CASCADES TRUST
N-30D, 2000-05-02
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<PAGE>
SEMI-ANNUAL
REPORT

MARCH 31, 2000

TAX-FREE TRUST OF
OREGON

A TAX-FREE INCOME INVESTMENT

ONE OF THE
AQUILAsm GROUP OF FUNDS

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

INVESTMENT SUB-ADVISER
  U.S. Bank National Association
  111 S.W. Fifth Avenue
  U.S. Bancorp Tower
  Portland, Oregon 97204

BOARD OF TRUSTEES
  Lacy B. Herrmann, Chairman
  Vernon R. Alden
  David B. Frohnmayer
  James A. Gardner
  Diana P. Herrmann
  Sterling K. Jenson
  Raymond H. Lung
  John W. Mitchell
  Richard C. Ross
  Ralph R. Shaw

OFFICERS
  Diana P. Herrmann, President
  James M. McCullough, Senior Vice President
  Kerry A. Lemert, Vice President
  Christine L. Neimeth, 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
  PFPC INC.
  400 Bellevue Parkway
  Wilmington, Delaware 19809

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

INDEPENDENT AUDITORS
  KPMG LLP
  757 Third Avenue
  New York, New York 10017

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




<PAGE>
                   SERVING OREGON INVESTORS FOR OVER A DECADE

                            TAX-FREE TRUST OF OREGON

                               SEMI-ANNUAL REPORT

                  "WE TAKE SPECIAL CARE TO ENSURE YOUR SAFETY"

                                                                     May 3, 2000

Dear Fellow Shareholders:

            In  this topsy-turvy, highly unstable world of the "new economy" and
the  "old economy"  stock  market,  we think it is prudent and essential for all
investors to consider  investments that have substantially  less volatility.  We
believe Tax-Free Trust of Oregon fits into this more stable category.

LESS VOLATILITY - MORE STABILITY

            Every now and then, we come across something that triggers a special
point  worth  considering.  This  happened  to us on a  recent  trip  on  United
Airlines.  When a pre-flight announcement was made that stated, "WE TAKE SPECIAL
CARE TO ENSURE  YOUR  SAFETY,"  that remark  brought  home to us a point that we
practice on a continuous basis with Tax-Free Trust of Oregon.

            We know from our surveys that many of the  shareholders  of Tax-Free
Trust of Oregon are already  retired,  or are looking  forward to  retiring.  We
consider these  shareholders to be a very special group of people.  We work very
hard to make sure that we are addressing their needs.

            We  know  that  once  one is no  longer  in the  work  force,  it is
essential that very careful  attention be paid to whatever  financial  resources
one has. It is necessary  to ensure that these  resources  really are  available
when needed. Just as important,  these financial resources must be counted on to
produce the kind of return, on a consistent basis, that our shareholders need.

SAFETY

            SAFETY  with  municipal  securities  is  a  very  important  factor.
Management  of your Trust pays  considerable  attention  to this.  Just like the
United  Airlines  announcement,  "WE TAKE SPECIAL  CARE TO ENSURE YOUR  SAFETY,"
management  wants to make  sure  that  this is the case  with all the  municipal
securities in the Trust.

            As you probably  know,  municipal  securities  have  various  credit
ratings,  from the  highest  to the lowest  quality.  These  ratings  attempt to
measure the kind of safety and  trustworthiness  that the securities  represent.
With Tax-Free Trust of Oregon, we specifically limit the credit ratings to those
within the TOP FOUR grades - AAA, AA, A, AND BAA.

            This  world in which we live is  changing  extremely  rapidly.  As a
consequence,  we feel it is  important  for your  safety that we ensure that the
majority of  securities  in the Trust's  portfolio are within the TOP TWO credit
grades - AAA AND AA - for your safety. Through our portfolio management, we very
carefully  monitor the  characteristics  of each and every type of investment in
the portfolio. We do not want, or expect, "surprises" from any of the securities
that are in the portfolio of the Trust.

            Recently,  the marketplace for municipal securities has made it such
that the  difference  in yield for a AAA or AA credit rating versus a Baa credit
rating is  relatively  little.  Therefore,  our  approach is to go with the very
best.  Obviously,  if one can buy securities  which provide the very top ratings
without  paying  any  significant  premium  for  them,  we  prefer to go in that
direction.

            We want you to know,  that at the report date of March 31, 2000, the
combination of AAA and AA securities amounted to over 93% of the total assets in
the portfolio of your Trust.

            In  this  way,  we  feel  that  "WE TAKE SPECIAL CARE TO ENSURE YOUR
SAFETY."
</PAGE>

<PAGE>



MATURITY OF TAX-FREE MUNICIPAL BONDS

            Another  factor that we feel is  important  in building  quality for
your  investment  is the  maturity  structure  of  the  municipal  bonds  in the
portfolio.

            As we have explained to you in the past, longer-term maturity bonds-
20 - 30  years  -  will  usually  produce  a  higher  return  than  shorter-term
maturity bonds - 5 - 10 years.  However,  such  longer-term  maturity bonds also
have a higher degree of price volatility.

            Therefore, we have structured the average maturity of Tax-Free Trust
of Oregon to be at a somewhat  intermediate  average  maturity level - currently
12.8 years.  This  average  maturity  level is  produced  by using a  "laddered"
approach to the selection of bonds in terms of their maturity. We have a variety
of shorter-term bonds, and a variety of longer-term bonds.  However, the overall
average of these  maturities run at an  intermediate  level. In this way, we can
capture a substantial  amount of the possible  income level  available  from the
bonds, without exposing the portfolio to an undue level of volatility.

            Our goal is to maintain a reasonably high level of STABILITY for the
share net  asset  value of the  Trust.  At the same  time,  we want the Trust to
produce  the  kind  of  tax-free  return  that  people  want to see  from  their
investment.

            This  maturity  structuring  is  another  strategy  that  we  use in
building quality,  safety,  and stability into your investment in Tax-Free Trust
of Oregon.

DIVERSIFICATION

            As a further measure to ensure your investment's  safety,  the Trust
intentionally diversifies the municipal bond holdings as much as possible.

            As you will note, in reviewing  the  portfolio,  the Trust  provides
funds necessary to build the airports, fire stations,  schools,  hospitals,  and
various other  infrastructure needs of the state. In this way, Tax-Free Trust of
Oregon gains the advantage generated by diversification through the financing of
different  projects while at the same time helping to build the kind of projects
that make for a better life style for all the residents of Oregon.

RELIABILITY OF PAYMENTS

            We also recognize that a high proportion of our shareholders  depend
upon the monthly  income from the tax-free  cash  produced by Tax-Free  Trust of
Oregon.  Shareholders  want to know that the income from the Trust is there when
the time comes to pay various bills.

            Then,  too, with those  shareholders  who reinvest their  dividends,
they want to gain the compounding  effect of the dividends  through these income
payments.

