COLORADO BONDSHARES A TAX EXEMPT FUND
N-30D, 1996-05-30
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                                    COLORADO
                                   BONDSHARES
                               A TAX-EXEMPT FUND
                               SEMI-ANNUAL REPORT
                                 MARCH 31, 1996
                                  (UNAUDITED)


<PAGE>

May 28, 1996



Dear Shareholders:

We are pleased to report  continued good news for the semi-annual  period ending
March 31,  1996.  According  to  Morningstar,  Colorado  BondShares  was second,
overall,  for the last six months.  More recently,  we repeated during the first
quarter of 1996 as the best  performing  single state municipal bond fund in the
U.S.A.  This is the second time in three years that the fund has  received  this
distinction.  While past  performance  is not  necessarily  indicative of future
performance,  we view it as a real  advantage to start off the calendar  year so
favorably.

The bond market is showing  signs of worry about  inflation  and is off from its
high which occurred in mid-January.  Inflation fears are, however,  premature in
our minds and will be relatively  short lived.  Hence, we believe that long-term
interest  rates will  likely  come down a bit later in the year and this  should
prove to be a favorable time to own bonds  generally and Colorado  BondShares in
particular.  Additional gains may also result from the still improving  Colorado
economy, ratings upgrades and ongoing refinancing trends.

As a precaution,  we are maintaining a relatively short average maturity of 8.87
years in order to help guard against an unexpected sharp rise in interest rates.
While this is slightly longer than we have had recently,  it is still relatively
short by industry standards.

We would be happy to  answer  any  specific  questions  that you may have  after
reviewing  the  attached  information.  Most  importantly,  we  appreciate  your
continued confidence in our fund.


Yours truly,



Fred R. Kelly, Jr.
Portfolio Manager


<PAGE>


COLORADO BONDSHARES - A TAX-EXEMPT FUND
<TABLE>
<CAPTION>
Statement of Investments 

March 31, 1996 (unaudited)

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


Face                                                                                    Market
amount                         Colorado Municipal Bonds - 83.8%                         value
- ------                         --------------------------------                        ------
<S>                                        <C>                                           <C> 

   75,000       Adams County Pollution Control Revenue Refunding Series 1986A,
                 7.375% due 11/01/09                                                    77,850
   25,000       Arapahoe County Cherry Creek School District No. 5, Series 1990,
                 6.45%, due 12/15/96                                                    25,513
  250,000       Arapahoe Water and Sanitation District G.O. Refunding & Improvement
                 Series 1986, 8.50% due 12/01/05                                       305,000
  175,000       Arapahoe Water and Sanitation District G. O. Refunding & Improvement
                 Series 1988A, 9.25% due 12/01/13                                      181,650
1,000,000       Arapahoe Water and Sanitation District G.O. Refunding & Improvement
                 Series 1988A, 9.25% due 12/01/13 (b)                                1,150,000
2,250,000       Arapahoe Water and Sanitation District G.O. Refunding Series 1995B,
                 8.50% due 12/01/20                                                  2,182,500
  525,000       Arrowhead Metropolitan District G. O. Refunding & Improvement
                 Series 1986, 8.50% due 11/01/06 (b)                                   544,163
  575,000       Arvada Multifamily Rental Housing Revenue Series 1993, 7.50%
                 due 12/15/18                                                          572,125
  218,600       Aurora Centretech Metropolitan District G.O. Refunding & Improvement
                      Series 1994, 6.00% due 12/01/23                                  163,950
  115,000       Avon Colorado Supplemental B Interest Coupons Series 1996, 3.65%
                 due 6/01/96 (d)                                                       114,477
  155,000       Basalt and Rural Fire Protection District G.O. Series 1996, 3.50%
                 due 12/01/96                                                          155,000
  480,000       Bear Creek LID #1 Special Assessment Refunding Series 1993, 6.50%
                 due 3/15/98                                                           480,000
1,915,000       Bell Mountain Ranch Phase II Metropolitan District G.O. Improvement
                 Series 1995, 8.50% due 11/15/96-11/15/15                            1,915,000
  350,000       Bell Mountain Ranch Phase II Metropolitan District Improvement Fee
                 Revenue Series 1995, 7.00% due 11/15/98                               350,000
  100,000       Boulder County Single Family Mortgage Revenue Series 1982A, 10.00%
                 due 5/01/99                                                            90,000
  485,000       Boulder County Zero Coupon Single Family Mortgage Revenue Series
                 1983, 11.00% due 12/01/14 (d)                                          64,699
  486,750       Briargate Public Building Authority Landowner Assessment Lien
                 Series 1985A & 86, 9.50%-10.25% due 12/15/95-05 (a)                   199,567
   12,000       Castle Pines North Metropolitan District Tax Revenue Series 1994B,
                  variable rate 8.55% due 12/01/33 (g)                                   6,000
   25,000       Town of Castle Rock G.O. Series 1988, 10.375% due 12/01/08               6,500
  530,000       Town of Castle Rock LID Special Assessment Series 1988-2D, 9.25% -
                 10.375% due 12/01/08 (a)                                               84,800
   60,389       Centennial Downs Metropolitan District Cash Payment Deficiency Bond
                 Series 1993, 8.09% due 12/01/34                                        36,234

