TAX FREE FUND OF COLORADO
N-30D, 2000-08-24
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<PAGE>
MANAGER AND FOUNDER
        AQUILA MANAGEMENT CORPORATION
        380 Madison Avenue, Suite 2300
        New York, New York 10017

INVESTMENT SUB-ADVISER
        KPM INVESTMENT MANAGEMENT, INC.
        1700 Lincoln Street, Suite 1300
        Denver, Colorado 80203

BOARD OF TRUSTEES
        Lacy B. Herrmann, Chairman
        Tucker Hart Adams
        Gary C. Cornia
        Diana P. Herrmann
        John C. Lucking
        Anne J. Mills
        J. William Weeks

OFFICERS
        Diana P. Herrmann, President
        James M. McCullough, Senior Vice President
        Emily C. Van Voorhis, Vice President
        Jessica L. Wiltshire, Vice President
        Rose F. Marotta, Chief Financial Officer
        Richard F. West, Treasurer
        Edward M.W. Hines, Secretary

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

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

TRANSFER AND SHAREHOLDER SERVICING AGENT
        PFPC Inc.
        400 Bellevue Parkway
        Wilmington, Delaware 19809

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

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



                                  SEMI-ANNUAL
                                     REPORT

                                 JUNE 30, 2000

[Logo of Tax-Free Fund of Colorado: a square with silhouettes of two mountains
and a rising sun]

                                 TAX-FREE FUND
                                       OF
                                    COLORADO

                          A TAX-FREE INCOME INVESTMENT

[Logo of the Aquila Group of Funds: an eagle's head]


                                   ONE OF THE
                            AQUILASM GROUP OF FUNDS
</PAGE>




<PAGE>
[Logo of Tax-Free Fund of Colorado: a square with silhouettes of two mountains
and a rising sun]

                  SERVING COLORADO INVESTORS FOR OVER A DECADE

                            TAX-FREE FUND OF COLORADO

                               SEMI-ANNUAL REPORT

                                  "CONSISTENCY"

                                                                 August 18, 2000

Dear Fellow Shareholder:

     If there  is one  word  that  captures  the  essence  of  Tax-Free  Fund of
Colorado, that word is "CONSISTENCY."

     The Fund has constantly attempted to provide:

          *    CONSISTENCY of share value,
          *    CONSISTENCY in the TAX-FREE return produced by the Fund
          *    CONSISTENCY of quality of investments and
          *    CONSISTENCY in the type of investments for the Fund.


CONSISTENCY OF SHARE VALUE

     As you are aware,  management of the Fund cannot control  interest rates or
their effect upon the market.  Interest  rates are  primarily  controlled by the
Federal  Reserve  Board.  The Fed  increases or decreases  rates as they feel is
necessary in order to maintain the stability and growth potential of the economy
of the United States.

     When the Federal  Reserve feels that growth in the economy is increasing at
too rapid a pace, they tend to increase  interest rates and reduce the supply of
money in order to slow  down  the  rate of  growth.  (This is what has  happened
during the past year or so.) On the other hand,  when the Federal  Reserve feels
that the economy  needs  stimulation,  there is a tendency to decrease  interest
rates and increase the supply of money in order to provide an additional impetus
to the overall economy.

     Interest  rate  changes  have the  effect in the  marketplace  of  creating
changes in the share value of  fixed-income  securities  such as the Fund. As we
have previously indicated, when interest rates go up, the share value goes down.
And, when interest  rates go down, the share value goes up. What we have done is
to use various  investment  management  techniques to dampen the swings that can
occur in the share value of the Fund.

     Despite  the  variations  in share  price that have taken  place  since the
inception  of the Fund,  management  of the Fund has strived to provide,  to the
maximum extent possible, CONSISTENCY in the value of the Fund's shares. This you
will note from the chart below.

            [Graphic of a pie chart with the following information:]

                 SHARE NET ASSET VALUE

            5/21/87                 $ 9.60
            12/31/87                  9.51
            12/31/88                  9.66
            12/31/89                  9.80
            12/31/90                  9.77
            12/31/91                 10.18
            12/31/92                 10.38
            12/31/93                 10.77
            12/31/94                  9.82
            12/31/95                 10.56
            12/31/96                 10.41
            12/31/97                 10.62
            12/31/98                 10.63
            12/31/99                  9.98
            6/30/2000                10.03

</PAGE>

<PAGE>


     Since  the  majority  of  investors  using  the  Fund are  pre-retirees  or
retirees, this action by the Fund of maintaining a stable share value is what we
feel is in the best interest of all shareholders.  We want you to know that when
you need money from your investment in the Fund, it is THERE - at  approximately
the same value that it has been all along.

CONSISTENCY IN THE TAX-FREE RETURN PRODUCED BY THE FUND

     When you look at the Fund in terms of  income  produced  on a  year-by-year
basis,  you will  observe  that we have tried to provide  the  maximum  level of
yearly  TAX-FREE  return as can be produced by a  quality-oriented  portfolio of
municipal securities.

     As you are  aware,  this  level of  return  will  vary from year to year as
interest  rate changes by the Federal  Reserve  affect the overall  marketplace.
Nevertheless,  there is a CONSISTENCY to the level of return that the Fund would
like to provide for you and other shareholders.

     Although the income level received by  shareholders  will vary from year to
year, it does have a CONSISTENCY  to it. And, this is why  shareholders  buy and
own the Fund - for that CONSISTENCY of TAX-FREE income.

     During recent years,  the level of SPENDABLE  TAX-FREE  return  provided to
shareholders has ranged between 4.36% to 5.02% based upon an average share value
of the Fund.

     Shareholders  of Tax-Free Fund of Colorado  should not buy or sell the Fund
based  upon  capital  appreciation,  such as they  would with an equity or stock
fund.

     An analogy for a shareholder of Tax-Free Fund of Colorado would be a person
buying a dairy cow for the steady  stream of milk it  supplies,  not for what it
might be worth when he/she sells it.

     What the Fund is providing is a relatively steady stream of TAX-FREE income
and a relatively stable share value.

     Shareholders  buy and hold their  position in Tax-Free Fund of Colorado for
the longer term, not for a quick in and out. Therefore,  shareholders do NOT and
should NOT look upon the Fund for its total return - but,  rather for the income
stream it provides in the form of TAX-FREE dividends.

     Also,  when you look at the recent level of TAX-FREE income provided by the
Fund and measure  that against the taxable  income  required to provide the same
amount of money in your pocket, here's what things look like.

            [Graphic of a bar chart with the following information:]

          TAX-FREE FUND OF COLORADO'S DOUBLE TAX-FREE DISTRIBUTION RATE
                  AS COMPARED TO THE TAXABLE EQUIVALENT RATE AN
               INVESTOR WOULD HAVE TO EARN AT VARIOUS TAX BRACKETS

            TAX BRACKET                     RATE OF RETURN

                               DOUBLE TAX-FREE           TAXABLE
                              DISTRIBUTION RATE      EQUIVALENT RATE
            28%                    4.56%                  6.67%
            31%                    4.56%                  7.05%
            36%                    4.56%                  7.63%
            39.6%                  4.56%                  8.11%


</PAGE>

<PAGE>


CONSISTENCY OF QUALITY OF INVESTMENTS

     Since   inception  of  the  Fund,   management  has   CONSISTENTLY   sought
high-quality investments for its shareholders.

