONDS (10.4%) 
                                                                       
               City of Canby Sewer (Financial Security
                 Assurance Insured),
   500,000       6.250%, 12/01/2017                        Aaa/AAA    518,125
               City of Eugene Water,
   780,000       6.550%, 08/01/2004                        A1/AA-     800,194
   365,000       6.600%, 08/01/2005                        A1/AA-     374,486
</TABLE>
                               13
<PAGE>

<TABLE>
<CAPTION>
                         TAX-FREE TRUST OF OREGON
                         STATEMENT OF INVESTMENTS

FACE          STATE OF OREGON                           RATINGS      
AMOUNT        REVENUE BONDS (CONTINUED)                MOODY'S/S&P   VALUE
<C>          <S>                                        <C>       <C>
               City of Klamath Falls Water (Financial
                 Security Assurance Insured),
 1,100,000       6.100%, 06/01/2014                        Aaa/AAA  1,139,875
                                                                                
               City of Oregon City Sewer,
   750,000       6.875%, 10/01/2019                        NR/NR*     762,187
                                                                        
               City of Portland Sewer,
 2,400,000       4.900%, 03/01/2005                        A1/A+    2,397,000
 3,150,000       5.100%, 03/01/2007                        A1/A+    3,130,312
 1,500,000       6.050%, 06/01/2009                        A1/A+    1,591,875
                                                                           
               City of Portland Sewer (Financial
                 Guaranty Insurance Corporation
                 Insured),
 2,725,000       6.000%, 10/01/2008                        Aaa/AAA  2,878,281
   500,000       6.000%, 10/01/2012                        Aaa/AAA    515,625
 2,855,000       6.250%, 06/01/2015                        Aaa/AAA  2,987,043
                                                                         
               Portland Water System Revenue
 3,000,000       5.550%, 08/01/2014                        Aa/1NR   2,928,750
 1,440,000       5.550%, 08/01/2015                        Aa1/NR   1,396,800
                                                                              
               Washington County Unified Sewer Agency
                 (AMBAC Indemnity Corporation Insured),
 1,040,000       6.800%, 11/01/2004                        Aaa/AAA  1,123,200
 2,120,000       5.900%, 10/01/2006                        Aaa/AAA  2,247,200
 1,115,000       5.900%, 10/01/2006                        Aaa/AAA  1,181,900
 2,500,000       6.125%, 10/01/2012                        Aaa/AAA  2,600,000
   750,000       6.125%, 10/01/2012                        Aaa/AAA    780,000
                                                                              
               Washington County Unified Sewer Agency
 2,195,000       7.000%, 11/01/2009                        Aaa/AAA  2,387,062

                 Total Water and Sewer Revenue 
                   Bonds                                            31,739,915

               OTHER REVENUE BONDS (2.1%) 
                                                  
               Baker County Pollution Control (Ash
                 Grove Cement West Project) (Small
                 Business Administration Insured),
   355,000       6.200%, 07/01/2004                        Aaa/NR     368,312
   380,000       6.300%, 07/01/2005                        Aaa/NR     394,250
                                                                            
               State of Oregon Bond Bank
   500,000       6.800%, 01/01/2011                        Aaa/NR     542,500
 1,000,000       6.700%, 01/01/2011                        Aaa/NR   1,082,500
</TABLE>
                              14
<PAGE>
<TABLE>
<CAPTION>
                     TAX-FREE TRUST OF OREGON
                     STATEMENT OF INVESTMENTS

FACE         STATE OF OREGON                             RATINGS  
AMOUNT       REVENUE BONDS (CONTINUED)                 MOODY'S/S&P   VALUE
<C>         <S>                                         <C>        <C>
                                                                               
               Oregon Economic Development Commission
                 (Consolidated Freightways)
 1,500,000       7.000%, 04/01/2004                        Aa3/BBB-  1,507,755
                                                                        
               City of Portland
 2,465,000       4.650%, 04/01/2004                        Aa/NR    2,428,054

                 Total Other Revenue Bonds                          6,323,371

                 Total State of Oregon Revenue 
                   Bonds                                           146,825,559

                 Total State of Oregon                             301,766,639

               PUERTO RICO
                                                                       
               Puerto Rico Housing Finance Corporation
                 (GNMA Collateralized)
   115,000       7.800%, 10/15/2021                        Aaa/AAA    120,031

