PARNASSUS INCOME FUND
RW, 1999-07-21
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                                                              July 21, 1999

Securities and Exchange Commission
450 Fifth Street NW
Washington, DC 20549

Re: The Parnassus Income Trust
    1940 Act File No. 811-6673
    1933 Act File No. 33-36065

Ladies and Gentleman:

     This serves as a request for the  withdrawal of the amendment to the May 1,
1999 Parnassus Income Trust N-1A filing,  which was originally filed erroneously
under submission header of 485APOS.

                                                               Yours truly,



                                                               Jerome L. Dodson
                                                               President
<PAGE>



                                                    1933 Act File No.: 33-36065
                                                    1940 Act File No.: 811-6673

                       Securities and Exchange Commission
                              Washington, DC 20549


                                    Form N-1A

                  REGISTRATION UNDER THE SECURITIES ACT OF 1933

                        Post-Effective Amendment No. 9_

                                     and/or


                  REGISTRATION UNDER THE INVESTMENT ACT OF 1940

                                Amendment No. 11

                           __________________________

                           THE PARNASSUS INCOME TRUST

               (Exact Name of Registrant as Specified in Charter)

                                   One Market
                           Steuart Tower - Suite #1600
                             San Francisco, CA 94105

                     (Address of Principal Executive Office)

        Registrant's Telephone Number including Area Code: (415) 778-0200

                                Jerome L. Dodson
                                   One Market
                           Steuart Tower - Suite #1600
                             San Francisco, CA 94105


                     (Name and Address of Agent for Service)


It is proposed that this filing will become effective on May 1, 1999 pursuant to
paragraph (a) of Rule 485.

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

   Pursuant to Rule 24f-2 under the Investment  Company Act of 1940,  Registrant
has registered an indefinite  number of shares of beneficial  interest under the
Securities Act of 1933 and the Rule 24f-2 notice for issuer's fiscal year ending
December 31, 1998 was filed on February 10, 1999.


<PAGE>

                           The PARNASSUS INCOME TRUST
                                   PROSPECTUS
                                   MAY 1, 1999




PROSPECTUS-MAY 1, 1999
- --------------------------------------------------------------------------------
   The  Parnassus  Income  Trust  (the  "Trust")  is a mutual  fund,  managed by
Parnassus   Investments  (the  "Adviser").   The  Adviser  chooses  the  Trust's
investments  according  to social  standards  described in this  Prospectus.  In
general,  the Adviser  will  choose  investments  that it  believes  will have a
positive social impact.

   The Trust has three funds. The Equity Income Fund invests primarily in stocks
that pay a dividend,  and its  investment  objective is both current  income and
capital appreciation. The Fixed-Income Fund invests primarily in bonds and other
fixed-income  investments,  and its  investment  objective is current income and
preservation  of  capital.  The  California   Tax-Exempt  Fund  (for  California
residents  only) has as its investment  objective a high level of current income
exempt from federal and California  personal  income tax consistent with prudent
investment management.




TABLE OF CONTENTS
- --------------------------------------------------------------------------------
Investment Summary                     2        How to Purchase Shares        16
Trust Expenses                         7        How to Redeem Shares          17
The Legend of Mt. Parnassus            8        Dividends and Taxes           18
Investment Objective and Policies      9        Financial Highlights          20
Management                            13        General Information           22
The Adviser                           15


LIKE SECURITIES OF ALL MUTUAL FUNDS, THESE SECURITIES HAVE NOT BEE  APPROVED OR
DISAPPROVED BY THE SECURITIES AND EXCHANGE  COMMISSION  (SEC),  AND  THE SEC HAS
NOT DETERMINED IF THIS PROSPECTUS IS  ACCURATE OR COMPLETE.  ANY  REPRESENTATION
TO THE CONTRARY IS A CRIMINAL OFFENSE.


                                        1

<PAGE>

INVESTMENT SUMMARY
- --------------------------------------------------------------------------------

                               EQUITY INCOME FUND
                               ------------------

Investment Objective and Principal Strategies

   The Parnassus Equity Income Fund invests primarily in a diversified portfolio
of equity  securities.  Equity securities may include common and preferred stock
as well as  convertible  bonds.  At least 75% of the Fund's  total  assets  will
normally be invested in equity  securities  that pay interest or dividends.  The
remaining  25% may be invested in  non-dividend  paying  equity  securities,  in
investment grade debt securities or money market instruments.  The Fund seeks to
invest in  equity  securities  that pay  above-average  dividends  and which the
Adviser  believes  have the  capacity to raise  dividends in the future and also
have the potential for capital appreciation. To determine a company's prospects,
the Adviser reviews the company's profit and loss statement, sales, earnings and
dividend histories, net cash flow and outlook for future earnings.

   The Fund takes  social as well as  financial  factors  into account in making
investment  decisions.  In general,  The Parnassus  Equity Income Fund looks for
companies  that  respect the  environment,  treat  their  employees  well,  have
effective equal employment  opportunity policies and good community relations as
well as ethical  business  dealings.  The Fund will not invest in companies that
are involved with gambling or manufacture alcohol or tobacco products.  The Fund
also screens out weapons  contractors and those that generate  electricity  from
nuclear power.


Principal Risks of Investing in the Equity Income Fund

   Investing  in the Fund may  result  in a loss of  money.  When you sell  your
shares,  they may be worth more or less than what you paid for them.  The Fund's
share price changes daily based on the value of its holdings.  Stock markets are
volatile  and stock values  fluctuate in response to the fortunes of  individual
companies and in response to general  market and economic  conditions  both here
and abroad. For best results,  investors should have a long-term perspective and
plan to hold their shares for at least three years.  (Legally,  shareholders may
redeem at any time, but the fund manager recommends a minimum three-year holding
period.)


Performance Information for the Equity Income Fund

   The bar chart below  provides an  indication of the risks of investing in the
Parnassus  Equity Income Fund by showing changes in the Fund's  performance from
year to year over a six-year  period.  Prior to April 1, 1998, the Equity Income
Fund had a different investment  objective,  maintaining a balanced portfolio of
both stocks and bonds.  How the Fund performed in the past is not necessarily an
indication of how the Fund will perform in the future.


                                        2
<PAGE>


   During the six-year  period shown in the bar chart,  the highest return for a
quarter was 23.4% (quarter ending December 31, 1998) and the lowest return for a
quarter was -11.6% (quarter ending September 30, 1998).

   Below is a table  comparing the  performance  of the Parnassus  Equity Income
Fund with the S&P 500 index and the  average  equity  income  fund  followed  by
Lipper,  Inc.  Figures are  average  annual  returns  for the one and  five-year
periods and for the life of the Fund (since inception on August 31, 1992).


<TABLE>
<CAPTION>

- ----------------------------------------------------------------------------------------------------------
Average Annual Total Returns       Parnassus Equity          Lipper Equity Income         S&P 500
for periods ending 12/31/98           Income Fund                Fund Average              Index
- ----------------------------------------------------------------------------------------------------------
<S>                                     <C>                         <C>                   <C>
One Year                                11.05%                      10.89%                28.58%
Five Years                              12.13%                      16.71%                24.01%
Since Inception 8/31/92                 13.51%                      16.32%                21.48%

<FN>

Past  performance  is no  guarantee  of future  returns.  Investment  return and
principal will fluctuate and an investor's shares,  when redeemed,  may be worth
more or less than their original cost.

The S&P 500 is the  Standard & Poor's  Composite  Index of 500 stocks,  a widely
recognized index of common stock prices. An individual cannot invest directly in
the S&P 500 and the index does not take any  investing  expenses into account as
do the figures for the Parnassus  Equity Income Fund and Lipper's average equity
income fund.
</FN>
</TABLE>

                                FIXED-INCOME FUND
                                -----------------

Investment Objective and Principal Strategies

   The Parnassus  Fixed-Income Fund invests in a diversified  portfolio of bonds
and other fixed-income  instruments and its investment objective is a high level
of current  income  consistent  with safety and capital  preservation.  The Fund
invests in  investment  grade bonds  which means they are rated  within the four
highest  categories  as determined by a  nationally-recognized  rating  service.
Ordinarily,  at least 65% of the Fund's  total net assets  will be  invested  in
bonds rated "A" or better.

   The Fund may  invest in a  combination  of  long-term,  intermediate-term  or
short-term  fixed-income  securities  depending on market  conditions  and these
securities may also have floating or variable  interest rates. The portfolio may
be comprised of U.S. Government  obligations,  corporate bonds, preferred stock,
convertible  preferred stock and convertible  bonds. The Fund will not invest in
"high-yield" or "junk" bonds.

   The Fund takes  social as well as  financial  factors  into account in making
investment  decisions.  In general,  The Parnassus  Fixed-Income  Fund looks for
companies  that  respect the  environment,  treat  their  employees  well,  have
effective equal employment  opportunity policies and good community relations as
well as ethical  business  dealings.  The Fund will not invest in companies that
are involved with gambling or manufacture alcohol or tobacco products.  The Fund
also screens out weapons  contractors and those that generate  electricity  from
nuclear power.


                                        3

<PAGE>

Principal Risks of Investing in the Fixed-Income Fund

   Investing  in the  Fund may  result  in a loss of  money  when you sell  your
shares. The Fund's share price changes daily based on the value of its holdings.
The Fund's average  weighted  maturity will be between 5 and 20 years. The value
of the Fund will vary  inversely  with  changes in interest  rates.  As interest
rates go up, the net asset  value  (NAV) will  likely go down,  and as  interest
rates drop,  the NAV of the Fund will  likely go up.  This Fund is intended  for
investors who can accept the fact that there will be principal fluctuations. The
NAV of the Fund will also be affected by other  factors  such as credit risk and
general market  conditions.  When you sell your shares of the Fund,  they may be
worth more or less than what you paid for them.


Performance Information for the Fixed-Income Fund

   The bar chart below  provides an  indication of the risks of investing in the
Parnassus  Fixed-Income  Fund by showing changes in the Fund's  performance from
year to year over a six-year  period.  How the Fund performed in the past is not
necessarily an indication of how the Fund will perform in the future.

   During the six-year  period shown in the bar chart,  the highest return for a
quarter  was 7.5%  (quarter  ending June 30,  1995) and the lowest  return for a
quarter was -4.4% (quarter ending June 30, 1994).

   Below is a table comparing the performance of the Parnassus Fixed-Income Fund
with the Lehman  Government/Corporate  Bond Index and the average  A-rated  bond
fund followed by Lipper, Inc. Figures are average annual returns for the one and
five-year  periods and for the life of the Fund (since  inception  on August 31,
1992).

<TABLE>
<CAPTION>

- -------------------------------------------------------------------------------------------------------------------
Average Annual Total Returns            Parnassus           Lipper A-Rated Bond       Lehman Government/
for periods ending 12/31/98         Fixed-Income Fund          Fund Average          Corporate Bond Index
- -------------------------------------------------------------------------------------------------------------------
<S>                                       <C>                      <C>                       <C>
One Year                                  6.97%                    7.47%                     9.47%
Five Years                                6.90%                    6.29%                     7.30%
Since Inception 8/31/92                   7.58%                    6.89%                     7.49%
<FN>

Past  performance  is no  guarantee  of future  returns.  Investment  return and
principal will fluctuate and an investor's shares,  when redeemed,  may be worth
more or less than their original cost.

The  Lehman  Government/Corporate  Bond  Index  is  a  widely  recognized  index
measuring  the  performance  of bonds  and  other  fixed-income  securities.  An
individual  cannot  invest  directly  in the index  and the index  does not take
investing  expenses  into  account as do the  figures for the  Parnassus  Fixed-
Income Fund and Lipper's average A-rated bond fund.
</FN>
</TABLE>



                                        4
<PAGE>

                           CALIFORNIA TAX-EXEMPT FUND
                           --------------------------

Investment Objective and Principal Strategies

   The Parnassus California Tax-Exempt Fund is available to California residents
only.  It invests in a diversified  portfolio of  tax-exempt,  investment  grade
securities  issued by California state and local governments and by other public
authorities.  Its investment  objective is to provide high current income exempt
from both federal and California personal income tax.

   The Fund invests in investment  grade bonds which means they are rated within
the four highest  categories  as determined  by a  nationally-recognized  rating
service.  No more than 20% of the Fund's  portfolio  will be invested in the 4th
highest category.  Under normal circumstances,  the Fund will invest 100% of its
assets in California municipal  obligations.  However, it could invest up to 20%
of its assets in  private  activity  bonds  that may be  subject to the  federal
alternative minimum tax.

   The Fund takes  social as well as  financial  factors  into account in making
investment decisions. The Parnassus California Tax-Exempt Fund seeks a portfolio
that will have a positive  social and  environmental  impact.  Examples would be
bonds that support schools, libraries, hospitals, mass transit, low and moderate
income housing and pollution control facilities.


Principal Risks of Investing in the California Tax-Exempt Fund

   Investing  in the  Fund may  result  in a loss of  money  when you sell  your
shares. The Fund's share price changes daily based on the value of its holdings.
The Fund's average  weighted  maturity will be 5 years or more. The value of the
Fund will vary  inversely with changes in interest  rates.  As interest rates go
up, the net asset value (NAV) will likely go down,  and as interest  rates drop,
the NAV of the Fund will likely go up. This Fund is intended for  investors  who
can  accept  the fact that there  will be  principal  fluctuations.  As the Fund
invests primarily in California  municipal  securities,  there are special risks
involved. The NAV of the Fund will be affected by factors such as changes to the
state  constitution  regarding  taxes,  changes  in the  federal  tax  status of
municipal  securities  and  changes  in bond  ratings  based  on the  California
economy.  When you sell your shares of the Fund,  they may be worth more or less
than what you paid for them.


Performance Information for the California Tax-Exempt Fund

   The bar chart below  provides an  indication of the risks of investing in the
Parnassus   California   Tax-Exempt  Fund  by  showing  changes  in  the  Fund's
performance from year to year over a six-year period.  How the Fund performed in
the past is not  necessarily  an  indication of how the Fund will perform in the
future.


                                        5

<PAGE>

   During the six-year  period shown in the bar chart,  the highest return for a
quarter was 8.0%  (quarter  ending March 31,  1995) and the lowest  return for a
quarter was -5.7% (quarter ending March 31, 1994).

   Below  is a table  comparing  the  performance  of the  Parnassus  California
Tax-Exempt Fund with the Lehman Municipal Bond Index and the average  California
Municipal Bond Fund followed by Lipper,  Inc. Figures are average annual returns
for the one and five-year  periods and for the life of the Fund (since inception
on August 31, 1992).
<TABLE>
<CAPTION>

- -------------------------------------------------------------------------------------------------------------------
                                                                 Lipper California
Average Annual Total Returns           Parnassus California        Municipal Bond        Lehman Municipal
for periods ending 12/31/98               Tax-Exempt Fund           Fund Average            Bond Index
- -------------------------------------------------------------------------------------------------------------------
<S>                                            <C>                      <C>                    <C>
One Year                                       6.12%                    5.77%                  6.48%
Five Years                                     6.19%                    5.48%                  6.23%
Since Inception 8/31/92                        7.18%                    6.65%                  7.23%
<FN>

Past  performance  is no  guarantee  of future  returns.  Investment  return and
principal will fluctuate and an investor's shares,  when redeemed,  may be worth
more or less than their original cost.

The Lehman Municipal Bond Index is a recognized  index measuring  performance of
municipal  bonds in the United States.  An individual  cannot invest directly in
the index and the index does not take into account investing  expenses as do the
figures  for the  Parnassus  California  Tax-Exempt  Fund and  Lipper's  average
California Municipal bond fund.
</FN>
</TABLE>


                                        6
<PAGE>


TRUST EXPENSES
- --------------------------------------------------------------------------------
   This table  describes  the fees and expenses  that you may pay if you buy and
hold shares of the Trust.