            Altogether, the quality character of the portfolio ensures that this
income reliability is the case.

            To the best of our  ability,  we want to make sure that the  monthly
payments add up to a  satisfactory  level of income that you can be SURE will be
there when you need it.

YOUR CONFIDENCE IS APPRECIATED

            As  always,  we  again  wish to  express  our  appreciation  for the
confidence you have shown by your investment in Tax-Free Trust of Oregon. We can
assure you that "WE TAKE  SPECIAL  CARE TO ENSURE YOUR  SAFETY" and that we will
continually do our best to merit your level of trust.

            Sincerely,

Diana P. Herrmann
President

Lacy B. Herrmann
Chairman, Board of Trustees
</PAGE>




<PAGE>
                            TAX-FREE TRUST OF OREGON
                            STATEMENT OF INVESTMENTS
                                 MARCH 31, 2000
                                  (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                               RATING
   FACE                                                                                        MOODY'S/
  AMOUNT       STATE OF OREGON GENERAL OBLIGATION BONDS - 49.6%                                  S&P               VALUE
</CAPTION>
<S>            <C>  <C>  <C>                                                                   <C>             <C>
               City of Beaverton
$   910,000              5.950%, 04/01/2003                                                    Aa3/AA          $     930,475
    960,000              6.050%, 04/01/2004                                                    Aa3/AA                981,600
  1,020,000              6.150%, 04/01/2005                                                    Aa3/AA              1,044,225
  1,080,000              6.250%, 04/01/2006                                                    Aa3/AA              1,108,350
               Chemeketa Oregon Comm Coll D (Financial
                    Guaranty Insurance Corporation Insured)
  1,385,000              5.500%, 06/01/2014                                                    Aaa/AAA             1,409,237
               Clackamas County School District #115 (AMBAC
                    Indemnity Corporation Insured)
    615,000              5.700%, 06/01/2007                                                    Aaa/AAA               644,213
  1,000,000              6.150%, 06/01/2014                                                    Aaa/AAA             1,065,000
               Clackamas County School District #12 (Financial
                    Guaranty Insurance Corporation Insured)
  4,000,000              4.800%, 06/01/2018                                                    Aaa/AAA             3,555,000
               Clackamas/Washington County Oregon School
                    District #3J (Financial Guaranty Insurance
                         Corporation Insured)
  1,620,000              5.000%, 06/01/2017                                                    Aaa/AAA             1,514,700
               Clackamas and Washington County School
                    District #3J
  1,150,000              5.875%, 10/01/2009                                                    A1/A+               1,181,625
               Clackamas, Multnomah and Washington County
                    School District #7J
    250,000              7.100%, 06/15/2010                                                    Aaa/NR                251,428
  1,500,000              5.700%, 06/15/2010                                                    Aa2/NR              1,533,750
               Deschutes and Jefferson County School District #2J
                    (MBIA Corporation Insured)
  3,700,000              5.600%, 06/01/2009                                                    Aaa/AAA             3,755,500
               Eugene Oregon (Parks & Open Space)
  1,465,000              5.250%, 02/01/2018                                                    Aa2/NR              1,400,906
  1,555,000              5.250%, 02/01/2019                                                    Aa2/NR              1,485,025
               Hood River County School District (AMBAC
                    Indemnity Corporation Insured)
  2,000,000              5.650%, 06/01/2008                                                    Aaa/AAA             2,045,000
               Jackson County School District #5, Ashland
                    (Financial Security Assurance Insured)
  1,000,000              5.100%, 06/01/2005                                                    Aaa/AAA             1,011,250
</PAGE>

<PAGE>

              Jackson County School District #549C, (Financial
                    Security Assurance Insured)
  1,000,000              5.300%, 06/01/2008                                                    Aaa/AAA             1,012,500
               Jefferson County School District #509J (Financial
                    Security Assurance Insured)
  1,750,000              5.500%, 06/15/2013                                                    Aaa/AAA             1,765,313
               Josephine County School District #7 (Grants Pass)
                    (Financial Guaranty Insurance Corporation)
  2,700,000              5.700%, 06/01/2013                                                    Aaa/AAA             2,760,750
               Lane County School District #4J
  2,000,000              5.375%, 07/01/2009                                                    Aa3/NR              2,015,000
  1,000,000              5.375%, 07/01/2013                                                    Aa3/NR              1,001,250
               Lane County School District #52J (Financial
                    Guaranty Insurance Corporation Insured)
    750,000              6.400%, 12/01/2009                                                    Aaa/AAA               805,313
               Lane and Douglas County School District 97J (Siuslaw)
                    (State School Bond Guarantee Program)
  1,000,000              5.400%, 06/15/2019                                                    Aa2/NR                977,500
               Lincoln County Oregon School District
                    (Financial Guaranty Insurance Corporation)
  1,245,000              5.250%, 06/15/2012                                                    Aaa/AAA             1,246,556
                    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             1,413,931
               Marion and Clackamas County Union High School
                    District #7J (Financial Security Assurance Insured)
  1,000,000              7.000%, 06/01/2010                                                    Aaa/AAA             1,088,750
  1,340,000              6.000%, 06/01/2013                                                    Aaa/AAA             1,408,675
               Metropolitan Service District Refunding
                    (Oregon Convention Center)
  4,320,000              6.250%, 01/01/2013                                                    Aa2/AA+             4,390,200
               Multnomah County School District #4
  1,330,000              5.900%, 01/01/2005                                                    A1/A+               1,354,938
               Multnomah County School District #40
  5,100,000              5.625%, 06/01/2012                                                    NR/AA-              5,182,875

