EVERGREEN FOUNDATION TRUST
N-30D, 1995-08-29
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                                   EVERGREEN
                                   FOUNDATION
                                      FUND



                               SEMI-ANNUAL REPORT
                                 JUNE 30, 1995



                           THE EVERGREEN FUNDS [LOGO]

<PAGE>

- --------------------------------------------------------------------------------
Dear Fellow Shareholder:        July 17, 1995

     During the first half of 1995,  Evergreen Foundation Fund (Class Y, no-load
shares) continued its record of leadership performance among balanced funds. The
Fund's  total return for the six months  ended June 30,  1995,  was +16.8%+,  as
compared  with +13.7% for the Lipper  Balanced  Funds  Average++ of 212 balanced
funds.  The Fund's  total return was #1 among all 56 balanced  funds  tracked by
Lipper  Analytical  Services,  for the period since its  inception on January 2,
1990, through June 30, 1995.  Evergreen  Foundation Fund also ranked #1 among 59
balanced  funds  tracked by Lipper for the  five-year  period ended June 30. The
Fund was ranked #15 by Lipper among 170  balanced  funds for the 12 months ended
June 30. The chart  below  compares  the Fund's  performance  (Class Y,  no-load
shares) with that of the Lipper Balanced Fund's Average.  (Please see the fourth
page of this letter for additional performance information.)

- --------------------------------------------------------------------------------
                       PERFORMANCE AS OF JUNE 30, 1995+
                           (Class Y, No-load Shares)

                                                   LIPPER
                                 EVERGREEN        BALANCED
                                FOUNDATION         FUNDS
                                   FUND           AVERAGE
                                ----------        --------
One-year  total return            +20.0%           +16.0%  
Three-year  total return          +49.0%           +32.8%
Three-year average annual
  compound return                 +14.2%            +9.9%
Five-year total return           +114.1%           +64.3%
Five-year average annual
  compound return                 +16.5%           +10.4%
Total return since
  inception on 1/2/90            +133.2%           +67.1%
Average annual compound
  return since inception          +16.7%            +9.7%
- --------------------------------------------------------------------------------

     The Fund  provided a  rewarding  program of asset  allocation.  The largest
sector,  common  stocks,  accounting  for  48.5%  of the  portfolio  at June 30,
provided a total return of +21.0%  during the first half of 1995.  The long-term
bond  holdings,  29.6% of net  assets,  provided a total  return of +17.1%.  The
short-term  cash  equivalent  holdings,  19.4% of net  assets,  provided a total
return of +3.1%.

STOCKS

     The common stock  performance  during the first half of the year was led by
the  Fund's  three  largest  holdings  in  the  semi-conductor  segment  of  the
electronic technology industry: Intel Corp., +95.7%, Micron Technology,  +91.3%,
and Texas  Instruments,  +87.9%.  Intel is the Fund's  largest  equity  holding,
accounting for 2.9% of Fund assets.  The current position was initiated in 1992,
when we  recognized  that the shares  represented  an  under-appreciated  growth
opportunity.  Investment  in these  shares  illustrated  our basic  strategy  of
commitment to equities which we see as offering  unusual growth when  investors,
in general,  are  unenthusiastic  or even skeptical  about these  opportunities.
Similarly,  in the residential  construction  finance sector, the Fund benefited
from three major increases:  Countrywide  Credit  Industries,  +61.3%,  Capstead
Mortgage Corp.,  +58.1%,  and MGIC Investment Corp.,  +40.8%. The third group in
the top  performers  for the first half  illustrated  yet another aspect of this
search  for  undervalued  growth:  banks with  strong  business  franchises  and
excellent  business  turnaround  strategies.  Here,  the Fund's top gainers were
Baybanks,  +50.1%, Bank of Boston, +44.5%, Citicorp, +38.3%, and Cape Cod Bank &
Trust, +37.6%.

