COLONIAL TRUST V
N-30D, 1996-04-04
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<PAGE>
                                    COLONIAL
                            FLORIDA TAX-EXEMPT FUND



                                 ANNUAL REPORT
                                JANUARY 31, 1996

                                                                         

<PAGE>
                                                                     

                   COLONIAL FLORIDA TAX-EXEMPT FUND HIGHLIGHTS

                       FEBRUARY 1, 1995 - JANUARY 31, 1996

INVESTMENT OBJECTIVE: Colonial Florida Tax-Exempt Fund seeks as high a level of
after-tax total return, as is consistent with prudent risk, by pursuing current
income exempt from federal income tax and opportunities for long-term
appreciation from a portfolio primarily invested in investment grade municipal
bonds. Fund shares are also intended to be exempt from the Florida intangibles
tax.

THE FUND IS DESIGNED TO OFFER:

  - High monthly double-tax-free income
  - Long-term appreciation
  - Diversification and emphasis on quality

PORTFOLIO MANAGER COMMENTARY: "International trade and tourism have helped
Florida's economy expand above the national average. The municipal bonds in your
Fund have been favorably affected by this positive economic trend."

                  COLONIAL FLORIDA TAX-EXEMPT FUND PERFORMANCE

<TABLE>
<CAPTION>
                                                       Class A          Class B
<S>                                                    <C>              <C>    
Inception dates                                         2/1/93           2/1/93
- -------------------------------------------------------------------------------
Distributions declared per share*                      $ 0.419          $ 0.364
- -------------------------------------------------------------------------------
SEC yields on 1/31/96**                                   4.59%            4.06%
Taxable-equivalent SEC yields***                          7.60%            6.72%
- -------------------------------------------------------------------------------
12-month total returns, assuming
reinvestment of all distributions and
no sales charge or contingent deferred
sales charge (CDSC)                                      13.55%           12.72%
- -------------------------------------------------------------------------------
Net asset value per share at 1/31/96                   $  7.62          $  7.62
</TABLE>

*A portion of the Fund's income may be subject to the alternative minimum tax.

**The 30-day SEC yields on January 31, 1996 reflect the portfolio's earning
power, net of expenses, expressed as an annualized percentage of the maximum
offering price per share at the end of the period. If the Adviser had not waived
or borne certain Fund expenses, SEC yields would have been lower; the yield for
Class A shares would have been 4.16% and the yield for Class B shares would have
been 3.61%.

***Taxable-equivalent SEC yields are based on the maximum effective 39.6%
federal income tax rate.

<TABLE>
<CAPTION>
QUALITY BREAKDOWN
(as of 1/31/96)
<S>                          <C>  
AAA ......................   58.4%
AA .......................   17.0%
A ........................   10.9%
BBB ......................    2.3%
Non-rated ................    4.3%
Cash & Equivs ............    7.1%
</TABLE>
           
<TABLE>
<CAPTION>
TOP FIVE SECTORS
(as of 1/31/96)
<S>                          <C> 
Water & Sewer ............   13.2%
General Obligations ......   12.8%
Refunded .................   11.1%
Hospitals ................    8.4%
Single-Family Housing ....    8.2%
</TABLE>

Because the Fund is actively managed, quality and sector weightings will change.

                                        2

<PAGE>
                               PRESIDENT'S MESSAGE
                              TO FUND SHAREHOLDERS

[PHOTO]

I am pleased to present your Fund's annual report for the period ended January
31, 1996. First, however, I would like to extend my thanks to President John A.
McNeice, Jr., who is retiring this month after a career with Colonial that
spanned 40 years. We look forward to his continued involvement on the executive
committee of the board of directors at our parent company, Liberty Financial
Companies, Inc.

In my new position, I will direct Colonial's focus on the delivery of superior
investment performance over the long term. To achieve this mission, we will
continue to seek the optimal combination of talented people and effective
investment disciplines.

The receipt of your annual report is a good time to reflect on market conditions
and the performance of your Fund during the past 12 months. Falling interest
rates and minimal inflation helped the economy grow at a comfortable pace in
1995 and created a positive environment for fixed income and municipal
investments. After a difficult 1994, investors who stayed the course during 1995
were amply rewarded.

We expect slow growth and low inflation to continue in 1996, and believe that
further reductions in interest rates may take place later in the year. In the
following pages you'll find detailed information on your Fund's performance as
well as an in-depth discussion with the portfolio manager.

I am enthusiastic about -- and dedicated to achieving -- Colonial's mission of
providing you with competitive investment returns. In my new role, I look
forward to communicating with you regarding your Colonial investment. We
appreciate the opportunity to help you meet your investment goals.

Respectfully,

/s/ Harold W. Cogger
- --------------------

Harold W. Cogger
President
March 13, 1996

Because market conditions change frequently, there can be no assurance that the
trends described here will continue, come to pass, or affect Fund performance.

   
                                        3

<PAGE>
                           PORTFOLIO MANAGEMENT REPORT

ROBERT WAAS is a Vice President of Colonial Management Associates, Inc., and
Portfolio Manager of Colonial Florida Tax-Exempt Fund and five other Colonial
tax-exempt funds.

Q: HOW DID THE FUND PERFORM RELATIVE TO THE LEHMAN BROTHERS MUNICIPAL BOND INDEX
AND WHY?

A: The Fund earned a total return of 13.55% at net asset value for Class A
shares -- an attractive gain, but lower than the Lehman Municipal Bond Index,
which is comprised of long bonds representing a number of states, not just
Florida. The Index posted a return of 15.06%.

Early in 1995, the Fund was structured defensively and did not benefit fully
from declining interest rates. Most of the portfolio was invested in premium
bonds which are not very sensitive to changes in interest rates and thus did not
participate well in this rally. Of course, if interest rates were to rise,
premium bonds would help minimize potential losses.

Q: HOW DID YOUR INVESTMENT STRATEGY CHANGE DURING THE PERIOD?

A: At mid-year we began pursuing a two-fold strategy: buying non-callable bonds
on one hand, to boost the appreciation potential -- and premium bonds on the
other, to help enhance the yield and reduce volatility. At year end about 39% of
the holdings were in non-callable bonds (up from 16% at the beginning of the
year) and the average coupon increased to 6.02% from 5.76%. We are starting to
see improved performance.

Q: WHAT WAS THE QUALITY OF THE PORTFOLIO?