</PAGE>

<PAGE>

               Northern Oregon Correctional (AMBAC Indemnity
                    Corporation Insured)
  1,000,000              5.400%, 09/15/2016                                                    Aaa/AAA               988,750
               Oak Lodge Water District (AMBAC Indemnity
                    Corporation Insured)
    215,000              7.300%, 12/01/2005                                                    Aaa/AAA               236,231
    215,000              7.300%, 12/01/2006                                                    Aaa/AAA               235,694
    215,000              7.400%, 12/01/2007                                                    Aaa/AAA               235,963
               Puerto Rico Commonwealth Infrastructure
                    (MBIA Corporation Insured)
  1,500,000              4.875%, 07/01/2023                                                    Aaa/AAA             1,342,500
               State of Oregon Board of Higher Education
    900,000              6.200%, 10/15/2007                                                    Aa2/AA                928,125
  3,195,000              6.400%, 10/01/2011                                                    Aa2/AA              3,258,900
  2,000,000              6.250%, 10/15/2012                                                    Aa2/AA              2,052,500
  2,150,000              6.500%, 10/01/2017                                                    Aa2/AA              2,187,625
  2,890,000              6.000%, 10/15/2018                                                    Aa2/AA              2,922,513
  5,000,000              4.875%, 08/01/2019                                                    Aa2/AA              4,475,000
  2,560,000              5.500%, 08/01/2021                                                    Aa2/AA              2,502,400
  8,000,000              5.000%, 08/01/2022                                                    Aa2/AA              7,190,000
  1,500,000              5.000%, 08/01/2022                                                    Aa2/AA              1,348,125
  1,655,000              5.600%, 08/01/2023                                                    Aa2/AA              1,634,313
  1,500,000              5.600%, 08/01/2023                                                    Aa2/AA              1,481,250
  6,300,000              6.000%, 08/01/2026                                                    Aa2/AA              6,733,125
               State of Oregon Elderly & Disabled Housing
    725,000              6.250%, 08/01/2013                                                    Aa2/AA                754,906
               State of Oregon Veterans' Welfare
    505,000              9.000%, 04/01/2008                                                    Aa2/AA                563,706
    700,000              9.200%, 10/01/2008                                                    Aa2/AA                896,875
  1,200,000              5.200%, 10/01/2018                                                    Aa2/AA              1,147,500
               Polk County School District #2
                    (Financial Security Assurance Insured)
  1,000,000              5.400%, 06/01/2012                                                    Aaa/AAA             1,007,500
               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
</PAGE>

<PAGE>

               City of Portland
  1,480,000              5.100%, 10/01/2009                                                    Aaa/NR              1,483,700
  2,790,000              5.750%, 06/01/2013                                                    Aaa/NR              2,856,263
  2,000,000              5.600%, 06/01/2015                                                    Aa2/NR              2,010,000
  1,345,000              5.250%, 06/01/2015                                                    Aa2/NR              1,311,375
  1,120,000              5.125%, 06/01/2018                                                    Aaa/NR              1,062,600
               Portland Community College District
  3,500,000              6.000%, 07/01/2012                                                    Aa3/AA              3,591,875
               Salem-Keizer Oregon School District #24,
                    (Financial Security Assurance Insured)
  2,000,000              4.875%, 06/01/2014                                                    Aaa/AAA             1,870,000
               Tri-County Metropolitan Transportation District
  6,100,000              6.000%, 07/01/2012                                                    Aaa/AAA             6,321,125
               Tualatin Hills Park and Recreation District
                    (MBIA Corporation Insured)
  2,470,000              5.750%, 03/01/2012                                                    Aaa/AAA             2,562,625
  2,000,000              5.750%, 03/01/2015                                                    Aaa/AAA             2,070,000
               Umatilla County Oregon (Financial Guaranty
                    Insurance Corporation Insured)
  2,000,000              5.600%, 10/01/2015                                                    Aaa/AAA             2,015,000
               Umatilla County School District #8R
                    (AMBAC Indemnity Corporation Insured)
    700,000              6.100%, 12/01/2012                                                    Aaa/AAA               735,875
               Umatilla County School District #6R
                    (AMBAC Indemnity Corporation Insured)
  2,675,000              5.050%, 06/15/2022                                                    Aaa/A               2,400,813
               Washington County
  2,500,000              6.200%, 12/01/2007                                                    Aa1/AA              2,559,375
  1,625,000              5.000%, 12/01/2011                                                    Aa1/AA              1,602,656
  3,110,000              6.000%, 12/01/2013                                                    Aa1/AA              3,249,950
               Washington County School District #88JT
                    (Financial Security Assurance Insured)
    585,000              6.100%, 06/01/2012                                                    Aaa/AAA               606,938
  2,315,000              6.100%, 06/01/2012                                                    Aaa/AAA             2,442,325
  2,055,000              5.125%, 06/15/2012                                                    Aaa/NR              2,034,450
               Washington and Clackamas County School
                    District #23J
  2,000,000              5.400%, 01/01/2010                                                    A1/NR               2,015,000
  1,000,000              5.650%, 06/01/2015                                                    A1/NR               1,006,250
</PAGE>

<PAGE>

               Washington & Multnomah County School
                    District #48J
  1,175,000              5.500%, 06/01/2006                                                    Aa2/AA-             1,198,500
  1,130,000              5.600%, 06/01/2007                                                    Aa2/AA-             1,154,013
  1,000,000              6.150%, 06/01/2008                                                    Aa2/AA-             1,002,150
  1,415,000              5.700%, 06/01/2008                                                    Aa2/AA-             1,448,606
    525,000              6.300%, 09/01/2009                                                    Aaa/AAA               537,463
  1,440,000              6.000%, 06/01/2011                                                    Aa2/AA-             1,485,000
  2,010,000              6.500%, 09/01/2011                                                    Aaa/AAA             2,062,763
               Washington & Multnomah County School
                    District #48J (Financial Guaranty Insurance
                    Corporation Insured)
  2,500,000              5.375%, 06/01/2019                                                    Aaa/AAA             2,415,625
               Washington & Yamhill County School District #58J
                    (AMBAC Indemnity Corporation Insured)
     70,000              6.600%, 11/01/2004                                                    Aaa/AAA                70,085
     80,000              6.600%, 11/01/2005                                                    Aaa/AAA                80,113
     90,000              6.600%, 11/01/2006                                                    Aaa/AAA                90,122
               Yamhill County School District #29J
                    (Financial Security Assurance Insured)
  2,000,000              5.350%, 06/01/2006                                                    Aaa/AAA             2,032,500
                         Total State of Oregon General Obligation Bonds                                          156,881,971

               STATE OF OREGON REVENUE BONDS - 48.7%
               AIRPORT REVENUE BONDS - 3.3%
               Port of Portland Airport (Financial Guaranty
                    Insurance Corporation Insured)
    500,000              5.500%, 07/01/2006                                                    Aaa/AAA               511,875
               Port of Portland Airport (MBIA Corporation Insured)
    600,000              6.400%, 07/01/2003                                                    NR/AAA                619,500
  3,530,000              6.750%, 07/01/2009                                                    NR/AAA              3,657,963
  2,425,000              6.750%, 07/01/2015                                                    NR/AAA              2,512,906
  2,000,000              5.500%, 07/01/2024                                                    Aaa/AAA             1,945,000
  1,295,000              5.000%, 07/01/2028                                                    Aaa/AAA             1,147,694
                         Total Airport Revenue Bonds                                                              10,394,938