<TABLE>
<CAPTION>
                                                                      Equity      Fixed-       California
                                                                      Income      Income     Tax- Exempt
Shareholder Fees (paid by the investor directly)                        Fund        Fund         Fund
- ---------------------------------------------------------------------------------------------------------
<S>                                                                   <C>         <C>        <C>
Maximum Sales Charge (load) Imposed on Purchases                        None        None        None
Redemption Fees                                                         None        None        None

Annual Trust Operating Expenses (paid from Trust assets)
- ---------------------------------------------------------------------------------------------------------
Management Fees (before fee waiver)                                    0.74%       0.50%        0.50%
12b-1/Distribution Fees                                                 None        None         None
Other Expenses                                                         0.55%       0.69%        0.47%
Total Annual Trust Operating Expenses                                  1.29%       1.19%        0.97%
Fee Waiver/Expense Reimbursement                                       0.19%       0.35%        0.25%
Net Expenses                                                           1.10%       0.84%        0.72%

</TABLE>

   The  Examples  in this table are  intended  to help you  compare  the cost of
investing in the Trust with the cost of investing  in other  mutual  funds.  The
Examples  assume  that you  invest  $10,000  in each of the  funds  for the time
periods  indicated  and  then  redeem  all of your  shares  at the end of  those
periods.  The Examples also assume that your  investments have a 5%* return each
year and that the  funds'  operating  expenses  remain the same.  Although  your
actual costs may be higher or lower, based on these assumptions, your cost would
be as follows:

                                ONE YEAR    THREE YEARS   FIVE YEARS   TEN YEARS

  Equity Income Fund              $131         $409          $708       $1,556

  Fixed-Income Fund               $121         $378          $654       $1,443

  California Tax-Exempt Fund      $ 99         $309          $536       $1,190



   The expenses shown above are the total fees you would pay throughout the time
period  indicated -- not ones you would pay every year. For example,  the figure
for ten years is not the  expense  figure for that  single  year,  but the total
cumulative  expenses  a  shareholder  would  have paid for the  entire  ten-year
period.

   The figures in the table above also overstate the expenses you would actually
pay since they are based on the Total Annual Trust Operating Expenses before fee
waivers/reimbursements  and not on the Net  Expenses.  However,  the  Adviser is
contractually  obligated to provide the fee waivers  indicated during the period
of this  prospectus:  May 1, 1999  through  April  30,  2000.  The SEC,  though,
requires that the  calculations  be made on the basis of pre-waiver  expenses to
show what expenses might potentially be in the future.

                                        7

<PAGE>

   From time to time, a Fund may direct brokerage  commissions to firms that may
pay certain  expenses of a Fund subject to "best  execution."  This is done only
when brokerage  costs are reasonable and the Fund  determines that the reduction
of expenses is in the best interest of the Fund's shareholders.  No fund engaged
in such  directed  brokerage  in 1998.  If a fund  does so in the  future,  such
directed  brokerage is expected to occur on an irregular basis, so the effect on
the expense ratios cannot be calculated with any degree of certainty.

* The 5% return figure is an example that  regulations  require all mutual funds
to use as an illustration.  It should not be considered a representation of past
or future performance.  Actual performance and expenses may be greater or lesser
than those shown.




THE LEGEND OF MT. PARNASSUS
- --------------------------------------------------------------------------------
   Parnassus  is a mountain  in central  Greece  whose twin peaks rise more than
8,000 feet above sea level.  A dense forest covers the slopes of Mt.  Parnassus,
but the summit is rocky and, most of the time,  covered with snow.  The mountain
plays a  prominent  role in  Greek  mythology  because  on its  southern  slope,
overlooking the Gulf of Corinth, lies Delphi, site of the famous oracle.

   Originally,  the oracle  belonged to Gaia, the earth goddess.  Later,  Mother
Earth was worshipped under the name Delphyne and she controlled the oracle along
with her serpent-son,  Python,  and her  priestess-daughters  who controlled the
rites.  Eventually,  the Greek god, Apollo,  took over the site, doing away with
Python, but keeping the priestesses.

   The  most  "Greek"  of  the  gods,  Apollo   represented   enlightenment  and
civilization and presided over the establishment of cities.  Identified with the
development  of Greek codes of law,  Apollo was also the god of light,  a master
musician and a skilled archer.  Legend has it that Python,  an enormous  serpent
raised  in the  caves of Mt.  Parnassus,  controlled  the site of  Delphi.  When
Apollo,  representing  civilization,  challenged Python,  representing  anarchy,
there was a heroic struggle, but the god finally killed the dragon by shooting a
hundred arrows into its body.

   There  were  many  oracles  in  ancient  Greece,  but only the one at  Delphi
achieved  a record of  reliability.  Apollo's  temple at Delphi  soon  became an
enormous  storehouse of treasures that were gifts of those who had consulted the
oracle.

   The oracle communicated through the voice of a priestess who spoke while in a
trance.  The priests of Delphi,  who  interpreted  the sayings of the priestess,
obtained a great deal of knowledge  and  information  from talking to the people
who came from all over the Greek world to consult at the shrine of Apollo. Quite
often, the oracle went against the prevailing wisdom of the time and frequently,
the proud were humbled and the lowly were justified.


                                        8

<PAGE>


INVESTMENT OBJECTIVES AND POLICIES
- --------------------------------------------------------------------------------

Social Policy

   The Adviser looks for certain  social  policies in the companies in which the
Trust invests.  These social policies are: (1) treating  employees  fairly;  (2)
sound environmental protection policies; (3) a good equal employment opportunity
program;  (4) quality products and services;  (5) a record of civic  commitment;
and (6) ethical business practices. Obviously, no company will be perfect in all
categories,  but the Adviser makes value  judgments in deciding which  companies
best meet the criteria.  The Adviser also  considers  social  factors other than
these six (as  discussed  under the  investment  objectives of each of the three
Funds).

   Although the Trust  emphasizes  positive  reasons for investing in a company,
our operating policies call for excluding  companies that manufacture alcohol or
tobacco  products or are  involved  with  gambling.  The Trust also  screens out
weapons contractors and those that generate electricity from nuclear power.

   The social criteria of The Parnassus  Income Trust limit the  availability of
investment  opportunities.  However,  the Trustees and the Adviser  believe that
there are  sufficient  investments  available  that can meet the Trust's  social
criteria and still enable each fund to provide a competitive rate of return.


                               EQUITY INCOME FUND
                               ------------------

   The investment objective of the Equity Income Fund is both current income and
capital  appreciation.  The Fund tries to achieve  this  objective  by investing
primarily in a diversified portfolio of equity securities. Equity securities may
include common and preferred  stock as well as securities  that are  convertible
into these  instruments such as convertible  bonds. As an operating  policy,  at
least 75% of the  Fund's  total  assets  will  normally  be  invested  in equity
securities  that pay a dividend  (or  interest in the case of  convertible  debt
instruments),  and up to 25% of the  Fund's  total  assets  may be  invested  in
non-dividend paying equity securities, in investment grade debt securities or in
money market instruments.  However, for temporary,  defensive purposes, the Fund
may invest all its assets in money market instruments or investment grade debt.

   The  Fund  seeks to  invest  in  equity  securities  that  pay  above-average
dividends and which the Adviser believes have the capacity to raise dividends in
the future and also have the potential for capital appreciation.  The Fund seeks
to achieve a yield for its shareholders that exceeds the yield on the securities
comprising  the S&P 500  Composite  Stock Price Index.  Issuers of securities in
which the Fund invests must meet the social criteria stated in this Prospectus.

   The Equity Income Fund may, as an operating policy,  also invest up to 10% of
its assets in  community  development  loan  funds  such as those  that  provide
financing for small business and for low and moderate income  housing.  The Fund
will not make loans to a project  itself,  but rather  will  invest  money in an
intermediary community loan fund. With projects having a strong, positive social
impact,  the Fund may invest in  obligations  issued by community  loan funds at
below market interest rates.  Generally,  there is no secondary market, and thus
no liquidity,  for these  investments.  In general,  the Fund seeks to invest in
community  organizations that have had a successful record in making these kinds
of loans and that are deemed creditworthy by the Adviser.

                                        9
<PAGE>

Risk Factors

   As with all investments,  there are a number of risk factors  associated with
the Equity  Income Fund.  Equity  securities  in the Fund pose a risk in that an
individual  enterprise  may fall on hard  times and  operate  with  little or no
profits;  this  would  depress  the price of its  stock.  There  are also  risks
associated  with the economic  cycle (e.g., a recession) as well as market risks
that might  sharply  reduce the  valuation of all stocks or stocks in a specific
industry.  Since the Equity  Income Fund invests  primarily in stocks that pay a
dividend, the portfolio will be invested in larger, more mature companies. These
companies tend to be safer and less volatile than those companies that don't pay
a dividend.

   With preferred stock and higher-yielding  common stocks such as utilities,  a
major risk is increased  interest  rates that will  decrease the market value of
the securities in question.  For a fuller description of interest rate risk, see
the Risk Factors section under Fixed-Income Fund.

   There are also special risks involved with community development  investments
which may  comprise as much as 10% of the Fund.  These  investments  do not have
liquidity,  and  community  loan  funds do not have the same  kind of  financial
resources as do large  commercial  enterprises.  Moreover,  there is no publicly
available  track  record  for  community  loan funds so it is hard to assess the
history of these kinds of investments.  In fact, one of the social objectives of
The Parnassus Income Trust is to establish a publicly available track record for
community development investments.


                                       10
<PAGE>

                                FIXED-INCOME FUND
                                -----------------

   The investment  objective of the Fixed-Income Fund is a high level of current
income  consistent  with safety and capital  preservation.  The Adviser seeks to
achieve this  objective by  investing  in a  diversified  portfolio of bonds and
other  fixed-income  instruments  that are rated investment  grade.  "Investment
grade"  means  rated  within the four  highest  categories  as  determined  by a
nationally-recognized  rating  service such as Standard & Poor's,  a division of
The  McGraw-Hill  Companies,  Inc.  ("Standard  & Poors") or  Moody's  Investors
Service, Inc. ("Moody's"). Securities in the lowest of these four categories are
considered  investment grade, but they may have speculative elements about them.
The  Fixed-Income  Fund  ordinarily  will have at least 65% of its net assets in
securities  rated "A" or better (i.e.,  the three highest  categories).  See the
Appendix in the SAI for a  description  of bond ratings.  Obligations  issued or
guaranteed by the United States  Government,  its agencies or  instrumentalities
need not have a rating.

   The  Fixed-Income  Fund  may  invest  in  long-term,   intermediate-term   or
short-term  fixed-income  securities or any  combination  thereof,  depending on
market  conditions,  and these  securities  may also have  floating  or variable
interest rates. Securities in this Fund may include preferred stock, convertible
preferred stock and convertible bonds.

   The Fixed-Income Fund invests only in investment grade  securities.  The Fund
will not invest in  "high-yield"  or "junk"  bonds.  Because of this emphasis on
quality and safety,  the Fund's yield may not be as high as it  otherwise  might
be.

   This Fund may, as an operating policy, also invest up to 10% of its assets in
community  development loan funds. See the section on the Equity Income Fund for
details.


Risk Factors

   The  Adviser  anticipates  that  the  Fixed-Income  Fund's  average  weighted
maturity  will be  between  5 and 20  years.  Because  of this  relatively  long
maturity,  the value of this Fund will vary  inversely  with changes in interest
rates.  As interest  rates go up, the net asset value (NAV) will likely go down,
and as  interest  rates  drop,  the NAV of this  Fund  will  likely  go up.  The
Fixed-Income  Fund is intended for  investors who can accept the fact that there
will be  principal  fluctuations.  The NAV of the Fund may also be  affected  by
factors  other  than  interest  rates  such as credit  risk and  general  market
factors.


                                       11
<PAGE>

                           CALIFORNIA TAX-EXEMPT FUND
                           --------------------------

   The investment objective of the California Tax-Exempt Fund is to provide high
current income exempt from both federal and California personal income tax while
choosing a portfolio that will have a positive social and environmental  impact.
The Adviser  pursues this  objective by investing in a diversified  portfolio of
tax-exempt,  investment  grade  securities  issued by California state and local
governments  and by  other  public  authorities.  This  Fund  is for  California
residents only.

   For  temporary  purposes,  the Fund may  invest  up to 10% of its  assets  in
no-load,  open-end  investment  companies which invest in tax-exempt  securities
with maturities of less than one year ("tax-exempt  money market funds") but the
Fund will put no more than 5% of its assets into any one fund.

   Normally,   the  Fund  will  have  all  its  assets  invested  in  tax-exempt
securities,  but may  temporarily  invest in  short-term  taxable  money  market
instruments.  Temporary  investments  will be limited to  obligations  issued or
guaranteed by the United States Government,  its agencies or  instrumentalities,
prime   commercial   paper  or   deposits   with   federally-insured   financial
institutions, and the Fund may engage in repurchase transactions involving U.S.
Government securities.


Risk Factors

   Since  the  California   Tax-Exempt  Fund  invests  primarily  in  California
municipal  securities,  there are special risks  involved.  Changes in the State
constitution  and other  laws  raise  questions  about the  ability of State and
municipal issuers to obtain sufficient revenue to pay their bond obligations. In
particular, California voters have approved amendments to the State constitution
which limit  property  taxes as well as the ability of taxing  entities to raise
other types of taxes. In addition,  another constitutional amendment,  popularly
known  as the Gann  Initiative,  limits  increases  in  revenue  appropriations.
Federal  legislative  proposals have threatened the tax-exempt  status or use of
mu-nicipal securities.

   The Fund  typically  invests in securities  with  maturities of more than one
year, and the average  maturity of all securities  will usually be five years or
more. If the Adviser determines that market conditions warrant a shorter average
maturity,  the  Fund  will be  adjusted  accordingly.  Since  the  value of debt
obligations  typically  varies inversely with changes in interest rates, the net
asset value (NAV) per share of the Fund will also  fluctuate in this manner.  As
interest  rates go up, the NAV will likely go down and as  interest  rates drop,
the NAV will  likely go up.  The  California  Tax-Exempt  Fund is  intended  for
investors  who can accept the fact that  there will be  principal  fluctuations.
(See the SAI for a further discussion of risk factors involved with investing in
California tax-exempt securities.)

                                       12
<PAGE>


MANAGEMENT
- --------------------------------------------------------------------------------
   The Trustees and officers  are listed  below  together  with their  principal
occupations during at least the past five years.

   Jerome L. Dodson*,  55, President and Trustee, is also President of Parnassus
Investments.  From  1975 to 1982,  Mr.  Dodson  served  as  President  and Chief
Executive Officer of Continental  Savings and Loan Association in San Francisco.
From 1982 to 1984,  he was  President  of Working  Assets Money Fund and he also
served as a Trustee  from 1988 to 1991.  He is a graduate of the  University  of
California at Berkeley and of Harvard  University's  Graduate School of Business
Administration  where he  concentrated  in  finance.  Mr.  Dodson is the  Fund's
portfolio manager. He is also President and Trustee of The Parnassus Fund.

   David L. Gibson, 59, Trustee, is an attorney in private practice specializing
in taxation and personal financial planning.  From 1973 to 1984, he was with the
Crown  Zellerbach  Corporation  where he served as tax counsel  and,  later,  as
Director  of Public  Affairs.  Mr.  Gibson is  active in civic  affairs  and his
special interests include senior citizens and environmental protection. He holds
a  bachelor's  degree  in  business  administration  from  Virginia  Polytechnic
Institute,  an MBA from Golden Gate  University,  a J.D. from Washington and Lee
University and an LLM from William and Mary. Mr. Gibson is also a Trustee of The
Parnassus Fund.