     We don't like surprises.  Nor, do shareholders  like surprises.  We believe
the best way to avoid surprises is to stick with quality.

     The pie chart below gives you a breakdown of the quality of the  individual
securities of the Fund as at the Semi-Annual Report date of June 30, 2000.

            [Graphic of a pie chart with the following information:]

            PORTFOLIO DISTRIBUTION BY QUALITY

            AAA           71.17%
            AA            20.15%
            A              7.26%
            Below A        1.42%

     As you will recall, the Fund's prospectus restricts its investments to only
the top four  quality  securities  - AAA,  AA, A, Baa - although  there are nine
different  grades of quality  associated  with municipal bond investing  ranging
from  the  highest  to the  lowest.  We have  always  tried  to make  sure  that
shareholders  know that, to the maximum  extent  possible,  their invested money
will be there  when  they  need it.  The  best  way we know to  accomplish  this
objective is by sticking with quality.

     This is why we  CONSISTENTLY  seek to maintain  most of the Fund's money in
the upper  quality  securities - AAA AND AA. As you will  appreciate,  the exact
level of  quality  will  vary  from  time to time  based  upon  availability  of
securities in the marketplace to achieve the Fund's objective.

CONSISTENCY IN THE TYPE OF INVESTMENTS FOR THE FUND

     Management of Tax-Free Fund of Colorado has CONSISTENTLY  embraced the idea
that your investment  should not only help  shareholders  financially,  but also
help  your  state  and its  communities.  Thus,  investments  in the Fund are as
diversified as possible.  Diversification  geographically and by type of project
is another way of ensuring  that your money is doing the best job  possible  for
not only you, but also for your community and state.

            [Graphic of a pie chart with the following information:]

            PORTFOLIO DISTRIBUTION BY MARKET SECTOR

            School Districts              25.57%
            Metropolitan Districts        11.21%
            Water and Sewer               14.56%
            Hospitals                      8.30%
            Higher Education               9.27%
            Housing                        9.16%
            Electric                       5.41%
            Transportation                 1.67%
            Leases                         1.17%
            Other                         13.68%


SUMMARY

     As we have  tried to  illustrate  in this  report to you,  the  essence  of
Tax-Free Fund of Colorado is CONSISTENCY. This is what we feel that shareholders
are primarily  interested in. And, this is exactly what we are trying to provide
to you and other shareholders.

CONSISTENCY OF APPRECIATION

     As always, we again wish to express our appreciation for the confidence you
have shown by your  investment in Tax-Free  Fund of Colorado.  We can assure you
that we will CONSISTENTLY do our best to merit your continued level of trust.

            Sincerely,

Diana P. Herrmann
President


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




<PAGE>
                           TAX-FREE FUND OF COLORADO
                            STATEMENT OF INVESTMENTS
                                 JUNE 30, 2000
                                  (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                      RATING
      FACE                                                                           MOODY'S/
     AMOUNT         GENERAL OBLIGATION BONDS (38.4%)                                   S&P             VALUE
</CAPTION>
<S>                 <C>  <C>  <C>                                                    <C>           <C>
                    SCHOOL DISTRICTS (25.5%)
$    1,275,000      Adams County School District #14                                 Aaa/AAA       $   1,345,125
                         5.750%, 12/01/08, FSA Insured
     1,255,000      Adams County School District #12                                 Aaa/AAA           1,313,044
                         5.625%, 12/15/08, FGIC Insured
     2,500,000      Adams County School District #12                                 Aaa/AAA           2,593,750
                         6.20%, 12/15/09, FGIC Insured
     1,000,000      Arapahoe County School District #5                               Aa2/AA            1,035,000
                         5.50%, 12/15/08
     1,325,000      Arapahoe County School District #5                               Aaa/AAA           1,333,281
                         5.125%, 12/01/10, FSA Insured
     2,760,000      Arapahoe County School District                                  Aa2/AA            2,835,900
                         5.500%, 12/15/11
     2,750,000      Arapahoe County, Cherry Creek School District                    Aa2/AA            2,811,875
                         5.50%, 12/15/12
     1,215,000      Boulder Valley Colorado                                          Aaa/AAA           1,260,562
                         5.50%, 12/01/08, FGIC Insured
     1,000,000      Denver City & County School District #1                          Aa3/AA-           1,038,750
                         5.60%, 06/01/08
     2,500,000      Douglas & Elbert Counties School District # Re-1,                Aaa/AAA           2,637,500
                         Series 1992, 6.15%, 12/15/08, MBIA Insured
     1,000,000      Douglas & Elbert Counties School District # Re-1,                Aaa/AAA             997,500
                         Series 1992, 5.00%, 6/15/10, FGIC Insured
     2,000,000      Douglas & Elbert Counties School District # Re-1,                Aaa/AAA           2,017,500
                         Series 1992, 5.25%, 12/15/11, FGIC Insured
     1,145,000      El Paso County School District #11                               Aa3/AA-           1,185,075
                         5.50%, 12/01/07
     1,330,000      El Paso County School District #11                               Aa3/AA-           1,443,050
                         6.25%, 12/01/08
     1,000,000      El Paso County School District #20                               Aaa/AAA           1,082,500
                         6.15%, 12/15/08, MBIA Insured
     1,110,000      El Paso County School District                                   Aa3/NR            1,150,237
                         5.70%, 12/01/12
     1,500,000      El Paso County School District, FSA Insured                      Aaa/AAA           1,539,375
                         5.50%, 12/01/13

</PAGE>
<PAGE>

$    1,040,000      El Paso County Colorado School Dist. #20                         Aaa/AAA       $   1,090,700
                         6.00%, 12/15/04
     3,000,000      Jefferson County School District # R-1                           Aaa/AAA           3,112,500
                         5.50%, 12/15/09, FGIC Insured
     1,000,000      Jefferson County, Colorado School District SE                    Aaa/AAA           1,022,500
                         5.50%, 12/15/13
     1,500,000      Larimer County, Colorado School #R-1 Refunding                   A1/NR             1,531,875
                         5.40%, 12/15/04
     2,000,000      Larimer Weld and Boulder County, Colorado School                 A1/AA-            2,087,500
                         5.90%, 12/15/05
     2,100,000      Larimer County, Colorado School #R-1 Refunding                   Aa3/AA-           2,110,500
                         5.25%, 12/15/11
     1,065,000      Mesa County School District #51                                  Aaa/AAA           1,131,563
                         6.00%, 12/01/06, MBIA Insured
     1,000,000      Mesa County School District #51                                  Aaa/AAA           1,012,500
                         5.20%, 12/01/09, MBIA Insured
     1,045,000      Pitkin County Colorado School District #1 (ASPEN)                Aaa/AAA           1,080,269
                         5.85%, 11/15/03, AMBAC Insured
     1,790,000      Pitkin County, Aspen School District #1 Series 1989              Aaa/AAA           1,850,413
                         5.95%, 11/15/05, AMBAC Insured
     1,040,000      Pueblo County Colorado School District # 70                      Aaa/AAA           1,072,500
                         5.50%, 12/01/09, AMBAC Insured
     1,050,000      Summit County School District, Series A                          Aaa/AAA           1,077,562
                         5.40%, 12/01/06, FGIC Insured
     1,000,000      Summit County School District, Series A                          Aaa/AAA           1,032,500
                         5.50%, 12/01/07, FGIC Insured
     1,000,000      Weld & Adams County S School District 3J                         Aaa/AAA           1,042,500
                         5.50%, 12/15/10, AMBAC Insured
                                                                                                      47,875,406