                                              1

<PAGE>


COLORADO BONDSHARES - A TAX-EXEMPT FUND

Statement of Investments, Continued

March 31, 1996 (unaudited)

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


Face                                                                                    Market
amount                         Colorado Municipal Bonds - 83.8%                         value
- ------                         --------------------------------                        ------

 588,601        Centennial Downs Metropolitan Limited Tax Refunding Bond Series
                 1993, 8.09% due 12/01/34                                              353,161
 271,980        Centennial Downs Metropolitan Interest Certificate Series 1993, 6.00%
                 due 12/01/34 (c)                                                        6,799
  205,000       Cherry Hills Farm Metropolitan District G.O. Refunding Series 1992,
                 6.50% due 12/01/96-97                                                 207,050
   50,000       Clifton Water District Series 1973, 5.90% due 8/01/96                   50,385
2,009,520       Colorado Centre Metropolitan District Limited Tax and Special Revenue
                 Series 1992A, principal only, 0.00% due 1/01/27 (e)                    20,095
2,008,335       Colorado Centre Metropolitan District Limited Tax and Special Revenue
                 Series 1992A, interest only, 9.00% due 1/01/27 (f)                  1,305,418
6,465,662       Colorado Centre Metropolitan District Limited Tax and Special Revenue
                 Series 1992B, 10.19% due 1/01/32 (g)                                   64,657
  370,000       Colorado Health Facilities Authority Revenue Bethesda Psychealth
                 System Project Series 1987, 8.875%-9.125% due 9/01/07-17 (b)          403,100
    5,000       Colorado Health Facilities Authority Refunding Revenue National Jewish
                 Center Series 6.15% due 2/15/98                                         4,950
  190,000       Colorado Health Facilities Authority Refunding Revenue Porter Memorial
                 Hospital Series 1986A, 7.40% due 2/01/16 (b)                          212,800
  240,000       Colorado Health Facilities Authority Revenue Refunding Swedish
                 Medical Center Series 1987A, 7.00% due 10/01/15 (b)                   257,784
   25,000       Colorado Postsecondary Educational Facilities Authority Revenue
                 University of Denver Project, Series 1987B, 8.10% due 12/01/96         25,647
   75,000       Colorado Postsecondary Educational Facilities Authority Revenue
                 The Naropa Institutional Project Series 1990, 7.875% due 09/01/10
                 put 09/01/97                                                           75,750
1,610,000       Colorado Postsecondary Educational Facilities Authority Revenue
                 National Technological University Project Series 1993, 7.375%
                 -7.75% due 12/01/97-10                                              1,626,100
1,000,000       Colorado Springs Spring Creek GID G.O. Series 1995, variable rate
                 due 12/01/14 (g)                                                      450,000
  350,000       Colorado Tech Center Metropolitan District G.O. Refunding Series
                 1989, 9.75% due 6/01/09                                               409,500
1,180,000       Columbia Metropolitan District G.O. Improvement Series 1992,
                 7.60%-8.50% due 11/01/00-11/01/12                                   1,458,350
  595,000       Cordillera Metropolitan District G.O. Series 1994A, 8.00% due
                 12/01/09                                                              595,000
  500,000       Cordillera Metropolitan District G.O. Series 1994, 8.25% due
                 12/01/13                                                              510,000
  140,000       City and County of Denver Zero Coupon Single Family Mortgage
                 Revenue Series 1984, 11.63% due 9/01/15 (d)                            15,708


                                              2

<PAGE>


COLORADO BONDSHARES - A TAX-EXEMPT FUND

Statement of Investments, Continued

March 31, 1996 (unaudited)

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


Face                                                                                    Market
amount                         Colorado Municipal Bonds - 83.8%                         value
- ------                         --------------------------------                        ------