A: Over 86% of the securities were rated A or higher, and 58% had the highest
quality rating, AAA. Most of the issuance in Florida is high quality. At this
time, we believe that the lower-rated, or unrated, issues do not offer enough
yield premium to compensate for the added risk.

Q: WHAT ARE THE LARGEST SECTORS IN THE FUND?

A: We like electric utilities in Florida due to the lack of excess capacity in
the surrounding states. Overall, we have about 13% in water and sewer. The other
two large sectors are general obligation bonds and refunded.

Q: WHAT IS THE CURRENT ECONOMIC CLIMATE IN FLORIDA?

A: The economy in Florida is expanding above the national average. International
trade and tourism are thriving, and the warm weather has been a strong magnet
during this cold winter in the North.

                                        4

<PAGE>
Q: WHAT IS YOUR OUTLOOK FOR 1996?

A: Given the most recent price declines, we believe the bond market has already
discounted stronger economic growth and higher inflation expectations. We are,
therefore, cautiously optimistic about our interest rate outlook going forward.
Additionally, the fear of tax reform is beginning to subside and municipal bonds
are well positioned to outperform taxable securities.


            COLONIAL FLORIDA TAX-EXEMPT FUND'S INVESTMENT PERFORMANCE

            Change in Value of $10,000 from 2/93 (inception) to 1/96
            Based on Maximum Offering Price (MOP) for Class A Shares
    and Applicable Contingent Deferred Sales Charge (CDSC) for Class B Shares

<TABLE>
<CAPTION>
      LABEL             A                    B                  C             D                   E
 CFLTEF CLASS A        NAV                  MOP              LEHMAN     CFLTEF CLASS B
<S>                   <C>                  <C>              <C>         <C> 
      2/93            10000                 9525            10000           2/93
      2/93            10359                 9867            10361.57        2/93
      2/93            10183                 9700            10252.08        2/93
      2/93            10300                 9811            10355.39        2/93
      2/93            10363                 9871            10413.54        2/93
      2/93            10546                10045            10587.68        2/93
      2/93            10552                10051            10601.29        2/93
      2/93            10777                10265            10822.13        2/93
      2/93            10907                10389            10945.54        2/93
      2/93            10941                10422            10966.57        2/93
      2/93            10822                10308            10869.76        2/93
      2/93            11064                10538            11099.26        2/93
      2/93            11167                10636            11226.07        2/93
      2/93            10834                10319            10935.33        2/93
      2/93            10217                 9732            10489.94        2/93
      2/93            10295                 9806            10579.02        2/93
      2/93            10385                 9892            10670.57        2/93
      2/93            10391                 9897            10605.31        2/93
      2/93            10570                10068            10799.86        2/93
      2/93            10547                10046            10837.29        2/93
      2/93            10423                 9928            10678.31        2/93
      2/93            10140                 9658            10488.71        2/93
      2/93             9941                 9469            10298.8         2/93
      2/93            10260                 9773            10525.52        2/93
      2/93            10594                10091            10826.47        2/93
      2/93            10947                10427            11141.34        2/93
      2/93            11046                10521            11269.39        2/93
      2/93            11055                10530            11282.69        2/93
      2/93            11336                10797            11642.72        2/93
      2/93            11101                10573            11540.96        2/93
      2/93            11187                10656            11650.14        2/93
      2/93            11254                10720            11797.99        2/93
      2/93            11337                10799            11872.53        2/93
      2/93            11545                10997            12045.12        2/93
      2/93            11784                11225            12245.24        2/93
      2/93            11962                11394            12362.77        2/93
      2/93            12031                11459            12456.18        2/93
</TABLE>

<TABLE>
<CAPTION>
     F                      G                    H
    NAV                  MOP                 LEHMAN
<S>                     <C>                  <C>  
   10000                10000                10000
   10352                10352                10361.57
   10171                10171                10252.08
   10281                10281                10355.39
   10338                10338                10413.54
   10514                10514                10587.68
   10513                10513                10601.29
   10731                10731                10822.13
   10854                10854                10945.54
   10882                10882                10966.57
   10757                10757                10869.76
   10990                10990                11099.26
   11086                11086                11226.07
   10748                10748                10935.33
   10130                10130                10489.94
   10200                10200                10579.02
   10284                10284                10670.57
   10283                10283                10605.31
   10454                10454                10799.86
   10425                10425                10837.29
   10295                10295                10678.31
   10009                10009                10488.71
    9806                 9806                10298.8
   10115                10115                10525.52
   10439                10439                10826.47
   10780                10780                11141.34
   10870                10870                11269.39
   10872                10872                11282.69
   11142                11142                11642.72
   10904                10904                11540.96
   10982                10982                11650.14
   11041                11041                11797.99
   11116                11116                11872.53
   11312                11312                12045.12
   11540                11540                12245.24
   11707                11707                12362.77
   11766                11466                12456.18
</TABLE>

 AVERAGE ANNUAL TOTAL RETURNS AS OF DECEMBER 31, 1995 (MOST RECENT QUARTER END)

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------
                           CLASS A SHARES                  CLASS B SHARES
                           Inception 2/1/93              Inception 2/1/93
                          NAV            MOP            NAV            W/CDSC
- -----------------------------------------------------------------------------
<S>                     <C>            <C>             <C>             <C>   
1 year                  16.59%         11.05%          15.74%          10.74%
- -----------------------------------------------------------------------------
Since inception          6.34%          4.58%          5.55%            4.62%
- -----------------------------------------------------------------------------
</TABLE>

The Lehman Brothers Municipal Bond Index is a broad-based, unmanaged index that
tracks the performance of the municipal bond market. The performance of the
Index does not reflect fees or expenses associated with an actual investment.

Past performance cannot predict future results. Return and value of an
investment will vary, resulting in a gain or loss on sale. All results shown
assume reinvestment of distributions. NAV return does not include sales charges
or CDSC. MOP return includes the maximum sales charge of 4.75%. The CDSC return
reflects the maximum charge of 5.00% for one year and 3.00% since inception. If
the Adviser had not waived or borne certain Fund expenses, total returns would
have been lower.

Performance for different share classes will vary based on differences in sales
charges and fees associated with each class.