                    CITY & COUNTY (0.6%)
     1,000,000      Westminster Colorado Water Series 1992 A                         Aa3/AA-           1,032,500
                         6.25%, 12/01/07

</PAGE>

<PAGE>


                    METROPOLITAN DISTRICT (11.2%)
$    2,500,000      Boulder Colorado Central Area Improvement                        Aaa/AAA       $   2,525,300
                         6.30%, 08/15/07, FGIC Insured
     1,060,000      Castle Pines Metropolitan District                               Aaa/AAA           1,098,425
                         5.50%, 12/01/07, FSA Insured
     2,000,000      Castle Pines Metropolitan District                               Aaa/AAA           1,977,500
                         5.00%, 12/01/11, FSA Insured
     1,550,000      Central Platte Valley Metropolitan District                      NR/A              1,551,938
                         5.25%, 12/01/09, ACA Insured
     1,080,000      Greenwood South Metropolitan District                            Aaa/AAA           1,120,500
                         5.60%, 12/01/05, MBIA Insured
     1,000,000      Highlands Ranch Metropolitan District #4                         Aaa/NR            1,052,500
                         5.80%, 12/01/05, LOC Swiss Bank, Pre-Refunded
     1,530,000      Highlands Ranch Metropolitan District #1, Refunding              Aaa/AAA           1,573,988
                         6.25%, 09/01/06, MBIA Insured
     1,000,000      Highlands Ranch Metropolitan District #1, Refunding              Aaa/AAA           1,053,750
                         5.75%, 09/01/08, AMBAC Insured
     1,730,000      Highlands Ranch Metropolitan District #1, Refunding              Aaa/AAA           1,825,150
                         5.75%, 09/01/09, AMBAC Insured
     2,165,000      Interstate South Metropolitan District                           NR/A+             2,221,831
                         5.75%, 12/01/09, LOC FBS
     1,245,000      North Jeffco Pk and Rec Dist Colorado                            Aaa/NR            1,271,456
                         5.25%, 12/01/08
     1,365,000      South Suburban Park & Recreational District                      Aaa/AAA           1,370,119
                         5.125%, 12/15/09, FGIC Insured
     1,260,000      Westglenn Metropolitan District Colorado Jefferson               NR/A+             1,283,625
                         County Refunding, 5.65%, 12/01/04, LOC FBS
     1,000,000      Westglenn Metropolitan District Colorado,                        NR/A+             1,051,250
                         6.25%, 06/01/04, LOC FBS
                                                                                                      20,977,332

                    WATER & SEWER (1.1%)
     2,000,000      Thornton, Colorado, Refunding-Spur A                             Aaa/AAA           2,082,500
                         5.60%, 12/01/06, FSA Insured
                              Total General Obligation Bonds                                          71,967,738

</PAGE>

<PAGE>


                    REVENUE BONDS (61.4%)
                    HIGHER EDUCATION (9.2%)
$    1,580,000      City of Aurora Colorado Educational Development                  NR/BBB        $   1,625,425
                         Refunding Bonds Series 1994, 6.00%, 10/15/07
     1,170,000      Colorado Post Secondary Educational Facility,                    Aaa/AAA           1,205,100
                         5.50%, 03/01/08, MBIA Insured
     1,000,000      Colorado Post Secondary Educational Facilities                   A2/AAA            1,026,250
                         Authority Refunding Revenue Bonds Series 93,
                         5.95%, 03/01/09, AMBAC Insured
     1,000,000      Colorado State Board of Agriculture Revenue                      Aaa/AAA           1,020,000
                         Refunding, Colorado State University Student
                         Sports, 5.40%, 04/01/06, MBIA Insured
     1,000,000      Colorado State Board of Agriculture Revenue,                     Aaa/AAA           1,037,500
                         Fort Lewis College, 6.50%, 10/01/06, FGIC Insured
     1,000,000      Colorado State Board of Agriculture Revenue,                     Aaa/AAA           1,030,000
                         University of Southern Colorado Auxiliary Facility
                         6.25%, 08/01/07, AMBAC Insured
     1,000,000      Colorado State Board of Agriculture Revenue                      Aaa/AAA           1,017,500
                         Refunding, Colorado State University Student
                         Sports, 5.45%, 04/01/08, MBIA Insured
     1,500,000      Colorado Student Obligation Board Authority                      A/NR              1,524,375
                         Student Loan Revenue, 6.00%, 09/01/01
     1,860,000      Colorado State Colleges Board of Trustees,                       Aaa/AAA           1,899,525
                         5.50%, 05/15/09, MBIA Insured
       500,000      University of Colorado Regents Research Building                 A2/A+               504,375
                         Revolving Fund Revenue 6.85%, 06/01/03
     1,000,000      University of Colorado Research Building Revenue                 Aaa/AAA           1,032,500
                         6.00%, 06/01/06, MBIA Insured
     1,000,000      University of Colorado Revenue                                   Aaa/AAA           1,035,000
                         6.20%, 06/01/07, MBIA Insured
     1,500,000      State of Colorado University of Northern Colorado                Aaa/AAA           1,565,625
                         Auxiliary Facilities, 5.75%, 06/01/04, MBIA Insured
     1,745,000      State of Colorado University of Northern Colorado                Aaa/AAA           1,825,706
                         Auxiliary Facilities, 5.75%, 06/01/08, MBIA Insured
                                                                                                      17,348,881

</PAGE>
<PAGE>


                    ELECTRIC (5.4%)
$    5,000,000      Adams County Colorado Pollution Control                          Aaa/AAA       $   5,100,000
                         Revenue Public Service, 5.625%, 04/01/08,
                         MBIA Insured
     1,210,000      Moffat County Colorado Pollution Control Revenue                 Aaa/AAA           1,237,225
                         5.50%, 11/01/03, AMBAC Insured
     2,125,000      Moffat County Colorado Pollution Control Revenue                 Aaa/AAA           2,204,688
                         5.625%, 11/01/06, AMBAC Insured
     1,500,000      Platte River Power Authority                                     Aaa/AAA           1,588,125
                         6.00%, 06/01/07, MBIA Insured
                                                                                                      10,130,038

                    SALES TAX (9.5%)
       510,000      Arvada Colorado Sales & Use Tax Revenue                          Aaa/AAA             525,938
                         6.10%, 12/01/07, FGIC Insured
       490,000      Arvada Colorado Sales & Use Tax Revenue                          Aaa/AAA             505,925
                         6.10%, 12/01/02
     1,740,000      Boulder County Colorado Open Space & Use                         Aaa/AAA           1,805,250
                         Tax Revenue Bonds Series 1994, 5.75%, 12/15/04,
                         FGIC Insured
       260,000      Boulder County Colorado Open Space & Use Tax                     Aaa/AAA             270,075
                         Revenue Bonds Series 1994, 5.75%, 12/15/04,
                         FGIC Insured
     1,250,000      Boulder Colorado Open Space Acquisition                          Aa1/AA+           1,273,438
                         5.500%, 08/15/12
     1,045,000      City of Boulder Colorado                                         Aaa/AAA           1,056,756
                         5.25%, 08/15/10, AMBAC Insured
     2,000,000      City & County of Denver Colorado Excise Tax                      Aaa/AAA           2,040,000
                         Revenue, 5.375%, 09/01/10, FSA Insured
     1,000,000      Denver Metro Major League Baseball Stadium Excise                Aaa/AAA           1,031,250
                         Tax Revenue, 6.35%, 10/01/01, FGIC Insured,
                         Pre-Refunded
     1,780,000      Douglas County Colorado Sales Open Space                         Aaa/AAA           1,822,275
                         Revenue, 5.500%, 10/15/12