                 Total Puerto Rico                                    120,031
                         
                 Total Municipal Bonds - 98.7%
                   (Cost - $291,607,267**)                         301,886,670

                 Other assets in excess of 
                   liabilities - 1.3%                               4,094,119

                 Net Assets - 100%                               $305,980,789
 
<FN>
    (*)  Any security not rated must be determined by the Investment Adviser 
         to have sufficient quality to be ranked in the top four credit 
         ratings if a credit rating were to be assigned by a rating service.
</FN>
<FN>
    (**) Cost for Federal tax purposes is $290,657,743.
</FN>
</TABLE>
           See accompanying notes to financial statements.
                                 
                                15
<PAGE>

<TABLE>
<CAPTION>
                  TAX-FREE TRUST OF OREGON
              STATEMENT OF ASSETS AND LIABILITIES
                MARCH 31, 1996 (UNAUDITED)

<S>                                                      <C>
ASSETS                                      
Investments at value (cost - $291,607,267)                  $ 301,886,670
Cash                                                              371,074
Interest receivable                                             3,969,154
Receivable for Trust shares sold                                  228,618
Other assets                                                        7,188
  Total assets                                                306,462,704

LIABILITIES
Payable for Trust shares redeemed                                 121,908
Distribution fees payable                                         113,649
Adviser and Administrator fees payable                             97,638
Dividends payable                                                  86,986
Accrued expenses                                                   61,734
  Total liabilities                                               481,915

NET ASSETS (equivalent to $10.50 per share 
  on 29,147,816 shares outstanding)                          $ 305,980,789
 
Net Assets consist of:
Capital Stock - Authorized an unlimited number of 
  shares, par value $0.01 per share                              $ 291,478
Additional paid-in capital                                     294,909,884
Accumulated net realized gain on investments                       500,024
Net unrealized appreciation on investments                      10,279,403
                                                             $ 305,980,789

Net Asset Value, redemption price per share                        $ 10.50
Offering price per share (100/96 of $10.50 adjusted
  to nearest cent)                                                 $ 10.94
</TABLE>
              See accompanying notes to financial statements.
 
                                   16
<PAGE>
<TABLE>
<CAPTION>
                       TAX-FREE TRUST OF OREGON
                       STATEMENT OF OPERATIONS
               FOR THE SIX MONTHS ENDED MARCH 31, 1996 (UNAUDITED)
<S>                                            <C>            <C>
INVESTMENT INCOME:
  Interest income                                                  $8,908,492

Expenses:
  Investment Adviser fees (note B)                  $308,623
  Administrator fees (note B)                        308,623
  Distribution fees (note B)                         231,713
  Transfer and shareholder servicing 
    agent fees                                       100,000
  Legal fees                                          43,000
  Trustees' fees and expenses                         40,000
  Shareholders' reports and proxy statements          32,500
  Audit and accounting fees                           13,000
  Custodian fees (note F)                             12,725
  Registration fees and dues                          10,000
  Insurance                                            3,500
  Miscellaneous                                       17,496
                                                   1,121,180

  Expenses paid indirectly (note F)                 (12,725)
    Net expenses                                                    1,108,455
    Net investment income                                           7,800,037

REALIZED AND UNREALIZED GAIN (LOSS) ON
 INVESTMENTS:
    Net realized gain from securities 
      transactions                                   500,024
    Change in unrealized appreciation on 
      investments                                (1,853,193)
    Net realized and unrealized gain (loss) 
      on investments                                              (1,353,169)
    Net increase in net assets resulting from
      operations                                                  $ 6,446,868
</TABLE>
           See accompanying notes to financial statements.
                                 17
<PAGE>
<TABLE>
<CAPTION>
                      TAX-FREE TRUST OF OREGON
                 STATEMENTS OF CHANGES IN NET ASSETS
                             (UNAUDITED)


                                                  SIX MONTHS     YEAR ENDED
                                                  ENDED MARCH    SEPTEMBER
                                                  31, 1996       30, 1995
<S>                                             <C>            <C>
OPERATIONS:
  Net investment income                           $ 7,800,037    $ 16,542,189
  Net realized gain from securities 
    transactions                                      500,024         301,287
  Change in unrealized appreciation on 
    investments                                   (1,853,193)      11,027,760
  Net increase in net assets resulting 
    from operations                                 6,446,868      27,871,236