                                        5

<PAGE>
                              INVESTMENT PORTFOLIO
                         JANUARY 31, 1996 (IN THOUSANDS)

<TABLE>
<CAPTION>
MUNICIPAL BONDS - 95.3%                                     PAR            VALUE
- --------------------------------------------------------------------------------
<S>                                                        <C>            <C>   
EDUCATION - 3.6%
  Dade County Educational Facilities
   Authority, Florida International
   University, Series 1993,
                     5.000% 10/01/16 (a)                   $1,500         $1,440
  North Miami, Johnson & Wales
   University, Series 1994 A,
                     6.100% 04/01/13                        1,000          1,016
                                                                          ------
                                                                           2,456
                                                                          ------
- --------------------------------------------------------------------------------
GENERAL OBLIGATIONS - 12.8%
  Broward County, Series 1995,
                     5.000% 01/01/12                        1,000            978
  PR Commonwealth of Puerto Rico,
                     6.500% 07/01/14 (b)                    3,000          3,409
  State Board of Education Capital Outlay:
   Series 1989 A,
                     7.250% 06/01/23                        1,000          1,120
   Series 1992 A,
                     6.400% 06/01/19                        3,000          3,206
                                                                          ------
                                                                           8,713
                                                                          ------
- --------------------------------------------------------------------------------
HEALTH - 10.0%
  HOSPITAL - 8.4%
  Lee County Hospital Board of Directors,
   Lee Memorial Hospital,  Series 1992 A,
                     6.350% 03/26/20                        2,500          2,694
  Orange County Health Facilities
   Authority, Adventist Health Systems,
   Series 1995,
                     5.250% 11/15/20                        1,000            970
  Palm Beach County Health Facilities
   Authority, Good Samaritan Health
   Systems, Series 1993,
                     6.300% 10/01/22                        2,000          2,085
                                                                          ------
                                                                           5,749
                                                                          ------
  NURSING HOME - 1.6%
  Broward County,
   Beverly Enterprises-Florida, Inc.,
                     9.800% 11/01/10                          120            134
  Collier County Industrial
   Development Authority,  Beverly
   Enterprises-Florida, Inc., Series 1991,
                     10.750% 03/01/03                         185            216
</TABLE>


                                       6

<PAGE>
                      Investment Portfolio/January 31, 1996
- --------------------------------------------------------------------------------

<TABLE>
<S>                                                        <C>            <C>   
  Escambia County, Beverly Enterprises-
   Florida, Inc., Series 1985,
                     9.800% 06/01/11                       $  120         $  133
  Leon County,  Beverly Enterprises-Florida,
   Inc., Series 1985,
                     9.800% 06/01/11                           90            102
  Palm Beach County:
   Beverly Enterprises-Florida, Inc.,
   Series 1984,
                     10.000% 06/01/11                         195            219
   Hillcrest Manor Project,
                     10.250% 12/01/16                         195            205
  Volusia County Industrial Development
   Authority, Beverly Enterprises-Florida, Inc.,
   Series 1987,
                     9.800% 12/01/07                           60             63
                                                                          ------
                                                                           1,072
- --------------------------------------------------------------------------------
HOUSING - 9.6%
  MULTI-FAMILY - 1.4%
  Clearwater Housing Authority,
   Hampton Apartments, Series 1994,
                     8.250% 05/01/24                          575            611
  Hialeah Housing Authority,
   Series 1991,
                     9.500% 11/01/21                          200            210
  State Housing Finance Agency,
   Windsong Apartments, Series 1993 C,
                     9.250% 01/01/19                          150            152
                                                                          ------
                                                                             973
                                                                          ------
  SINGLE-FAMILY - 8.2%
  Broward County Housing Finance
   Authority, Series 1995,
                     6.700% 02/01/28                        2,000          2,070
  Duval County Housing Finance
   Authority, Series 1988 A,
                     7.875% 09/01/09                          370            394
  Orange County Housing Finance Authority,
                     6.850% 10/01/27                        2,970          3,130
                                                                          ------
                                                                           5,594
- --------------------------------------------------------------------------------
POLLUTION CONTROL REVENUE - 3.2%
  Citrus County, Florida Power Corp.,
   Crystal River Power Plant, Series 1992 A,
                     6.625% 01/01/27                        2,000          2,150
- --------------------------------------------------------------------------------

PUBLIC FACILITIES IMPROVEMENT - 4.5%
  Palm Beach County Criminal Justice
   Facilities, Series 1993,
                     5.375% 06/01/11                        1,250          1,287
</TABLE>


                                       7

<PAGE>
                      Investment Portfolio/January 31, 1996

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------
MUNICIPAL BONDS - CONT.                                     PAR           VALUE
- --------------------------------------------------------------------------------
<S>                                                        <C>            <C>
PUBLIC FACILITIES IMPROVEMENT - CONT 
  State Department of Corrections,
   Okeechobee Correctional Facility,
   Series 1995,
                     6.250% 03/01/15 (a)                   $  625         $  673
  Tampa Capital Improvement Program,
   RaboBank, Series B,
                     8.375% 10/01/18                        1,000          1,089
                                                                          ------
                                                                           3,049
- --------------------------------------------------------------------------------

PUBLIC INFRASTRUCTURE - 11.6%
  AIRPORT - 8.0%
  Dade County, Miami International
   Airport, Series 1992 B,
                     6.600% 10/01/22 (a)                    5,000          5,469
                                                                          ------

  TURNPIKE/TOLL ROAD/BRIDGE - 3.6%
  State Turnpike Authority:
   Series 1992 A,
                     6.350% 07/01/22                          530            566
   Series 1993 A,
                     5.000% 07/01/19 (c)                    2,000          1,902
                                                                          ------
                                                                           2,468
- --------------------------------------------------------------------------------
REFUNDED/ESCROW/SPECIAL OBLIGATIONS (d) - 11.1%
  Altamonte Springs Health
   Facilities Authority, Series C1,
                     5.700% 10/01/12 (c)                    1,200          1,285
  Jacksonville Electric Authority,
   Scherer Four Project, Series 1991 A,
                     6.750% 10/01/16                        1,000          1,129
  Orange County Health Facilities
   Authority, Series 3,
                     5.700% 10/01/12 (c)                    2,910          3,136
  Pasco County Health Facilities
   Authority, Series 2,
                     5.700% 10/01/12                        1,915          2,051
                                                                          ------
                                                                           7,601
- --------------------------------------------------------------------------------
SALES & EXCISE TAX - 2.4%
  Tampa Sports Authority, Tampa Bay
   Arena Project, Series 1995,
                     5.750% 10/01/25                        1,500          1,609
- --------------------------------------------------------------------------------
TAX ALLOCATION - 5.6%
  Jacksonville, Series 1993,
                     (e)  10/01/09                            525            253
  Lake County, NRG Recovery Group,
   Series 1993 A,
                     5.950% 10/01/13                        1,050          1,033
  Orange County, Series 1994 B,
                     5.750% 10/01/19                        2,500          2,563
                                                                          ------
                                                                           3,849
</TABLE>