     We had our  disappointments  as well. Most notable in terms of decline were
the  two  issues  representing  our  small  commitment  in  Mexican  companies*,
purchased after last year's great fall of the Mexican stock market and the peso.
Each of the issues,  Grupo Sidek, S.A. de C.V., -56.1%, and Telefonos de Mexico,
S.A..,  de  C.V.,  -24.8%,  has,  subsequent  to  the  end of  the  first  half,
experienced  a sizable  recovery,  although  they are still well down from their
highs prior to the onset of the Mexican financial crisis.  Negative results were

- --------------------------------------------------------------------------------
FIGURES REPRESENT PAST PERFORMANCE, WHICH IS NO GUARANTEE FUTURE RESULTS.

+  Performance figures include reinvestment of income dividends and capital gain
   distributions.   Investment   return  and  principal  value  will  fluctuate.
   Investors'  shares,  when  redeemed,  may be worth  more or less  than  their
   original cost.

++ Source:   Lipper  Analytical  Services  Inc.,  an  independent  mutual  funds
   performance  monitor.  Rankings do not take into  consideration the effect of
   sales charges.

*  International investing may involve certain additional risks such as currency
   fluctuations and political instability.

                                                                            8/95
<PAGE>

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

also  encountered  in the  managed  care  sector with a decline of 18.1% in U.S.
HealthCare,  Inc., and 17.4% in Living Centers of America,  Inc. Again,  each of
these has had a significant recovery since the end of the first half.

     The outstanding  overall sector for the equity  portfolio  during the first
half of the year was  electronics  with an  actual  as-weighted  performance  of
+76.6%.  Next, were the banks with an actual as-weighted  performance of +28.3%.
The weakest performing group was telephone utilities, -5.0%.
        
     New  commitments  made  during 1995 were all viewed as  undervalued  growth
opportunities and focused  particularly on companies where we believed there was
a misperception as to the corporate growth dynamics. The largest single purchase
was in the shares of Texas  Instruments  Inc.,  made early in the year at a time
when  security   analysts  had  not  focused  on  the  rapidly   growing  demand
possibilities for its memory chips as a result of the greater memory requirement
needed for Intel's  Pentium chip.  To this writing,  the price of the shares has
more than doubled  from our first  purchase in  February.  Of a quite  different
nature was  another  large  purchase,  PPG  Industries,  Inc.  Its  shares  were
comparatively  depressed as interest  rates were close to their recent peaks and
investors  generally  assumed that its primary  earning  power was in paints and
glass  for   construction   and  cars.   We   believed   that  the   market  was
under-estimating   much  improved   profitability   of  its  very   substantial,
international  chemical  operations.  These shares have risen 13% since  initial
purchase, to this writing. The same kind of fundamental analysis,  together with
broader industry and economic forecasting of future demand, was reflected in the
other  commitments  made during the six months,  whether  they were H & R Block,
Hewlett-Packard,  Procter & Gamble,  Burlington Northern,  or Associated Estates
Realty Corp.

     The underlying theme of our equity purchases continued to be the search for
undervaluation  as a means of reducing  portfolio risk and increasing  potential
appreciation when normal valuation returns.

     Another facet of  undervaluation,  characteristic  of the experience in the
Evergreen Funds, is that of the benefits of mergers or acquisitions.  During the
six  months,  one  transaction  was  announced  among  portfolio  holdings:  the
acquisition of Lin Broadcasting  Corp. by AT&T Corp. at $127.50 per share. Since
the end of the fiscal period,  a major bank merger has been announced  involving
one of the Fund holdings,  First Chicago  Corp.,  which is to be merged with NBD
Bancorp,  Inc. At this writing,  it is selling at a 29% increase over the Fund's
first purchase.