DISTRIBUTIONS TO SHAREHOLDERS (NOTE E):
  Net investment income ($0.27 and 
    $0.55 per share, respectively)                (7,800,037)    (16,257,162)
  Net realized gain from securities 
    transactions ($0.01 and $0.04 per    
    share, respectively)                            (292,145)     (1,341,034)
  Total distributions                             (8,092,182)    (17,598,196)
    Net increase (decrease) from 
      investment activities                       (1,645,314)      10,273,040

<CAPTION>
TRUST SHARE TRANSACTIONS:
              
                                SHARES
                                                  
                        SIX MONTHS    YEAR ENDED 
                        ENDED MARCH   SEPTEMBER 
                        31, 1996      30, 1995
<S>                     <C>          <C>          <C>            <C> 
Shares sold                 936,398    2,396,282    9,980,290      24,616,407
Shares issued through 
  reinvestment of
  dividends                 435,542      978,995    4,636,314      10,024,851
Shares redeemed         (1,647,131)  (4,963,693) (17,544,601)    (50,676,823)
Decrease in shares
  and net assets 
  derived from 
  Trust share 
  transactions          (275,191)    (1,588,416)   (2,927,997)   (16,035,565)
Net decrease in 
  net assets                                       (4,573,311)    (5,762,525)

NET ASSETS: 
  Beginning of period                              310,554,100    316,316,625
  End of period                                   $305,980,789   $310,554,100
                                                                          
</TABLE>
                                                                          
                    See accompanying notes to financial statements.
                                        18
<PAGE>

                           TAX-FREE TRUST OF OREGON
                         NOTES TO FINANCIAL STATEMENTS
                                  (UNAUDITED)

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

    Tax-Free Trust of Oregon (the "Trust") is a separate non-diversified 
portfolio of The Cascades Trust. The Cascades Trust (the "Business Trust") is 
an open-end investment company, which was organized on October 17, 1985, as a 
Massachusetts business trust and commenced operations on June 16, 1986. The 
Trust is authorized to issue an unlimited number of shares and, since its 
inception, has issued only one class of shares, to which these financial 
statements relate. It is anticipated that the Trust will begin offering two 
additional classes of shares during the second calendar quarter of 1996. The 
shares outstanding at that time will be designated as Class A Shares and, as 
is the case now, will be sold with a front-end sales charge and bear a 
service fee. Class C Shares will be sold with no front-end sales charge but 
will be assessed a contingent deferred sales charge if redeemed within 12 
months from the time of purchase and a level charge for service and 
distribution fees. Class Y Shares will be offered only to institutions acting 
for investors in a fiduciary, advisory, agency, custodial or similar 
capacity, and will not be offered directly to retail customers, and will be 
sold at net asset value with no sales charge, no redemption fee,
no contingent deferred sales charge and no service or distribution fees. All
classes of shares will have identical rights and privileges except with
respect to the effect of sales charges, the distribution and/or service fees
borne by each class, expenses specific to each class, voting rights on
matters affecting a single class and the exchange privilege of each class.

    The following is a summary of significant accounting policies followed by 
the Trust in the preparation of its financial statements. The policies are in 
conformity with generally accepted accounting principles for investment 
companies.

(1)  PORTFOLIO VALUATION: Municipal securities which have remaining
     maturities of more than 60 days are valued each business day 
     based upon information provided by a nationally prominent independent 
     pricing service and periodically verified through other pricing 
     services; in the case of securities for which market quotations are 
     readily available, securities are valued at the mean of bid and asked 
     quotations and, in the case of other securities, at fair value 
     determined under procedures established by and under the general
     supervision of the Board of Trustees. Securities which mature in 60
     days or less are valued at amortized cost if their term to maturity at
     purchase was 60 days or less, or by amortizing their unrealized
     appreciation or depreciation on the 61st day prior to maturity, if
     their term to maturity at purchase exceeded 60 days.

(2)  SECURITIES TRANSACTIONS AND RELATED INVESTMENT INCOME: Securities
     transactions are recorded on the trade date. Realized gains and
     losses from securities transactions are reported on the identified 
     cost basis. Interest income is recorded daily on the accrual basis and 
     is adjusted for amortization of premiums and accretion of discounts of 
     securities purchased at other than par with less than 60 days to 
     maturity.