                                       8

<PAGE>
                      Investment Portfolio/January 31, 1996
- --------------------------------------------------------------------------------

<TABLE>
<S>                                                        <C>            <C>   
TRANSPORTATION - 2.7%
  Dade County Seaport, Series 1995:
                     5.750% 10/01/15                       $  700         $  722
                     6.200% 10/01/09 (c)                    1,000          1,104
                                                                          ------
                                                                           1,826
- --------------------------------------------------------------------------------
UTILITY - 5.0%
  CO-GENERATION - 0.8%
  Martin County Industrial Development
   Authority, Indiantown Co-generation
   Project, Series 1994 A,
                     7.875% 12/15/25                          500            573
                                                                          ------
  MUNICIPAL ELECTRIC - 4.2%
  Jacksonville Electric Authority,
   Series 1993-3A,
                     5.250% 10/01/28                        2,000          1,930
  State Municipal Power Agency,
   Series 1993,
                     5.100% 10/01/25                        1,000            960
                                                                          ------
                                                                           2,890
- --------------------------------------------------------------------------------
WATER & SEWER - 13.2%
  Orlando Utilities Commission,
   Series 1989 D,
                     6.750% 10/01/17                        3,750          4,486
  Reedy Creek Improvement District,
   Series 1994 1,
                     5.000% 10/01/19                        1,000            954
  Seacoast Utility Authority, Series 1989 A,
                     5.500% 03/01/15                        1,900          1,964
  Seminole County, Series 1992,
                     6.000% 10/01/19                        1,500          1,648
                                                                          ------
                                                                           9,052
                                                                          ------

TOTAL MUNICIPAL BONDS (cost of $61,550)(f)                                65,093
                                                                          ------

SHORT-TERM OBLIGATIONS - 7.3%
- --------------------------------------------------------------------------------
VARIABLE RATE DEMAND NOTES (g)
  Dade County Water & Sewer Revenue,

                       3.050% 10/05/22                      3,200          3,200
  NC Halifax County Industrial Facilities
   & Pollution Control Authority,

   Westmoreland Coal Co.,
                       3.750% 12/01/19                        100            100
  Pinellas County Health Facilities
   Authority, Series 1985,
                       3.800% 12/01/15                      1,700          1,700
                                                                          ------
  TOTAL SHORT-TERM OBLIGATIONS                                             5,000
                                                                          ------
</TABLE>

                                       9

<PAGE>
                      Investment Portfolio/January 31, 1996

<TABLE>
<S>                                                                      <C>    
- --------------------------------------------------------------------------------
OTHER ASSETS & LIABILITIES, NET - (2.6%)                                 (1,753)
- --------------------------------------------------------------------------------
  NET ASSETS - 100.0%                                                    $68,340
                                                                         -------
</TABLE>

NOTES TO INVESTMENT PORTFOLIO:
- --------------------------------------------------------------------------------
(a)  These securities, or a portion thereof, with a total market value of
     $7,232, are being used to collateralize open futures contracts.

(b)  This security, or a portion thereof, has been purchased on a delayed
     delivery basis for settlement at a future date beyond the customary
     settlement time.

(c)  These securities, or a portion thereof, with a market value of $4,081, are
     being used to collateralize the delayed delivery purchase indicated in note
     (b) above.

(d)  The Fund has been informed that each issuer has placed direct obligations
     of the U.S. Government in an irrevocable trust, solely for the payment of
     the interest and principal. 

(e)  Zero coupon bond.

(f)  Cost for federal income tax purposes is the same.

(g)  Variable rate demand notes are considered short-term obligations. Interest
     rates change periodically on specified dates. These securities are payable
     on demand and are secured by either letters of credit or other credit
     support agreements from banks. The rates listed are as of January 31, 1996.

  Short futures contracts open at January 31, 1996:

<TABLE>
<CAPTION>
                           Par value                              Unrealized
                           covered by         Expiration         depreciation
    Type                   contracts            month             at 1/31/96
- --------------------------------------------------------------------------------
<S>                        <C>                <C>                <C>
Municipal bond              $4,900              March                $12
</TABLE>


  See notes to financial statements.


                                       10

<PAGE>
                        STATEMENT OF ASSETS & LIABILITIES
                                JANUARY 31, 1996

(in thousands except for per share amounts and footnotes)

<TABLE>
<S>                                                      <C>              <C>
ASSETS
Investments at value (cost $61,551)                                       $ 65,093
Short-term obligations                                                       5,000
                                                                          --------
                                                                            70,093

Cash                                                     $   103
Receivable for:
  Interest                                                 1,152
  Investments sold                                           553
  Fund shares sold                                           226
  Deferred organization expenses                              19
Other                                                          1             2,054
                                                         -------          --------
    Total Assets                                                            72,147

LIABILITIES
Payable for:
  Investments purchased                                    3,387
  Distributions                                              278
  Fund shares repurchased                                    122
  Variation margin on futures                                 12
Accrued:
  Deferred Trustees fees                                       1
Other                                                          7
                                                        --------
    Total Liabilities                                                        3,807
                                                                          --------

NET ASSETS                                                                $ 68,340
                                                                          --------
Net asset value & redemption price per share -
Class A ($32,599/4,280)                                                   $   7.62
                                                                          --------
Maximum offering price per share - Class A
($7.62/0.9525)                                                            $   8.00
                                                                          --------
Net asset value & offering price per share -
Class B ($35,741/4,693)                                                   $   7.62
                                                                          --------

COMPOSITION OF NET ASSETS
Capital paid in                                                           $ 68,027
Undistributed net investment income                                             66
Accumulated net realized loss                                               (3,283)
Net unrealized appreciation (depreciation) on:
   Investments                                                               3,542
   Open futures contracts                                                      (12)
                                                                          --------
                                                                          $ 68,340
                                                                          --------
</TABLE>

(a) On sales of $50,000 or more the offering price is reduced.

(b) Redemption price per share is equal to net asset value less any applicable
    contingent deferred sales charge.

See notes to financial statements.