   Gail  L.  Horvath,   49,  Trustee,  is  co-owner  of  Just  Desserts,  a  San
Francisco-based  bakery and cafe. A co-founder of Just Desserts,  her experience
includes market  research,  product planning and product  development.  For four
years,  she served as a director of  Continental  Savings of  America.  She is a
graduate  of  Ohio  State  University.  Ms.  Horvath  is also a  Trustee  of The
Parnassus Fund.

   Herbert A. Houston, 55, is a health care consultant.  Previously, he spent 12
years as the Chief Executive Officer of the  Haight-Ashbury  Free Clinics,  Inc.
Mr. Houston is on the Board of the Alameda County Medical Center and is a Health
Commissioner for Alameda County. He is a graduate of California State University
at  Hayward  and  holds a  Master's  degree in  Public  Administration  & Health
Services  from the  University  of Southern  California.  Mr.  Houston is also a
Trustee of The Parnassus Fund.

   Cecilia C.M. Lee, 55, is President of hybridArts.com,  a Silicon Valley-based
electronics  firm. She is a San Francisco Asian Art  commissioner  and serves on
the board of public  television  station KQED. Ms. Lee is a Director of the Tech
Museum of Innovation and the Asian-American  Manufacturers  Association.  She is
also on the Advancement Board of the West Valley-Mission  Community College. She
received a  bachelor's  degree  from the  National  Music and Art  Institute  of
Taiwan. Ms. Lee is also a Trustee of The Parnassus Fund.

   Leo T. McCarthy, 68, is President of the Daniel Group, a partnership involved
in foreign trade. His current directorships include Linear Technology, Open Data
Systems and the U.S.  National  Gambling  Impact Study  Commission.  He has also
served as a Regent of the University of California. From 1969 to 1982, he served
as a member of the California State Assembly, six years as Speaker. From 1983 to
1995,  he served as  Lieutenant  Governor of the State of  California  where his
major  responsibility  was  economic  development.  He  holds  a B.S.  from  the
University  of San  Francisco  and a J.D.  from San  Francisco Law School and is
licensed to practice law in  California.  Mr.  McCarthy is also a Trustee of The
Parnassus Fund and a Director of the Forward Global Fund, another mutual fund.

                                       13
<PAGE>

   Donald E.  O'Connor,  62, is a retired  executive  who spent 28 years as Vice
President of Operations for the Investment Company Institute,  (the "ICI" is the
trade  association  of the mutual fund  industry).  During that period,  he also
spent 10 years as Chief Operating  Officer of the ICI Mutual Insurance  Company.
Prior to joining the ICI, he spent six years with the SEC,  including four years
as Branch Chief of Market Surveillance.  He currently serves as a Trustee of the
Advisors  Series  Trust,  another  mutual  fund.  He is a graduate of The George
Washington  University and holds a Masters in Business  Administration  from the
same institution. Mr. O'Connor is also a Trustee of The Parnassus Fund.

   Howard  M.  Shapiro,   67,  is  a  consultant  to  non-profit   organizations
specializing   in  marketing,   fund-raising   and   organizational   structure.
Previously,  he  worked  for 28  years  in  marketing,  advertising  and  public
relations.  He is Chairman of the Board of the Portland Housing Authority and is
Vice  Chairman of the Board of the Albina  Community  Bank in Portland.  He also
serves on the Board of Oregon's State Accident  Insurance Fund and the Multnomah
County  Investment  Council.  Mr.  Shapiro is a graduate  of the  University  of
Washington.  He is also a Trustee of The  Parnassus  Fund.  He is no relation to
Joan Shapiro.

   Joan  Shapiro,  56,  is  a  consultant  in  development  banking,   community
reinvestment,  ethical  investing and corporate  social  responsibility.  For 20
years,  she  worked  with the South  Shore Bank of  Chicago,  most  recently  as
Executive Vice  President.  She is a former  President of the Social  Investment
Forum, the national trade association of the social investment industry.  Active
in  Chicago's  civic  and  cultural  life for 25  years,  she is a  Governor  of
International House of the University of Chicago and a member of the President's
Council of Cornell Women. She is a graduate of Cornell  University.  Ms. Shapiro
is also a Trustee of The Parnassus Fund. She is no relation to Howard Shapiro.

   Howard Fong,  53, Vice  President and  Treasurer,  is also Vice  President of
Parnassus  Investments.  Mr.  Fong  began  his  career as an  examiner  with the
California  Department  of  Savings  and Loan.  In 1979,  he joined  Continental
Savings where he worked until 1988,  most recently as Senior Vice  President and
Chief  Financial  Officer.  He  joined  The  Parnassus  Fund in 1989.  Mr.  Fong
graduated  from  San  Francisco  State  University  with a  degree  in  business
administration.  Mr. Fong is also Vice  President and Treasurer of The Parnassus
Fund.

   Richard D. Silberman,  61, Secretary, is an attorney specializing in business
law. He has been general  counsel to The Parnassus Fund since its inception.  He
holds a bachelor's  degree in business  administration  from the  University  of
Wisconsin, a Bachelor of Law, also from the University of Wisconsin and a Master
of Law from  Stanford  University.  He is a member  of both  the  Wisconsin  and
California  Bars.  Mr.  Silberman is also  Secretary and general  counsel of The
Parnassus Fund.

* Denotes "interested" trustee as defined in the Investment Company Act of 1940.


                                       14
<PAGE>

THE ADVISER
- --------------------------------------------------------------------------------
   Parnassus  Investments (the "Adviser"),  One Market-Steuart  Tower #1600, San
Francisco,  California 94105 acts as investment  adviser to each fund subject to
the  control of the  Trust's  Board of  Trustees,  and as such,  supervises  and
arranges the purchase and sale of securities held in the funds' portfolios.  The
Adviser has been the investment manager of The Parnassus Fund since 1985 and The
Parnassus Income Trust since 1992.

   For its services,  the Trust,  under an Investment  Advisory  Agreement  (the
"Agreement") between the Trust and the Adviser, pays the Adviser a fee, computed
and payable at the end of each month,  at the following  annual  percentages  of
each Fund's average daily net assets:  for the Equity Income Fund,  0.75% of the
first $30  million,  0.70% of the next $70 million and 0.65% of the amount above
$100 million; and for the Fixed-Income Fund and the California  Tax-Exempt Fund,
the fee is 0.50% of the first $200  million,  0.45% of the next $200 million and
0.40% of the amount above $400 million.  However,  the  following  were actually
charged in 1998.  For the Equity Income Fund,  the  investment  advisory fee was
0.50%.  Parnassus  Investments received net advisory fees totaling $196,661 from
the  Equity  Income  Fund  for  the  year  ended  December  31,  1998.  For  the
Fixed-Income Fund, the investment advisory fee was 0.10%.  Parnassus Investments
received net advisory fees totaling $10,393 from the  Fixed-Income  Fund for the
year ended December 31, 1998. For the California Tax-Exempt Fund, the investment
advisory  fee was  0.20%.  Parnassus  Investments  received  net  advisory  fees
totaling $14,135 from the California Tax-Exempt Fund for the year ended December
31, 1998.

   Parnassus Investments has agreed to reduce its investment advisory fee to the
extent  necessary to limit total  operating  expenses to 1.25% of net assets for
the  Equity  Income  Fund  and  1.00% of net  assets  for the  Fixed-Income  and
California  Tax-Exempt  Funds. For the period from May 1, 1999 through April 30,
2000, the Adviser has agreed to limit its fees to 0.55% of the net assets of the
Equity Income Fund, 0.15% of the net assets of the  Fixed-Income  Fund and 0.25%
of the net assets of the California Tax-Exempt Fund.


                                       15
<PAGE>


HOW TO PURCHASE SHARES
- --------------------------------------------------------------------------------

Direct Purchase Of Shares

   To purchase shares, an investor should complete and mail the application form
along with a check payable to The Parnassus  Income Trust.  It should be sent to
the Trust at the following address.

                           The Parnassus Income Trust
                           One Market-Steuart Tower #1600
                           San Francisco, California 94105

   An initial  investment  must be at least  $2,000 per fund  except for certain
employee benefit plans or tax qualified retirement plans (such as IRAs or SEPs),
Parnassus  Automatic  Investment Plan (PAIP) and accounts opened pursuant to the
Uniform  Gifts to Minors  Act  ("UGMA")  or  Uniform  Transfers  to  Minors  Act
("UTMA"),  which have a $500 minimum.  Additional  investments  for all accounts
must be at least $50.  Parnassus  Investments  reserves  the right to reject any
order.  With  additional  investments,  shareholders  should  write the name and
number of the account on the check. Checks do not need to be certified,  but are
accepted  subject to collection  and must be drawn in United  States  dollars on
United States banks.  Investments  in the Equity Income Fund and the  California
Tax-Exempt  Fund,  if received  before 1:00 p.m.  San  Francisco  time,  will be
processed at the net asset value  calculated  on the same  business day they are
received.  If an investment in either of these Funds is received after 1:00 p.m.
San Francisco time, it will be processed the next business day.

   An investment  in the  Fixed-Income  Fund, if received  before 12:00 noon San
Francisco time, will be processed at the net asset value  calculated on the same
business day it is received.  An investment  in this Fund  received  after 12:00
noon San Francisco time will be processed on the next business day.


Other Information

   The Trust also offers  additional  services to investors  including plans for
the  systematic  investment and withdrawal of money as well as IRA, ROTH IRA and
SEP  plans.   Information   about  these  plans  is  available   from  Parnassus
Investments.

   There is no sales charge for the purchase of Trust shares,  but investors may
be  charged  a  transaction  or  other  fee  in  connection  with  purchases  or
redemptions  of Trust  shares  on  their  behalf  by an  investment  adviser,  a
brokerage firm or other financial institution.


Purchases Via Parnassus Automatic Investment Plan (PAIP)

   After making an initial  investment to open a Fund account ($500 minimum),  a
shareholder may purchase additional Fund shares ($50 minimum) via the PAIP. On a
monthly or quarterly  basis,  your money will  automatically be transferred from
your bank  account to your fund  account on the day of your  choice (3rd or 18th
day of the month).  You can elect this option by filling out the PAIP section on
the new account form.  For further  information,  call the Trust and ask for the
free brochure called "Automatic Investing and Dollar-Cost Averaging."


                                       16
<PAGE>


Net Asset Value

   The net asset value (NAV) for each fund will usually be  calculated  on every
day the New York Stock Exchange (NYSE) is open for trading  ("business day") and
on any other day there is a sufficient  degree of trading in investments held by
the Fund to affect the net asset  value.  The NAV of the Equity  Income Fund and
the  California  Tax-Exempt  Fund will usually be  calculated as of the close of
trading on the NYSE, usually 4:00 p.m. Eastern time. The NAV of the Fixed-Income
Fund will usually be  determined as of one hour prior to the close of trading on
the NYSE,  usually 3:00 p.m.  Eastern time. The NAV may not be determined on any
day that there are no transactions in shares of the Fund.

   The net  asset  value per  share is the  value of a fund's  assets,  less its
liabilities,  divided  by the  number of  outstanding  shares of that  fund.  In
general,  the value of a fund's portfolio securities is the market value of such
securities. However, securities and other assets for which market quotations are
not readily available are valued at their fair value as determined in good faith
by the Adviser under procedures established by and under the general supervision
and responsibility of the Trust's Board of Trustees.



HOW TO REDEEM SHARES
- --------------------------------------------------------------------------------
   You may sell or redeem  your  shares by  offering  them for  "repurchase"  or
"redemption"  directly to the Trust.  To sell your shares to the Trust (that is,
to redeem your shares),  you must send your written instructions to the Trust at
One  Market-Steuart  Tower #1600, San Francisco,  California 94105. You may also
send your redemption  instructions by FAX to (415) 778-0228 if the redemption is
less than $25,000. Your shares will be redeemed at the NAV next determined after
receipt by the Trust of your  written  instructions  in proper  form.  Give your
account number and indicate the number of shares you wish to redeem.  All owners
of the account  must sign unless the  account  application  states that only one
signature is necessary for  redemptions.  All redemption  checks must be sent to
the address of record on the account. The Trust must have a change-of-address on
file for 30 days before we send  redemption  or  distribution  checks to the new
address.  Otherwise,  we require a signature guarantee or the check must be sent
to the old address.  If you wish to have the  redemption  proceeds  sent by wire
transfer or by overnight  mail,  there will be a charge of $10 per  transaction.
The Trust usually  requires  additional  documents when shares are registered in
the name of a  corporation,  agent or fiduciary or if you are a surviving  joint
owner. In the case of a corporation,  we usually require a corporate  resolution
signed  by the  secretary.  In the  case of an agent or  fiduciary,  we  usually
require an  authorizing  document.  In the case of a surviving  joint owner,  we
usually require a copy of the death  certificate.  Contact the Trust by phone at
(800) 999-3505 if you have any questions about  requirements  for redeeming your
shares.

   If the Trust has  received  payment for the shares you wish to redeem and you
have provided the  instructions  and any other documents needed in correct form,
the  Trust  will  promptly  send you a check  for the  proceeds  from the  sale.
Ordinarily, the Trust must send you a check within seven days unless the NYSE is
closed for days other than weekends or holidays. However, payment may be delayed
for any shares  purchased by check for a reasonable  time (not to exceed 15 days
from the date of such  purchase)  necessary for the Trust to determine  that the
purchase check will be honored.



                                       17
<PAGE>

   Exchange Privileges.  The proceeds of a redemption of shares of a fund can be
used to purchase  shares of another fund. The proceeds of a redemption of shares
from a fund can also be used to purchase  shares of The Parnassus  Fund, but the
purchase of Parnassus  Fund shares will be subject to a sales charge if no sales
charge was paid on the fund shares  redeemed.  If shares are  redeemed  from The
Parnassus Fund and the proceeds  invested in shares of the Trust,  there will be
no  additional  sales charge if those Trust shares are redeemed and the proceeds
invested back into The Parnassus Fund.

   There is no limit on the  number or dollar  amount  of  exchanges.  The Trust
reserves the right to modify or eliminate this exchange privilege in the future.
The  exchange  privilege  is only  available in states where the exchange may be
legally  made.  The  exchange  of shares is treated as a sale and an  exchanging
shareholder may, therefore, realize a taxable gain or loss.

   Telephone  Transfers.  Shareholders  who  elect  to  use  telephone  transfer
privileges  must so indicate  on the account  application  form.  The  telephone
transfer  privilege allows a shareholder to effect exchanges from a fund into an
identically  registered  account in another fund or The Parnassus Fund.  Neither
the Trust nor Parnassus  Investments  will be liable for following  instructions
communicated  by  telephone  reasonably  believed to be  genuine;  a loss to the
shareholder  may result due to an  unauthorized  transaction.  The Trust and the
transfer agent will employ  reasonable  pro-cedures to confirm that instructions
communicated by telephone are genuine.

   Procedures may include one or more of the following:  recording all telephone
calls requesting telephone exchanges, verifying authorization and requiring some
form of personal  identification prior to acting upon instructions and sending a
statement  each time a  telephone  exchange  is made.  The  Trust and  Parnassus
Investments  may be liable  for any  losses due to  unauthorized  or  fraudulent
instructions  only if such  reasonable  procedures are not followed.  Of course,
shareholders are not obligated in any way to authorize  telephone  transfers and
may choose to make all exchanges in writing.  The telephone  exchange  privilege
may be modified or  discontinued  by the Trust at any time upon 60 days' written
notice to shareholders.