</PAGE>

<PAGE>

         CERTIFICATE OF PARTICIPATION REVENUE BONDS - 11.1%
               Marion County Certificate of Participation
                    (MBIA Corporation Insured)
  1,000,000              5.000%, 06/01/2023                                                    Aaa/AAA               896,250
               Multnomah County Certificate of Participation
  1,000,000              5.200%, 07/01/2005                                                    Aa3/NR              1,012,500
  3,100,000              6.000%, 08/01/2012                                                    Aa/A                3,212,375
               Oregon State Department Of Administration
                    Services (AMBAC Indemnity Corporation Insured)
  2,000,000              4.875%, 05/01/2018                                                    Aaa/AAA             1,805,000
    950,000              5.000%, 11/01/2019                                                    Aaa/AAA               871,625
  1,500,000              5.800%, 05/01/2024                                                    Aaa/AAA             1,582,500
  2,500,000              5.000%, 05/01/2024                                                    Aaa/AAA             2,234,375
  3,500,000              6.000%, 05/01/2026                                                    Aaa/AAA             3,591,875
               Oregon State Department Of Administration
                    Services (MBIA Corporation Insured)
  1,480,000              5.375%, 11/01/2016                                                    Aaa/AAA             1,463,350
  5,805,000              5.500%, 11/01/2020                                                    Aaa/AAA             5,667,131
               Oregon State Department Of Administration
                    Services (Financial Security Assurance Insured)
  2,000,000              5.750%, 04/01/2014                                                    Aaa/AAA             2,052,500
               State of Oregon Certificate of Participation
                    (MBIA Corporation Insured)
  1,250,000              5.700%, 01/15/2010                                                    Aaa/AAA             1,271,875
  2,750,000              6.200%, 11/01/2012                                                    Aaa/AAA             2,870,312
  1,000,000              5.500%, 01/15/2015                                                    Aaa/AAA             1,003,750
    550,000              5.500%, 01/15/2015                                                    Aaa/AAA               552,063
    500,000              5.800%, 03/01/2015                                                    Aaa/AAA               506,875
  1,000,000              5.800%, 03/01/2015                                                    Aaa/AAA             1,013,750
  2,000,000              6.250%, 11/01/2019                                                    Aaa/AAA             2,090,000
               Washington County Educational Services,
                    Certificates of Participation
    645,000              5.625%, 06/01/2016                                                    A1/NR                 647,419
</PAGE>

<PAGE>



               Washington County Educational Services,
                    Certificates of Participation, (MBIA Corporation
                    Insured)
    830,000              5.750%, 06/01/2025                                                    Aaa/AAA               827,925
                         Total Certificate of Participation Revenue Bonds                                         35,173,450

               HOSPITAL REVENUE BONDS - 7.3%
               Clackamas Hospital Facilities Authority (Adventist
                    Health System/West) (MBIA Corporation Insured)
  2,000,000              6.350%, 03/01/2009                                                    Aaa/AAA             2,082,500
               Clackamas Hospital Facilities Authority (Sisters of
                    Providence Hospital)
    500,000              6.375%, 10/01/2004                                                    A1/AA-                521,875
               Clackamas Hospital Facilities Authority (Legacy
                    Health System)
  2,000,000              5.250%, 02/15/2017                                                    NR/AA               1,870,000
  2,980,000              5.250%, 02/15/2018                                                    NR/AA               2,767,675
               Clackamas Hospital Facilities Authority (Legacy
                    Health System) (MBIA Corporation Insured)
  2,650,000              4.750%, 02/15/2011                                                    Aaa/AAA             2,477,750
               Clackamas County Oregon Hospital Facilities
                    Authority (Mary's Woods)
  3,250,000              6.625%, 05/15/2029                                                    NR/NR*              3,002,188
               Douglas County Hospital Facilities Authority
                    (Catholic Health) (MBIA Corporation Insured)
    535,000              5.600%, 11/15/2005                                                    Aaa/AAA               551,719
               Medford Hospital Authority (Asante Health Systems)
                    (MBIA Corporation Insured)
  1,000,000              5.000%, 08/15/2018                                                    Aaa/AAA               907,500
  3,000,000              5.125%, 08/15/2028                                                    Aaa/AAA             2,662,500
               Salem Oregon Hospital Facilites Authority
  1,750,000              5.000%, 08/15/2018                                                    NR/AA-              1,555,313
</PAGE>

<PAGE>

               Western Lane County Hospital Facilities Authority
                    (Sisters of St. Joseph Hospital) (MBIA Corporation
                    Insured)
  1,000,000              5.625%, 08/01/2007                                                    Aaa/AAA             1,036,250
  3,765,000              5.750%, 08/01/2019                                                    Aaa/AAA             3,774,412
                         Total Hospital Revenue Bonds                                                             23,209,682

               HOUSING, EDUCATIONAL, AND CULTURAL REVENUE
               BONDS - 10.3%
               Clackamas Community College District Revenue
                    (MBIA Corporation Insured)
  1,865,000              5.700%, 06/01/2016                                                    Aaa/AAA             1,939,600
               Portland Oregon Housing Authority
  4,140,000              5.100%, 01/01/2027                                                    NR/A                3,612,150
               State of Oregon Housing Finance Agency
  1,000,000              6.800%, 07/01/2013                                                    AA2/A+              1,031,250
               State of Oregon Housing and Community Services,
  1,670,000              5.200%, 07/01/2009                                                    Aa2/NR              1,670,000
    695,000              5.900%, 07/01/2012                                                    Aa2/NR                713,244
     15,000              6.750%, 07/01/2012                                                    Aa2/NR                 15,637
    500,000              6.700%, 07/01/2013                                                    Aa2/NR                516,875
    405,000              6.350%, 07/01/2014                                                    Aa2/NR                418,163
     30,000              6.800%, 07/01/2016                                                    Aa2/NR                 31,238
  2,000,000              6.050%, 07/01/2020                                                    Aa2/NR              2,035,000
  2,000,000              5.400%, 07/01/2027                                                    Aa2/NR              1,865,000
  3,500,000              6.875%, 07/01/2028                                                    Aa2/NR              3,626,875
               State of Oregon Housing and Community Services,
                    (MBIA Corporation Insured)
  1,500,000              5.450%, 07/01/2024                                                    Aaa/AAA             1,417,500
              State of Oregon Housing, Educational and Cultural
                    Facilities Authority (George Fox University)
                    (LOC: Bank of America)
  1,000,000              5.700%, 03/01/2017                                                    NR/AA-                982,500
               State of Oregon Housing, Educational and Cultural
                    Facilities Authority (Reed College),
  2,145,000              6.750%, 07/01/2021                                                    NR/A+               2,241,525
</PAGE>

<PAGE>



               Oregon Health Sciences University Revenue
                    (MBIA Corporation Insured)
  4,500,000              5.250%, 07/01/2015                                                    Aaa/AAA             4,393,125
  8,600,000              0.000%, 07/01/2021 (zero coupon)                                      Aaa/AAA             2,504,750
               City of Salem Educational Facilities (Willamette
                    University),
  1,000,000              6.000%, 04/01/2010                                                    A2/NR               1,030,000
  1,740,000              6.750%, 04/01/2011                                                    NR/NR*              1,779,132
               Yamhill County Educational Services (AMBAC
                    Indemnity Corporation Insurance)
  1,000,000              5.150%, 07/01/2019                                                    NR/AAA                931,250
                         Total Housing, Educational, and Cultural
                            Revenue Bonds                                                                         32,754,814