                                       11

<PAGE>
                             STATEMENT OF OPERATIONS

                       FOR THE YEAR ENDED JANUARY 31, 1996

(in thousands)

<TABLE>
<S>                                                                   <C>               <C>
INVESTMENT INCOME
Interest                                                                                $ 3,790

EXPENSES
Management fee                                                        $   346
Service fee - Class A                                                      46
Service fee - Class B                                                      43
Distribution fee - Class B                                                253
Transfer agent                                                            103
Bookkeeping fee                                                            32
Trustees fee                                                               14
Custodian fee                                                               4
Audit fee                                                                  13
Legal fee                                                                   8
Registration fee                                                           10
Reports to shareholders                                                     2
Amortization of deferred
 organization expenses                                                     10
Other                                                                       7
                                                                      -------
                                                                          891

Fees and expenses waived or borne
   by the Adviser                                                        (353)              538
                                                                      -------           -------
         Net Investment Income                                                            3,252
                                                                                        -------

NET REALIZED & UNREALIZED GAIN (LOSS) ON PORTFOLIO POSITIONS
Net realized gain (loss) on:
Investments                                                               900
Closed futures contracts                                               (2,541)
                                                                      -------
    Net Realized Loss                                                                    (1,641)
Net unrealized appreciation during
the period on:
Investments                                                             5,816
Open futures contracts                                                    427
                                                                      -------
    Net Unrealized Appreciation                                                           6,243
                                                                                        -------
          Net Gain                                                                        4,602
                                                                                        -------
Net Increase in Net Assets from Operations                                              $ 7,854
                                                                                        -------
</TABLE>


See notes to financial statements.

                                       12

<PAGE>
                       STATEMENT OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
(in thousands)                                            Year ended January 31
                                                       ---------------------------
INCREASE (DECREASE) IN NET ASSETS                        1996                1995
<S>                                                    <C>                <C>     
Operations:
Net investment income                                  $  3,252           $  3,075
Net realized loss                                        (1,641)            (1,324)
Net unrealized appreciation (depreciation)                6,243             (4,781)
                                                       --------           --------
    Net Increase (Decrease) from Operations               7,854             (3,030)
Distributions:
From net investment income - Class A                     (1,724)            (1,413)
From net investment income - Class B                     (1,662)            (1,574)
                                                       --------           --------
                                                          4,468             (6,017)

                                                       --------           --------
Fund Share Transactions:

Receipts for shares sold - Class A                        9,795             14,281
Value of distributions reinvested - Class A                 641                540
Cost of shares repurchased - Class A                     (7,453)            (8,635)
                                                       --------           --------
                                                          2,983              6,186

                                                       --------           --------
Receipts for shares sold - Class B                        7,068              8,694
Value of distributions reinvested - Class B                 567                579
Cost of shares repurchased - Class B                     (5,360)            (6,143)
                                                       --------           --------
                                                          2,275              3,130
                                                       --------           --------
    Net Increase from Fund Share Transactions             5,258              9,316
                                                       --------           --------
       Total Increase                                     9,726              3,299

NET ASSETS

Beginning of period                                      58,614             55,315
                                                       --------           --------
End of period (including undistributed
 net investment income of $66 and $169,
 respectively)                                         $ 68,340           $ 58,614
                                                       --------           --------

NUMBER OF FUND SHARES

Sold - Class A                                            1,327              2,002
Issued for distributions reinvested - Class A                87                 75
Repurchased - Class A                                    (1,005)            (1,209)
                                                       --------           --------
                                                            409                868
                                                       --------           --------
Sold - Class B                                              959              1,192
Issued for distributions reinvested - Class B                77                 81
Repurchased - Class B                                      (725)              (868)
                                                       --------           --------
                                                            311                405
                                                       --------           --------
</TABLE>

See notes to financial statements.

                                       13

<PAGE>

                          NOTES TO FINANCIAL STATEMENTS
                                JANUARY 31, 1996

NOTE 1. ACCOUNTING POLICIES
- --------------------------------------------------------------------------------

ORGANIZATION: Colonial Florida Tax-Exempt Fund (the Fund), a series of Colonial
Trust V, is a non-diversified portfolio of a Massachusetts business trust,
registered under the Investment Company Act of 1940, as amended, as an open-end,
management investment company. The Fund's investment objective is to seek as
high a level of after-tax total return, as is consistent with prudent risk. The
Fund may issue an unlimited number of shares. The Fund offers Class A shares
sold with a front-end sales charge and Class B shares which are subject to an
annual distribution fee and a contingent deferred sales charge. Class B shares
will convert to Class A shares when they have been outstanding approximately
eight years.

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 revenues and expenses during the reporting period.
Actual results could differ from those estimates. The following is a summary of
significant accounting policies that are consistently followed by the Fund in
the preparation of its financial statements.

SECURITY VALUATION AND TRANSACTIONS: Debt securities generally are valued by a
pricing service based upon market transactions for normal, institutional-size
trading units of similar securities. When management deems it appropriate, an
over-the-counter or exchange bid quotation is used.

Futures contracts are valued based on the difference between the last sale price
and the opening price of the contract.

Options are valued at the last reported sale price, or in the absence of a sale,
the mean between the last quoted bid and asking price.

Short-term obligations with a maturity of 60 days or less are valued at
amortized cost.

Portfolio positions which cannot be valued as set forth above are valued at fair
value under procedures approved by the Trustees.

Security transactions are accounted for on the date the securities are
purchased, sold or mature.

Cost is determined and gains (losses) are based upon the specific identification
method for both financial statement and federal income tax purposes.

The Fund may trade securities on other than normal settlement terms. This may
increase the risk if the other party to the transaction fails to deliver and
causes the Fund to subsequently invest at less advantageous prices.

DETERMINATION OF CLASS NET ASSET VALUES AND FINANCIAL HIGHLIGHTS: All income,
expenses (other than the Class A and Class B service fees and the Class B
distribution fee), realized and unrealized gains (losses), are allocated to each
class proportionately on a daily basis for purposes of determining the net asset
value of each class.


                                       14

<PAGE>
                 Notes to Financial Statements/January 31, 1996
- -------------------------------------------------------------------------------

Class A and Class B per share data and ratios are calculated by adjusting the
expense and net investment income per share data and ratios for the Fund for the
entire period by the service fee applicable to Class A and Class B and the
distribution fee applicable to Class B shares only.

FEDERAL INCOME TAXES: Consistent with the Fund's policy to qualify as a
regulated investment company and to distribute all of its taxable and tax-exempt
income, no federal income tax has been accrued.