   Redemption  of Small  Accounts.  The  Trustees  may,  in order to reduce  the
expenses of the Trust, redeem all of the shares of any shareholder whose account
is worth less than $500 (as a result of a redemption  order).  This will be done
at the NAV  determined as of the close of business on the business day preceding
the sending of such notice of redemption. The Trust will give shareholders whose
shares are being  redeemed  60 days' prior  written  notice in which to purchase
sufficient shares to avoid such redemption.



                                       18

<PAGE>


DIVIDENDS AND TAXES
- --------------------------------------------------------------------------------
   The  Equity  Income  Fund  normally  declares  and  pays  dividends  from net
investment  income ("income  dividends") on a quarterly  basis. The Fixed-Income
Fund  and the  California  Tax-Exempt  Fund  normally  declare  and  pay  income
dividends  on a  monthly  basis.  Dividends  from net  long-term  capital  gains
("capital gains  dividends") are paid once a year (usually in December) for each
Fund.  Shareholders can have dividends paid in additional  shares and reinvested
or paid out in cash.  If an investor  purchases  shares just before the dividend
date, he or she will be taxed on the  distribution  even though it's a return of
capital.


Taxation of Shareholders in Equity Income and Fixed-Income Funds

   For the Equity Income Fund and the Fixed-Income  Fund, all dividends from net
investment  income  together  with  distributions  of  short-term  capital gains
(collectively,  "income  dividends")  will be  taxable  as  ordinary  income  to
shareholders  even though paid in additional  shares.  Any net long-term capital
gains ("capital gain distributions")  distributed to shareholders are taxable as
such.  An exchange of a fund's shares for shares of another fund will be treated
as a sale of a fund's  shares for tax purposes  and any gain on the  transaction
may be subject to state and federal  income  tax.  Tax-exempt  and  tax-deferred
shareholders, of course, will not be required to pay taxes on any dividends paid
to them.  Holders of IRAs and other  tax-deferred  retirement  accounts  are not
required to pay taxes until distribution.  (Tax-exempt  retirement accounts,  of
course, never have to pay taxes.)

   For  shareholders of these funds,  the Trust may be required to impose backup
withholding  at a rate  of  31%  from  any  income  dividend  and  capital  gain
distribution.  Shareholders can eliminate any backup withholding requirements by
furnishing  certification of U.S. taxpayer  identification numbers and reporting
dividends.

   To the extent that income  dividends  are derived from  qualifying  dividends
paid by domestic  corporations whose shares are owned by a fund, such dividends,
in the hands of that fund's corporate shareholders, will be eligible for the 70%
dividends   received   deduction.   Individuals   do  not   qualify   for   this
deduction--only corporations.


Taxation of Shareholders of California Tax-Exempt Fund

   This Fund is for California  residents only.  Dividends derived from interest
on state and local obligations constitute  "exempt-interest"  dividends on which
shareholders  are not  subject to federal  income tax. To the extent that income
dividends are derived from earnings  attributable to California  state and local
obligations,  they will be exempt from federal and  California  personal  income
tax. Such dividends may be subject to California  franchise  taxes and corporate
income taxes if received by a corporation subject to such taxes.

   Dividends  attributable to interest on certain private  activity bonds issued
after August 7, 1986,  must be included in federal  alternative  minimum taxable
income for the purpose of  determining  liability  (if any) for the  alternative
minimum tax (AMT) for individuals and for corporations.

   Dividends  derived from taxable interest and any  distributions of short-term
capital gains are taxable to shareholders as ordinary  income.  Distributions of
net long-term  capital gains, if any, are taxable to shareholders as a long-term
capital  gain  regardless  of how long  their  shares of the Fund have been held
except that  losses on certain  shares held less than six months will be treated
as long-term capital losses to the extent of the capital gain dividends received
on such shares.

   The  Fund  will  notify  shareholders  each  January  as to the  federal  and
California tax status of dividends paid during the previous calendar year.



                                       19
<PAGE>

FINANCIAL  HIGHLIGHTS
- --------------------------------------------------------------------------------
   Selected data for each share of capital stock  outstanding,  total return and
ratios/supplemental  data for each of the five years  ended  December  31 are as
follows:
<TABLE>
<CAPTION>

- -------------------------------------------------------------------------------------------------------------------
Equity Income Fund                                     1998       1997       1996        1995         1994
- -------------------------------------------------------------------------------------------------------------------
<S>                                                  <C>        <C>        <C>         <C>          <C>
Net asset value at beginning of year                 $20.68     $18.56     $19.58      $15.70       $17.46
Income from investment operations:
Net investment income                                  0.75       0.79       0.98        0.88        0.80
Net realized and unrealized gain (loss) on securities  1.49       2.86       0.37        3.93       (1.75)
     Total from investment operations                  2.24       3.65       1.35        4.81       (0.95)
Distributions:
Dividends from net investment income                  (0.73)     (0.79)     (0.97)      (0.90)      (0.81)
Distributions from net realized gains                 (2.06)     (0.74)     (1.40)      (0.03)        .--
     Total distributions                              (2.79)     (1.53)     (2.37)      (0.93)      (0.81)
Net asset value at end of year                       $20.13     $20.68     $18.56      $19.58      $15.70
Total return                                          11.05%     20.15%      7.09%      31.13%     (5.39%)
Ratios/supplemental data:
Ratio of expenses to average net assets (actual)*      1.05%      1.05%      0.80%       0.72%       0.83%
Decrease reflected in the above expense ratios due to
     undertakings by Parnassus Investments             0.24%      0.30%      0.60%       0.82%       0.88%
Ratio of net investment income to average net assets   2.30%      4.04%      4.56%       4.76%       5.15%
Portfolio turnover rate                              166.32%     34.12%     47.80%      15.36%       6.50%
Net assets, end of year (000's)                     $ 40,903    $38,847   $ 33,362    $ 26,779    $ 17,087

- -------------------------------------------------------------------------------------------------------------------
Fixed-Income Fund                                      1998       1997       1996        1995         1994
- -------------------------------------------------------------------------------------------------------------------
Net asset value at beginning of year                 $16.04     $15.43     $15.73      $13.79      $15.89
Income from investment operations:
Net investment income                                  0.84       0.90       0.92        0.95        1.02
Net realized and unrealized gain (loss) on securities  0.25       0.67      (0.31)       1.95       (2.08)
     Total from investment operations                  1.09       1.57       0.61        2.90       (1.06)
Distributions:
Dividends from net investment income                  (0.85)     (0.89)     (0.91)      (0.96)      (1.04)
Distributions from net realized gains                 (0.30)     (0.07)       .--         .--         .--
     Total distributions                              (1.15)     (0.96)     (0.91)      (0.96)      (1.04)
Net asset value at end of year                       $15.98     $16.04     $15.43      $15.73      $13.79
Total return                                           6.97%     10.60%      4.08%      21.58%     (6.76%)
Ratios/supplemental data:
Ratio of expenses to average net assets (actual)*      0.79%      0.82%      0.83%       0.90%       0.81%
Decrease reflected in the above expense ratios due to
     undertakings by Parnassus Investments             0.40%      0.43%      0.50%       0.73%       0.98%
Ratio of net investment income to average net assets   4.92%      5.79%      5.98%       6.20%       7.00%
Portfolio turnover rate                               44.98%     17.15%      2.80%      12.10%       5.20%
Net assets, end of year (000's)                    $  11,482   $  9,683  $   8,384   $   6,585   $   4,545


                                                        20
<PAGE>
- -------------------------------------------------------------------------------------------------------------------
California Tax-Exempt Fund                             1998       1997       1996        1995         1994
- -------------------------------------------------------------------------------------------------------------------
Net asset value at beginning of year                 $16.72     $16.02     $16.06      $14.28      $16.10
Income from investment operations:
Net investment income                                  0.75       0.74       0.80        0.82        0.80
Net realized and unrealized gain (loss) on securities  0.26       0.71      (0.06)       1.78       (1.81)
     Total from investment operations                  1.01       1.45       0.74        2.60       (1.01)
Distributions:
Dividends from net investment income                  (0.75)     (0.75)     (0.78)      (0.82)      (0.81)
Distributions from net realized gains                 (0.10)       .--        .--         .--         .--
     Total distributions                              (0.85)     (0.75)     (0.78)      (0.82)      (0.81)
Net asset value at end of year                       $16.88     $16.72     $16.02      $16.06      $14.28
     Total return                                      6.12%      9.33%      4.78%      18.60%     (6.36%)
Ratios/supplemental data:
Ratio of expenses to average net assets (actual)*      0.67%      0.67%      0.54%       0.50%       0.39%
Decrease reflected in the above expense ratios due to
undertakings by Parnassus Investments                  0.30%      0.32%      0.46%       0.69%       0.87%
Ratio of net investment income to average net assets   4.43%      4.69%      4.96%       5.30%       5.37%
Portfolio turnover rate                                9.40%     10.00%       .--%      13.10%      12.00%
Net assets, end of year (000's)                    $   7,342   $  6,520  $   5,835   $   4,483   $   3,902
<FN>

* Parnassus  Investments  has agreed to a 1.25% limit on expenses for the Equity
Income Fund and 1% for the  Fixed-Income  and California  Tax-Exempt  Funds (See
Note 5 for details).  Certain fees were waived for the years ended  December 31,
1998, 1997, 1996, 1995 and 1994.

   Note: This information is taken from financial statements audited by Deloitte
& Touche LLP that were published in the Trust's 1998 annual report.
</FN>
</TABLE>




                                       21
<PAGE>


GENERAL INFORMATION
- --------------------------------------------------------------------------------
   Deloitte & Touche LLP, 50 Fremont Street,  San Francisco,  CA 94105, has been
selected as the Trust's independent auditors.

   Union Bank of California,  475 Sansome Street,  San Francisco,  CA 94111, has
been selected as the custodian of the Trust's assets.

   Parnassus  Investments,   One  Market-Steuart  Tower  #1600,  San  Francisco,
California 94105, is the Trust's transfer agent and accounting agent.  Jerome L.
Dodson, the Trust's President, is the sole stockholder of Parnassus Investments.









































                                       22

<PAGE>
                               INVESTMENT ADVISER

                              Parnassus Investments

                         One Market-Steuart Tower #1600

                         San Francisco, California 94105

                                www.parnassus.com



                              INDEPENDENT AUDITORS

                              Deloitte & Touche LLP

                                50 Fremont Street

                         San Francisco, California 94105



                                    CUSTODIAN

                            Union Bank of California

                               475 Sansome Street

                         San Francisco, California 94111



                   You can obtain additional information about
                           The Parnassus Income Trust.
                   A Statement of Additional Information (SAl)
                      dated May 1, 1999 has been filed with
                 the SEC and is incorporated in this prospectus
                   by reference (i.e., legally forms a part of
                    the prospectus). The Trust also publishes
                    an annual, a semiannual and two quarterly
               reports each year that discuss the Trust's holdings
                 and how recent market conditions as well as the
               Trust's investment strategies affected performance.
                  For a free copy of any of these documents or
                        to ask questions about the Trust,
                  call Parnassus Investments at (800) 999-3505.

                    The SAl, the Fund's annual and semiannual
                     reports and other related materials are
                  also available on the SEC's Internet Web site
                (http://www.sec.gov). You can also obtain copies
               of this information upon paying a duplicating fee,
                   by writing the Public Reference Section of
                      the SEC, Washington, D.C. 20549-6009.
                 You can also review and copy information about
           the Fund, including the SAl, at the SEC's Public Reference
                            Room in Washington, D.C.
                      Call 800-SEC-0330 for information on
                the operation of the SEC's Public Reference Room.
                       The Investment Company Act of 1940
                   File Number for The Parnassus Income Trust
                                  is 811-6673.







                                       23

<PAGE>




















                           The Parnassus Income Trust
                                   One Market
                           Steuart Tower - Suite #1600
                             San Francisco, CA 94105
                                 (800) 999-3505



                 STATEMENT OF ADDITIONAL INFORMATION May 1, 1999



This Statement of Additional Information is not a prospectus.  It should be read
in conjunction  with the Trust's  Prospectus  dated May 1, 1999, a copy of which
may be obtained by calling or writing the Trust at the address listed above.



                                TABLE OF CONTENTS

                                                                          Page
                                                                          ----
        Investment Objective and Policies                                  B-2
        California Tax-Exempt Fund                                         B-5
        Special Risk Factors                                               B-6
        Management                                                         B-9
        Performance                                                       B-10
        Adviser                                                           B-11
        Net Asset Value                                                   B-14
        Shareholder Services                                              B-14
        General                                                           B-16
        Financial Statements                                              B-17
        Appendix                                                          B-18




<PAGE>



                       INVESTMENT OBJECTIVES AND POLICIES

     The main investment  objective of the Trust is to provide shareholders with
current  income  by  investing  in  securities  that have a  positive  impact on
society.  The Trust offers  investors a choice of three funds: the Equity Income
Fund,  the  Fixed-Income  Fund and the California  Tax-Exempt  Fund. The Trust's
Prospectus describes its strategy with respect to the composition of each fund.

Investment Restrictions
- -----------------------

     The Trust has  adopted the  following  restrictions  (in  addition to those
indicated in the Prospectus) as fundamental policies which may not be changed as
to a fund without the approval of the holders of a "majority" (as defined in the
Investment  Company  Act of 1940 (the  "1940  Act") of that  fund's  outstanding
shares.  A vote of the  holders  of a  "majority"  (as so  defined)  of a fund's
outstanding  shares  means a vote of the  holders  of the lesser of (i) 67% of a
fund's shares  present or  represented  by proxy at a meeting at which more than
50% of the  outstanding  shares  are  represented  or (ii)  more than 50% of the
outstanding shares.

The Trust may not:

         (1)      With respect to 75% of a fund's total net assets, purchase the
                  securities  of any one issuer  other than  obligations  of the
                  U.S. Government,  its agencies or  instrumentalities,  if as a
                  result:  (i) more than 5% of a fund's total net assets  (taken
                  at current  value) would then be invested in  securities  of a
                  single  issuer or (ii) a fund  would hold more than 10% of the
                  outstanding voting securities of any one issuer.

         (2)      Purchase any security if as a result any fund would have 25%
                  or more of its net assets (at current value) would be invested
                  in a single industry.

         (3)      Purchase  securities  on margin (but the Trust may obtain such
                  short-term  credits as may be necessary  for the  clearance of
                  transactions).

         (4)      Make short sales of securities, purchase on margin or purchase
                  puts, calls, straddles or spreads.

         (5)      Issue  senior  securities,  borrow  money or pledge its assets
                  except that each fund may borrow from a bank for  temporary or
                  emergency  purposes in amounts not exceeding 10% (taken at the
                  lower  of cost  or  current  value)  of its  net  assets  (not
                  including the amount borrowed) and pledge its assets to secure
                  such  borrowings.  A fund will not make  additional  purchases
                  while any borrowings are outstanding.

         (6)      Buy or  sell  commodities  or  commodity  contracts  including
                  futures   contracts  or  real  estate,   real  estate  limited
                  partnerships or other interests in real estate although it may
                  purchase and sell securities of companies which invest or deal
                  in real estate.

         (7)      Act as  underwriter  except to the extent  that in  connection
                  with the disposition of portfolio securities, it may be deemed
                  to be an underwriter under certain federal securities laws.

         (8)      Participate on a joint (or joint and  several)  basis  in  any
                  trading account in securities.

         (9)      Invest in securities of other registered  investment companies
                  except  that each fund may  invest up to 10% of its  assets in
                  money market  funds,  but no more than 5% of its assets in any
                  one fund and no Fund may own more  than 3% of the  outstanding
                  voting shares of any one fund. This

                                       B-2
<PAGE>

                  restriction,  however, does not apply to a transaction that is
                  a part of a merger, consolidation or other acquisition.