</PAGE>

<PAGE>

$    1,000,000      Fort Collins Downtown Development Authority                      Aaa/AAA       $   1,027,280
                         Tax Increment Revenue, 6.50%, 06/01/07,
                         MBIA Insured
     1,000,000      Jefferson County Districtwide Sales Tax                          Aaa/AAA           1,031,250
                         6.10%, 12/01/04, MBIA Insured
     1,245,000      Jefferson County Open Space Sales Tax                            Aaa/AAA           1,229,437
                         5.00%, 11/01/11, FGIC Insured
     1,040,000      Lakewood Colorado Sales & Use Tax Revenue,                       NR/AA             1,050,400
                         5.25%, 12/01/09
     1,000,000      Larimar County Colorado Sales Tax Revenue Bond                   Aaa/AAA             980,000
                         5.50%, 12/15/12
     1,000,000      Westminster Sales & Use Tax 1991                                 Aaa/AAA           1,018,280
                         6.70%, 12/01/01, FGIC Insured
     1,175,000      Westminster Colorado Sales Tax Revenue                           Aaa/AAA           1,211,719
                         5.50%, 12/01/07, FGIC Insured
                                                                                                      17,879,273

                    WATER & SEWER (13.4%)
     1,500,000      Broomfield Colorado Water Activity Enterprise                    Aaa/NR            1,511,250
                         5.30%, 12/01/12
     1,750,000      Centennial Water & Sewer District                                Aaa/AAA           1,830,938
                         5.80%, 12/01/07, FSA Insured
       500,000      Colorado Water Resource & Power Development                      Aaa/AAA             504,010
                         Authority, 7.00%, 11/01/00, FGIC Insured
       710,000      Colorado Water Resource & Power Development                      Aaa/AAA             735,738
                         Authority, Series A, 7.00%, 09/01/01, Pre-Refunded
     1,000,000      Colorado Water Resource & Power Development                      Aaa/AAA           1,028,750
                         Authority, 6.80%, 11/01/001, FGIC Insured,
                         Pre-Refunded
     1,000,000      Colorado Water Resource & Power Development                      Aaa/AAA           1,038,750
                         Authority, 6.50%, 11/01/05, FGIC Insured
     1,000,000      Colorado Water Resource & Power Development                      Aaa/AAA           1,035,000
                         Authority, 6.00%, 09/01/06
     1,000,000      Colorado Water Resource & Power Development                      Aaa/AAA           1,025,000
                         Authority, Clean Water Revenue, 5.35%, 09/01/06

</PAGE>
<PAGE>

$    1,000,000      Colorado Water Resource & Power Development                      Aaa/AAA       $   1,032,500
                         Authority, Clean Water Revenue, 5.50%, 09/01/09
     1,000,000      Colorado Clean Water Revenue                                     Aaa/AAA           1,021,250
                         5.375%, 09/01/10
     1,000,000      Colorado Water Resource & Power Development                      Aaa/AAA           1,016,250
                         Authority, 5.55%, 11/01/13
     1,965,000      Fort Collins Colorado Wastewater Sewer Revenue                   Aaa/AAA           1,996,931
                         5.375%, 12/01/08, FGIC Insured
     1,530,000      Left Hand Water District, Series 1996                            Aaa/AAA           1,589,287
                         5.75%, 11/15/08, MBIA Insured
     1,055,000      Metro Wastewater Reclamation District, Gross                     Aa2/AA            1,074,781
                         Revenue Series, 5.80%, 04/01/02, Pre-Refunded
     1,270,000      Metro Wastewater Reclamation District, Gross                     Aa2/AA            1,285,875
                         Revenue Series, 5.25%, 04/01/09
     1,010,000      Northglenn Colorado Water & Sewer                                Aaa/AAA           1,059,238
                         5.75%, 12/01/06, FSA Insured
     1,000,000      Pagosa Water & Sanitation Colorado Water & Sewer                 Aaa/AAA           1,013,750
                         5.25%, 12/01/08, AMBAC Insured
     1,000,000      Pueblo Colorado Board Water Works                                Aaa/AAA           1,031,250
                         5.50%, 11/01/10
     1,715,000      Town of Erie                                                     NR/A              1,695,706
                         5.125%, 12/01/10, ACA Insured
     1,570,000      Colorado Water Conservancy District                              Aaa/AAA           1,609,250
                         5.500, 6/15/12
     1,000,000      Westminster Colorado Water & Wastewater Utility                  Aaa/AAA           1,035,000
                         Enterprise - Water And Wastewater Revenue
                         Series 1994 5.70%, 12/01/04, AMBAC Insured
                                                                                                      25,170,504

                    HOSPITAL (8.3%)
     1,000,000      Poudre Valley Hospital District, Refunding                       Aa/AA-            1,015,000
                         5.375%, 11/15/07
     2,030,000      Colorado Health Facility Authority Hospital Revenue              Aaa/AAA           2,083,288
                         North Colorado Medical Center 5.60%, 05/15/05,
                         MBIA Insured

</PAGE>
<PAGE>


$    1,000,000      Colorado Health Facility Authority Hospital Revenue              Aaa/AAA       $   1,021,250
                         Medical Center 5.50%, 12/01/08, MBIA Insured
     1,000,000      Colorado Health Facility Authority Hospital Revenue              Aa3/AA-             987,500
                         Medical Center 5.375%, 12/01/09, MBIA Insured
     1,500,000      Colorado Health Facility Authority Hospital Revenue              Aaa/AAA           1,505,625
                         Medical Center 5.25%, 12/01/10, MBIA Insured
     2,255,000      Colorado Health Facility Community Provider                      Aaa/AAA           2,354,558
                         Pooled Loan Revenue, 7.20%, 07/15/05,
                         FSA Insured
     1,410,000      Colorado Health Facility Authority Hospital Revenue              Aaa/AAA           1,455,825
                         Boulder Community Hospital 5.65%, 10/01/06,
                         MBIA Insured
     1,000,000      Colorado Health Facility Authority Sisters of Charity            Aaa/AAA           1,076,250
                         Health Care, 6.25%, 05/15/09, AMBAC Insured
     1,460,000      Colorado Springs Hospital Revenue                                Aaa/AAA           1,492,850
                         5.50%, 12/15/06, MBIA Insured
     1,000,000      Pueblo County Colorado Hospital Facilities, Series A             Aaa/AAA           1,032,500
                         6.80%, 09/01/05, MBIA Insured
     1,475,000      University Colorado Hospital Authority Hospital                  Aaa/NR            1,508,187
                         Revenue, 5.50%, 11/15/07, AMBAC Insured
                                                                                                      15,532,833