   50,000       Denver Metropolitan Sewage Disposal District No. 1 G.O. Series
                 1986A, 6.75% due 4/01/11 (b)                                           51,625
  555,000       Douglas County LID #3 South Quebec Street Series 1991, 9.75% -
                 10.00% due 8/01/97-02                                                 555,000
  575,000       Dove Valley Metropolitan District G.O. Refunding & Improvement
                 Series 1988, 8.90%-9.50% due 12/01/99-08                              575,000
  505,000       Dove Valley Metropolitan District G.O. Refunding & Improvement
                 Series 1989, 8.25% due 12/01/08                                       505,000
  600,000       Eaglebend Affordable Housing Revenue Series 1990A-2, 10.00% due
                 7/01/21                                                               582,000
  500,000       Eaglebend Affordable Housing Revenue Series 1991B-2, 10.00% due
                 7/01/21                                                               485,000
  100,000       El Paso County Pheasant Run LID 1986-2 Special Assessment, 9.25%
                 due 9/01/99 (a)                                                        26,000
   90,000       El Paso County Powers Boulevard/Drennan Road LID 1985-2 Special
                 Assessment Refunding, 8.875%-9.00% due 9/01/00                          9,000
2,200,000       El Paso County Multifamily Housing Revenue Refunding (Briarglen
                 Apartments) Series 1994, weekly reset rate 3.40% due 12/1/24        2,200,000
  500,000       El Paso County School District No. 20 Zero Coupon G.O. Refunding
                 Series 1993A, 6.10% due 6/15/08 (d)                                   261,250
1,500,000       Fairlake Metropolitan District G.O. Series 1989, 9.00% due 6/01/09   1,530,000
   10,000       Fairlake Metropolitan District G.O. Series 1991, 9.625% due
                 12/01/98                                                               10,100
  515,000       Forest Hills Metropolitan District G.O. Refunding, Series 1992B, 7.75%
                 due 11/01/99                                                          526,897
   95,000       Fort Collins Special Assessment Series 1989, 8.75% due 8/01/01          95,000
  500,000       Fort Collins G.O. Water Series 1982, 10.00% due 12/01/99 (b)           558,200
  850,000       Gateway Village G.I.D. G.O. Series 1995, 8.25%-8.75% due
                 12/01/05-14                                                           850,000
  490,000       Greenwood North Metropolitan District G.O. Refunding Series 1993,
                 4.40%-5.00% due 12/01/98-01                                           470,079
  500,000       Hamilton Creek Metropolitan District G.O. Series 1990 Exchange Bonds,
                 11.25% due 12/01/04 (g)                                               250,000
   10,000       Hyland Hills Metropolitan Park & Recreation District Special Revenue
                 Series 1992, 7.10% due 12/15/00                                        10,100
  340,000       Idledale Fire Protection District G.O. Series 1993, 5.20%-5.80% due
                  12/15/03-07                                                          319,143
  210,000       Interstate South Metropolitan District G.O. Refunding & Improvement
                  Series 1986, 9.50% due 12/01/06 (b)                                  222,390
  270,000       Interstate South Metropolitan District G.O. Refunding & Improvement
                  Series 1989, 8.375% due 12/01/05 (b)                                 283,500


                                      3

<PAGE>


COLORADO BONDSHARES - A TAX-EXEMPT FUND

Statement of Investments, Continued

March 31, 1996 (unaudited)

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


Face                                                                                    Market
amount                         Colorado Municipal Bonds - 83.8%                         value
- ------                         --------------------------------                        ------

  230,000       Interstate South Metropolitan District G.O. Refunding & Improvement
                 Series 1989, 8.375% due 12/01/05                                      235,313
1,655,000       Interstate South Metropolitan District Zero Coupon G.O. Refunding &
                 Improvement Series 1989, 9.00% due 12/01/10-14 (d)                    362,434
  250,000       Jefferson County School District No. R-1 G.O. School Building and
                 Refunding Series 1985A & B, 8.75% due 12/15/96                        259,900
  495,000       La Plata County Recreational Facilities Refunding Revenue (Durango
                 Ski Corporation Project) Series 1989A, 9.00% due 02/01/10             475,200
   65,000       City of Lakewood Zero Coupon Single Family Mortgage Series 1985,
                 11.10% due 5/01/15 (d)                                                  8,138
   45,000       Larimer County Zero Coupon Single Family Mortgage Revenue Series
                 1985A, 11.25% due 4/01/15 (d)                                           5,535
  315,000       City of Las Animas Water G.O. Series 1989, 8.60% due 12/01/09          320,135
1,000,000       City of Louisville Sales Tax Revenue Series 1989, 8.60% due
                 11/15/13 (b)                                                        1,130,000
  220,000       Mesa County Single Family Mortgage Revenue Series 1982, 10.75%
                 due 12/01/99 (a)                                                       22,000
1,250,000       Mid Valley Metropolitan District G.O. Refunding & Improvement
                 Series 1989, 8.90% due 12/15/04                                     1,362,500
   15,000       Montrose County Airport Authority Airport Revenue Refunding &
                 Improvement Series 1987, 9.50% due 12/01/07                            16,015
  750,000       Mountain Village Metropolitan District G.O. Series 1992, 7.95%
                 due 12/01/03                                                          821,850
  350,000       Town of Nederland G.O. Water Refunding Series 1989, 8.50% due
                 8/15/13                                                               357,000
  285,000       Northern Metropolitan District Limited Tax Revenue Refunding Series
                 1992A, 8.20%-8.875% due 12/01/22                                      247,950
  596,100       Northern Metropolitan District Limited Tax Revenue Refunding Series
                 1992B, 0.00% due 12/01/22 (c)                                          23,844
  881,250       Northern Metropolitan District Limited Tax Revenue Refunding Interest
                 Certificates Series 1992B, 8.25%-8.875% due 12/01/22 (c)              236,925
   20,000       Northgate Public Building Authority Landowner Assessment Lien Series
                 1987A, 8.25% due 12/01/00 (a)                                           3,200
  150,000       Panorama Metropolitan District G.O. Series 1986, 9.50% due
                 12/01/05 (b)                                                          158,880
    5,000       Panorama Metropolitan District G.O. Refunding Series 1986, 9.50%
                 due 12/01/05                                                            5,150
1,055,000       Panorama Metropolitan District G.O. Refunding Series 1989B, 9.00%
                 due 12/01/09                                                        1,065,550