         (10)     Invest in interests in oil, gas or other  mineral  exploration
                  or development programs or in oil, gas or other mineral leases
                  although it may invest in the common stocks of companies which
                  invest in or sponsor such programs.

         (11)     Make loans except through repurchase agreements;  however, the
                  Trust may engage in  securities  lending and may also  acquire
                  debt  securities  and other  obligations  consistent  with the
                  applicable  fund's  investment   objective(s)  and  its  other
                  investment  policies  and  restrictions.  Investing  in a debt
                  instrument  that is convertible  into equity or investing in a
                  community loan fund is not considered the making of a loan.

Other Policies
- --------------

     As an  operating  policy,  the  Equity  Income  Fund may  purchase  foreign
securities up to a maximum of 15% of the value of its total net assets,  but the
Fixed-Income   and  California   Tax-Exempt   Funds  may  not  purchase  foreign
securities.  Such  investments  increase a portfolio's  diversification  and may
enhance  return,  but they also involve  some special  risks such as exposure to
potentially adverse local political and economic  developments;  nationalization
and  exchange  controls;  potentially  lower  liquidity  and higher  volatility;
possible  problems  arising  from  accounting,   disclosure,   settlement,   and
regulatory  practices  that  differ  from U.S.  standards;  and the chance  that
fluctuations  in foreign  exchange  rates will decrease the  investment's  value
(favorable change can increase its value).

     Under  normal  circumstances,  each fund of the Trust  will have its assets
invested according to its stated investment  objective.  However,  for temporary
defensive  purposes or pending the  investment  of the proceeds of sales of fund
shares or portfolio  securities,  all or part of a fund's assets may be invested
in money market instruments or in repurchase agreements.  In these situations, a
fund will not be following its investment objective.

     To generate additional income, a fund may lend its portfolio  securities to
broker-dealers,  banks or other  institutional  borrowers of securities.  A fund
must receive 102% collateral in the form of cash or U.S. Government  securities.
This  collateral  will be valued  daily.  Should the market  value of the loaned
securities  increase,  the borrower must furnish  additional  collateral to that
fund.  During the time portfolio  securities are on loan, the borrower pays that
fund any dividends or interest  received on such  securities.  While a fund does
not have the right to vote  securities  that are on loan,  each fund  intends to
terminate the loan and regain the right to vote if that is considered  important
with respect to the investment.  The borrower can repay the loan at any time and
each fund can demand repayment at any time.

     An operating  (although not fundamental) policy of the Trust is that it may
not make an  investment  if,  thereafter,  more than 15% of a fund's  net assets
would be illiquid.  If the Trust finds itself with more than 15% of a fund's net
assets so  invested,  it will take action to bring that fund's  illiquid  assets
below 15%. Illiquid assets include: (i) those which are restricted,  i.e., those
which cannot be freely sold for legal reasons;  (ii) fixed time deposits subject
to withdrawal  penalties (other than overnight time deposits);  (iii) repurchase
agreements  having a maturity of more than seven days; and (iv)  investments for
which market quotations are not readily available.  However,  the 15% limit does
not include  obligations  which are  payable at  principal  amount plus  accrued
interest  within  seven days after  purchase or  commercial  paper  issued under
section  4 (2) of the  Securities  Act of 1933,  as  amended  ("1933  Act"),  or
securities  eligible  for resale  under Rule 144A of the 1933 Act that have been
determined to be liquid pursuant to procedures adopted by the Board of Trustees.


                                       B-3
<PAGE>

Operating Policies
- ------------------

     The Trust has adopted the following operating policies which may be changed
by a vote of the majority of the Fund's Trustees:

       (1)  The Equity  Income Fund may purchase  warrants up to a maximum of 5%
            of the value of its  total  net  assets,  but the  Fixed-Income  and
            California Tax-Exempt Funds may not purchase warrants.

       (2)  No fund may hold or  purchase  foreign  currency  except  the Equity
            Income Fund to the extent  necessary  to settle  foreign  securities
            transactions.

Repurchase Agreements
- ---------------------

     The Trust may  purchase  the  following  securities  subject to  repurchase
agreements: certificates of deposit, certain bankers' acceptances and securities
which are direct  obligations of, or that are fully  guaranteed as to principal,
by the United States or any agency or  instrumentality  of the United States.  A
repurchase  transaction  occurs when at the time the Trust purchases a security,
the Trust  also  resells  it to the  vendor  (normally  a  commercial  bank or a
broker-dealer) and must deliver the security (and/or securities  substituted for
them under the repurchase agreement) to the vendor on an agreed-upon date in the
future. Such securities,  including any securities so substituted,  are referred
to as the "Resold Securities." The Adviser will consider the creditworthiness of
any vendor of repurchase  agreements and continuously  monitor the collateral so
that it never falls below the resale price. The resale price is in excess of the
purchase price in that it reflects an agreed-upon market interest rate effective
for the period of time during which the Trust's  money is invested in the Resold
Securities.  The  majority  of  these  transactions  run from day to day and the
delivery  pursuant to the resale typically will occur within one to five days of
the  purchase.  A fund's risk is limited to the ability of the vendor to pay the
agreed-upon sum upon the delivery date.

      If there is a default,  the Resold Securities  constitute security for the
repurchase obligation and will be promptly sold by the Trust. However, there may
be delays and costs in establishing the Trust's rights to the collateral and the
value of the  collateral  may decline.  A fund will bear the risk of loss in the
event that the other party to the transaction defaults on its obligation and the
fund is  delayed  or  prevented  from  exercising  its right to  dispose  of the
underlying securities,  including the risk of a possible decline in the value of
the  underlying  securities  during the period in which the fund seeks to assert
its rights.

     Repurchase  agreements can be considered as loans  "collateralized"  by the
Resold  Securities  (such  agreements being defined as "loans" in the 1940 Act.)
The  return  on  such  "collateral"  may be  more or less  than  that  from  the
repurchase  agreement.  The  Resold  Securities  will be marked to market  every
business  day so that the  value of the  "collateral"  is at least  equal to the
value of the loan  including the accrued  interest  earned  thereon.  All Resold
Securities  will be held by the Trust's  custodian  either directly or through a
securities depository.


Lending Portfolio Securities
- ----------------------------

     To generate additional income, a fund may lend its portfolio  securities to
broker-dealers,  banks or other  institutional  borrowers of securities.  A fund
must receive  collateral  in the form of cash or U.S.  Government  securities at
least equal to 102% of the value of the securities loaned.  This collateral will
be valued daily. Should the market value of the loaned securities increase,  the
borrower  must  furnish  additional  collateral  to that  fund.  During the time
portfolio  securities  are on loan, the borrower pays that fund any dividends or
interest  received on such  securities.  While a fund does not have the right to
vote  securities  that are on loan, a fund may terminate the loan and regain the
right to vote if that is considered  important  with respect to the  investment.
The  borrower  can repay the loan at any time and the  lending  fund can  demand
repayment at any time.


                                       B-4
<PAGE>
                           CALIFORNIA TAX-EXEMPT FUND

     The  two  principal   classifications   of  municipal  bonds  are  "general
obligation"  and "revenue"  bonds.  General  obligation  bonds are backed by the
taxing power of the issuer and  considered  the safest type of  municipal  bond.
Revenue  bonds are  backed by the  revenue  from a specific  project  and may be
backed by the credit and  security  of a private  user.  Investments  in revenue
bonds have more potential risk. While interest on private activity revenue bonds
may be  tax-exempt,  it may be treated as a tax  preference  item for  taxpayers
subject to the federal alternative  minimum tax. The California  Tax-Exempt Fund
will minimize its  investment in such bonds,  and no more than 20% of the Fund's
assets will be invested  in bonds  whose  income is treated as a tax  preference
item under the federal alternative minimum tax.

     The Fund may also purchase a right to sell a security held by the Fund back
to the issuer of the  security  or another  party at an agreed upon price at any
time during a stated period or on a certain  date.  These rights are referred to
as "demand  features" or "puts." The Fund may also purchase floating or variable
rate  obligations  (including  participations)  as well as variable  rate demand
notes (VRDNs) which feature  interest rates that float with an index and a "put"
feature.

     The  California   Tax-Exempt  Fund  will  contain  only  investment   grade
securities,  i.e.,  those that have been rated at the time of purchase in one of
the four highest  categories  by Moody's,  Standard & Poor's or Fitch  Investors
Services,  Inc.  ("Fitch"),  or if unrated,  being  similar in  quality,  in the
Adviser's  opinion,  to securities in one of the top four categories.  These are
considered  "investment  grade" securities  although bonds in the fourth-highest
category  ("Baa") are regarded as having an adequate  capacity to pay  principal
and interest,  but with greater  vulnerability to adverse  economic  conditions;
they  also  have  some  speculative  characteristics.  (An  Appendix  to the SAI
contains a description of the ratings of Moody's,  Fitch and Standard & Poor's.)
The Fund will not invest more than 20% of its total assets in  securities  rated
in the fourth  highest  category.  If the rating on a security  held by the Fund
falls below investment  grade after purchase,  the Adviser will consider such an
event in its evaluation of the security,  but it will not necessarily  result in
an automatic sale of that security.  The Fund does,  however,  have an operating
policy that no more than 5% of its assets may consist of  securities  which were
rated  investment  grade at the time of purchase,  but  subsequently  drop below
investment grade.  Because the California  Tax-Exempt Fund emphasizes safety and
avoids junk bonds and other securities below investment grade, the yield may not
be as high as it otherwise might be.

     Examples of activities  which the Trustees have  determined have a positive
social and  environmental  impact  include  financing  for  schools,  libraries,
hospitals,  mass transit,  low and moderate  income housing,  pollution  control
facilities,  renewable energy  resources,  energy  conservation  projects,  park
development  and open space  acquisition.  The Fund will not finance  activities
with a negative social or environmental impact as determined by the Trustees and
the Adviser.  Examples of  activities  with a negative  social or  environmental
impact include generating electricity from nuclear power,  constructing freeways
when mass transit is more  appropriate  and building  large-scale  dams or other
water projects that encourage  waste.  For all activities not listed above,  the
Adviser will make a determination  on a case-by-case  basis as to whether or not
the activity in question has a positive social and environmental impact.

     Some municipal securities (usually industrial development bonds) are issued
to finance  privately-operated sports facilities,  convention centers, airports,
parking structures,  factories or commercial developments.  In these situations,
the Adviser will make decisions on a  case-by-case  basis as to the social value
of the project in question. For example, the Adviser would probably refrain from
investing in securities that financed a fast-food operation,  but probably would
invest in an issue used to construct a plant that provided  substantial benefits
to the local community and had no negative  environmental  consequences.  In the
case of a project benefiting a specific company,  the Fund will apply the social
criteria  listed under the "Social  Policy"  heading in this  Prospectus  to the
company.

     In the case of a sports facility,  it might have positive  benefits such as
jobs, community pride, economic development and family activities.  On the other
hand, a new sports  facility might have negative  environmental  consequences or
put too much demand on community financial resources for the benefit of a sports
franchise  owner to the detriment of more  important  community  needs.  Another
important consideration regarding a sports stadium

                                       B-5
<PAGE>

might be whether it  encouraged  public  transit or caused more traffic jams. In
all cases  such as a sports  facility  where the  Trustees  have not  determined
whether an activity has a positive or negative  social/environmental impact, the
Adviser will balance all the factors it deems relevant and make a  determination
if a given security meets the Trust's social criteria.

     As a  fundamental  policy,  with  respect  to 75% of its  net  assets,  the
California  Tax-Exempt  Fund will not purchase a security if, as a result of the
investment,  more than 5% of its assets would be in the securities of any single
issuer. (For this purpose, each political subdivision, agency or instrumentality
and each multi-state agency which issues industrial  development bonds on behalf
of a private  entity,  will be regarded as a separate issuer for determining the
diversification of the California Tax-Exempt Fund.)

     Under  normal  circumstances,  the  California  Tax-Exempt  Fund intends to
invest 100% of its assets in California  municipal  obligations.  As a matter of
fundamental  investment  policy, the Fund will invest at least 80% of its assets
in municipal obligations, the interest on which will be free from federal income
taxation.  As an  operating  policy,  the Fund  will  invest at least 65% of its
assets in California municipal obligations. Usually, the Fund will substantially
exceed these minimum  requirements,  but the Fund may invest up to 20% of assets
in private activity bonds that may be subject to the federal alternative minimum
tax.


         SPECIAL RISK FACTORS AFFECTING CALIFORNIA MUNICIPAL SECURITIES

     Developments  in  California  could  adversely  affect the market values or
marketability on municipal  securities  issued in the State or could result in a
default. The economic condition of the State affects tax revenues and could have
an adverse effect on municipal obligations. What follows is a discussion of some
of the more  important  legal and  financial  trends.  This  discussion is based
partly on  information  drawn from official  prospectuses  and statements of the
State of California.

Limitations on Taxes and Appropriations
- ---------------------------------------

     Some municipal securities held in the California Tax-Exempt Fund may depend
wholly or  partially  on  property  taxes as a revenue  source  for  payment  of
interest and principal. Article XIIIA, popularly known as Proposition 13, limits
ad valorem  property taxes (property taxes based on the property's  value) to 1%
of full cash value of the property and limits increases in assessments to 2% per
year except in the case of new  construction or a change in ownership.  However,
if voters approve a bond issue,  property taxes may be raised above the 1% level
to pay debt service on that bond.

     In  1986,  voters  approved  Proposition  62  which  imposed  limits  on  a
locality's  raising or levying general taxes.  Major portions of this initiative
were overturned in court soon after its passage in 1986.  However,  in September
1995, the California Supreme Court made a ruling supporting Proposition 62.

     Article XIIIB (known as the Gann  Initiative),  enacted in 1979 via a voter
initiative, subjects State and local governments to annual spending limitations.
These limitations are adjusted annually to reflect changes in cost of living and
population and only apply to the appropriation of "proceeds of taxes." Spendable
funds  exempted  from these  appropriation  limits  include the proceeds of bond
issues and revenue from user fees. Debt service on bonds issued prior to January
1,  1979,  or  subsequently  authorized  by  voters  is  not  subject  to  these
limitations.

     Article XIIIB's appropriation limitations did not constrain most California
governmental  entities until the mid and late 1980's when many of these entities
approached their Article XIIIB spending  limits.  The passage of Proposition 111
in 1990 allowed for greater increases in appropriation levels.

     In November 1988,  voters approved  Proposition 98, a combined  initiative,
constitutional amendment and statute guaranteeing minimum State funding for K-12
school districts and community college districts at a level equal to the greater
of  (a)  the  same  percentage  of  general  fund  revenues  as  the  percentage
appropriated to such districts in 1986-87

                                       B-6
<PAGE>

or (b) the amount actually  appropriated to such districts from the general fund
in the previous  fiscal year  adjusted for growth in  enrollment  and changes in
cost of living.

     In June 1990,  California voters approved Proposition 111 which allowed for
some  increase  in  appropriation  levels,  but  provided  that  one-half of all
revenues  in excess of the  state's  appropriation  limit must be  allocated  to
public schools and community colleges.  Since Proposition 98 and 111 allocated a
minimum funding level to schools,  this could  potentially  reduce the resources
available for other State programs and put pressure on
issuers of municipal obligations.

     In November 1996, voters approved  Proposition 218. Proposition 218 further
restricts  the  ability of local  governments  to levy  special  assessments  or
property-related fees without voter approval.

     Proposition 13, the Gann Initiative,  Proposition 98,  Proposition 111, and
Proposition  218 were adopted as measures that qualified for the ballot pursuant
to  California's  initiative  process.  Other  initiatives  or similar  measures
affecting the  availability of revenue to pay California  municipal  obligations
could be adopted in the future.