                    HOUSING (9.1%)
     1,600,000      Adams County Colorado Multi-family Housing                       NR/AAA            1,622,000
                         Revenue, Brittany Station Series A, FNMA,
                         5.40%, 09/01/25
       795,000      City of Arvada Colorado Multi-family Housing                     NR/AAA              802,950
                         Revenue, Springwood, 5.60%, 08/20/08,
                         GNMA Insured
     1,000,000      City and County of Denver Colorado Single Family                 NR/AAA              923,750
                         Mortgage Revenue, Series 1999 C, 5.000%,
                         11/01/15, GNMA Insured
        85,000      Colorado Housing Finance Authority 1991,                         NR/AA+               85,265
                         Series A-3, 6.10%, 11/01/00
        70,000      Colorado Housing Finance Authority 1991,                         NR/AA+               71,137
                         Series A-1, 6.20%, 11/01/01
       165,000      Colorado Housing Finance Authority 1991, Series A                A1/A                167,020
                         6.90%, 05/01/01

</PAGE>

<PAGE>


$      795,000      Colorado Housing Finance Authority, SFM Series A-2               NR/AA+        $     824,812
                         6.65%, 11/01/06
       305,000      Colorado Housing Finance Authority, SFM Series                   Aa2/NR              308,812
                         1994C, 6.00%, 12/01/04
     1,115,000      Colorado Housing Finance Authority, SFM Series D-2               Aa2/NR            1,126,150
                         5.625%, 06/01/10
       615,000      Colorado Housing Finance Authority, SFM Series A-2               Aa2/A+              619,717
                         5.75%, 11/01/10
       840,000      Colorado Housing Finance Authority, SFM Series                   Aa2/NR              848,232
                         1994C, 6.25%, 12/01/12
     2,000,000      Colorado Single Family Housing                                   Aa2/NR            2,090,000
                         6.50%, 05/01/16
     2,750,000      Colorado Housing Finance Authority                               Aa2/NR            2,805,000
                         6.05%, 10/01/16
     1,000,000      Colorado Housing Finance Authority, Single Family                Aa2/AA            1,007,500
                         Program, 5.700%, 10/01/22
       990,000      Colorado Housing Finance Authority                               Aa2/NR            1,011,037
                         6.125%, 11/01/23
     1,000,000      Littleton Assisted Living Building Authority, Amity              NR/A+             1,022,500
                         Plaza Project Multi-family Housing Revenue
                         Bond Series 1994, 6.10%, 03/01/06
     1,500,000      Snowmass Village Multi-family Revenue Refunding                  Aaa/AAA           1,552,500
                         6.30%, 12/15/08, FSA Insured
       165,000      Southwestern Colorado Single Family Revenue                      Aa2/NR              168,713
                         Partnership, Refunding 7.10%, 09/01/04
        80,000      Summit County Single Family, Series A                            Aaa/NR               81,505
                         7.25%, 12/01/04                                                              17,138,600

                    TRANSPORTATION (1.7%)
     1,000,000      Arapahoe County Colorado E-470 Vehicle                           Aaa/AAA           1,027,500
                         Registration Revenue Bonds, 5.45%, 08/31/07,
                         MBIA Insured
     1,000,000      Regional Transportation District Sales Tax Revenue               Aaa/AAA           1,040,000
                         6.15%,11/01/05, FGIC Insured
     1,000,000      Colorado Dept. Of Transportation                                 Aaa/AAA           1,057,500
                         6.00%, 06/15/13
                                                                                                       3,125,000

</PAGE>

<PAGE>


                    LEASE (1.2%)
$    1,055,000      Westminster, Colorado Certificate of Participation               Aaa/AAA       $   1,066,869
                         5.35%, 09/01/11, MBIA Insured
     1,100,000      El Paso County School District #2                                Aaa/AAA           1,115,125
                         5.25%, 12/01/09, MBIA Insured
                                                                                                       2,181,994

                    MISCELLANEOUS REVENUE (3.6%)
     1,000,000      Boulder County, CO, N.C.A.R.                                     NR/A              1,032,500
                         6.50%, 12/01/02
     2,275,000      Denver Colorado City & County Helen Bonfils                      NR/AA-            2,366,000
                         Project, 5.875%, 12/01/09
     1,000,000      South Suburban Park & Recreational District                      Baa/NR            1,038,750
                         6.00%, 11/01/07
     1,230,000      Thornton, Colorado Development Authority                         Aaa/AAA           1,285,350
                         5.75%, 12/01/06, MBIA Insured
     1,000,000      Westminster, Colorado Golf Course Activity                       NR/AA               976,250
                         5.400%, 12/01/13                                                              6,698,850

                         Total Revenue Bonds                                                         115,205,973
                         Total Investments (cost $185,743,685*)               99.8%                  187,173,711
                         Other assets in excess of liabilities                 0.2                       308,339
                         Net Assets                                          100.0%                $ 187,482,050
</TABLE>


                      * Cost for Federal tax purposes is identical.

                                                 PORTFOLIO ABBREVIATIONS:

                      ACA     - American Capital Access
                      AMBAC   - American Municipal Bond Assurance Corp.
                      FGIC    - Financial Guaranty Insurance Co.
                      FNMA    - Federal Housing Administration
                      FSA     - Financial Security Assurance
                      GNMA    - Government National Mortgage Association
                      MBIA    - Municipal Bond Investors Assurance Corp.

  See accompanying notes to financial statements
</PAGE>




<PAGE>
                           TAX-FREE FUND OF COLORADO
                      STATEMENT OF ASSETS AND LIABILITIES
                           JUNE 30, 2000 (UNAUDITED)

<TABLE>
<S> <C>                                                                                                       <C>
ASSETS
    Investments at value (cost $185,743,685)                                                                  $187,173,711
    Cash                                                                                                            12,509
    Interest receivable                                                                                          1,540,773
    Receivable for Fund shares sold                                                                                145,415
    Other assets                                                                                                    15,822
    Receivable for investment securities sold                                                                       15,070
    Total assets                                                                                               188,903,300

LIABILITIES
    Payable for investment securities purchased                                                               $  1,022,968
    Dividends payable                                                                                              184,648
    Payable for Fund shares redeemed                                                                                94,350
    Management fee payable                                                                                          76,652
    Distribution fees payable                                                                                       27,814
    Accrued expenses                                                                                                14,818
    Total liabilities                                                                                            1,421,250

NET ASSETS                                                                                                    $187,482,050

    Net Assets consist of:
    Capital Stock - Authorized an unlimited number of shares, par value $.01 per share                        $    186,938
    Additional paid-in capital                                                                                 186,612,606
    Net unrealized appreciation on investments                                                                   1,430,026
    Accumulated net realized loss on investments                                                                  (534,105)
    Distributions in excess of net investment income                                                              (213,415)
                                                                                                              $187,482,050

CLASS A
    Net Assets                                                                                                $180,627,542
    Capital shares outstanding                                                                                  18,010,781
    Net asset value and redemption price per share                                                            $      10.03
    Offering price per share (100/96 of $10.03 adjusted to nearest cent)                                      $      10.45

CLASS C
    Net Assets                                                                                                $  2,293,839
    Capital shares outstanding                                                                                     229,112
    Net asset value and offering price per share                                                              $      10.01
    Redemption price per share (*a charge of 1% is imposed on the redemption
      proceeds of the shares, or on the original price, whichever is lower, if
      redeemed during the first 12 months after purchase)                                                     $      10.01*