               TRANSPORTATION REVENUE BONDS - 4.0%
               Port of Morrow,
  2,600,000              6.375%, 04/01/2008                                                    Aaa/NR              2,678,000
               State of Oregon Department of Transportation
                    (LightRail) (MBIA Corporation Insured),
  2,000,000              6.000%, 06/01/2005                                                    Aaa/AAA             2,107,500
  1,500,000              6.100%, 06/01/2007                                                    Aaa/AAA             1,588,125
               Port St. Helens, Oregon Pollution
     75,000              7.750%, 02/01/2006                                                    A3/NR                  78,844
               Tri-County Metropolitan Transportation District
  3,680,000              5.700%, 08/01/2013                                                    Aa3/AA+             3,735,200
  2,500,000              5.400%, 06/01/2019                                                    NR/AA               2,365,625
                         Total Transportation Revenue Bonds                                                       12,553,294

               URBAN RENEWAL REVENUE BONDS - 0.1%
               City of Portland Urban Renewal,
    300,000              9.000%, 12/01/2002                                                    A/NR                  302,169
                         Total Urban Renewal Revenue Bonds                                                           302,169

               UTILITY REVENUE BONDS - 5.0%
               Emerald Peoples Utility District (AMBAC Indemnity
                    Corporation Insured),
    700,000              6.700%, 11/01/2005                                                    Aaa/AAA               717,199
</PAGE>

<PAGE>


               Emerald Peoples Utility District Electic Systems
                    (Financial Security Assurance Insured)
  1,000,000              6.750%, 11/01/2016                                                    Aaa/AAA             1,032,500
               City of Eugene Electric Utility (Financial Security
                    Assurance Insured)
  1,700,000              5.000%, 08/01/2018                                                    Aaa/AAA             1,564,000
  1,340,000              5.050%, 08/01/2022                                                    Aaa/AAA             1,209,350
               City of Eugene Electric Utility (MBIA Corporation
                    Insured)
    640,000              4.850%, 08/01/2013                                                    Aaa/AAA               600,800
  1,200,000              5.000%, 08/01/2023                                                    Aaa/AAA             1,077,000
               City of Eugene Electric Utility
    610,000              6.650%, 08/01/2009                                                    A1/AA                 626,012
    660,000              6.650%, 08/01/2010                                                    A1/AA                 677,325
  1,000,000              6.000%, 08/01/2011                                                    A1/AA               1,018,750
    700,000              6.700%, 08/01/2011                                                    A1/AA                 719,250
    500,000              5.000%, 08/01/2017                                                    A1/AA                 458,125
  1,400,000              5.800%, 08/01/2019                                                    A1/AA               1,459,500
               City of Eugene Trojan Nuclear Project
  3,600,000              5.900%, 09/01/2009                                                    Aa1/AA-             3,635,100
               Northern Wasco County Public Utility Development
                    (AMBAC Indemnity Corporation Insured),
  1,000,000              5.625%, 12/01/2022                                                    Aaa/AAA               978,750
                         Total Utility Revenue Bonds                                                              15,773,661

               WATER AND SEWER  REVENUE  BONDS - 6.6%
               City of Klamath Falls Water (Financial Security
                    Assurance Insured),
  1,100,000              6.100%, 06/01/2014                                                    Aaa/AAA             1,138,500
               City of Portland Sewer, (MBIA Corporation Insured)
  2,000,000              4.500%, 06/01/2015                                                    Aaa/AAA             1,775,000
  2,500,000              5.250%, 06/01/2016                                                    Aaa/AAA             2,425,000

</PAGE>

<PAGE>


               City of Portland Sewer (Financial Guaranty
                    Insurance Corporation Insured),
    500,000              6.000%, 10/01/2012                                                    Aaa/AAA               523,750
  1,185,000              5.000%, 06/01/2015                                                    Aaa/AAA             1,136,119
  2,355,000              6.250%, 06/01/2015                                                    Aaa/AAA             2,496,300
               Lebanon Oregon Wastewater Revenue
                    (Financial Security Assurance Insured)
  1,000,000              5.700%, 03/01/2020                                                    Aaa/AAA             1,007,500
               Portland Water System Revenue
  3,000,000              5.500%, 08/01/2014                                                    Aa1/NR              3,022,500
  1,440,000              5.500%, 08/01/2015                                                    Aa1/NR              1,450,800
               Washington County Unified Sewer Agency
                    (AMBAC Indemnity Corporation Insured),
  2,120,000              5.900%, 10/01/2006                                                    Aaa/AAA             2,210,100
    315,000              5.900%, 10/01/2006                                                    Aaa/AAA               327,994
  2,500,000              6.125%, 10/01/2012                                                    Aaa/AAA             2,628,125
    750,000              6.125%, 10/01/2012                                                    Aaa/AAA               788,437
                         Total Water and Sewer Revenue Bonds                                                      20,930,125

               OTHER REVENUE BONDS - 1.0%
               Baker County Pollution Control (Ash Grove Cement
                    West Project) (Small Business Administration
                    Insured),
    355,000              6.200%, 07/01/2004                                                    Aaa/NR                356,374
    380,000              6.300%, 07/01/2005                                                    Aaa/NR                381,569
               Oregon Economic Development Commission
                    (Consolidated Freightways)
  1,500,000              7.000%, 04/01/2004                                                    A2/A-               1,518,015
               Multnomah County School District #1J,
                    Special Obligations
  1,000,000              5.000%, 03/01/2007                                                    A1/A                  997,500
                         Total Other Revenue Bonds                                                                 3,253,458
                         Total State of Oregon Revenue Bonds                                                     154,345,591

</PAGE>

<PAGE>



               PUERTO RICO (0.6%)
               Puerto Rico Commonwealth Infrastructure, (AMBAC
                    Indemnity Corp. Insured)
  2,100,000              5.000%, 07/01/2028                                                    Aaa/AAA             1,874,250
                         Total Puerto Rico                                                                         1,874,250

                    Total Municipal Bonds (cost $312,187,204**)                      98.9%                       313,101,812
                    Other assets in excess of liabilities                             1.1                          3,577,875
                    Net Assets                                                      100.0%                     $ 316,679,687
</TABLE>

                    (*)  Any security not rated has been determined by
                         the Investment Sub-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.
                   (**) Cost for Federal tax purposes is identical.

                            PORTFOLIO ABBREVIATIONS:
                    AMBAC - American Municipal Bond Assurance Corp.
                    FGIC  - Financial Guaranty Insurance Co.
                    FSA   - Financial Security Assurance
                    MBIA  - Municipal Bond Investors Assurance Corp.