INTEREST INCOME, DEBT DISCOUNT AND PREMIUM: Interest income is recorded on the
accrual basis. Original issue discount is accreted to interest income over the
life of a security with a corresponding increase in the cost basis; market
discount is not accreted. Premium is amortized against interest income with a
corresponding decrease in the cost basis.

DEFERRED ORGANIZATION EXPENSE: The Fund incurred expenses of $47,925 in
connection with its organization, initial registration with the Securities and
Exchange Commission and with various states, and the initial public offering of
its shares. These expenses were deferred and are being amortized on a
straight-line basis over five years.

DISTRIBUTIONS TO SHAREHOLDERS: The Fund declares and records distributions daily
and pays monthly.

The amount and character of income and gains to be distributed are determined in
accordance with income tax regulations which may differ from generally accepted
accounting principles. Reclassifications are made to the Fund's capital accounts
to reflect income and gains available for distribution (or available capital
loss carryforwards) under income tax regulations.

NOTE 2.  FEES AND COMPENSATION PAID TO AFFILIATES
- -------------------------------------------------------------------------------

MANAGEMENT FEE: Colonial Management Associates, Inc. (the Adviser) is the
investment Adviser of the Fund and furnishes accounting and other services and
office facilities for a monthly fee based on each Fund's pro rata portion of the
combined average net assets of Trust V as follows:

<TABLE>
<CAPTION>
               Average Net Assets                              Annual Fee Rate
               ----------------------------                   -----------------
<S>                                                           <C>
               First $1 billion                                     0.55%
               Next $1 billion                                      0.50%
               Over $2 billion                                      0.45%
</TABLE>

Effective January 1, 1996, the management fee applicable to the Trust is being
reduced based on the following schedule for the first $1 billion in combined
average net assets:

<TABLE>
<CAPTION>
                                                            Cumulative Annualized
               Effective Date                                     Reduction
               ----------------------------                 ----------------------
<S>                                                         <C>
               January 1, 1996                              0.0125%
               April 1, 1996                                0.0250%
               July 1, 1996                                 0.0375%
               October 1, 1996                              0.0500%
</TABLE>

BOOKKEEPING FEE: The Adviser provides bookkeeping and pricing services for
$27,000 per year plus 0.035% of the Fund's average net assets over $50 million.

                                       15

<PAGE>
                 Notes to Financial Statements/January 31, 1996
- -------------------------------------------------------------------------------

NOTE 2.  FEES AND COMPENSATION PAID TO AFFILIATES - CONT.

TRANSFER AGENT:  Colonial Investors Service Center, Inc. (the Transfer Agent),
an affiliate of the Adviser, provides shareholder services for a monthly fee
equal to 0.14% annually of the Fund's average net assets and receives a
reimbursement for certain out of pocket expenses.

UNDERWRITING DISCOUNTS, SERVICE AND DISTRIBUTION FEES: Colonial Investment
Services, Inc. (the Distributor), an affiliate of the Adviser, is the Fund's
principal underwriter. During the year ended January 31, 1996, the Fund has been
advised that the Distributor retained net underwriting discounts of $34,714 on
sales of the Fund's Class A shares and received contingent deferred sales
charges (CDSC) of $120,643 on Class B share redemptions.

The Fund has adopted a 12b-1 plan which requires the payment of a distribution
fee to the Distributor equal to 0.75% annually of the Fund's average net assets
attributable to Class B shares. The plan also requires the payment of a service
fee to the Distributor as follows:

<TABLE>
<CAPTION>
                                 Valuation of shares                      Annual
                              outstanding on the 20th of                   Fee
                             each month which were issued                  Rate
               -----------------------------------------------------------------
<S>                                                                       <C>
               Prior to November 30, 1994                                  0.10%
               On or after December 1, 1994                                0.25%
</TABLE>

The CDSC and the fees received from the 12b-1 plan are used principally as
repayment to the Distributor for amounts paid by the Distributor to dealers who
sold such shares.

EXPENSE LIMITS: Effective August 1, 1995, the Adviser has agreed, until further
notice, to waive fees and bear certain Fund expenses to the extent that total
expenses (exclusive of service and distribution fees, brokerage commissions,
interest, taxes, and extraordinary expenses, if any) exceed 0.40% annually of
the Fund's average net assets. Through July 31, 1995, the expense limit was
0.20% of the Fund's average net assets.

OTHER:  The Fund pays no compensation to its officers, all of whom are
employees of the Adviser.

The Fund's Trustees may participate in a deferred compensation plan which may be
terminated at any time. Obligations of the plan will be paid solely out of the
Fund's assets.

NOTE 3.  PORTFOLIO INFORMATION
- -------------------------------------------------------------------------------

INVESTMENT ACTIVITY: During the year ended January 31, 1996, purchases and sales
of investments, other than short-term obligations, were $52,443,027 and
$52,580,500, respectively.

Unrealized appreciation (depreciation) at January 31, 1996, based on cost of
investments for both financial statement and federal income tax purposes was
approximately:

<TABLE>
<S>                                                      <C>
               Gross unrealized appreciation             $   3,573,000
               Gross unrealized depreciation                   (31,000)
                                                         -------------
                   Net unrealized appreciation           $   3,542,000
                                                         --------------
</TABLE>

                                       16

<PAGE>
                 Notes to Financial Statements/January 31, 1996
- -------------------------------------------------------------------------------

CAPITAL LOSS CARRYFORWARDS:

At January 31, 1996, capital loss carryforwards available (to the extent
provided in regulations) to offset future realized gains were approximately as
follows:

<TABLE>
<CAPTION>
                  Year of                                Capital loss
                expiration                               carryforward
               --------------                            ------------
<S>                                                      <C>
                   2002                                  $     22,000
                   2003                                       573,000
                   2004                                     1,485,000
                                                         ------------
                                                         $  2,080,000       
                                                         ------------
</TABLE>

Expired capital loss carryforwards, if any, are recorded as a reduction of
capital paid in.

To the extent loss carryforwards are used to offset any future realized gains,
it is unlikely that such gains would be distributed since they may be taxable to
shareholders as ordinary income.

OTHER: There are certain risks arising from geographic concentration in any
state. Certain revenue or tax related events in a state may impair the ability
of certain issuers of municipal securities to pay principal and interest on
their obligations.

The Fund may focus its investments in certain industries, subjecting it to
greater risk than a fund that is more diversified.