FIXED INCOME

     The fixed income  investment  allocation of the Fund has continued to be in
U.S.  Government or Agency  obligations.  During the half year, we purchased $84
million  of  additional  U.S.  Treasury  obligations,  the bulk of which  was in
maturities  of 20 years or more.  Toward the end of the period,  a purchase  was
also made in an issue with an  intermediate  (9-year)  maturity  with the aim of
benefiting  by any decline in  short-to-intermediate  rates which might occur as
short-term  rates are reduced.  The Federal Funds rate reduction  occurred after
the end of the  quarter,  with a  one-quarter  percent  cut.  We have  basically
positioned the Fund with a long maturity  profile,  which continues to be offset
by a quite  significant  cash equivalent  position.  Our strategy during the six
months was to closely monitor economic conditions and interest rates, and to add
to our long-term or intermediate  holdings as we saw prospective  rate declines.
Overall,  during the six months,  long-term U.S.  Treasury  yields declined from
7.87% to 6.64%.

     We are continuing a program of concentration in U.S.  Treasury  obligations
as the lowest risk sector of the bond market,  where  changes in interest  rates
can most readily be taken  advantage of through the utmost  liquidity and lowest
trading costs in the bond market.

     The convertible bond segment of the portfolio remained comparatively small,
as we saw few exceptional new opportunities for capital  appreciation with above
average  return and minimal risk.  The largest new holding  acquired  during the
period was in the convertible bonds of Time Warner,  Inc., 8.75% due 1/10/15. We
believe that Time Warner has the ingredients to develop as an undervalued growth
asset, and that the most prudent  investment  vehicle for  participating in this
highly leveraged company is through these convertible debentures.

     Entering the second half of the year, we see a widening search for dynamic,
high-reward investment opportunities.  The search will, we believe, intensify as
investors  seek out the most  promising  sectors  and  companies  for new equity
investment in a less ebullient  economy.  The leaders of the first half, notably
technologies,  are being looked upon by many as vulnerable,  particularly  given
the recent  sizable  gains.  Much  depends on  interest  rates.  Industrial  and
<PAGE>

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

financial sectors,  which by historical standards are conservatively valued, can
gain  accelerated  growth dynamics if credit is  significantly  stimulated.  The
areas for renewed strength with such stimulus include those relating to housing,
credit retailing,  and lending. But, what if Federal Reserve policy takes a very
cautious  approach?  Minor adjustments in interest rates to facilitate  domestic
stability without  disturbing  foreign holders of dollars is, we think, a likely
course. The Federal Reserve will be testing the international  markets,  judging
reactions to the pending  legislation on Federal budget reductions,  to the pace
of American growth, and to the still quiescent, but visible trends of inflation.

     Outstanding  growth  opportunities,  we judge,  are likely to  continue  to
emerge  from the highly  innovative,  fast-moving  technological  sectors of the
market.  Such  opportunities  may well be  stimulated  by mergers,  as companies
position  themselves  for product and service  variety in an  environment  where
business  franchise  values are a stronger asset than tangible  properties.  The
Lotus Development Corp.  acquisition proposed by IBM and the Computer Associates
International  bid for Legent Corp.  may well be the  forerunners of a series of
such  transactions  on the part of both  hardware and software  companies  whose
continuing  leadership  requires  dominance in specific  software or information
sources. Merger and acquisition activity will likely continue to accelerate,  we
believe,  as public companies seek to strengthen  their business  franchises and
product offerings  without facing the lag time of large new capital  investments
or product development. Recently improved stock prices will facilitate this kind
of  merger  and  acquisition,  as will  the  much  improved  balance  sheets  of
companies,  the result of four years of rising  income.  The lower  dollar  also
provides  many  value  opportunities  for  acquisitions  by  foreign  acquirers.
Financial institutions will continue their trends of consolidation, with similar
goals of expansion of franchises  and  enhancement  of earnings  opportunity  in
mind.

     The foregoing  trends should support a broadening of investor  focus,  once
again evaluating  smaller companies as candidates for acquisition when they hold
an especially  strong product or service  position in a growing business sector.
Investors  will  seek  companies  which  offer  rising  productivity,  franchise
strengthening, and strength of near-term growth trends.