                 See accompanying notes to financial statements.
</PAGE>




<PAGE>
                            TAX-FREE TRUST OF OREGON
                      STATEMENT OF ASSETS AND LIABILITIES
                           MARCH 31, 2000 (UNAUDITED)

<TABLE>
<S> <C>                                                                                                 <C>
ASSETS
    Investments at value (cost $312,187,204)                                                            $ 313,101,812
    Interest receivable                                                                                     5,385,170
    Receivable for investment securities sold                                                                  40,455
    Other assets                                                                                                3,362
      Total assets                                                                                        318,530,799

LIABILITIES
    Payable for Trust shares redeemed                                                                         764,764
    Dividends payable                                                                                         489,314
    Cash overdraft                                                                                            275,558
    Distribution fees payable                                                                                 121,727
    Management fees payable                                                                                   113,927
    Accrued expenses                                                                                           85,822
      Total liabilities                                                                                     1,851,112

NET ASSETS                                                                                              $ 316,679,687
    Net Assets consist of:
    Capital Stock - Authorized an unlimited number of shares, par value $.01 per share                        310,319
    Additional paid-in capital                                                                            314,817,173
    Net unrealized appreciation on investments                                                                914,608
    Undistributed net investment income                                                                       224,878
    Accumulated net realized gain on investments                                                              412,709
                                                                                                        $ 316,679,687

CLASS A
    Net Assets                                                                                          $ 292,757,440
    Capital shares outstanding                                                                             28,686,170
    Net asset value and redemption price per share                                                      $       10.21
    Offering price per share (100/96 of $10.21 adjusted to nearest cent)                                $       10.64

CLASS C
    Net Assets                                                                                          $   4,502,975
    Capital shares outstanding                                                                                441,635
    Net asset value and offering price per share                                                        $       10.20
    Redemption  price per share (* a charge of 1% is imposed  on the  redemption
      proceeds of the shares, or on the original price, whichever is lower, if redeemed
      during the first 12 months after purchase)                                                        $       10.20*

CLASS Y
    Net Assets                                                                                          $  19,419,272
    Capital shares outstanding                                                                              1,904,128
    Net asset value, offering and redemption price per share                                            $       10.20
</TABLE>


                See accompanying notes to financial statements.
</PAGE>




<PAGE>
                            TAX-FREE TRUST OF OREGON
                            STATEMENT OF OPERATIONS
              FOR THE SIX MONTHS ENDED MARCH 31, 2000 (UNAUDITED)

<TABLE>
<S>     <C>   <C>                                                                      <C>                    <C>
INVESTMENT INCOME:

        Interest income                                                                                       $  9,148,214
Expenses:
        Management fees (note 3)                                                       $    644,487
        Distribution and service fees (note 3)                                              243,197
        Transfer and shareholder servicing agent fees                                        93,000
        Trustees' fees and expenses                                                          48,000
        Legal fees                                                                           32,000
        Shareholders' reports and proxy statements                                           30,000
        Custodian fees                                                                       14,000
        Audit and accounting fees                                                            11,000
        Registration fees and dues                                                           10,000
        Insurance                                                                             7,000
        Miscellaneous                                                                        17,543
                                                                                          1,150,227

        Expenses paid indirectly (note 7)                                                   (27,000)
              Net expenses                                                                                       1,123,227
              Net investment income                                                                              8,024,987

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
        Net realized gain from securities transactions                                      447,603
        Change in unrealized appreciation on investments                                 (2,711,365)

        Net realized and unrealized loss on investments                                                         (2,263,762)
        Net increase in net assets resulting from operations                                                  $  5,761,225
</TABLE>

                See accompanying notes to financial statements.
</PAGE>



                            TAX-FREE TRUST OF OREGON
                      STATEMENTS OF CHANGES IN NET ASSETS
                                  (UNAUDITED)

<TABLE>
<CAPTION>
                                                                               SIX MONTHS ENDED       YEAR ENDED
                                                                                MARCH 31, 2000      SEPT. 30, 1999
</CAPTION>
<S> <C>                                                                         <C>                 <C>

OPERATIONS:
    Net investment income                                                       $   8,024,987       $  15,888,152
    Net realized gain from securities transactions                                    447,603             389,398
    Change in unrealized appreciation on investments                               (2,711,365)        (18,253,687)
      Change in net assets resulting from operations                                5,761,225          (1,976,137)

DISTRIBUTIONS TO SHAREHOLDERS (NOTE 6):
    Class A Shares:
    Net investment income                                                          (7,467,883)        (15,357,860)
    Net realized gain on investments                                                   -                 (603,490)

    Class C Shares:
    Net investment income                                                             (74,536)            (82,349)
    Net realized gain on investments                                                   -                   (2,451)

    Class Y Shares:
    Net investment income                                                            (477,798)           (607,653)
    Net realized gain on investments                                                   -                  (20,435)
      Change in net assets from distributions                                      (8,020,217)        (16,674,238)

CAPITAL SHARE TRANSACTIONS (NOTE 8):
    Proceeds from shares sold                                                      23,311,609          42,624,580
    Reinvested dividends and distributions                                          4,463,115           9,912,125
    Cost of shares redeemed                                                       (37,582,510)        (39,440,132)
      Change in net assets from capital share transactions                         (9,807,786)         13,096,573
      Change in net assets                                                        (12,066,778)         (5,553,802)

NET ASSETS:
    Beginning of period                                                           328,746,465         334,300,267
    End of period                                                               $ 316,679,687       $ 328,746,465
</TABLE>


                See accompanying notes to financial statements.
</PAGE>




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

1. ORGANIZATION

          Tax-Free Trust of Oregon (the "Trust") is a separate  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 is  authorized to issue an unlimited  number of shares.  The
Trust is a non-diversified portfolio which commenced operations on June 16, 1986
and until April 5, 1996,  offered  only one class of shares.  On that date,  the
Trust  began  offering  two  additional  classes of shares,  Class C and Class Y
shares.  All shares  outstanding  prior to that date were  designated as Class A
shares and are sold with a front-payment sales charge and bear an annual service
fee. Class C shares are sold with a  level-payment  sales charge with no payment
at time of  purchase  but  level  service  and  distribution  fees  from date of
purchase through a period of six years thereafter.  A contingent  deferred sales
charge of 1% is assessed to any Class C shareholder  who redeems  shares of this
Class  within  one year from the date of  purchase.  The Class Y shares are only
offered to institutions acting for an investor in a fiduciary, advisory, agency,
custodian or similar capacity and are not offered directly to retail  investors.
Class Y shares are sold at net asset value without any sales charge,  redemption
fees,  contingent  deferred  sales charge or  distribution  or service  fees. On
January 31,  1998 the Trust  established  Class I shares,  which are offered and
sold only  through  financial  intermediaries  and are not  offered  directly to
retail  investors.  At March 31, 2000 there were no Class I shares  outstanding.
All classes of shares  represent  interests in the same portfolio of investments
and are  identical  as to rights and  privileges  but differ 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 privileges of each class.