CLASS Y
    Net Assets                                                                                                $  4,560,669
    Capital shares outstanding                                                                                     453,929
    Net asset value, offering and redemption price per share                                                  $      10.05
</TABLE>


See accompanying notes to financial statements.
</PAGE>




<PAGE>
                           TAX-FREE FUND OF COLORADO
                            STATEMENT OF OPERATIONS
               FOR THE SIX MONTHS ENDED JUNE 30, 2000 (UNAUDITED)

<TABLE>
<S> <C>                                                                              <C>                      <C>
INVESTMENT INCOME:
    Interest income                                                                                           $  5,096,090

EXPENSES:
    Management fee (note 3)                                                         $   474,544
    Transfer and shareholder servicing agent fees                                        65,000
    Distribution and service fees (note 3)                                               56,343
    Trustees' fees and expenses                                                          35,000
    Legal fees                                                                           34,500
    Custodian fees                                                                       21,837
    Shareholders' reports and proxy statements                                           20,000
    Audit and accounting fees                                                            12,000
    Registration fees and dues                                                            7,500
    Insurance                                                                             4,500
    Miscellaneous                                                                         8,983
                                                                                        740,207

    Expenses paid indirectly (note 7)                                                   (13,083)
          Net expenses                                                                                             727,124
          Net investment income                                                                                  4,368,966

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
    Net realized loss from securities transactions                                     (497,975)
    Change in unrealized depreciation on investments                                  1,500,602

    Net realized and unrealized gain on investments                                                              1,002,627
    Net increase in net assets resulting from operations                                                      $  5,371,593
</TABLE>


See accompanying notes to financial statements.
</PAGE>




<PAGE>
                           TAX-FREE FUND OF COLORADO
                      STATEMENTS OF CHANGES IN NET ASSETS
                                  (UNAUDITED)

<TABLE>
<CAPTION>
                                                                              SIX MONTHS ENDED       YEAR ENDED
                                                                                JUNE 30, 2000     DECEMBER 31, 1999
</CAPTION>
<S> <C>   <C>                                                                   <C>                 <C>

OPERATIONS:
    Net investment income                                                       $   4,368,966       $   9,289,534
    Net realized loss from securities transactions                                   (497,975)            (36,131)
    Change in unrealized depreciation on investments                                1,500,602         (10,905,549)
          Change in net assets from operations                                      5,371,593          (1,652,146)

DISTRIBUTIONS TO SHAREHOLDERS (NOTE 6):
    Class A Shares:
    Net investment income                                                          (4,415,861)         (9,466,538)
    Net realized gain on investments                                                   -               (1,495,582)

    Class C Shares:
    Net investment income                                                             (41,411)            (62,746)
    Net realized gain on investments                                                    -                 (15,059)

    Class Y Shares:
    Net investment income                                                            (125,109)           (308,855)
    Net realized gain on investments                                                    -                 (42,367)
          Change in net assets from distributions                                  (4,582,381)        (11,391,147)

CAPITAL SHARE TRANSACTIONS (NOTE 8):
    Proceeds from shares sold                                                       6,828,833          16,765,266
    Reinvested dividends and distributions                                          2,762,141           6,993,793
    Cost of shares redeemed                                                       (20,944,440)        (29,816,558)
          Change in net assets from capital share transactions                    (11,353,466)         (6,057,499)
          Change in net assets                                                    (10,564,254)        (19,100,792)

NET ASSETS:
    Beginning of period                                                           198,046,304         217,147,096
    End of period                                                               $ 187,482,050       $ 198,046,304
</TABLE>



See accompanying notes to financial statements.
</PAGE>




<PAGE>
                           TAX-FREE FUND OF COLORADO
                         NOTES TO FINANCIAL STATEMENTS
                                  (UNAUDITED)

1. ORGANIZATION

     Tax-Free  Fund  of  Colorado  (the  "Fund"),  a  non-diversified,  open-end
investment company, was organized in February,  1987 as a Massachusetts business
trust and commenced  operations on May 21, 1987. The Fund is authorized to issue
an  unlimited  number of shares  and,  since its  inception  to April 30,  1996,
offered  only one class of shares.  On that date,  the Fund began  offering  two
additional classes of shares, Class C and Class Y shares. All shares outstanding
prior  to that  date  were  designated  as Class A  shares  and are sold  with a
front-payment  sales charge and bear an annual  service fee.  Class C shares are
sold with a  level-payment  sales charge with no payment at time of purchase but
level service and  distribution  fees from date of purchase  through a period of
six years  thereafter.  A contingent  deferred sales charge of 1% is assessed to
any Class C  shareholder  who redeems  shares of this Class within one year from
the date of purchase. The Class Y shares are only offered to institutions acting
for an investor in a fiduciary,  advisory, agency, custodian or similar capacity
and are not offered directly to retail investors. Class Y shares are sold at net
asset value without any sales charge, redemption fees, contingent deferred sales
charge or distribution  or service fees. On April 30, 1998 the Fund  established
Class I shares, which are offered and sold only through financial intermediaries
and are not offered directly to retail investors. At June 30, 2000 there were no
Class I shares  outstanding.  All classes of shares  represent  interests in the
same portfolio of investments  and are identical as to rights and privileges but
differ with  respect to the effect of sales  charges,  the  distribution  and/or
service fees borne by each class, expenses specific to each class, voting rights
on matters affecting a single class and the exchange privileges of each class.

2. SIGNIFICANT ACCOUNTING POLICIES

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

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

b)   SECURITIES   TRANSACTIONS  AND  RELATED   INVESTMENT   INCOME:   Securities
     transactions are recorded on the trade date. Realized gains and losses from
     securities transactions are reported on the identified cost basis. Interest
     income  is  recorded  daily  on  the  accrual  basis  and is  adjusted  for
     amortization  of premium and accretion of original issue  discount.  Market
     discount is recognized upon disposition of the security.

</PAGE>

<PAGE>



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

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

e)   USE OF ESTIMATES:  The  preparation  of financial  statements in conformity
     with generally accepted  accounting  principles requires management to make
     estimates and  assumptions  that affect the reported  amounts of assets and
     liabilities and disclosure of contingent assets and liabilities at the date
     of the  financial  statements  and the reported  amounts of  increases  and
     decreases in net assets from operations during the reporting period. Actual
     results could differ from those estimates.

3. FEES AND RELATED PARTY TRANSACTIONS

a)   MANAGEMENT ARRANGEMENTS:

     Aquila  Management  Corporation  (the  "Manager"),  the Fund's  founder and
sponsor, serves as the Manager for the Fund under an Advisory and Administration
Agreement with the Fund. The portfolio management of the Fund has been delegated
to a  Sub-Adviser  as described  below.  Under the  Advisory and  Administration
Agreement,  the Manager provides all administrative  services to the Fund, other
than those  relating  to the  day-to-day  portfolio  management.  The  Manager's
services  include  providing the office of the Fund and all related  services as
well as overseeing the activities of the Sub-Adviser and all the various support
organizations  to theFund such as the shareholder  servicing  agent,  custodian,
legal counsel,  auditors and distributor and additionally maintaining the Fund's
accounting  books and  records.  For its  services,  the  Manager is entitled to
receive a fee which is payable  monthly and computed as of the close of business
each day at the annual  rate of 0.50 of 1% on the Fund's  net  assets.  This fee
will be  reduced  to  0.40%  if  certain  payments  are made  under  the  Fund's
Distribution Plan relative to Class A Shares.