(3)  FEDERAL INCOME TAXES: It is the policy of the Trust to qualify as
     a regulated investment company by complying with the provisions of
     the Internal Revenue Code applicable to certain investment 
     companies. The Trust intends to make distributions of income and 
     securities profits sufficient to relieve it from all, or substantially 
     all, Federal income and excise taxes.

(4)  USE OF 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 at the date of the
     financial statements and the reported amounts

                                  19
<PAGE>

     of increases and decreases in net assets from operations during the
     reporting period. Actual results could differ from those estimates.

NOTE B - MANAGEMENT ARRANGEMENTS AND FEES AND OTHER TRANSACTIONS WITH 
AFFILIATES:

    Management affairs of the Trust are conducted through two separate 
management arrangements.

    Qualivest Capital Management, Inc. (the "Adviser") became Investment 
Adviser to the Trust in June, 1986. In this role, under an Investment 
Advisory Agreement, the Adviser supervises the Trust's investments and 
provides various services to the Trust, including maintenance of the Trust's 
accounting books and records, for which it is entitled to receive a fee which 
is payable monthly and computed at the annual rate of 0.20% of the Trust's 
average daily net assets.

    The Trust also has an Administration Agreement with its founder and 
sponsor, Aquila Management Corporation (the "Administrator"). Under this 
Agreement, the Administrator provides all administrative services, other than 
those relating to the management of the Trust's investments. This includes 
providing the office of the Trust and all related services as well as 
overseeing the activities of all the various support organizations to the 
Trust such as the shareholder servicing agent, custodian, legal counsel, 
auditors and distributor. For its services, the Administrator is entitled to 
receive a fee which is payable monthly and computed at the annual rate of 
0.20% of the Trust's average daily net assets.

    Specific details as to the nature and extent of the services provided by 
the Adviser and the Administrator are more fully defined in the Trust's 
Prospectus and Statement of Additional Information.

    The Adviser and the Administrator each agrees that the above fees shall 
be reduced, but not below zero, by an amount equal to its pro-rata portion 
(determined on the basis of the respective fees computed as described above) 
of the amount, if any, by which the total expenses of the Trust in any fiscal 
year, exclusive of taxes, interest and brokerage fees, shall exceed the 
lesser of (i) 2.5% of the first $30 million of average annual net assets of 
the Trust plus 2% of the next $70 million of such assets and 1.5% of its 
average annual net assets in excess of $100 million, or (ii) 25% of the 
Trust's total annual investment income. The payment of the above fees at the 
end of any month will be reduced or postponed so that at no time will there 
be any accrued but unpaid liability under this expense limitation. No such 
reduction in fees was required during the six months ended March 31, 1996.

    For the six months ended March 31, 1996, the Trust incurred fees under 
the Advisory Agreement and Administration Agreement of $308,623 and $308,623, 
respectively.

    Under a Distribution Agreement, Aquila Distributors, Inc. (the 
"Distributor") serves as the exclusive distributor of the Trust's shares. 
Through agreements between the Distributor and various broker-dealer firms 
("dealers"), the Trust's shares are sold primarily through the facilities of 
these dealers having offices within Oregon, with the bulk of sales 
commissions inuring to such dealers. However, for the six months ended March 
31, 1996, the Distributor received sales commissions in the amount of $28,920.

    Effective June 1, 1994 the Trust adopted a Distribution Plan (the
"Plan") pursuant to Rule 12bb1 (the "Rule") under the Investment Company
Act of 1940. The Plan authorizes the Trust to make service fee payments
at the annual rate of 0.15% of the average net assets of the Trust to
broker-dealers or others selected by the Distributor, including, but not
limited to, any principal underwriter of the Trust,

                                20
<PAGE>

with which the Distributor has entered into written agreements contemplated
by the Rule and which have rendered assistance in the distribution and/or
retention of the Trust's shares or servicing of shareholder accounts. During
the six months ended March 31, 1996, service fees amounted to $231,713, of
which the Distributor received $4,512. Specific details about the Plan are
more fully defined in the Trust's Prospectus and Statement of Additional
Information.