                                        4

<PAGE>


COLORADO BONDSHARES - A TAX-EXEMPT FUND

Statement of Investments, Continued

March 31, 1996 (unaudited)

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


Face                                                                                    Market
amount                         Colorado Municipal Bonds - 83.8%                         value
- ------                         --------------------------------                        ------

   15,000       Parker Properties Metropolitan District No. 1 Limited Tax Variable
                 Rate Refunding Exchange Term Bond Series 1991B, 10.41% due
                 8/15/10 (c)                                                             5,100
1,000,000       Piney Creek Metropolitan District Refunding Series 1989A, 8.50% due
                 12/01/14                                                            1,042,500
  410,000       Plains Metropolitan District G.O. Series 1986, 8.50%-9.25% due
                 12/01/96-6/01/06                                                      205,000
  225,000       Pueblo Urban Renewal Authority Revenue Refunding (Phase One Urban
                 Renewal Project) Series 1994B, 5.05% due 12/01/19 mandatory call
                 12/01/96                                                              225,000
  155,716       Roxborough Village Metropolitan District Series 1993A, 9.00%
                 due 12/31/16                                                          129,244
  271,967       Roxborough Village Metropolitan District Series 1993B, principal only,
                 10.41% due 12/31/21 (e)                                                27,197
   14,158       Roxborough Village Metropolitan District Series 1993B, interest only,
                 10.41% due 1/01/43 (f)                                                    142                9,066
  906,622       Roxborough Village Metropolitan District Series 1993C, 9.84% due
                 12/31/32                                                                9,066 
  240,000       Saint Vrain Sanitation District G.O. Series 1987, 9.625% due
                 12/01/06                                                              268,800
  500,000       City of Salida Sales Tax Revenue Refunding & Improvement Series
                 1990, 8.20% due 12/01/11                                              529,850
  125,000       San Miguel County Housing Authority Multifamily Telluride Village
                 Zero Coupon Revenue Series 1993, 7.00% due 7/01/98 (d)                109,275
  535,000       San Miguel County Housing Authority Multifamily Telluride Village
                 Revenue Refunding Series 1993, 6.30% due 7/01/13                      524,300
  185,000       San Miguel County School District No. R-1 G.O. Series 1992, 8.50%
                 due 12/01/98                                                          207,200
1,000,000       Southpark Metropolitan District G.O. Refunding Series 1996, 6.60%
                 due 12/01/13                                                          984,520
  100,000       Southtech Metropolitan District G.O. Refunding Series 1994, 5.35%-
                 5.85% due 12/01/01-04                                                  97,184
  385,000       Squaw Creek Metropolitan District Revenue Series 1994, 5.25%
                 due 12/01/13 put 12/01/98                                             385,000
  610,000       Valley Metropolitan District G.O. Refunding Series 1992, 7.00%
                 due 12/15/06                                                          610,000
  100,000       Walsenburg Natural Gas Revenue Bonds Series 1968, 6.25% due
                 06/01/98-99                                                           101,000
   75,000       City of Westminster 104th Avenue Special Improvement District Special
                 Assessment Series 1988, 9.00% due 12/01/03                             75,750

                                        5

<PAGE>

COLORADO BONDSHARES - A TAX-EXEMPT FUND

Statement of Investments, Continued

March 31, 1996 (unaudited)

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

Face                                                                                    Market
amount                         Colorado Municipal Bonds - 83.8%                         value
- ------                         --------------------------------                        ------

    5,000       Wright Farms Metropolitan District G.O. Series 1986, 9.75% due
                 12/01/05                                                                5,050
                                                                                    ----------