     Over  the  months   ahead,   we  expect  a  greater  than  usual   investor
concentration on current  economic trends.  The fact that the Federal Funds rate
was reduced by  one-quarter  percent has begged the  question of whether it is a
lagging move which is but a prelude to a significant  series of further cuts, or
whether it is an accommodation to a slight slow-down. With this issue of Federal
Reserve interest rate trends basically opened, but unresolved, the likelihood is
that every employment  figure,  every inventory  figure,  every business capital
investment, and consumer sentiment figure, will be studied and discussed to find
the  basis  for  future  investment  trends.  Just  as the  one-quarter  percent
reduction  created a quick  market  shift,  with buying in  cyclical  stocks and
selling in defensive  consumer-income-related  growth  stocks,  so each apparent
shift or  confirmation  of trends is likely to create new  volatilities  for the
stock market. In this environment, and considering the current historically high
level of the stock indices, a continuing  volatility of prices and volume can be
expected.  Careful positioning for corporate earnings growth and business values
will be required for effective  portfolio  management in what may well become an
often distracting,  very short-term-oriented equity investment environment.  The
fixed income markets will also, of course,  be impacted by these same short-term
trend shift,  although we believe the fixed income  markets will likely  sustain
their  strength in this  environment  of subdued  inflation and cooled  economic
growth.

     We greatly appreciate the continued  interest of Evergreen  Foundation Fund
shareholders,  and we welcome a growing number of new investors in the Fund. The
first half of 1995 has been a very rewarding period for all shareholders. We are
confident that our essentially defensive investment policies,  together with our
search for undervalued growth, can meet the challenge which you have given us.

                               Very truly yours,

                               /s/ Stephen A. Lieber
                               Stephen A. Lieber
                               Chairman
                               Evergreen Asset
                               Management Corp.
<PAGE>

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

                            PERFORMANCE AT A GLANCE

                               Performance for periods ended June 30, 1995*

                                                                    Lipper
                          Class Y   Class A   Class B   Class C  Balanced Funds
                           Shares    Shares    Shares    Shares     Average**
                          -------   -------   -------   -------  --------------
6-month total return       +16.8%    +11.2%    +11.2%    +15.2%      +13.7%  
12-month  total return     +20.0%    +14.2%    +14.4%    +18.3%      +16.0% 
3-year average annual 
  compound return          +14.2%    +12.3%    +13.2%    +14.0%       +9.9%
5-year average annual 
  compound return          +16.5%    +15.3%    +16.1%    +16.3%      +10.4%
Average annual compound 
  return since  inception 
  on 1/2/90                +16.7%    +15.6%    +16.5%    +16.5%       +9.7% 
  ---------------------------------------------------------------------------- 

FIGURES  REPRESENT PAST PERFORMANCE, WHICH DOES NOT GUARANTEE FUTURE RESULTS.

* Performance figures include  reinvestment of income dividends and capital gain
distributions.  Investment return and principal value will fluctuate. Investors'
shares, when redeemed, may be worth more or less than their original cost.

Effective 1/3/95,  the Fund issued additional  classes of shares,  designated as
Class A,  Class B and  Class C. The  Fund's  performance  for its Class A shares
(subject  to a maximum  front-end  sales  charge of  4.75%),  its Class B shares
(subject to a maximum  contingent  deferred  sales charge of 5%) and its Class C
shares  (subject to a 1% contingent  deferred sales charge within the first year
of purchase) for the period prior to 1/3/95,  has been  calculated  based on the
performance  of the  existing  no-load  (Class  Y) shares  as  adjusted  for any
front-end or back-end sales charges.

Performance  data  prior to  1/3/95  does not  reflect  any 12b-1  fees,  and if
reflected the returns would be lower.  Performance  data  beginning  from 1/3/95
reflects actual performance including 12b-1 fees.

The Fund may incur 12b-1  expenses  up to an annual  maximum of .75 of 1% of its
aggregate average daily net assets  attributable to Class A shares and 1% of its
aggregate  average daily net assets  attributable  to each of its Class B shares
and Class C shares. For the foreseeable future,  however,  management intends to
limit such  payments on the Class A shares to .25 of 1% of the Fund's  aggregate
average daily net assets.