The Fund may invest in municipal and Treasury bond futures contracts and
purchase and write options on futures. The Fund will invest in these instruments
to hedge against the effects of changes in value of portfolio securities due to
anticipated changes in interest rates and/or market conditions, for duration
management, or when the transactions are economically appropriate to the
reduction of risk inherent in the management of the Fund and not for trading
purposes. The use of futures contracts and options involves certain risks, which
include (1) imperfect correlation between the price movement of the instruments
and the underlying securities, (2) inability to close out positions due to
different trading hours or the temporary absence of a liquid market for either
the instrument or the underlying securities or (3) an inaccurate prediction by
the Adviser of the future direction of interest rates. Any of these risks may
involve amounts exceeding the amount recognized in the Fund's Statement of
Assets and Liabilities at any given time.

                                       17

<PAGE>
                              FINANCIAL HIGHLIGHTS

  Selected data for a share of each class outstanding throughout each period are
  as follows:

<TABLE>
<CAPTION>
                                                                              Year ended January 31
                                                   -----------------------------------------------------------------------------
                                                          1996                        1995                       1994(b)
                                                   Class A     Class B       Class A        Class B       Class A      Class B
                                                   -------     -------     -----------    -----------   -----------  -----------
<S>                                                <C>         <C>         <C>            <C>           <C>          <C>
  Net asset value -
     Beginning of period                           $ 7.100     $ 7.100     $     7.930    $     7.930   $     7.500  $     7.500
                                                   -------     -------     -----------    -----------   -----------  -----------
  INCOME FROM INVESTMENT OPERATIONS:
  Net investment
  income (a)                                         0.404       0.351           0.423          0.369         0.434        0.378
  Net realized and
  unrealized gain (loss)                             0.535       0.533          (0.839)        (0.839)        0.420        0.420
                                                   -------     -------     -----------    -----------   -----------  -----------
     Total from investment
        operations                                   0.939       0.884          (0.416)        (0.470)        0.854        0.798
                                                   -------     -------     -----------    -----------   -----------  -----------
  LESS DISTRIBUTIONS DECLARED TO SHAREHOLDERS:
  From net
  investment income                                 (0.419)     (0.364)         (0.414)        (0.360)       (0.424)      (0.368)
                                                   -------     -------     -----------    -----------   -----------  -----------
  Net asset value -
     End of period                                 $ 7.620     $ 7.620     $     7.100    $     7.100   $     7.930  $     7.930
                                                   -------     -------     -----------    -----------   -----------  -----------
  Total return (c)(d)                                13.55%      12.72%          (5.11)%        (5.83)%       11.66%       10.85%
                                                   -------     -------     -----------    -----------   -----------  -----------
  RATIOS TO AVERAGE NET ASSETS
  Expenses                                            0.45%(e)    1.18%(e)        0.22%          0.97%         0.05%        0.80%
  Net investment income                               5.45%(e)    4.72%(e)        5.92%          5.17%         5.40%        4.65%
  Fees and expenses
   waived or borne
   by the Adviser                                     0.55%       0.55%           0.73%          0.73%         0.88%        0.88%
  Portfolio turnover                                    83%         83%             45%            45%           19%          19%
  Net assets at end
  of period (000)                                  $32,599     $35,741     $    27,498    $    31,116   $    23,802  $    31,513
</TABLE>

<TABLE>
<S>                                                <C>         <C>         <C>            <C>           <C>          <C>
  (a) Net of fees and expenses waived or borne 
      by the Adviser which amounted to:

                                                   $ 0.040     $ 0.040     $     0.052    $     0.052   $    0.071   $     0.071
</TABLE>

(b)  The Fund commenced investment operations on February 1, 1993.

(c)  Total return at net asset value assuming all distributions reinvested and
     no initial sales charge or contingent deferred sales charge.

(d)  Had the Adviser not waived or reimbursed a portion of expenses, total
     return would have been reduced.

(e)  The benefits derived from custodian credits and brokerage arrangements had
     no impact. Prior years' ratios are net of benefits received, if any.

                                       18

<PAGE>
                        REPORT OF INDEPENDENT ACCOUNTANTS

  T0 THE TRUSTEES OF COLONIAL TRUST V AND THE SHAREHOLDERS OF
     COLONIAL FLORIDA TAX-EXEMPT FUND

     In our opinion, the accompanying statement of assets and liabilities,
including the investment portfolio, and the related statements of operations and
of changes in net assets and the financial highlights present fairly, in all
material respects, the financial position of Colonial Florida Tax-Exempt Fund (a
series of Colonial Trust V) at January 31, 1996, the results of its operations,
the changes in its net assets and the financial highlights for the periods
indicated, in conformity with generally accepted accounting principles. These
financial statements and the financial highlights (hereafter referred to as
"financial statements") are the responsibility of the Fund's management; our
responsibility is to express an opinion on these financial statements based on
our audits. We conducted our audits of these financial statements in accordance
with generally accepted auditing standards which require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits, which included confirmation of portfolio positions
at January 31, 1996 by correspondence with the custodian and brokers, and the
application of alternative auditing procedures where confirmations from brokers
were not received, provide a reasonable basis for the opinion expressed above.

PRICE WATERHOUSE LLP
Boston, Massachusetts
March 13, 1996

                                       19

<PAGE>
                              SHAREHOLDER SERVICES
                            TO MAKE INVESTING EASIER

Colonial has one of the most extensive selections of shareholder services
available. Your financial adviser can help you arrange for any of these
services, or you can call Colonial directly at 1-800-345-6611.

AFFORDABLE ADDITIONAL INVESTMENTS: Add to your account with as little as $50;
$25 for an IRA account.

FREE EXCHANGES*: Exchange all or part of your account into the same share class
of another Colonial fund, by phone or mail, as your needs change over time.

EASY ACCESS TO YOUR MONEY*: Make withdrawals from your account by phone, by mail
or, for certain funds, by check.

ONE-YEAR REINSTATEMENT PRIVILEGE: If you need access to your money, but then
choose to return it to Colonial within one year, you can reinvest in any
Colonial fund of the same share class without any penalty or sales charge.

FUNDAMATIC: Make periodic investments as low as $50 from your checking account
to your Colonial account.

SYSTEMATIC WITHDRAWAL PLAN (SWP): Receive monthly, quarterly, or semiannual
payments via check or bank transmission. There is a $5,000 account value
required, but no minimum for the payment amount. The maximum annual withdrawal
is 12% of account balance at time SWP is established. SWPs by check are
processed on the 10th of each month.