State Financial Condition
- -------------------------

     State  General  Fund  revenues  are  principally  derived  from  California
personal  income tax (44% of total  revenues),  sales tax (35%),  corporate  tax
(12%) and the gross premium tax on insurance  (3%). All of these revenue sources
can be affected by California's economic conditions.

     From mid-1990 to late 1993, California suffered the worst economic,  fiscal
and budget  conditions  since the 1930's.  The weak economy lowered tax revenues
and increased the need for social welfare  expenditures causing recurring budget
deficits.  Due to budgetary  and fiscal  stress,  between  October 1991 and July
1994, ratings on the State's general obligation bonds were reduced from AAA to A
by S&P, from Aaa to A1 by Moody's and from AAA to A by Fitch.

     Helped by the  economic  recovery  that  began in late  1993,  the  State's
1995-1996  budget was the first balanced budget since the late 1980's.  In 1996,
S&P and Fitch upgraded ratings on California's  general  obligation bonds from A
to A+. The  governor's  budgets for  1996-1997  and  1997-1998  are  balanced as
proposed.  However,  these proposed budgets are based on revenue and expenditure
assumptions.  If these  assumptions  are not met,  future budget  deficits could
re-occur.

     Since the passage of  Proposition  13,  property tax  revenues  received by
local  governments  have  dropped  by over  50%.  In  response,  the  California
Legislature has provided  substantial  additional revenue for local governments.
Because  of  budgetary  pressure  and  limits on  allocations  of tax  revenues,
California's  state government has been shifting program  responsibilities  from
the state to county  and city  governments.  To date,  most  changes  in program
responsibilities  from the state to local  governments  have been  balanced with
increases  in  funding.  However,  cuts in state  aid that are not  balanced  by
funding  increases could hurt financially  stressed local  government  entities,
particularly   counties.   Certain  California   municipal   securities  may  be
obligations  of  issuers  which  rely in  whole or in part on  California  state
revenues for payment of these obligations. The proportion of the State's General
Fund that  will be  distributed  in the  future to  counties,  cities  and their
various entities, is unclear.

Revenues of Health Care Institutions
- ------------------------------------

     Certain  California  tax-exempt  securities  may be  obligations  which are
payable solely from the revenues of health care  institutions.  Certain measures
taken under federal or California  law to reduce health care costs may adversely
affect revenues of health care institutions and, consequently,  payment on those
municipal obligations.

                                       B-7
<PAGE>

Revenues Secured by Deeds of Trust
- ----------------------------------

     Some California  municipal  securities may be obligations which are secured
in whole or in part by a mortgage or deed of trust on real property.  An example
would be bonds issued to finance low and  moderate  income  housing.  Because of
provisions of California law, the effective  minimum period for foreclosing on a
mortgage  could be in excess of seven  months from the time of initial  default.
This delay could disrupt the flow of revenue  available to an issuer for payment
of debt service if such defaults  occur with respect to a substantial  number of
mortgages or deeds of trust. Other aspects of California law could further delay
foreclosure  proceedings  in the  event of a default  and  disrupt  payments  on
municipal obligations.

Assessment Bonds (Mello-Roos Bonds)
- -----------------------------------

     Typically,  these bonds are secured by land undeveloped as of the issuance.
The  plan is for  the  land to be  developed  using  funds  from  the  issuance.
Declining  real estate values or a drop in real estate sales activity can result
in  canceled or delayed  development  along with  increased  default  risk.  The
special assessments or taxes securing these bonds are not the personal liability
of the owner of the property  assessed,  so the lien on the property is the only
security for these bonds. Furthermore, in the event of delinquency in payment of
assessments or taxes on the properties  involved,  the issuer is not required to
make payments on the bonds,  except in some  instances  where there is a reserve
account for bond payments.

Redevelopment Agency Debt
- -------------------------

     "Tax Allocation" bonds issued by redevelopment  agencies can be affected by
property  tax  limitations  because  these bonds are secured by the  increase in
assessed valuation expected after a redevelopment  project is completed.  Should
the project not be  completed,  perhaps  because of a natural  disaster  like an
earthquake,  there could be no increase in assessed  property  values to pay off
the bonds.  Standard & Poor's,  a division of The  McGraw-Hill  Companies,  Inc.
("Standard & Poors") or Moody's  Investors  Service,  Inc.  ("Moody's")  stopped
rating tax allocation  bonds after the passage of Articles XIIIA and XIIIB,  and
since have only resumed rating selected bonds of this nature.

Seismic Activity
- ----------------

     California  is a  geologically  active  area  subject to  earthquakes.  Any
California  municipal  security  could be adversely  affected by a  catastrophic
earthquake.  For  example,  a project  might not be completed or might suffer an
interruption  in  revenue-generating  capacity,  or property  values  might drop
resulting in reduced tax assessments.


Orange County Default
- ---------------------

     In December of 1994,  Orange County declared  bankruptcy after  discovering
that its  Treasurer  had invested in risky  derivative  securities  which caused
enormous  losses  to the  county's  investment  fund.  Estimates  of the  losses
approximate  $1.7 billion.  This bankruptcy  disturbed the California  municipal
bond  market and the market  value of  uninsured  Orange  County  bonds  dropped
sharply.  Because the California Tax-Exempt Fund held no uninsured Orange County
bonds,  it was not  substantially  affected  by the  Orange  County  bankruptcy.
However,  other California  municipalities  may mismanage their investment funds
and, in the future,  they may also suffer  losses  which might have an effect on
the Fund in that  the  market  value of some  municipal  securities  might  drop
substantially.




                                       B-8
<PAGE>


                                   MANAGEMENT

The Trustees and Officers of the Fund are as follows:


                                                         Principal Occupation
  Name and Address               Position with Trust    During Past Five Years
  ----------------               -------------------    ----------------------

  Jerome L. Dodson, 55 *             President        President of the Parnassus
  The Parnassus Income Trust        and Trustee       Fund and President and
  One Market                                          Director of Parnassus
  Steuart Tower #1600                                 Investments since June of
  San Francisco, CA 94105                             1984.

  Howard Fong, 53                   Vice President    Vice President-Treasurer
  The Parnassus Income Trust        and Treasurer     of Parnassus Investments
  One Market                                          since February of 1989.
  Steuart Tower #1600
  San Francisco, CA 94105

  David L. Gibson, 59               Trustee           Tax Counsel and later,
  5840 Geary Boulevard                                Director of Public Affairs
  San Francisco, CA 94118                             for the Crown Zellerbach
                                                      Corporation 1973-1984.
                                                      Since 1984, attorney in
                                                      private practice.

  Gail L. Horvath, 49               Trustee           Owner and Director of New
  Just Desserts                                       Product Development at
  1970 Carroll Avenue                                 Just Desserts.
  San Francisco, CA 94124

  Herbert A. Houston, 55            Trustee           Chief Executive Officer of
  Presidio Building, #1003                            the Haight Ashbury Free
  O'Reilly Avenue                                     Clinics, Inc. 1987-1998.
  P.O. Box 29917                                      Currently, ahealth care
  San Francisco, CA 94129                             consultant.

  Cecilia C.M. Lee, 55              Trustee           President of hybridArts.
  2048 Corporate Court                                com, a Silicon Valley-
  San Jose, CA 95131                                  based electronics firm.

  Leo T. McCarthy, 68               Trustee           President of the Daniel
  One Market                                          Group, a partnership
  Steuart Tower #1600                                 involved in foreign trade.
  San Francisco, CA 94105                             A former member of the
                                                      California State Assembly
                                                      from 1969 to 1982 and
                                                      former Lieutenant Governor
                                                      of the State of California
                                                      from 1983-1995.

  Donald E. O'Connor, 62            Trustee           Retired. Executive for the
  One Market                                          Investment Company
  Steuart Tower #1600                                 Institute 1969-1997.
  San Francisco, CA 94105

                                       B-9
<PAGE>

  Howard  Shapiro,  67              Trustee           Consultant  to  non-profit
  The Parnassus  Income Trust                         organizations specializing
  One Market                                          in marketing, advertising,
  Steuart Tower #1600                                 fund-raising and
  San Francisco, CA 94105                             organizational structure.

  Joan Shapiro,  56                 Trustee           Consultant in  development
  The Parnassus  Income Trust                         banking,  community
  One Market Steuart Tower #1600                      reinvestment, ethical
  San Francisco, CA 94105                             investing,  and corporate
                                                      social responsibility.
                                                      Executive with South Shore
                                                      Bank of Chicago 1977-1997.

  Richard D. Silberman, 61          Secretary         Attorney specializing in
  1061 Eastshore, Ste #200                            business law. Private
  Albany, CA 94710-1011                               practice.


     The Trust pays each of its Trustees who is not affiliated  with the Adviser
or the  Distributor  annual  fees of $1,500 in  addition  to  reimbursement  for
certain out-of-pocket expenses.

*"Interested" Trustee as defined in the 1940 Act.


                                 CONTROL PERSONS

     As of December 31, 1998, the following  shareholders  owned more than 5% of
the voting  securities of the  respective  Funds of the Trust.  The Side By Side
Limited  Partnership owned 7.53%,  National Financial Services Corp., an Omnibus
account,  owned 6.56% and  Donaldson,  Lufkin & Jenrette  Securities  Corp.,  an
Omnibus  account,  owned 6.15% of the  Fixed-Income  Fund. MIFLA & Co., a trust,
owned  5.22% and Otis Cary & Alice  Cary,  Trustees  owned  5.10% of the  voting
securities  of the  California  Tax-Exempt  Fund.  Trustees  and Officers of The
Parnassus  Income Trust owned less than 1% of the outstanding  securities of the
Equity Income Fund, of the  Fixed-Income  Fund and of the California  Tax-Exempt
Fund.


                             PERFORMANCE ADVERTISING

     Each Fund of the Trust may advertise  "total return." The Trust  calculates
total  return  by taking  the  total  number  of Fund  shares  purchased  with a
hypothetical  $1,000  investment,  adding all additional  Fund shares  purchased
within the period  with  reinvested  dividends,  calculating  the value of those
shares at the end of the period and  dividing  the result by the initial  $1,000
investment.  For periods of more than one year, the  cumulative  total return is
then  adjusted  for the  number of years,  taking  compounding  into  account to
calculate  average  annual  total return  during that period.  A Fund will quote
total return for the most recent  one-year  period and the average  annual total
return will be quoted for the most recent five-and ten-year periods,  or for the
life of the Fund, if shorter.

     Total return is computed according to the following formula:

                                         n
                                 P(1 + T) = ERV

where P = a hypothetical initial payment of $1,000, T = total return, n = number
of  years  and  ERV =  ending  redeemable  value.  Total  return  is  historical
information and is not intended to indicate future performance.

                                      B-10
<PAGE>

Comparison of Funds
- -------------------

     A Fund may also advertise its cumulative total return for prior periods and
compare its  performance  to the  performance  of other  selected  mutual funds,
selected  market  indicators  such as the Standard & Poor's 500 Composite  Stock
Price Index or non-market indices or averages of mutual fund industry groups.

     A Fund may  quote its  performance  ranking  and/or  other  information  as
published by  recognized  independent  mutual funds  statistical  services or by
publications  of general  interest.  In  connection  with a ranking,  a Fund may
provide  additional  information,  such as the particular  category to which the
ranking relates,  the number of funds in that category,  the criteria upon which
the  ranking  is based,  and the effect of sales  charges,  fee  waivers  and/or
expense reimbursements.

     All Fund  performance  information  is  historical  and is not  intended to
represent or guarantee  future  results.  The value of Fund shares when redeemed
may be more or less than their original cost.


Yield of Equity Income, Fixed-Income and California Tax-Exempt Funds
- --------------------------------------------------------------------

     The Equity Income,  Fixed-Income  and California  Tax-Exempt Funds may each
also advertise its yield from time to time.  Yield quotations are historical and
are not intended to indicate future  performance.  Yield quotations refer to the
aggregate  imputed  yield-to-maturity  of each Fund's  investments  based on the
market value as of the last day of a given  thirty-day or one-month  period less
accrued expenses (net of reimbursements)  divided by the average daily number of
outstanding Fund shares entitled to receive  dividends times the net asset value
on the last day of the period,  compounded on a "bond equivalent," or semiannual
basis. The yield is computed according to the following formula:
                                                6
                            Yield = 2 [(a-b + 1) -1]
                                       ----
                                        cd

where a = dividends  and interest  earned  during the period using the aggregate
imputed yield to maturity for each of the Fund's investments as noted above: b =
expenses  accrued for the period (net of  reimbursement);  c = the average daily
number of shares  outstanding  during the period  that were  entitled to receive
dividends; and d = the net asset value per share on the last day of the period.

Effective Yield
- ---------------

     The California  Tax-Exempt Fund may also quote a tax-equivalent yield which
demonstrates   the  taxable  yield  necessary  to  produce  an  after-tax  yield
equivalent to that of a fund which invests in tax-exempt obligations. Such yield
is computed by dividing  that portion of the  California  Tax-Exempt  Fund yield
(computed  as  indicated  above)  which is  tax-exempt  by one minus the highest
applicable  income tax rate and adding the product to that portion of the Fund's
yield that is not tax-exempt.


                                   THE ADVISER

     Parnassus  Investments acts as the Trust's  investment  adviser.  Under its
Investment Advisory Agreement  ("Agreement") with the Trust, the Adviser acts as
investment  adviser for each Fund and subject to the supervision of the Board of
Trustees, directs the investments of each Fund in accordance with its investment
objective,  policies and  limitations.  The Adviser also provides the Trust with
all  necessary  office  facilities  and  personnel  for  servicing  the  Trust's
investments  and pays the  salaries and fees of all officers and all Trustees of
the Trust who are "interested


                                      B-11
<PAGE>

persons." The Adviser also provides the management and  administrative  services
necessary for the operation of the Trust  including  supervising  relations with
the custodian,  transfer  agent,  independent  accountants  and  attorneys.  The
Adviser also  prepares all  shareholder  communications,  maintains  the Trust's
records,  registers the Trust's shares under state and federal laws and does the
staff work for the Board of Trustees.  Jerome L. Dodson owns all the outstanding
stock of the Adviser and, thus,  can be considered  the "control  person" of the
Adviser.

     For its services,  the Trust, under the Agreement,  pays the Adviser a fee,
computed  and  payable  at the  end  of  each  month  at  the  following  annual
percentages  of average daily net assets:  for the Equity Income Fund,  0.75% of
the first $30  million,  0.70% of the next $70  million  and 0.65% of the amount
above $100 million; and for the Fixed-Income Fund and the California  Tax-Exempt
Fund, the fee is 0.50% of the first $200 million, 0.45% of the next $200 million
and  0.40% of the  amount  above  $400  million.  During  1996,  1997 and  1998,
Parnassus  Investments  received the following sums under the Agreement from the
following  Funds:  Equity  Income  Fund  $47,641 in 1996,  $157,501  in 1997 and
$196,661 in 1998; California Tax-Exempt Fund $1,433 in 1996, $10,911 in 1997 and
$14,135 in 1998.  Advisory fees were waived for the  Fixed-Income  Fund in 1996,
$6,667 was received in 1997 and $10,393 in 1998.