               Total Colorado Municipal Bonds (cost $40,369,939)                    39,791,263
                                                                                    ----------

                         Colorado Certificates of Participation - 1.4%
                      -----------------------------------------------------

  100,000      Arapahoe Library District Certificates of Participation Series 1990,
                 6.55% due 12/15/96                                                    102,000
   80,000      Huerfano County Refunding Certificates of Participation Series 1993,
                 4.50% due 12/01/96                                                     80,000
   50,000      Las Animas County School District No. 001 Certificates of Participation
                 Series 1991, 8.00% due 12/01/10 (b)                                    58,000
  425,000      Roaring Fork School District No. RE-1 Certificates of Participation
                 Series 1996, 3.40% due 12/15/96                                       425,000

               Total Colorado Certificates of Participation Bonds (cost $662,175)      665,000
                                                                                    ----------

                  Colorado Industrial Development Revenue Bonds - 8.6%
                -------------------------------------------------------

    5,000       City and County of Denver American Water Works Association Series
                 1987, 10.00% due 3/01/07                                                5,050
  200,000       City and County of Denver Desks Colorado Project Series 1983, 4.60%
                 variable rate due 10/15/05 put 10/15/96                               200,456
2,090,000       City of Englewood Floating Rate Demand Series 1985, 3.60% variable
                 rate due 12/01/10                                                   2,090,000
1,305,000       City of Fort Collins The Opera House Project Series 1986, 8.75%-
                 9.125% due 12/01/10-16                                              1,305,000
 500,000        City of Northglenn Refunding (Castle Garden Retirement Project)
                 Series 1988, variable rate 3.30% due 1/01/09                          500,000
                                                                                    ----------
               Total Colorado Industrial Development Revenue Bonds
               (cost $ 4,092,325)                                                    4,100,506
                                                                                    ----------


               Total Investments (cost $45,124,439)                      93.8%      44,556,769
               Other assets in excess of liabilities                      6.2%       2,915,802
                                                                                     ---------

               Net Assets                                               100.0%    $ 47,472,571
                                                                        ======      ==========

</TABLE>

                                        6

<PAGE>


COLORADO BONDSHARES - A TAX-EXEMPT FUND

Statement of Investments, Continued

March 31, 1995 (unaudited)

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



(a) Non-income  producing based upon the financial  condition of the issuer (see
    footnote 1).

(b) Originally  issued as general  obligation  bonds but are now prerefunded and
    are secured by an escrow fund consisting  entirely of direct U.S. Government
    obligations.

(c) Represents interest  certificates whose  characteristics are similar to zero
    coupon  bonds.  All  interest  based on the  coupon  rate is  remitted  upon
    maturity.

(d) Interest rate shown for zero coupon bonds  represents the effective yield at
    the date of acquisition.

(e) Principal-only  certificate  represents  the right to receive the  principal
    payments on the underlying  debt security upon  maturity.  The price of this
    security is typically more volatile than that of coupon-bearing bonds of the
    same maturity.

(f) Interest-only  certificate  represents  the  right  to  receive  semi-annual
    interest  payments on the underlying debt security.  The principal amount of
    the  underlying  security  represents  the notional  amount on which current
    interest is  calculated.  The interest rate shown  represents  the effective
    yield at the date of acquisition.

(g) Interest rate disclosed for cash flow bond represents the effective yield at
    March 31, 1996. Income on this security is derived from the cash flow of the
    issuer.

The following  abbreviations are used in the descriptions of securities included
in the Statement of Investments:

    G.O.  - General Obligations
    LID   - Local Improvement District
    GID   - General Improvement District

See accompanying notes to financial statements.

                                        7

<PAGE>


COLORADO BONDSHARES -A TAX-EXEMPT FUND

Statement of Assets and Liabilities

October 1, 1995 to March 31, 1996 (unaudited)

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


Assets

Investments at value (cost $45,124,439) - see                     $ 44,556,769
    accompanying notes to financial statements
Cash                                                                 2,384,807
Receivables:
    Interest                                                         1,205,711
    Shares of beneficial interest sold                                  23,107
                                                                    ----------
        Total Assets                                                48,170,394
                                                                    ----------
Liabilities

Payables and other liabilities:
    Dividends                                                          115,326
    Shares of beneficial interest redeemed                               8,478
    Investments purchased                                              539,477
    Accrued expenses and other                                          34,542
                                                                    ----------

        Total liabilities                                              697,823
                                                                    ----------
        Net Assets                                                $ 47,472,571
                                                                    ==========

Composition of Net Assets

Paid-in capital                                                     48,619,641
Undistributed net investment income                                     46,094
Accumulated net realized loss from investment transactions            (625,494)
Net unrealized depreciation of investments (note 3)                   (567,670)
                                                                    ----------

        Net assets                                                $ 47,472,571
                                                                    ==========

Net asset value and redemption value per share (based on 5,104,564
    shares of beneficial interest outstanding)                          $ 9.30
                                                                          ====

Maximum offering price per share (net asset value plus sales charge
    of 4.75% of offering price)                                         $ 9.76
                                                                          ====


See accompanying notes to financial statements.