AUTOMATED DOLLAR COST AVERAGING: Transfer money on a monthly basis from any
Colonial fund with a balance of $5,000 into the same share class of up to four
other Colonial funds. Minimum for each transfer is $100.

LOW COST IRAS: Choose from a broad range of retirement plans, including IRAs.


* Redemptions and exchanges are made at the next determined net asset value
after the request is received by Colonial. Proceeds may be more or less than
your original cost. The exchange privilege may be terminated at any time.
Investors who purchase Class B or Class D shares (for applicable funds), or $1
million or more of Class A shares, may be subject to a contingent deferred sales
charge.

                                       20

<PAGE>
                              HOW TO REACH COLONIAL
                               BY PHONE OR BY MAIL

BY TELEPHONE
COLONIAL CUSTOMER CONNECTION - 1-800-345-6611

For 24-hour account information, call from your touch-tone phone. (Rotary
callers will be automatically connected to a representative during business
hours.) A recorded message will guide you through the menu:

For fund prices, dividends, and capital gains information..........   press 1

For account information............................................   press 2

To speak to a Colonial representative..............................   press 3

For yield and total return information.............................   press 4

For duplicate statements or new supply of checks...................   press 5

To order duplicate tax forms and year-end statements...............   press 6
(February through May)

To review your options at any time during your call................   press *

To speak with a shareholder services representative about your account, call
Monday to Friday, 8:00 am to 8:00 pm ET, and Saturdays from February through
mid-April, 10:00 am to 2:00 pm ET.

COLONIAL TELEPHONE TRANSACTION DEPARTMENT - 1-800-422-3737

To purchase, exchange, or sell shares by telephone, call Monday to Friday, 9:00
am to 8:00 pm ET. Transactions received after the close of the New York Stock
Exchange will receive the next business day's closing price.

COLONIAL LITERATURE DEPARTMENT - 1-800-248-2828

To request literature on any Colonial fund, call Monday to Friday, 8:30 am to
6:30 pm ET.

BY MAIL

COLONIAL INVESTORS SERVICE CENTER, INC.
P.O. BOX 1722
BOSTON, MA  02105-1722

                                       21

<PAGE>
                           SHAREHOLDER COMMUNICATIONS
                              TO KEEP YOU INFORMED

To make recordkeeping easy and keep you up-to-date on the performance of your
investments, you can expect to receive the following information about your
Colonial account:

TRANSACTION CONFIRMATIONS: Each time you make a purchase, sale, or exchange, you
receive a confirmation statement within just a few days.

QUARTERLY STATEMENTS: Every three months, if any transactions are made that
affect your share balance, this statement reports on your account activity
during the quarter (including any reinvestment of dividends). This statement
also provides year-to-date information.

COLONIAL SHAREHOLDER NEWS: Mailed with your quarterly account statements, this
newsletter highlights timely investment strategies, portfolio manager
commentary, and shareholder service updates.

TAX FORMS AND YEAR-END TAX GUIDE: Easy-to-use forms and timely information are
designed to make tax reporting simpler. (Usually mailed in January.)

AVERAGE COST BASIS STATEMENTS: If you sold or exchanged shares during the year,
this statement may help you calculate your gain/loss for tax purposes. (Usually
mailed in February.)

                                       22

<PAGE>
                     IMPORTANT INFORMATION ABOUT THIS REPORT

The Transfer Agent for Colonial Florida Tax-Exempt Fund is:
Colonial Investors Service Center, Inc.
P.O. Box 1722
Boston, MA 02105-1722
1-800-345-6611

Colonial Florida Tax-Exempt Fund mails one shareholder report to each
shareholder address. If you would like more than one report, please call our
Literature Department at 1-800-248-2828 and additional reports will be sent to
you.

This report has been prepared for shareholders of Colonial Florida Tax-Exempt
Fund. This report may also be used as sales literature when preceded or
accompanied by the current prospectus which provides details of sales charges,
investment objectives, and operating policies of the Fund.

                                       23

<PAGE>
[LOGO]  COLONIAL 
        MUTUAL FUNDS

        Mutual Funds for
        Planned Portfolios

- -------------------------------------------------------------------------------
                                    TRUSTEES

ROBERT J. BIRNBAUM

Trustee (formerly Special Counsel, Dechert, Price & Rhoads; President and Chief
Operating Officer, New York Stock Exchange, Inc.)

TOM BLEASDALE

Trustee (formerly Chairman of the Board and Chief Executive Officer, Shore Bank
& Trust Company)

LORA S. COLLINS

Attorney, Kramer, Levin, Naftalis, Nessen, Kamin & Frankel

JAMES E. GRINNELL

Private Investor (formerly Senior Vice President-Operations, The Rockport
Company)

WILLIAM D. IRELAND, JR.

Trustee (formerly Chairman of the Board, Bank of New England-Worcester)

RICHARD W. LOWRY

Private Investor (formerly Chairman and Chief Executive Officer, U.S. Plywood
Corporation)

WILLIAM E. MAYER

Dean, College of Business and Management, University of Maryland (formerly Dean,
Simon Graduate School of Business, University of Rochester; Chairman and Chief
Executive Officer, C.S. First Boston Merchant Bank; and President and Chief
Executive Officer, The First Boston Corporation)

JAMES L. MOODY, JR.

Chairman of the Board, Hannaford Bros. Co. (formerly Chief Executive Officer,
Hannaford Bros. Co.)

JOHN J. NEUHAUSER

Dean, Boston College School of Management

GEORGE L. SHINN

Financial Consultant (formerly Chairman, Chief Executive Officer and Consultant,
The First Boston Corporation)

ROBERT L. SULLIVAN

Management Consultant (formerly Management Consultant, Saatchi and Saatchi
Consulting Ltd. and Principal and International Practice Director, Management
Consulting, Peat Marwick Main & Co.)

SINCLAIR WEEKS, JR.

Chairman of the Board, Reed & Barton Corporation



                      -------------------------------------
                      NOT FDIC-           MAY LOSE VALUE   
                      INSURED             NO BANK GUARANTEE
                      -------------------------------------
  

            COLONIAL INVESTMENT SERVICES, INC., Distributor (C) 1996
      One Financial Center, Boston, Massachusetts 02111-2621, 617-426-3750
                             FL-02/842B-0196 (3/96)
- -------------------------------------------------------------------------------
[RECYCLE LOGO] Printed on recycled paper



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