NOTE C - PURCHASES AND SALES OF SECURITIES:

    During the six months ended March 31, 1996, purchases of securities and 
proceeds from the sales of securities aggregated $19,477,114 and $16,587,570, 
respectively.

    At March 31, 1996, aggregate gross unrealized appreciation for all 
securities in which there is an excess of market value over tax cost amounted 
to $12,235,069 and aggregate gross unrealized depreciation for all securities 
in which there is an excess of tax cost over market value amounted to 
$1,006,142 for a net unrealized appreciation of $11,228,927.

NOTE D - PORTFOLIO ORIENTATION:

    Since the Trust invests principally and may invest entirely in double 
tax-free municipal obligations of issuers within Oregon, it is subject to 
possible risks associated with economic, political, or legal developments or 
industrial or regional matters specifically affecting Oregon and whatever 
effects these may have upon Oregon issuers' ability to meet their 
obligations. One such development, Measure 5, a 1990 amendment to the Oregon 
Constitution, limits the taxing and spending authority of certain Oregon 
governmental entities. Although it may have an adverse effect on the general 
financial condition of these entities and may impair the ability of certain 
Oregon issuers' to pay interest and principal on their obligations, 
experience over the history of the amendment would indicate a low probability 
of this happening.

NOTE E - DISTRIBUTIONS:

    The Trust declares dividends daily from net investment income and makes 
payments monthly in additional shares at the net asset value per share or in 
cash, at the shareholder's option. Net realized capital gains, if any, are 
distributed annually.

    The Trust intends to maintain, to the maximum extent possible, the 
tax-exempt status of interest payments received from portfolio municipal 
securities in order to allow dividends paid to shareholders from net 
investment income to be exempt from regular Federal and State of Oregon 
income taxes. However, due to differences between financial reporting and 
Federal income tax reporting requirements, distributions made by the Trust 
may not be the same as the Trust's net investment income, and/or net realized 
securities gains. Further, a small portion of the dividends may, under some 
circumstances, be subject to ordinary income taxes. Also, annual capital 
gains distributions, if any, are taxable.

NOTE F - CUSTODIAN FEES:

    The Trust has negotiated an expense offset arrangement with its custodian 
wherein it receives credit toward the reduction of custodian fees whenever 
there are uninvested cash balances. During the six months ended March 31, 
1996, the Trust's custodian fees amounted to $12,725, all of which was offset 
by such credits. The Trust could have invested its cash balances in an 
income-producing asset if it had not agreed to a reduction in fees under the 
expense offset arrangement with the custodian.

                                    21
<PAGE>

<TABLE>
<CAPTION>

                          TAX-FREE TRUST OF OREGON
                             FINANCIAL HIGHLIGHTS
                                  (UNAUDITED)

For a share outstanding throughout each period


                       SIX MONTHS
                         ENDED
                        MARCH 31,           YEAR ENDED SEPTEMBER 30,
                         1996      1995     1994    1993     1992       1991
<S>                   <C>       <C>      <C>      <C>      <C>       <C>                        
                                                                                        
Net Asset Value, 
  Beginning of 
  Period                  $10.55  $10.20   $10.95   $10.48   $10.15    $9.67
Income from 
  Investment
  Operations:
  Net investment
    income                  0.27     0.55     0.56     0.58    0.65     0.62
  Net gain (loss)  
    on securities 
    (both 
    realized and 
    unrealized)           (0.04)     0.39   (0.75)     0.50    0.29      0.49 
  Total from 
    Investment 
    Operations              0.23     0.94   (0.19)     1.08    0.94      1.11 
Less Distributions:
  Dividends from 
    net investment
    income                (0.27)   (0.55)   (0.56)   (0.58)  (0.61)    (0.63)
  Distributions 
    from capital
    gains                 (0.01)   (0.04)   ( -- )   ( -- )  (0.03)    ( -- )
  Total Distri-
    butions               (0.28)   (0.59)   (0.56)   (0.61)  (0.61)    (0.63)
Net Asset Value,
  End of Period           $10.50   $10.55   $10.20   $10.95  $10.48    $10.15