2. SIGNIFICANT ACCOUNTING POLICIES

          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.

a) PORTFOLIO  VALUATION:  Municipal  securities  which have remaining maturities
   of more than 60 days are valued at fair value  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.
</PAGE>

<PAGE>



b) 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 premium and  accretion of original  issue  discount.  Market
   discount is recognized upon disposition of the security.

c) 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.

d) ALLOCATION OF EXPENSES:  Expenses,  other  than  class-specific expenses, are
   allocated  daily to each class of shares  based on the relative net assets of
   each class.  Class-specific  expenses, which include distribution and service
   fees and any other items that are  specifically  attributed  to a  particular
   class, are charged directly to such class.

e) 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  and disclosure of contingent  assets and liabilities at the date
   of the  financial  statements  and the  reported  amounts  of  increases  and
   decreases in net assets from operations during the reporting  period.  Actual
   results could differ from those estimates.

3. FEES AND RELATED PARTY TRANSACTIONS

(a)       MANAGEMENT ARRANGEMENTS:

          Aquila Management Corporation (the "Manager"), the Trust's founder and
sponsor,   serves  as  the  Manager   for  the  Trust  under  an  Advisory   and
Administration  Agreement with the Trust. The portfolio  management of the Trust
has been delegated to a sub-adviser as described  below.  Under the Advisory and
Administrative  Agreement,  the Manager provides all administrative  services to
the Trust, other than those relating to the day-to-day portfolio management. The
Manager's  services  include  providing  the office of the Trust and all related
services as well as overseeing  the  activities of the  sub-adviser  and all the
various support  organizations  to the Trust such as the  shareholder  servicing
agent,  custodian,  legal counsel,  auditors and  distributor  and  additionally
maintaining  the Trust's  accounting  books and records.  For its services,  the
Manager is entitled to receive a fee which is payable monthly and computed as of
the close of  business  each day at the annual rate of 0.40 of 1% on the Trust's
net assets.

</PAGE>

<PAGE>

          U.S.  Bank National  Association  (the  "Sub-Adviser"),  serves as the
Investment  Sub-Adviser for the Trust under a Sub-Advisory Agreement between the
Manager and the Sub-Adviser.  Under this agreement, the Sub-Adviser continuously
provides,  subject to  oversight of the Manager and the Board of Trustees of the
Trust, the investment program of the Trust and the composition of its portfolio,
arranges for the purchases and sales of portfolio  securities,  and provides for
daily pricing of the Trust's  portfolio.  For its services,  the  Sub-Adviser is
entitled to receive a fee from the Manager which is payable monthly and computed
as of the close of  business  each day at the  annual  rate of 0.18 of 1% on the
Trust's net assets.

          For the six months ended March 31, 2000,  the Trust  incurred fees for
advisory and administrative services of $644,487.

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

b) DISTRIBUTION AND SERVICE FEES:

          The Trust has adopted a  Distribution  Plan (the  "Plan")  pursuant to
Rule 12b-1 (the "Rule") under the Investment Company Act of 1940. Under one part
of the Plan,  with respect to Class A Shares,  the Trust is  authorized  to make
service  fee  payments  to  broker-dealers  or others  ("Qualified  Recipients")
selected by Aquila Distributors,  Inc. (the "Distributor"),  including,  but not
limited to, any principal  underwriter of the Trust,  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.  The Trust makes payment of this service
fee at the annual rate of 0.15% of the Trust's average net assets represented by
Class A Shares. For the six months ended March 31, 2000, service fees on Class A
Shares amounted to $224,991, of which the Distributor received $7,691.

          Under  another  part of the  Plan,  the  Trust is  authorized  to make
payments  with  respect  to Class C Shares to  Qualified  Recipients  which have
rendered  assistance in the distribution and/or retention of the Trust's Class C
shares or  servicing of  shareholder  accounts.  These  payments are made at the
annual rate of 0.75% of the Trust's net assets represented by Class C Shares and
for the six months ended March 31, 2000, amounted to $13,654. In addition, under
a  Shareholder  Services  Plan,  the Trust is  authorized  to make  service  fee
payments  with respect to Class C Shares to Qualified  Recipients  for providing
personal services and/or maintenance of shareholder accounts. These payments are
made at the annual rate of 0.25% of the Trust's net assets  represented by Class
C Shares and for the six months  ended March 31, 2000,  amounted to $4,552.  The
total of these payments made with respect to Class C Shares amounted to $18,206,
of which the Distributor received $5,370.

          Specific details about the Plans are more fully defined in the Trust's
Prospectus and Statement of Additional Information.

</PAGE>

<PAGE>


          Under  a  Distribution  Agreement,   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.  For the six
months  ended  March  31,  2000,  total  commissions  on sales of Class A Shares
amounted to $378,614, of which the Distributor received $75,304.

4. PURCHASES AND SALES OF SECURITIES

          During the six months  ended March 31, 2000,  purchases of  securities
and  proceeds  from  the  sales  of  securities   aggregated   $22,666,266   and
$30,054,051, respectively.

          At March 31, 2000,  aggregate gross  unrealized  appreciation  for all
securities in which there is an excess of market value over tax cost amounted to
$6,548,918,  and aggregate gross  unrealized  depreciation for all securities in
which there is an excess of tax cost over market value  amounted to  $5,634,310,
for a net unrealized appreciation of $914,608.

5. 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.
Two such developments,  Measure 5, a 1990 amendment to the Oregon  Constitution,
as well as  Measures  47 and 50,  limit the taxing  and  spending  authority  of
certain Oregon  governmental  entities.  Although these amendments could have an
adverse effect on the general financial  condition of certain municipal entities
that would  impair the ability of certain  Oregon  issuer's to pay  interest and
principal on their  obligations,  experience over the history of such amendments
would indicate a low probability of this happening.

6. DISTRIBUTIONS

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

          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  statement 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 taxes at ordinary income and/or capital gain rates.
</PAGE>

<PAGE>



7. EXPENSES

          The  Trust has  negotiated  an  expense  offset  arrangement  with its
custodian, wherein it receives credit toward the reduction of custodian fees and
other Trust expenses whenever there are uninvested cash  balances.The  Statement
of  Operations  reflects  the total  expenses  before any offset,  the amount of
offset and the net expenses. It is the general intention of the Trust to invest,
to the extent  practicable,  some or all of cash  balances  in  income-producing
assets rather than leave cash on deposit.