     In addition to the fee payable to the Adviser, the Trust is responsible for
its  operating  expenses,  including:  (i)  interest and taxes;  (ii)  brokerage
commissions;  (iii) insurance  premiums;  (iv)  compensation and expenses of its
Trustees  other  than those  affiliated  with the  Adviser;  (v) legal and audit
expenses;  (vi) fees and expenses of the Trust's  custodian,  transfer agent and
accounting  services  agent;  (vii)  expenses  incident  to the  issuance of its
shares,  including  issuance on the  payment of or  reinvestment  of  dividends;
(viii) fees and expenses  incident to the  registration  under  federal or state
securities laws of the Trust or its shares; (ix) expenses of preparing, printing
and mailing reports and notices and proxy material to shareholders of the Trust;
(x)  all  other  expenses   incidental  to  holding   meetings  of  the  Trust's
shareholders;  (xi) dues or  assessments of or  contributions  to the Investment
Company  Institute,  the Social  Investment  Forum or any successor;  (xii) such
nonrecurring expenses as may arise, including litigation affecting the Trust and
the legal  obligations  which the Trust may have to  indemnify  its officers and
Trustees  with  respect  thereto.  In  allocating  brokerage  transactions,  the
investment  advisory  agreement  states that the Adviser may  consider  research
provided by brokerage firms or whether those firms sold shares of the Fund.


     The  Agreement  provides  that the Adviser shall not be liable to the Trust
for any loss to the Trust except by reason of the Adviser's willful misfeasance,
bad faith or gross negligence in the performance of its duties,  or by reason of
its reckless disregard of its obligations and duties under the Agreement.

Portfolio Transactions and Brokerage
- ------------------------------------

     The Agreement  states that in connection with its duties to arrange for the
purchase and the sale of  securities  held in the portfolio of a Fund by placing
purchase  and  sale  orders  for  the  Fund,   the  Adviser  shall  select  such
broker-dealers  ("brokers") as shall, in the Adviser's judgement,  implement the
policy of the Trust to achieve  "best  execution,"  i.e.,  prompt and  efficient
execution at the most favorable securities price. In making such selection,  the
Adviser is authorized in the  Agreement to consider the  reliability,  integrity
and  financial  condition  of the  broker.  The  Adviser is also  authorized  to
consider whether the broker provides  brokerage and/or research  services to the
Trust  and/or  other  accounts of the  Adviser.  The  Agreement  states that the
commissions  paid to such brokers may be higher than  another  broker would have
charged if a good faith determination is made by the Adviser that the commission
is  reasonable in relation to the services  provided,  viewed in terms of either
that particular transaction or the Adviser's overall  responsibilities as to the
accounts as to which it  exercises  investment  discretion  and that the Adviser
shall use its judgement in determining  that the amount of commissions  paid are
reasonable in relation to the value of brokerage and research  services provided
and need not place nor attempt to place  specific  dollar value on such services
nor on the portion of commission rates reflecting such services.



                                      B-12


     The Trust recognizes in the Agreement that, on any particular  transaction,
a  higher  than  usual  commission  may be  paid  due to the  difficulty  of the
transaction  in question.  The Adviser is also  authorized  in the  Agreement to
consider sales of Fund shares as a factor in the selection of brokers to execute
brokerage  and  principal  transactions,  subject to the  requirements  of "best
execution," as defined above.

     The  research  services  discussed  above may be in written form or through
direct  contact with  individuals  and may include  information as to particular
companies and securities as well as market,  economic or institutional areas and
information assisting the Fund in the valuation of its investments. The research
which the Adviser  receives for a Fund's brokerage  commissions,  whether or not
useful to that Fund,  may be useful to the Adviser in managing  the  accounts of
the Adviser's other advisory clients.  Similarly,  the research received for the
commissions  of such  accounts  may be  useful  to a Fund.  To the  extent  that
electronic  or other  products  provided  by brokers are used by the Adviser for
research purposes,  the Adviser will use its best judgement to make a reasonable
allocation of the cost of the product attributable to non-research use.

     The  Adviser  may also use Fund  brokerage  commissions  to reduce  certain
expenses of that Fund subject to "best execution." For example,  the Adviser may
enter into an  agreement  to have a  brokerage  firm pay part or all of a Fund's
custodian fee since this benefits the Fund's shareholders.

     In the over-the-counter market,  securities are generally traded on a "net"
basis with dealers  acting as principal for their own accounts  without a stated
commission  although the price of the security  usually includes a profit to the
dealer.  Money market  instruments  usually  trade on a "net" basis as well.  On
occasion,  certain money market  instruments  may be purchased  directly from an
issuer in which case no  commissions  or  discounts  are paid.  In  underwritten
offerings, securities are purchased at a fixed price which includes an amount of
compensation  to the  underwriter,  generally  referred to as the  underwriter's
concession or discount.

     During 1996,  1997 and 1998,  the Equity Income Fund paid $96,786,  $46,914
and $149,000,  respectively  in brokerage  commissions.  Of these  amounts,  the
following  was paid in  conjunction  with  research  services:  $41,850 in 1996,
$46,914 in 1997 and  $119,200  in 1998.  Neither the  Fixed-Income  Fund nor the
California  Tax-Exempt  Fund paid  commissions in 1996, 1997 or 1998 since these
Funds buy their securities on a "net" basis that includes the dealer mark-up.

     Parnassus  Investments  has clients other than The  Parnassus  Income Trust
that have  objectives  similar to the  Trust.  Normally,  orders for  securities
trades are placed separately for each client.  However, some recommendations may
result in simultaneous  buying or selling of securities along with the Trust. As
a result,  the demand for securities being purchased or the supply of securities
being sold may increase,  and this could have an adverse  effect on the price of
those securities.  Parnassus  Investments does not favor one client over another
in making recommendations or placing orders, and in some situations,  orders for
different clients may be grouped together.  In certain cases where the aggregate
order is executed in a series of  transactions at various prices on a given day,
each  participating  client's  proportionate  share of such order  reflects  the
average  price paid or received  with respect to the total order.  Also,  should
only a partial order be filled,  each client would ordinarily receive a pro rata
share of the total order.




                                      B-13
<PAGE>

                                 NET ASSET VALUE

     In  determining  the net asset value of the Equity  Income  Fund's  shares,
common stocks that are listed on national securities exchanges are valued at the
last sale price on the exchange on which each stock is principally  traded as of
the close of the New York Stock Exchange  ("NYSE")(which  is currently 4:00 p.m.
New York time) or, in the absence of recorded  sales,  at the average of readily
available  closing bid and asked prices on such exchanges.  Securities traded on
The Nasdaq  Stock Market are also valued at the last  recorded  sale price as of
4:00 p.m. New York time. Other unlisted  securities are valued at the quoted bid
prices in the over-the-counter market.

     Bonds and other fixed-income securities are valued by a third party-pricing
service. Municipal bonds are ordinarily valued as of the close of trading on the
NYSE, usually at 4:00 p.m. Eastern time. Taxable bonds and other securities held
by the  Fixed-Income  Fund are ordinarily  valued one hour prior to the close of
the NYSE, normally at 3:00 p.m. Eastern time.

      Securities  and other assets for which market  quotations  are not readily
available  are  valued at their fair  value as  determined  in good faith by the
Adviser under  procedures  established by and under the general  supervision and
responsibility  of the Trust's Board of Trustees.  Short-term  investments which
mature in less than 60 days are valued at  amortized  cost  (unless the Board of
Trustees  determines  that this method does not  represent  fair value) if their
original  maturity was 60 days or less or by amortizing the value as of the 61st
day prior to maturity if their original term to maturity exceeded 60 days.


                              TAXATION OF THE TRUST

     By paying out  substantially  all its net  investment  income  (among other
things),  each  Fund has  qualified  as a  regulated  investment  company  under
Subchapter  M of the  Internal  Revenue  Code.  Each Fund intends to continue to
qualify  and,  if so,  it will not pay  federal  income  tax on  either  its net
investment income or on its net capital gains. Instead, each shareholder will be
responsible for his or her own taxes.


                              SHAREHOLDER SERVICES

Systematic Withdrawal Plan
- --------------------------

     A Systematic  Withdrawal  Plan (the "Plan") is available  for  shareholders
having shares of a Fund with a minimum  value of $10,000.  The plan provides for
monthly checks in an amount not less than $100 or quarterly  checks in an amount
not less than $200.

     Dividends and capital gain  distributions on shares held under the Plan are
invested in additional full and fractional shares at net asset value. Withdrawal
payments  should not be considered as  dividends,  yield or income.  If periodic
withdrawals   continuously   exceed   reinvested   dividends  and  capital  gain
distributions,  the shareholder's  original  investment will be  correspondingly
reduced and ultimately exhausted.

     Furthermore,  each  withdrawal  constitutes  a redemption of shares and any
gain or loss realized must be recognized for federal income tax purposes.

Tax-Sheltered Retirement Plans
- ------------------------------

     Through  the  Distributor,   retirement  plans  are  available:  Individual
Retirement  Accounts  ("IRAs") and  Simplified  Employee  Pension  Plans (SEPs).
Adoption  of such plans  should be on advice of legal  counsel  or tax  adviser.
Retirement  accounts  have a  minimum  initial  investment  of  $500,  and  each
subsequent  investment must be at least $50. For further  information  regarding
plan administration,  custodial fees and other details, investors should contact
the Distributor.


                                      B-14
<PAGE>


Purchases and Redemptions Through a Broker-Dealer
- -------------------------------------------------

     Broker-dealers  may  place  orders  on behalf of  clients  by  calling  the
Distributor. If a client places an order with a broker-dealer prior to 1:00 p.m.
San Francisco time on any business day and the broker-dealer  forwards the order
to the Distributor  prior to 1:00 p.m. San Francisco time on that day, the order
will be  processed  at the  NAV  calculated  as of  1:00  p.m.  that  same  day.
Otherwise, the order will be processed at the NAV next calculated,  typically as
of the close of the New York Stock Exchange  ("NYSE") the next business day. The
broker-dealer  is  responsible  for placing  purchase  orders  promptly with the
Distributor and for forwarding payment within three business days.

     You may sell or redeem your Fund shares by offering  them for  "repurchase"
or "redemption" directly to the Fund or through your dealer. If you offer shares
through  your dealer  before the close of the New York Stock  Exchange  and your
dealer  transmits your offer to the Distributor  before 1:00 p.m. (San Francisco
time) that day, you will  receive  that day's price.  Your dealer may charge for
this service.

                                      B-15
<PAGE>


                                     GENERAL


     The Trust was organized as a Massachusetts business trust on August 8,1990.
The  Declaration of Trust provides the Trustees will not be liable for errors of
judgment  or mistakes of fact or law,  but nothing in the  Declaration  of Trust
protects a Trustee  against any liability to which he or she would  otherwise be
subject  by reason of  willful  misfeasance,  bad  faith,  gross  negligence  or
reckless disregard of the duties involved in the conduct of his or her office.

     Shareholders  are  entitled  to one vote  for each  full  share  held  (and
fractional votes for fractional shares) and may vote in the election of Trustees
and  on  other  matters  submitted  to  meetings  of  shareholders.  In  matters
pertaining  to only one series of the Trust  (i.e.,  one Fund),  only holders of
that  series are  entitled to vote,  so matters  that  require  the  approval of
outstanding  shares must be approved by the holders of a majority of each series
that will be affected by the matter.  On issues related to the Trust as a whole,
specifically  including  election  of  Trustees  and  selection  of the  Trust's
independent  public  accountants,  holders  of all series  will vote.  It is not
contemplated  that regular  annual  meetings of  shareholders  will be held. The
Declaration of Trust provides that the Trust's shareholders have the right, upon
the  declaration in writing or vote of more than  two-thirds of its  outstanding
shares, to remove a Trustee. The Trustees will call a meeting of shareholders to
vote on the removal of a Trustee upon written  request of the record  holders of
ten percent of its shares. In addition,  ten shareholders  holding the lesser of
$25,000  worth or one percent of Trust shares may advise the Trustees in writing
that they  wish to  communicate  with  other  shareholders  for the  purpose  of
requesting a meeting to remove a Trustee.  The Trustees  will then, if requested
by the applicants, mail at the applicants' expense the applicants' communication
to all other shareholders.  No amendment may be made to the Declaration of Trust
without  the  affirmative  vote of the  holders of more than 50% of the  Trust's
outstanding  shares,  or upon  liquidation and  distribution  of its assets,  if
approved by the vote of the holders of more than 50% of the Trust's  outstanding
shares.  If not so terminated,  the Trust will continue  indefinitely.  Prior to
April 1, 1998, The Parnassus Income Trust was known as The Parnassus Income Fund
and each of the Trust's series was known as a Portfolio rather than a Fund.

     The Fund's  Declaration  of Trust  permits the Trust to issue an  unlimited
number of full and  fractional  shares of  beneficial  interest and to divide or
combine  the  shares to a greater  or lesser  number of shares  without  thereby
changing  the  proportionate  beneficial  interest in a Fund of the Trust.  Each
share represents an interest in a Fund of the Trust proportionately equal to the
interest  of each other  share.  Certificates  representing  shares  will not be
issued.  Instead,  each  shareholder  will  receive an annual  statement  and an
additional  statement  each time there is a  transaction  in the account.  These
statements  will be evidence of  ownership.  Upon the Trust's  liquidation,  all
shareholders  of Fund  would  share  pro rata in the net  assets  available  for
distribution to  shareholders  of the Fund.  Shares of each Fund are entitled to
vote separately as a group only to the extent required by the Investment Company
Act of 1940 or as permitted by the Trustees.  Trust  operating  expenses will be
allocated  fairly among the Funds,  generally on the basis of their relative net
asset value.

     The  Declaration  of Trust  contains an express  disclaimer of  shareholder
liability  for  its  acts  or  obligations  and  requires  that  notice  of such
disclaimer be given in each agreement,  obligation or instrument entered into or
executed by the Trust or its Trustees.  The  Declaration  of Trust  provides for
indemnification  and  reimbursement  of expenses out of the Trust's property for
any shareholder held personally  liable for its obligations.  The Declaration of
Trust also  provides that the Trust shall,  upon request,  assume the defense of
any claim made against any  shareholder  for any act or  obligation of the Trust
and satisfy any  judgement  thereon.  Thus,  while  Massachusetts  law permits a
shareholder  of a trust such as this to be held  personally  liable as a partner
under certain circumstances,  the risk of a shareholder incurring financial loss
on account of  shareholder  liability  is highly  unlikely and is limited to the
relatively  remote  circumstances in which the Trust would be unable to meet its
obligations.


     The  Declaration  of Trust  further  provides that the Trustees will not be
liable for errors of  judgement  or mistakes of fact or law,  but nothing in the
Declaration of Trust protects a Trustee against any liability to which he or she
would otherwise be subject by reason of willful  misfeasance,  bad faith,  gross
negligence or reckless disregard of the duties involved in the conduct of his or
her office.

                                      B-16

<PAGE>


Deloitte & Touche LLP, 50 Fremont Street,  San Francisco,  California 94105, has
been selected as the Trust's independent auditors.

Union Bank of California,  475 Sansome Street, San Francisco,  California 94111,
has been selected as the custodian of the Trust's assets.  Shareholder inquiries
should be directed to the Trust.

Parnassus Investments, One Market-Steuart Tower #1600, San Francisco, California
94105,  is the Fund's  transfer agent and accounting  agent.  As transfer agent,
Parnassus  Investments  receives  a fee of  $2.30  per  account  per  month.  As
accounting  agent,  Parnassus  Investments  receives a fee of $50,000  per year.
Jerome L. Dodson,  the Fund's  President,  is the sole  stockholder of Parnassus
Investments.

Financial Statements
- --------------------

       The Trust's  Annual Report to  shareholders  dated  December 31, 1998, is
expressly  incorporated  by  reference  and  made a part  of this  Statement  of
Additional  Information.  A copy of the Annual Report which contains the Trust's
audited  financial  statements  for the year ending  December 31,  1998,  may be
obtained free of charge by writing or calling the Trust.
