                                        8

<PAGE>



COLORADO BONDSHARES - A TAX-EXEMPT FUND

Statement of Operations

October 1, 1995 to March 31, 1996 (unaudited)

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


Investment income
    Interest                                                       $ 1,674,343
                                                                     ---------

Expenses:
    Management fees (note 4)                                           115,937
    Transfer agency expenses                                            18,807
    Custodian fees (note 5)                                             16,407
    Legal and auditing fees                                             15,780
    Shareholders' reports                                                7,487
    Fidelity bond                                                        1,590
    Trustees' fees                                                         932
    Other                                                                2,063

        Total Expenses                                                 179,003
                                                                      --------
Earnings credits on cash balances (note 5)                             (16,407)

        Net Expenses                                                   162,596

        Net investment income                                        1,511,747
                                                                     ---------

Realized and unrealized gain (loss) on investments:
    Net realized loss on investments                                  (265,315)
                                                                     ---------- 
    Net unrealized depreciation  of investments:
        Beginning of year                                           (1,493,175)
        End of period (March 31, 1996)                                (567,670)
                                                                    -----------

            Net change in unrealized depreciation on investments       925,505

            Net realized and unrealized gain on investments            660,190
                                                                    ----------

            Net increase in net assets resulting from operations   $ 2,171,937
                                                                     =========



    See accompanying notes to financial statements.


                                              9

<PAGE>



COLORADO BONDSHARES - A TAX-EXEMPT FUND

Statement of Changes in Net Assets

October 1, 1995 to March 31, 1996 (unaudited)

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


From investment activities:
    Net investment income                                         $  1,511,747
    Net realized loss from investments                                (265,315)
    Net change in unrealized appreciation or (depreciation) on
        investments                                                    925,505

            Net increase in net assets resulting from operations     2,171,937

    Dividends to shareholders from net investment income            (1,465,654)
                                                                    -----------
    From beneficial interest transactions:
        Proceeds from sale of shares                                 2,910,213
        Dividends reinvested                                           976,112
        Payments for shares redeemed                               (1,888,320)
                                                                   -----------
            Increase in net assets derived from
                beneficial interest transactions                     1,998,005
                                                                   -----------
            Net increase in net assets                               2,704,288

Net Assets:
    Beginning of period                                             44,768,283
                                                                   -----------

    End of period, including undistributed net investment
        income of $46,094                                         $ 47,472,571
                                                                    ==========

        See accompanying notes to financial statements


                                       10

<PAGE>

COLORADO BONDSHARES - A TAX-EXEMPT FUND
<TABLE>
<CAPTION>

Financial Highlights


                                                                                                                       Period
                                                     Semi-annual period ended March 31                                  ended
                                     ------------------------------------------------------------------------------   September 30,
                                    1996     1995      1994      1993     1992     1991     1990      1989     1988      1987*
<S>                                 <C>       <C>       <C>       <C>      <C>      <C>     <C>       <C>      <C>        <C>
                                    ----     ----      ----      ----     ----     ----     ----      ----     ----      -----
Per Share Operating Data:
Net asset value, beginning
   of period                       $ 9.16     9.07      9.13      9.07     8.96     8.93     9.61      9.59     9.43     10.00
                                    =====    =====     =====     =====    =====    =====    =====     =====    =====     =====

Net investment income                 .30      .30       .36       .34      .34      .35      .36       .38      .38       .26

Net realized and unrealized
   gain (loss) on investments         .13     (.02)     (.04)      .02      .04      .00     (.23)     (.15)     .05     (.57)
                                    -----    -----     -----     -----    -----    -----    -----     -----     -----    -----

Increase (decrease) from
   investment operations              .43      .28       .32       .36      .38      .35      .13       .23      .43     (.31)
                                    -----    -----     -----     -----    -----    -----    -----     -----    -----    -----
Dividends from net investment
   income                            (.29)    (.30)     (.36)     (.34)    (.34)    (.35)    (.36)     (.38)    (.38)     (.26)
                                    -----    ------    -----     -----    -----    -----    -----     -----    -----     -----
      Net increase (decrease)
        in net asset value            .14     (.02)     (.04)      .02      .04      .00     (.23)     (.15)    .05      (.57)
                                    -----    ------     -----    -----    -----    -----    -----     -----    -----     -----