8. CAPITAL SHARE TRANSACTIONS

Transactions in Capital Shares of the Trust were as follows:

<TABLE>
<CAPTION>
                                              SIX MONTHS ENDED                            YEAR ENDED
                                               MARCH 31, 2000                          SEPTEMBER 30, 1999
                                         SHARES               AMOUNT              SHARES                AMOUNT
</CAPTION>
<S> <C>                                <C>                <C>                   <C>                 <C>
CLASS A SHARES:
    Proceeds from shares sold           1,315,888         $  13,301,229          3,077,787          $  32,804,150
    Reinvested dividends and
      distributions                       433,285             4,381,743            912,832              9,714,231
    Cost of shares redeemed            (3,112,576)          (31,480,684)        (3,633,583)           (38,503,659)
      Net change                       (1,363,403)          (13,797,712)           357,036              4,014,722

CLASS C SHARES:
    Proceeds from shares sold             215,053             2,166,390            211,679              2,254,086
    Reinvested dividends and
      distributions                         4,017                40,271              4,179                 44,213
    Cost of shares redeemed               (69,811)             (703,022)           (30,354)              (317,699)
      Net change                          149,259             1,503,639            185,504              1,980,600

CLASS Y SHARES:
    Proceeds from shares sold             774,436             7,843,990            721,432              7,566,344
    Reinvested dividends and
      distributions                         4,076                41,101             14,352                153,681
    Cost of shares redeemed              (534,456)           (5,398,804)           (58,206)              (618,774)
      Net change                          244,056             2,486,287            677,578              7,101,251
Total transactions in Trust
    shares                               (970,088)        $  (9,807,786)         1,220,118          $  13,096,573
</TABLE>
</PAGE>




<PAGE>
                            TAX-FREE TRUST OF OREGON
                              FINANCIAL HIGHLIGHTS
                                  (UNAUDITED)

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD
<TABLE>
<CAPTION>
                                                                        CLASS A
                                                SIX MONTHS
                                                   ENDED               YEAR ENDED SEPTEMBER 30,
                                                  3/31/00    1999       1998     1997     1996     1995
</CAPTION>
<S> <C>                                           <C>       <C>        <C>      <C>      <C>      <C>
Net Asset Value, Beginning of Period              $10.27    $10.86     $10.68   $10.49   $10.55   $10.20

Income from Investment Operations:
    Net investment income                          0.25      0.50       0.53     0.53     0.54     0.55
    Net gain (loss) on securities (both
      realized and unrealized)                    (0.06)    (0.56)      0.19     0.21    (0.05)    0.39

    Total from Investment Operations               0.19     (0.06)      0.72     0.74     0.49     0.94

Less Distributions (note 6):
    Dividends from net investment income          (0.25)    (0.51)     (0.53)   (0.54)   (0.54)   (0.55)
    Distributions from capital gains                -       (0.02)     (0.01)   (0.01)   (0.01)   (0.04)

    Total Distributions                           (0.25)    (0.53)     (0.54)   (0.55)   (0.55)   (0.59)

Net Asset Value, End of Period                    $10.21    $10.27     $10.86   $10.68   $10.49   $10.55

Total Return (not reflecting sales charge)(%)      1.94+    (0.62)      6.90     7.21     4.76     9.52

Ratios/Supplemental Data
    Net Assets, End of Period ($ millions)         293       309        322      312      305      311
    Ratio of Expenses to Average Net
      Assets (%)                                   0.72*     0.71       0.71     0.73     0.73     0.73
    Ratio of Net Investment Income to
      Average Net Assets (%)                       5.02*     4.70       4.83     5.01     5.15     5.37
    Portfolio Turnover Rate (%)                    7+        16         7        5        10       13

The expense ratios after giving effect to the expense offset for uninvested cash
balances were:

    Ratio of Expenses to Average Net
      Assets (%)                                   0.70*     0.68       0.69     0.72     0.72     0.71
</TABLE>

+     Not annualized.
*      Annualized.

                See accompanying notes to financial statements.
</PAGE>




<PAGE>
                            TAX-FREE TRUST OF OREGON
                        FINANCIAL HIGHLIGHTS (CONTINUED)
                                  (UNAUDITED)

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD
<TABLE>
<CAPTION>
                                                               CLASS C(1)                                CLASS Y(1)
                                             SIX MONTHS      YEAR ENDED        PERIOD(1)    SIX MONTHS     YEAR ENDED      PERIOD(1)
                                               ENDED        SEPTEMBER 30,        ENDED        ENDED       SEPTEMBER 30,       ENDED
                                              3/31/00    1999   1998   1997     9/30/96      3/31/00   1999   1998   1997    9/30/96
</CAPTION>
<S>                                            <C>       <C>    <C>    <C>      <C>          <C>      <C>    <C>    <C>      <C>
Net Asset Value, Beginning of Period           $10.27    $10.85 $10.67 $10.49   $10.34       $10.27   $10.85 $10.68 $10.49   $10.34

Income from Investment Operations:
  Net investment income                         0.21      0.41   0.43   0.43     0.22         0.26     0.52   0.54   0.54     0.27
  Net gain (loss) on securities (both
    realized and unrealized)                   (0.07)    (0.55)  0.20   0.21     0.15        (0.07)   (0.56)  0.19   0.21     0.15

  Total from Investment Operations              0.14     (0.14)  0.63   0.64     0.37         0.19    (0.04)  0.73   0.75     0.42

Less Distributions (note 6):
  Dividends from net investment income         (0.21)    (0.42) (0.44) (0.45)   (0.22)       (0.26)   (0.52) (0.55) (0.55)   (0.27)
  Distributions from capital gains               -       (0.02) (0.01) (0.01)     -            -      (0.02) (0.01) (0.01)     -

  Total Distributions                          (0.21)    (0.44) (0.45) (0.46)   (0.22)       (0.26)   (0.54) (0.56) (0.56)   (0.27)

Net Asset Value, End of Period                 $10.20    $10.27 $10.85 $10.67   $10.49       $10.20   $10.27 $10.85 $10.68   $10.49

Total Return (not reflecting sales charge) (%)  1.40+    (1.38)  6.00   6.20     3.61+        1.89+   (0.39)  6.96   7.37     4.14+

Ratios/Supplemental Data
  Net Assets, End of Period ($ millions)        4.5       3.0    1.2    .8       .3           19.4     17.0   10.7   4.0      .2
  Ratio of Expenses to Average Net
    Assets (%)                                  1.58*     1.56   1.56   1.58     1.56*        0.57*    0.56   0.55   0.58     0.58*
  Ratio of Net Investment Income to
    Average Net Assets (%)                      4.14*     3.84   3.98   4.14     4.17*        5.18*    4.86   4.95   5.21     5.35*
  Portfolio Turnover Rate (%)                   7+        16     7      5        10+          7+       16     7      5        10+

The expense ratios after giving effect to the expense offset for uninvested cash
balances were:

  Ratio of Expenses to Average
    Net Assets (%)                              1.56*     1.53   1.54   1.57     1.56*        0.55*    0.53   0.53   0.57     0.57*
</TABLE>

(1) From April 5, 1996 to September 30, 1996.
 +   Not annualized.
 *   Annualized.

                See accompanying notes to financial statements.
</PAGE>


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