                                      B-17


<PAGE>


                                    APPENDIX
                                    --------

                             CORPORATE BOND RATINGS
                             ----------------------

Moody's Investors Service, Inc. ("Moody's")
- -------------------------------------------

     Aaa: Best quality. These bonds carry the smallest degree of investment risk
and are generally referred to as "gilt-edge". Interest payments are protected by
a large or by an exceptionally  stable margin and principal is secure. While the
various  protective  elements  are  likely to  change,  such  changes  as can be
visualized are most unlikely to impair the fundamentally strong position of such
issues.

     Aa:  High  quality by all  standards.  Together  with the Aaa  group,  they
comprise what are generally known as high-grade bonds. They are rated lower than
the best  bonds  because  margins  of  protection  may not be as large as in Aaa
securities,  fluctuations of protective elements may be of greater amplitude, or
there may be other  elements  present  which  make the  long-term  risks  appear
somewhat greater than in Aaa securities.

     A: Upper-medium-grade obligations. Factors giving security to principal and
interest are  considered  adequate,  but elements may be present which suggest a
susceptibility to impairment sometime in the future.

     Baa:  Medium-grade  obligations;   neither  highly  protected,  nor  poorly
secured.  Interest  payments  and  principal  security  appear  adequate for the
present,   but   certain   protective   elements   may  be  lacking  or  may  be
characteristically  unreliable  over any great  length of time.  Such bonds lack
outstanding   investment   characteristics   and,  in  fact,  have   speculative
characteristics as well.

     Ba: Bonds which are rated Ba are judged to have speculative elements; their
future cannot be considered as  well-assured.  Often the  protection of interest
and principal  payments may be very moderate,  and thereby not well  safeguarded
during  both  good  and bad  times  over the  future.  Uncertainty  of  position
characterizes bonds in this class.

     B: Bonds which are rated B generally lack  characteristics of the desirable
investment.  Assurance of interest and principal  payments or of  maintenance of
other terms of the contract over any long period of time may be small.

Standard & Poor's Corporation, a division of The McGraw-Hill Companies, Inc.
- -----------------------------------------------------------------------------
("Standard & Poor's"):
- ----------------------

     AAA:  Highest  grade  obligations.  They  possess  the  ultimate  degree of
protection  as to principal and  interest.  Marketwise,  they move with interest
rates and hence provide the maximum safety on all counts.

     AA: High-grade obligations.  In the majority of instances, they differ from
AAA issues only in a small  degree.  Here,  too,  prices move with the long-term
money market.

     A: Upper-medium grade. They have considerable  investment strength, but are
not  entirely  free from  adverse  effects  of  changes  in  economic  and trade
conditions.  Interest and  principal  are regarded as safe.  They  predominantly
reflect money rates in their market behavior but, to some extent,  also economic
conditions.

     BBB:  Medium-grade;  borderline  between  definitely sound  obligations and
those where the  speculative  element  begins to  predominate.  These bonds have
adequate  asset  coverage and normally are protected by  satisfactory  earnings.
Their  susceptibility  to  changing  conditions,  particularly  to  depressions,
necessitates  constant  watching.  Marketwise,  the bonds are more responsive to
business and trade  conditions than to interest rates.  This group is the lowest
which qualifies for commercial bank investment.

     BB, B, CCC, CC: Debt rated BB, B, CCC, and CC is regarded,  on balance,  as
predominantly  speculative  with  respect to capacity to pay  interest and repay
principal in accordance with the terms of the obligation. MOTA



                                      B-18


<PAGE>

indicates  the  lowest  degree  of  speculation  and CC the  highest  degree  of
speculation.  While  such debt will  likely  have some  quality  and  protective
characteristics,  these are  outweighed  by large  uncertainties  of major  risk
exposures to adverse conditions.


                             MUNICIPAL BOND RATINGS
                             ----------------------

Moody's:
- --------

     Aaa:  Municipal  bonds  which are  rated  Aaa are  judged to be of the best
quality.  They carry the smallest  degree of  investment  risk and are generally
referred to as "gilt edge." Interest  payments are protected by a large or by an
exceptionally   stable  margin  and  principal  is  secure.  While  the  various
protective  elements are likely to change, such changes as can be visualized are
most unlikely to impair the fundamentally strong position of such issues.

     Aa:  Municipal  bonds which are rated Aa are judged to be a high quality by
all  standards.  Together  with the Aaa group,  they comprise what are generally
known as high grade  bonds.  They are rated  lower  than the best bonds  because
margins of protection may not be as large or fluctuation of protective  elements
may be of greater  amplitude or there may be other  elements  present which make
the long-term risks appear somewhat larger than in Aaa securities.

     A:  Municipal  bonds which are rated A possess  many  favorable  investment
attributes and are to be considered as upper medium grade  obligations.  Factors
giving security to principal and interest are considered adequate,  but elements
may be present which  suggest a  susceptibility  to  impairment  sometime in the
future.

     Baa: Bonds which are rated Baa are considered as medium grade  obligations;
i.e., they are neither highly  protected nor poorly secured.  Interest  payments
and principal  security appear adequate for the present,  but certain protective
elements may be lacking or may be  characteristically  unreliable over any great
length of time. Such bonds lack outstanding  investment  characteristics and, in
fact, have speculative characteristics as well.

     Conditional  Rating:   Bonds  for  which  the  security  depends  upon  the
completion  of  some  act  or  the  fulfillment  of  some  condition  are  rated
conditionally.  These  are bonds  secured  by (a)  earnings  of  projects  under
construction,  (b) earnings of projects unseasoned in operation experience,  (c)
rentals which begin when facilities are completed, or (d) payments to which some
other limiting condition attaches.  Parenthetical rating denotes probable credit
stature upon completion of construction or elimination of basis of condition.

     Rating Refinements:  Moody's may apply numerical  modifiers,  1, 2 and 3 in
each  generic  rating  classification  from Aa through B in its  municipal  bond
rating  system.  The modifier 1 indicates  that the security ranks in the higher
end of its generic rating category; the modifier 2 indicates a mid-ranking;  and
modifier 3 indicates that the issue ranks in the lower end of its generic rating
category.

Standard & Poor's
- -----------------

     AAA: Municipal bonds rated AAA are highest grade obligations.  They possess
the ultimate  degree of protection as to principal and interest.  In the market,
they move with  interest  rates and,  hence,  provide the maximum  safety on all
counts.

     AA: Municipal bonds rated AA also qualify as high-grade obligations and, in
the majority of instances,  differ from AAA issues only in small  degree.  Here,
too, prices move with the long-term money market.

     A:  Municipal  bonds rated A are regarded as upper medium grade.  They have
considerable  investment strength but are not entirely free from adverse effects
of changes in economic and trade conditions. Interest and principal are



                                      B-19


<PAGE>

regarded  as safe.  They  predominantly  reflect  money  rates  in their  market
behavior, but also to some extent, economic conditions.

     BBB:  Bonds rated BBB are  regarded  as having an adequate  capacity to pay
principal  and  interest.  Whereas they  normally  exhibit  adequate  protection
parameters,  adverse  economic  conditions  or changing  circumstances  are more
likely to lead to a weakened capacity to pay principal and interest for bonds in
this category than for bonds in the A category.

     Provisional   Ratings:   The  letter  "p"  indicates  that  the  rating  is
provisional.  A  provisional  rating  assumes the  successful  completion of the
project being  financed by the bonds being rated and  indicates  that payment of
debt service  requirements is largely or entirely  dependent upon the successful
and timely completion of the project being financed by the bonds being rated and
indicates  that  payment of debt  service  requirements  is largely or  entirely
dependent upon the successful and timely completion of the project. This rating,
however,  while  addressing  credit  quality  subsequent  to  completion  of the
project,  makes no comment  on the  likelihood  of, or the risk of default  upon
failure of, such completion. The investor should exercise his own judgement with
respect to such likelihood and risk.

Note: The S&P ratings may be modified by the addition of a plus (+) or minus (-)
sign to show relative standing within the major rating categories.

Fitch Investor's Services, Inc.
- -------------------------------

     AAA:  Bonds  and  notes  rated  AAA are  regarded  as being of the  highest
quality,  with the obligor having an  extraordinary  ability to pay interest and
repay  principal  which is unlikely to be  affected  by  reasonably  foreseeable
events.

     AA: Bonds and notes rated AA are regarded as high quality obligations.  The
obligor's ability to pay interest and repay principal is strong, but may be more
vulnerable to adverse  changes in economic  conditions  and  circumstances  than
bonds and notes with higher ratings.

     A:  Bonds and notes  rated A are  regarded  as being of good  quality.  The
obligor's ability to pay interest and repay principal is strong, but may be more
vulnerable to adverse  changes in economic  conditions  and  circumstances  than
bonds and notes with higher ratings.

     BBB:  Bonds  and  notes  rated BBB are  regarded  as being of  satisfactory
quality. The obligor's ability to pay interest and repay principal is considered
to be  adequate.  Adverse  changes in  economic  conditions  and  circumstances,
however, are more likely to weaken this ability than bonds with higher ratings.

Note:  Fitch  ratings may be modified by the addition of a plus (+) or minus (-)
sign to show relative  standing  within the major rating  categories.  These are
refinements more closely reflecting strengths and weaknesses,  and are not to be
used as trend indicators.









                                      B-20


<PAGE>


                                     PART C
                                OTHER INFORMATION


Item 22. Financial Statements and Exhibits

                           (a) Financial Statements

                                    (i)  Selected   financial   highlights  from
                                    January 1, 1994  through  December  31, 1998
                                    appears in Part A.

                                    (ii)  Audited  financial  statements  as  of
                                    December  31,  1998,  are   incorporated  by
                                    reference.  These  statements  appear in the
                                    annual report dated  December 31, 1998,  and
                                    are on file with the  Commission.  Financial
                                    statements  include  statement of assets and
                                    liabilities,    statement   of   operations,
                                    statement   of   changes   in  net   assets,
                                    Portfolio   of   Investments   by   Industry
                                    Classification,     notes    to    financial
                                    statements and independent auditors' report.

Item 23. Exhibits
                  (a) Declaration of Trust: on file

                  (b) By-laws: on file

                  (c) Instruments Defining Rights of Security Holders: on file

                  (d) Investment advisory contract: on file

                  (e) Distribution agreement and dealer agreement: on file

                  (f) Bonus or Profit Sharing Contracts: on file

                  (g) Custodian agreement: on file

                  (h) Shareholder Servicing Plan and Agreement: on file

                  (i) Opinion and Consent of Counsel: on file

                  (j) Consent of Deloitte & Touche LLP: included

                  (k) Omitted Financial Statements: not applicable

                  (l) Investment letters: on file

                  (m) Rule 12b-1 Plan: not applicable

                  (n)  Financial  Data  Schedule  pursuant to Rule 483 under the
                  1933 Securities Act: Incorporated in Part A

                  (o) Rule 18f-3 Plan: not applicable

Item 24.   Persons  Controlled  by  or  under  Common  Control with  Registrant:
           Registrant  is not  controlled  by or under  common  control with any
           other  person,  except to the extent  Registrant  may be deemed to be
           under common  control with The Parnassus Fund by virtue of having the
           same individuals as Trustees.

Item 25.   Indemnification:  Under  the  provisions  of  the Trust's Declaration
           of Trust,  the Trust will  indemnify its present or former  Trustees,
           officers,  employees  and  certain  other  agents  against  liability
           incurred  in  such  capacity  except  that  no  such  person  may  be
           indemnified if there has been an  adjudication  of liability  against
           that  person  based on a finding of willful  misfeasance,  bad faith,
           gross negligence or reckless  disregard of the duties involved in the
           conduct of his or her office.

Item 26.   The  Trust's  investment  adviser,  Parnassus  Investments,  is  the
           investment   adviser  to  The  Parnassus  Fund  and  also  serves  as
           investment adviser for separate portfolios.

Item 27.   (a)  Parnassus  Investments  serves  as  underwriter  for  both  The
           Parnassus Fund and The Parnassus Income Trust.

           (b) The  officers  and  directors  of  Parnassus  Investments  are as
           follows:

  Name and Principal               Position with               Position with
  Business Address                  Distributor                  Registrant
  ----------------                  -----------                  ----------
  Jerome L. Dodson             President and Director      President and Trustee
  One Market
  Steuart Tower #1600
  San Francisco, CA 94105

  Howard Fong                      Treasurer                Vice President and
  One Market                                                    Treasurer
  Steuart Tower #1600
  San Francisco, CA 94105

  Susan Loughridge                 Secretary                     None
  One Market
  Steuart Tower #1600
  San Francisco, CA 94105

  Thao N. Dodson                   Director                      None
  One Market
  Steuart Tower #1600
  San Francisco, CA 94105

              (c) None

Item 28.   Location  of  Accounts and  Records:  All accounts, books and records
           are in the physical  possession  of Jerome L. Dodson at  Registrant's
           headquarters at One Market,  Steuart Tower #1600,  San Francisco,  CA
           94105.

Item 29.   Management Services: Discussed in Part A and Part B.

Item 30.   Undertakings: Not applicable





<PAGE>


                                   SIGNATURES


Pursuant to the  requirements  of the  Securities Act of 1933 and the Investment
Company  Act  of  1940,  the  Registrant  certifies  that  it  meets  all of the
requirements for effectiveness of this Registration  Statement  pursuant to Rule
485 (b) under the Securities  Act of 1933 and has duly caused this  Registration
Statement  to  be  signed  on  its  behalf  by  the  undersigned,  thereto  duly
authorized,  in the City and County of San Francisco and the State of California
on the Twenty-sixth day of February 1999.

                                                     The Parnassus Income Trust

                                                     (Registrant)


                                                     By:_______________________
                                                     Jerome L. Dodson
                                                     President



Pursuant to the  requirements of the Securities Act of 1933,  this  Registration
Statement has been signed by the following  persons in the capacities and on the
date indicated.

<PAGE>



Signature                          Title                            Date
- ---------                          -----                            ----

                           Principal Executive Officer
                                   and Trustee
________________                                                _____2/26/99____
Jerome L. Dodson

                             Principle Financial and
________________                Accounting Officer              _____2/26/99____
Howard Fong


                                  Trustee
________________                                                _____2/26/99____
David L. Gibson


                                  Trustee
________________                                                _____2/26/99____
Gail L. Horvath


                                  Trustee
_________________                                                _____2/26/99___
Herbert A. Houston


                                  Trustee
_________________                                                _____2/26/99___
Cecilia C.M. Lee


                                  Trustee
_________________                                                _____2/26/99___
Leo T. McCarthy


                                  Trustee
_________________                                               _____2/26/99____
Donald E. O'Connor


                                  Trustee
                                                                _____2/26/99____

_________________
Howard M. Shapiro


                                  Trustee                        ____2/26/99____
_________________
Joan Shapiro



<PAGE>










                                LIST OF EXHIBITS







                      (J) CONSENT OF DELOITTE & TOUCHE LLP


<PAGE>



                              Deloitte & Touche LLP
                                50 Fremont Street
                          San Francisco, CA 94105-2230
                            Telephone: (415) 247-4000
                            Facsimile: (415) 247-4329




INDEPENDENT AUDITORS' CONSENT


The Parnassus Income Trust:

We  consent  to (a)  the  incorporation  by  reference  in  this  Post-Effective
Amendment No. 9 to Registration  Statement No. 33-36065 of the Parnassus  Income
Trust on Form N-1A of our report dated January 15, 1999 appearing in the Trust's
1998 Annual Report to Shareholders incorporated by reference in the Statement of
Additional  Information ("SAI"),  which is part of such Registration  Statement,
(b) the  reference  to us  under  the  heading  "General"  in the  SAI,  (c) the
reference  to us under the heading  "Financial  Highlights"  in the  Prospectus,
which is a part of such  Registration  Statement,  and (d) the  reference  to us
under the heading "General Information" in such Prospectus.


Deloitte & Touche LLP
February 25, 1999


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