Net asset value, end of period     $ 9.30     9.05      9.09      9.09     9.00     8.93     9.38      9.44     9.48      9.43
                                    =====     =====     =====    =====    =====    =====    =====     =====    =====     =====

Total Return, at Net Asset
   Value (1)                         9.63%    6.31      6.31      8.04     8.58     8.24     2.86      4.74     9.44    (2.59)**

Ratios/Supplemental data:
Net assets, end of period
   (000)s                         $47,472   43,907    39,335    39,067   25,845   25,643   40,207    26,334    9,912     5,992
                                   ======   ======    ======    ======   ======   ======   ======    ======    =====    ======

Ratios to average net assets (annualized):
      Expenses (2)                    .77      .71       .75       .89     1.20     1.30      .84       .60      .20       .34**
      Net investment income          6.51%    6.71      7.15      7.31     7.52     7.89     7.41      7.61     7.87      7.79**

Portfolio turnover ratio (3)        10.70     2.41      6.83      5.68     1.49     4.00     7.17      6.94     7.20     56.84**
                                    =====    =====     =====     =====    =====    =====    =====     =====    =====     =====

</TABLE>

                                       11
<PAGE>


COLORADO BONDSHARES A TAX-EXEMPT FUND

Financial Highlights, Continued

*  For the Period June 4,1987(commencement of operations) to September 30, 1987.
** Annualized.

(1)  Assumes a  hypothetical  initial  investment on the business day before the
     first day of the  semi-annual  period,  with all  dividends  reinvested  in
     additional shares on the reinvestment date, and redemption at the net asset
     value   calculated  on  the last  business  day of the semi-annual  period.
     Sales charges are not reflected in the total returns.

(2)  Beginning  in fiscal 1995 the expense  ratio  reflects  the effect of gross
     expenses  (including those paid indirectly by the Fund via earnings credits
     on cash balances). Prior period expense ratios have not been adjusted.

(3)  The  portfolio  turnover  ratio is  computed  by  dividing  the  lesser  of
     purchases  or sales of  portfolio  securities  for a period by the  monthly
     average  of the  market  value of  portfolio  securities  owned  during the
     period.  Securities with a maturity date of one year or less at the time of
     acquisition are excluded from the calculation.

     Purchases  and  sales  of  investment   securities   (excluding  short-term
     securities)  for the  period  ended  March  31,  1996 were  $4,485,622  and
     $7,761,685, respectively.




See accompanying notes to financial statements.


                                       12

<PAGE>


COLORADO BONDSHARES - A TAX-EXEMPT FUND

Notes to Financial Statements

March 31, 1996 (unaudited)

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


(1) Summary  of Significant Accounting Policies

    Colorado  BondShares - A Tax-Exempt Fund (the Fund) is registered  under the
    Investment  Company  Act of  1940 as  amended,  as a  diversified,  open-end
    management  investment  company.  The Fund's  investment  adviser is Freedom
    Funds Management Company (Freedom Funds),  formerly known as Hanifen, Imhoff
    Management  Company,   Inc.  The  following  is  a  summary  of  significant
    accounting policies consistently followed by the Fund.

    Investment Valuation

    Investments  are valued at 4:00 p.m.  (New York time) at the mean of the bid
    and  asked  prices  obtained  from  one or more  broker-dealers  dealing  in
    municipal  bonds.  Since  it is  unlikely  that  the  bonds  will be held to
    maturity, the Fund does not record amortization of premiums or discounts for
    financial statement purposes.  Short-term debt securities having a remaining
    maturity of sixty days or less are valued at cost (or last determined market
    value) adjusted for amortization to maturity of any premium or discount.

    Income Taxes

    No  provision  for federal  income taxes has been  recorded  since it is the
    Fund's  policy  to comply  with  provisions  of the  Internal  Revenue  Code
    available to regulated investment companies and to distribute its net income
    to shareholders.

    Other

    Investment  transactions  are accounted for on the date the  investments are
    purchased or sold (trade date).  Dividends to shareholders are declared each
    business day and paid monthly. Distributions to shareholders are recorded on
    the ex-dividend date. Realized gains and losses from investment transactions
    and unrealized  appreciation and depreciation of investments are reported on
    an  identified-cost  basis which is the same basis the Fund uses for federal
    income tax purposes. The Fund discontinues the accrual of interest income on
    municipal  bonds  when the  securities  become  delinquent  as to payment of
    principal  or interest,  or when the Fund's  investment  advisor  determines
    uncertainty  exists  as to  the  realization  of  all  or a  portion  of the
    principal balance.  The face amount and market value of bonds, for which the
    accrual of interest income has been  discontinued,  approximated  $1,336,750
    and $335,567 (.7% of net assets) respectively, as of March 31, 1996.