     KPM  Investment  Management,  Inc.  (the  "Sub-Adviser"),   a  wholly-owned
subsidiary of KFS  Corporation,  a member of the nationally  oriented  Mutual of
Omaha  Companies,  serves as the  Investment  Sub-Adviser  for the Fund  under a
Sub-Advisory  Agreement  between  the Manager  and the  Sub-Adviser.  Under this
agreement,  the Sub-Adviser  continuously provides,  subject to oversight of the
Manager  and the Board of Trustees of the Fund,  the  investment  program of the
Fund and the composition of its portfolio,  arranges for the purchases and sales
of portfolio securities, and provides for daily pricing of the Fund's portfolio.
For its services,  the Sub-Adviser is entitled to receive a fee from the Manager
which is payable  monthly and  computed as of the close of business  each day at
the annual rate of 0.20 of 1% on the Fund's net assets. This fee will be reduced
to 0.16% if  certain  payments  are made  under  the  Fund's  Distribution  Plan
relative to Class A Shares.


</PAGE>

<PAGE>


     For the six months ended June 30, 2000, the Fund incurred fees for advisory
and administrative services of $474,544.

     Specific  details  as to  the  effect  of the  Fund's  payments  under  its
Distribution  Plan, as described  below, on the above  management fees and as to
the  nature  and  extent  of the  services  provided  by  the  Manager  and  the
Sub-Adviser  are more fully  defined in the Fund's  Prospectus  and Statement of
Additional Information.

b) DISTRIBUTION AND SERVICE FEES:

     The Fund has  adopted a  Distribution  Plan (the  "Plan")  pursuant to Rule
12b-1 (the "Rule") under the Investment  Company Act of 1940.  Under one part of
the Plan, with respect to Class A Shares, the Fund is authorized to make service
fee payments to broker-dealers or others  ("Qualified  Recipients")  selected by
Aquila Distributors,  Inc. (the "Distributor"),  including,  but not limited to,
any principal  underwriter of the Fund,  with which the  Distributor has entered
into  written  agreements  contemplated  by the Rule  and  which  have  rendered
assistance  in the  distribution  and/or  retention  of  the  Fund's  shares  or
servicing of shareholder accounts. The Fund makes payment of this service fee at
the annual rate of 0.05% of the Fund's average net assets represented by Class A
Shares.  The Board of Trustees  and  shareholders  approved an  amendment to the
Fund's Distribution Plan applicable to Class A Shares which will permit the Fund
to make  service fee payments at the rate of 0.15 of 1% on the entire net assets
represented by Class A Shares.  However,  there will be a simultaneous reduction
in the fee payable to the Manager  from an annual rate of 0.50 of 1% to 0.40% on
all net assets so that the  combined  payments  of these fees will remain at the
current level of 0.55 of 1% of the average annual net assets  represented by the
Class  A  Shares.   However,   management  of  the  Fund  has  determined   that
implementation  of the changes  should be  indefinitely  postponed.  For the six
months ended June 30, 2000,  service fees on Class A Shares  amounted to $45,637
of which the Distributor received $2,082.

     Under  another part of the Plan,  the Fund is  authorized  to make payments
with  respect to Class C Shares to  Qualified  Recipients  which  have  rendered
assistance in the distribution  and/or retention of the Fund's Class C shares or
servicing of shareholder accounts. These payments are made at the annual rate of
0.75% of the  Fund's net  assets  represented  by Class C Shares and for the six
months ended June 30, 2000, amounted to $8,029. In addition, under a Shareholder
Services  Plan, the Fund is authorized to make service fee payments with respect
to Class C Shares to Qualified Recipients for providing personal services and/or
maintenance of shareholder accounts.  These payments are made at the annual rate
of 0.25% of the Fund's net assets  represented by Class C Shares and for the six
months ended June 30, 2000 amounted to $2,677.  The total of these payments with
respect to Class C Shares amounted to $10,706 of which the Distributor  received
$6,371.

</PAGE>

<PAGE>


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

     Under a Distribution  Agreement,  the  Distributor  serves as the exclusive
distributor of the Fund's shares. Through agreements between the Distributor and
various  broker-dealer  firms ("dealers"),  the Fund's shares are sold primarily
through the facilities of these dealers having offices within Colorado, with the
bulk of sales commissions inuring to such dealers. For the six months ended June
30, 2000, total  commissions on sales of Class AShares amounted to $113,232,  of
which the Distributor received $33,572.

     At the Fund's annual meeting held in June 2000, proposals were submitted to
the  shareholders  which  would  have the  effect of  allowing  the Fund to make
management  fee  payments at the annual rate of 0.50 of 1%  regardless  of asset
size or Class A  distribution  fees  paid  and to make  12b-1  distribution  fee
payments at the annual rate of up to 0.15 of 1% of all of its average annual net
assets represented by Class A Shares. Approval of these proposals is pending.

4. PURCHASES AND SALES OF SECURITIES

     During the six months ended June 30,  2000,  purchases  of  securities  and
proceeds from the sales of securities  aggregated  $23,437,796 and  $33,617,468,
respectively.

     At  June  30,  2000,  aggregate  gross  unrealized   appreciation  for  all
securities in which there is an excess of market value over tax cost amounted to
$2,662,824 and aggregate  gross  unrealized  depreciation  for all securities in
which there is an excess of tax cost over market  value  amounted to  $1,232,798
for a net unrealized appreciation of $1,430,026.

     At December  31,  1999,  the Fund has a capital  loss  carryover of $36,131
which expires on December 31, 2007. This carryover is available to offset future
net realized gains on securities  transactions to the extent provided for in the
Internal  Revenue  Code.  To the extent that this loss is used to offset  future
realized  capital  gains,  it is  probable  the  gains  so  offset  will  not be
distributed.

5. PORTFOLIO ORIENTATION

     Since  the Fund  invests  principally  and may  invest  entirely  in double
tax-free  municipal  obligations  of issuers within  Colorado,  it is subject to
possible risks  associated with economic,  political,  or legal  developments or
industrial  or regional  matters  specifically  affecting  Colorado and whatever
effects these may have upon Colorado issuers' ability to meet their obligations.

6. DISTRIBUTIONS

     The Fund  declares  dividends  daily from net  investment  income and makes
payments monthly in additional shares at the net asset value per share, in cash,
or in a combination of both, at the shareholder's  option.  Net realized capital
gains,  if  any,  are  distributed  annually  and  are  taxable.  An  additional
distribution  of gain may be made to the extent  necessary  to avoid  payment of
Federal taxes by the Fund.