The  adviser is  currently  absorbing a portion of the  expenses  for the Fund's
Class A, B and C shares. Had expenses not been absorbed, returns for Class A, B,
and C shares would have been lower.

** Source:  Lipper  Analytical  Services,  Inc.,  an  independent  mutual  funds
   performance monitor.
<PAGE>

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STATEMENT OF INVESTMENTS
June 30, 1995 (unaudited)      

  COMMON STOCKS--48.5%                SHARES       VALUE
                                      ------       -----
  BANKS--8.4%
  AmSouth Bancorporation              16,600     $ 541,575
  BancFirst Corp.                     40,000       610,000
  Bank of Boston Corp.               185,000     6,937,500
  Bankers Trust New York Corp.        60,000     3,720,000
  Barnett Banks, Inc.                 36,500     1,870,625
  Baybanks, Inc.                      55,000     4,358,750
  CB Bancshares, Inc.                 20,000       610,000
  Cape Cod Bank & Trust Co.           30,500     1,113,250
  Central Fidelity Banks, Inc.        55,000     1,677,500
  Citicorp                            60,000     3,472,500
  Crestar Financial Corp.             48,500     2,376,500
  Family Bancorp                      35,000       778,750
  First Chicago Corp.                 55,000     3,293,125
  First Security Corp.                 5,000       140,000
  First Union Corp.**                 58,500     2,647,125
  Hibernia Corp. Cl. A                70,801       628,358
  Meridian Bancorp, Inc.             110,000     3,781,250
  Mississippi Valley Bancshares, Inc. 25,000       550,000
  Morgan (J.P.) & Co., Inc.           50,000     3,506,250
  Seacoast Banking Corporation
    of Florida Cl. A                  78,000     1,443,000
  State Street Boston Corp.           30,000     1,106,250
  U.S. Trust Corp.                    35,000     2,520,000
  Victoria Bankshares, Inc.           18,000       463,500
                                               -----------
                                                48,145,808
                                               -----------
  BUSINESS EQUIPMENT
  & SERVICES--0.8%
  International Business Machines 
    Corp.                             26,000     2,496,000
  Pitney Bowes, Inc.                  52,600     2,018,525
                                               -----------
                                                 4,514,525
                                               -----------
  CHEMICALS--1.3%
  Fuller (H.B.) Co.                   40,000     1,480,000
  Nalco Chemical Co.                  40,000     1,455,000
  PPG Industries, Inc.                75,000     3,225,000
  Praxair, Inc.                       20,000       500,000
  Sigma-Aldrich Corp.                 15,000       736,875
                                               -----------
                                                 7,396,875
                                               -----------
  CONSUMER PRODUCTS
  & SERVICES--4.7%
  American Greetings Corp. Cl. A      25,000       734,375
  Armstrong World Industries, Inc.    77,000     3,859,625
  Block (H.& R.), Inc.                50,000     2,056,250
  C P C International, Inc.           35,000     2,161,250
* Consolidated Products, Inc.         21,192       275,496
  Kellwood Co.                        22,500       382,500
  Kimberly-Clark Corp.                62,000     3,712,250
* Lin Broadcasting Corp.               5,000       632,500
* Lin Television Corp.                 2,500        84,062
  Minnesota Mining
    & Manufacturing Co.               47,000     2,690,750
* Nautica Enterprises, Inc.           22,700       822,875
  Procter & Gamble Co.                20,000     1,437,500
  Scott Paper Co.                     60,000     2,970,000
  Whirlpool Corp.                     60,700     3,338,500
                                               -----------
                                                25,157,933
                                               -----------
  ELECTRICAL EQUIPMENT
  & ELECTRONICS--5.1%
  Avnet, Inc.                         50,000     2,418,750
* Cisco Systems, Inc.                 25,000     1,264,063
  Hewlett-Packard Co.                 18,000     1,341,000
  Intel Corp.                        262,200    16,600,538
  Micron Technology, Inc.             16,000       878,000
  Motorola, Inc.                      10,000       671,250
  Texas Instruments, Inc.             47,000     6,292,125
                                               -----------
                                                29,465,726
                                               -----------
  ENERGY--0.4%
  Exxon Corp.                         30,000     2,118,750
                                               -----------
  FINANCE & INSURANCE--5.7%
  AMBAC, Inc.                         52,300     2,098,537
  American International Group, Inc.  28,000     3,192,000
  Capstead Mortgage Corp.             20,000       537,500
  Countrywide Credit Industries, 
    Inc.                             105,250     2,210,250
  Countrywide Mortgage
    Investments, Inc.                 45,000       573,750
  Federal Home Loan
    Mortgage Corp.                    10,000       687,500
  Federal National
    Mortgage Association             100,900     9,522,437
  Hartford Steam Boiler Inspection
    & Insurance Co.                   41,000     1,819,375
  Household International, Inc.       35,800     1,772,100
  John Nuveen Co. (The) Cl. A        108,000     2,592,000
  MBIA, Inc.                          40,000     2,660,000
  MGIC Investment Corp.              120,600     5,653,125
  Raymond James Financial, Inc.       30,300       587,062
                                               -----------
                                                33,905,636
                                               -----------
  HEALTH CARE PRODUCTS
  & SERVICES--6.3%
* Alza Corp.                         107,500     2,512,812
  Bristol-Myers Squibb Co.            50,000     3,406,250
  Caremark International, Inc.       170,000     3,400,000
  Columbia/HCA Healthcare Corp.       40,000     1,730,000
  Johnson & Johnson                   51,000     3,448,875
  Lilly (Eli) & Co.                   42,000     3,297,000
* Lincare Holdings, Inc.              65,000     1,726,563
* Living Centers of America, Inc.     15,000       406,875
  McKesson Corp.                      69,600     3,253,800
  Merck & Co., Inc.                   74,758     3,663,142
  Pfizer, Inc.                        25,000     2,309,375
  Schering-Plough Corp.               86,000     3,794,750
<PAGE>