Total Return 
  (not reflecting
  sales load)             2.20%#    9.52%  (1.77)%   10.64%   9.51%    11.83%
Ratios/Supplemental 
  Data
  Net Assets, End 
    of Period (in 
    thousands)          $305,981 $310,554 $316,317 $331,018 $249,953 $189,734
  Ratio of Expenses 
    to Average 
    Net Assets            0.72%*    0.71%    0.68%    0.66%    0.66%    0.71%
  Ratio of Net 
    Investment 
    Income to 
    Average Net 
    Assets                5.04%*     5.38%    5.28%    5.46%    5.87%   6.30%
  Portfolio 
    Turnover Rate             6%       13%      11%       8%      11%     21%

<CAPTION>
Net investment income per share and the ratios of income and expenses to 
average net assets without the expense offset in custodian fees for 
uninvested cash balances would have been:
<S>                     <C>         <C>     <C>      <C>      <C>     <C>
  Net Investment 
    Income                $0.27     $0.55     $0.56    $0.58   $0.65    $0.62
  Ratio of Expenses 
    to Average Net 
    Assets               0.73%*     0.73%     0.70%    0.68%   0.66%    0.73%
  Ratio of Net 
    Investment Income 
    to Average Net 
    Assets               5.03%*     5.37%     5.26%    5.44%   5.87%    6.28%
<FN>
#Not annualized.
</FN>
<FN>
*Annualized.
</FN>
</TABLE>

                  See accompanying notes to financial statements.

                                         22
<PAGE>

REPORT ON THE SPECIAL MEETING OF SHAREHOLDERS (UNAUDITED)

      A Special Meeting of Shareholders of the Tax-Free Trust of Oregon was 
held on November 27, 1995. On the record date for this meeting, 29,441,928 
shares of the Trust were outstanding and entitled to vote and the holders of 
16,751,076 shares (56.9%) entitled to vote were present in person or by
proxy at the meeting. At the meeting, the shareholders voted upon and
approved an amendment to the Trust's Declaration of Trust to authorize the
creation of additional classes of shares (votes for: 14,788,047 (88.3%);
votes against: 933,138 (5.6%); abstentions: 1,029,891 (6.1%); broker
non-votes: 0 (0.0%)).
                                        23
<PAGE>

INVESTMENT ADVISER
  QUALIVEST CAPITAL MANAGEMENT, INC.
  A subsidiary of U.S. Bancorp and its subsidiary,
  United States National Bank of Oregon
  111 S.W. Fifth Avenue
  U.S. Bancorp Tower
  Portland, Oregon 97204

ADMINISTRATOR AND FOUNDER
  AQUILA MANAGEMENT CORPORATION
  380 Madison Avenue, Suite 2300
  New York, New York 10017

BOARD OF TRUSTEES
  Lacy B. Herrmann, Chairman
  Vernon R. Alden
  Warren C. Coloney
  James A. Gardner
  Diana P. Herrmann
  Ann R. Leven
  Raymond H. Lung
  Richard C. Ross

OFFICERS
  Lacy B. Herrmann, President
  W. Dennis Cheroutes, Senior Vice President
  Sally Wilson Church, Vice President
  Nancy Kayani, Vice President
  Rose F. Marotta, Chief Financial Officer
  Richard F. West, Treasurer
  Edward M.W. Hines, Secretary

DISTRIBUTOR
  AQUILA DISTRIBUTORS, INC.
  380 Madison Avenue, Suite 2300
  New York, New York 10017

TRANSFER AND SHAREHOLDER
  SERVICING AGENT
  ADMINISTRATIVE DATA
    MANAGEMENT CORP.
  581 Main Street
  Woodbridge, New Jersey 07095-1198

CUSTODIAN
  BANK ONE TRUST COMPANY, N.A.
  100 East Broad Street
  Columbus, Ohio 43271

INDEPENDENT AUDITORS
  KPMG PEAT MARWICK LLP
  345 Park Avenue
  New York, New York 10154

Further information is contained in the Prospectus,
which must precede or accompany this report.



SEMI-ANNUAL
REPORT
MARCH 31, 1996

TAX-FREE TRUST OF
OREGON
A tax-free income investment

(TAX-FREE TRUST OF OREGON LOGO - LOGO OF TREE, SNOW-CAPPED MOUNTAIN AND SUN)

(AQUILA LOGO - LOGO OF EAGLE)

One of the
AQUILAsm Group of Funds




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