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

</PAGE>

<PAGE>


7. EXPENSES

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

8. CAPITAL SHARE TRANSACTIONS

     Transactions in Capital Shares of the Fund were as follows:

<TABLE>
<CAPTION>
                                             SIX MONTHS ENDED                            YEAR ENDED
                                              JUNE 30, 2000                           DECEMBER 31, 1999
                                        SHARES             AMOUNT                 SHARES             AMOUNT
</CAPTION>
<S>  <C>  <C>                        <C>               <C>                     <C>              <C>
CLASS A SHARES:
     Proceeds from shares sold          562,548        $   5,593,372            1,338,033       $  13,893,721
     Reinvested distributions           273,710            2,723,768              672,082           6,907,950
     Cost of shares redeemed         (1,924,277)         (19,142,541)          (2,550,998)        (26,331,915)
          Net change                 (1,088,019)         (10,825,401)            (540,883)         (5,530,244)

CLASS C SHARES:
     Proceeds from shares sold           43,855              436,142               82,358             848,198
     Reinvested distributions             2,183               21,685                4,283              43,970
     Cost of shares redeemed            (10,800)            (107,393)             (17,963)           (183,817)
          Net change                     35,238              350,434               68,678             708,351

CLASS Y SHARES:
     Proceeds from shares sold           80,504              799,319              192,086           2,023,347
     Reinvested distributions             1,674               16,688                4,109              41,873
     Cost of shares redeemed           (169,677)          (1,694,506)            (316,465)         (3,300,826)
          Net change                    (87,499)            (878,499)            (120,270)         (1,235,606)
Total transactions in Fund
    shares                           (1,140,280)       $ (11,353,466)            (592,475)      $  (6,057,499)
</TABLE>
</PAGE>




<PAGE>
                           TAX-FREE FUND OF COLORADO
                              FINANCIAL HIGHLIGHTS
                                  (UNAUDITED)

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD
<TABLE>
<CAPTION>
                                                                                             CLASS A

                                                           SIX MONTHS
                                                             ENDED                          YEAR ENDED DECEMBER 31,
                                                            6/30/00        1999         1998         1997         1996        1995
</CAPTION>
<S> <C>                                                     <C>           <C>          <C>          <C>          <C>         <C>
Net Asset Value, Beginning of Period                         $9.98        $10.63       $10.62       $10.41       $10.56       $9.82

Income from Investment Operations:
    Net investment income                                     0.23          0.46         0.47         0.50         0.52        0.54
    Net gain (loss) on securities (both realized
      and unrealized)                                         0.06         (0.55)        0.04         0.23        (0.13)       0.74

    Total from Investment Operations                          0.29         (0.09)        0.51        0.73          0.39        1.28

Less Distributions (note 6):
    Dividends from net investment income                     (0.24)        (0.48)       (0.46)       (0.52)       (0.54)      (0.54)
    Distributions from capital gains                           -           (0.08)       (0.04)         -            -           -

    Total Distributions                                      (0.24)        (0.56)       (0.50)       (0.52)       (0.54)      (0.54)

Net Asset Value, End of Period                              $10.03         $9.98       $10.63       $10.62       $10.41      $10.56

Total Return (not reflecting sales charge)(%)                2.94+         (0.84)        4.92         7.21         3.78       13.28

Ratios/Supplemental Data
    Net Assets, End of Period ($ thousands)                 180,628       190,698      208,771      216,321      214,392     219,306
    Ratio of Expenses to Average Net Assets (%)              0.77*          0.76         0.75         0.75         0.70        0.64
    Ratio of Net Investment Income to Average
      Net Assets (%)                                         4.60*          4.41         4.47         4.78         5.02        5.20
    Portfolio Turnover Rate (%)                             12.40+         13.08        15.20        22.66        10.96       14.20

The expense and net investment income ratios without the effect of the
voluntary waiver of a portion of the management fee in years ended December
31, 1996 and 1995 were:

    Ratio of Expenses to Average Net Assets (%)                -             -            -            -           0.74        0.76
    Ratio of Net Investment Income to
      Average Net Assets (%)                                   -             -            -            -           4.98        5.08

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

    Ratio of Expenses to Average Net Assets (%)              0.76*          0.75         0.73         0.72         0.69        0.63
</TABLE>


+    Not annualized.
*    Annualized.
</PAGE>




<PAGE>
                           TAX-FREE FUND OF COLORADO
                        FINANCIAL HIGHLIGHTS (CONTINUED)
                                  (UNAUDITED)

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD

<TABLE>
<CAPTION>
                                                          CLASS C                                       CLASS Y
                                      SIX MONTHS                           PERIOD     SIX MONTHS                           PERIOD
                                         ENDED   YEAR ENDED DECEMBER 31,    ENDED        ENDED   YEAR ENDED DECEMBER 31,    ENDED
                                        6/30/00    1999    1998    1997  12/31/96(1)    6/30/00   1999    1998    1997   12/31/96(1)
</CAPTION>
<S><C>                                    <C>     <C>     <C>     <C>      <C>          <C>      <C>     <C>     <C>        <C>

Net Asset Value, Beginning of Period       $9.97  $10.61  $10.60  $10.41   $10.31       $10.00   $10.65  $10.64  $10.41     $10.31

Income from Investment Operations:
   Net investment income                    0.18    0.36    0.37    0.40     0.28         0.24     0.46    0.48    0.52       0.38
   Net gain (loss) on securities (both
     realized and unrealized)               0.05  (0.54)    0.04    0.21     0.12         0.05   (0.54)    0.04    0.25       0.12
   Total from Investment Operations         0.23  (0.18)    0.41    0.61     0.40         0.29   (0.08)    0.52    0.77       0.50

Less Distributions (note 6):
   Dividends from net investment income   (0.19)  (0.38)  (0.36)  (0.42)   (0.30)       (0.24)   (0.49)  (0.47)  (0.54)     (0.40)
   Distributions from capital gains          -    (0.08)  (0.04)     -        -            -     (0.08)  (0.04)      -         -
   Total Distributions                    (0.19)  (0.46)  (0.40)  (0.42)   (0.30)       (0.24)   (0.57)  (0.51)  (0.54)     (0.40)

Net Asset Value, End of Period            $10.01   $9.97  $10.61  $10.60   $10.41       $10.05   $10.00  $10.65  $10.64     $10.41

Total Return (not reflecting sales
   charge) (%)                             2.35+  (1.70)    3.92    5.99    3.78+        2.96+   (0.79)    4.97    7.65      4.87+

Ratios/Supplemental Data
   Net Assets, End of Period
     ($ thousands)                         2,294   1,932   1,328   1,036      915        4,561    5,416   7,047   5,668        0.1
   Ratio of Expenses to Average
     Net Assets (%)                        1.72*    1.70    1.69    1.69    1.65*        0.72*     0.71    0.69    0.70      0.65*
   Ratio of Net Investment Income to
     Average Net Assets (%)                3.63*    3.44    3.50    3.81    4.07*        4.64*     4.45    4.50    4.76      5.07*
   Portfolio Turnover Rate (%)            12.40+   13.08   15.20   22.66    10.96       12.40+    13.08   15.20   22.66      10.96

The expense and net investment income ratios without the effect of the
voluntary waiver of a portion of the management fee in the period ended
December 31, 1996 were:

   Ratio of Expenses to Average
     Net Assets (%)                          -       -       -       -      1.69*          -        -       -       -        0.69*
   Ratio of Net Investment Income to
     Average Net Assets (%)                  -       -       -       -      4.03*          -        -       -       -        5.03*

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

   Ratio of Expenses to Average
     Net Assets (%)                        1.71*    1.69    1.68    1.66    1.64*        0.71*     0.70    0.68    0.67      0.64*
</TABLE>


(1) For the period April 30, 1996 (commencement of operations) through
December 31, 1996.
 +  Not annualized.
 *  Annualized.



                See accompanying notes to financial statements.
</PAGE>


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