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

STATEMENT OF INVESTMENTS (CONTINUED)
June 30, 1995 (unaudited)      

  COMMON STOCKS--CONTINUED            SHARES       VALUE
                                      ------       -----
  HEALTH CARE PRODUCTS
  & SERVICES--CONTINUED
  Shared Medical Systems Corp.         9,200     $ 369,150
* Therapeutic Discovery Corp. Units++  1,750        13,343
  U.S. Healthcare, Inc.               87,500     2,679,687
                                               -----------
                                                36,011,622
                                               -----------
  INDUSTRIAL, COMMERCIAL GOODS
  & SERVICES--3.5%
  Briggs & Stratton Corp.             25,000       862,500
  Chrysler Corp.                     122,000     5,840,750
  General Electric Co.               161,000     9,076,375
  Ingersoll-Rand Co.                  15,000       573,750
  Paccar, Inc.                        44,000     2,057,000
* Strattec Security Corp.              6,000        73,500
  Superior Surgical
    Manufacturing Co., Inc.           44,900       471,450
  Tecumseh Products Co. Cl. A         12,000       528,000
  Trinity Industries, Inc.            25,000       831,250
                                               -----------
                                                20,314,575
                                               -----------
  REAL ESTATE
  & CONSTRUCTION--7.6%
* Alexander's, Inc.                   20,000     1,110,000
  Amli Residential Properties Trust   10,000       190,000
  Arbor Property Trust                53,400       387,150
  Associated Estates Realty Corp.     14,000       295,750
  Bay Apartment Communities, Inc.     93,500     1,823,250
  Bradley Real Estate, Inc.           10,000       161,250
  Cali Realty Corp.                   35,000       678,125
  Carr Realty Corp.                   36,500       629,625
  Centex Corp.                        37,600     1,062,200
  Columbus Realty Trust               82,000     1,537,500
  Continental Homes Holding Corp.     87,800     1,525,525
  DeBartolo Realty Corp.             120,000     1,755,000
  Essex Property Trust, Inc.         105,200     1,906,750
  Factory Stores of America, Inc.     72,300     1,482,150
  FelCor Suite Hotels, Inc.           45,000     1,147,500
  Gables Residential Trust           100,200     2,054,100
  Glimcher Realty Trust              100,000     2,075,000
* Grupo Sidek, S.A. de
   C.V. Sponsored ADR                147,000       679,875
  Horizon Outlet Centers, Inc.        96,800     2,250,600
  Irvine Apartment Communities, Inc.   5,000        86,250
  JP Realty, Inc.                     30,000       615,000
  Kranzco Realty Trust               140,000     2,502,500
  Liberty Property Trust              15,000       294,375
* M/I Schottenstein Homes, Inc.       10,000        87,500
  McArthur/Glen Realty Corp.          69,400     1,014,975