                                       13

<PAGE>


COLORADO BONDSHARES - A TAX-EXEMPT FUND

Notes to Financial Statements

March 31, 1996 (unaudited)

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


(2) Shares of Beneficial Interest

    At March 31, 1996 there was an  unlimited  number of no par value  shares of
    beneficial  interest  authorized.   Transactions  in  shares  of  beneficial
    interest  for the  period  from  October  1, 1995 to March 31,  1996 were as
    follows:

            Sold                           315,651
            Dividends Reinvested           105,808 
                                           -------
                                           421,459
            Redeemed                      (204,226)
                                           -------
            Net increase                   217,233
                                           =======

(3) Unrealized Gains and Losses

    At March  31,  1996,  the net  unrealized  depreciation  of  investments  of
    $567,670  was  composed  of  gross  appreciation  of  $1,680,040  and  gross
    depreciation  of $2,247,710 for those  investments  having an excess of cost
    over value.

(4) Management Fees and Other Transactions with Affiliates

    Management fees paid to Freedom Funds Management  Company were in accordance
    with the investment  advisory  agreement with the Fund which provides for an
    annual fee at the rate of .5% of the net assets of the Fund.  Freedom  Funds
    Management Company pays all expenses connected with advertising,  marketing,
    and  distributing  the Fund's  shares and is the  transfer  agent,  dividend
    disbursing  agent,  and  registrar for the Fund.  Freedom  Funds  Management
    Company  agreed that no transfer  agency  costs would be charged to the Fund
    through March 31, 1996,  except for direct  expenses  charged to the Fund by
    third parties.

(5) Earnings Credits on Cash Balances

    Earnings credits on cash balances  maintained with the custodian by the Fund
    resulted in offsetting  custodian fees incurred for the safeguarding of Fund
    assets.

                                       14

<PAGE>

Officers and Trustees
     George N. Donnelly, President and
     Chairman of the Board of Trustees
     Andrew B. Shaffer, Secretary,
     Treasurer and Trustee
     Fred R. Kelly, Jr. Portfolio Manager
     
Investment Advisor
     Freedom Funds Management Company

Transfer, Shareholder Servicing,
and Dividend Disbursing Agent

     Freedom Funds Management Company

Distributor
     SMITH HAYES Financial Services Corporation

Custodian of Portfolio Securities
     Norwest Investments and Trust,
     Norwest Bank Denver, N.A.

Independent Auditors
     KPMG Peat Marwick LLP

Legal Counsel
     Kutak Rock



     This Report is submitted for the general information of the shareholders of
the Colorado  BondShares - A  Tax-Exempt  Fund.  This report must be preceded or
accompanied  by a Prospectus of the Fund. The  prospectus  contains  information
concerning the investment  policies and expenses of the portfolio in addition to
other pertinent  information.  Shares of Colorado BondShares - A Tax-Exempt Fund
are not deposits or obligations of any bank, are not guaranteed by any bank, and
are not insured by the FDIC or any other agency,  and involve  investment risks,
including possible loss of the principal amount invested.


<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
PURSUANT TO  ITEM 601 (C) (2) (i) of Regulations S-K and S-B.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          SEP-30-1996
<PERIOD-END>                               MAR-31-1996
<INVESTMENTS-AT-COST>                       47,509,246
<INVESTMENTS-AT-VALUE>                      46,941,576
<RECEIVABLES>                                1,228,818
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                              48,170,394
<PAYABLE-FOR-SECURITIES>                       539,477
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                      158,346
<TOTAL-LIABILITIES>                            697,823
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                    48,619,641
<SHARES-COMMON-STOCK>                        5,104,564
<SHARES-COMMON-PRIOR>                        4,887,331
<ACCUMULATED-NII-CURRENT>                       46,094
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                       625,494
<ACCUM-APPREC-OR-DEPREC>                     (567,670)
<NET-ASSETS>                                47,472,571
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                            1,674,343
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                 162,596
<NET-INVESTMENT-INCOME>                      1,511,747
<REALIZED-GAINS-CURRENT>                     (265,315)
<APPREC-INCREASE-CURRENT>                      925,505
<NET-CHANGE-FROM-OPS>                        2,171,937
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                    1,465,654
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                      2,910,213
<NUMBER-OF-SHARES-REDEEMED>                  1,888,320
<SHARES-REINVESTED>                            976,112
<NET-CHANGE-IN-ASSETS>                       2,704,288
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                          115,937
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                      0
<AVERAGE-NET-ASSETS>                        46,460,355
<PER-SHARE-NAV-BEGIN>                             9.16
<PER-SHARE-NII>                                    .30
<PER-SHARE-GAIN-APPREC>                            .13
<PER-SHARE-DIVIDEND>                               .29
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                               9.30
<EXPENSE-RATIO>                                    .77
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>


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