* Miles Homes, Inc.                   95,000       178,125
  Mills Corp.                         65,000     1,291,875
  Security Capital Industrial Trust   65,000     1,056,250
  Security Capital Pacific Trust     111,992     1,945,861
  Sovran Self Storage, Inc.          100,000     2,300,000
  Spieker Properties, Inc.            50,000     1,118,750
* Starwood Lodging Trust
    Paired Shares+                    42,500     $ 998,750
  Storage Equities, Inc.              90,000     1,473,750
  Storage USA, Inc.                   32,900       933,537
  Tanger Factory Outlet Centers, Inc. 57,900     1,469,212
  Taubman Centers, Inc.               50,000       475,000
  Tucker Properties Corp.             72,900       883,912
  Urban Shopping Centers, Inc.        25,000       518,750
  Vornado Realty Trust                10,000       348,750
                                               -----------
                                                42,344,472
                                               -----------
  RETAILING & DISTRIBUTION--2.1%
  Borders Group, Inc.                 60,000       862,500
  Fingerhut Companies, Inc.           63,900       998,437
  Home Depot, Inc.                    25,000     1,015,625
  Lowe's Companies, Inc.              55,000     1,643,125
* Marisa Christina, Inc.              50,000       718,750
  Mercantile Stores Co., Inc.        134,400     6,249,600
  Penney (J.C.) Co., Inc.             50,000     2,400,000
                                               -----------
                                                13,888,037
                                               -----------
  THRIFT INSTITUTIONS--0.4%
  BSB Bancorp, Inc.                   62,250     1,867,500
  Standard Federal Bancorporation     20,000       672,500
                                               -----------
                                                 2,540,000
                                               -----------
  TRANSPORTATION--1.1%
  Burlington Northern, Inc.           30,000     1,901,250
  Roadway Services, Inc.              47,000     2,220,750
  Union Pacific Corp.                 40,000     2,215,000
                                               -----------
                                                 6,337,000
                                               -----------
  UTILITIES-ELECTRIC--0.3%
  TNP Enterprises, Inc.               31,100       501,487
  Texas Utilities Co.                 40,000     1,375,000
                                               -----------
                                                 1,876,487
                                               -----------
  UTILITIES-TELEPHONE--0.8%
  GTE Corp.                           40,000     1,365,000
  Southern New England
   Telecommunications, Corp.          32,600     1,149,150
  Telefonos de Mexico, S.A.
   de C.V. Sponsored ADR              80,000     2,370,000
                                               -----------
                                                 4,884,150
                                               -----------
  TOTAL COMMON STOCKS
    (COST $241,117,037)                        278,901,596
                                               -----------
  CONVERTIBLE
  PREFERRED STOCKS--0.3%

  ELECTRICAL EQUIPMENT
  & ELECTRONICS--0.3%
  Westinghouse Electric Corp.
   $1.30 Cumulative Series C
   (COST $1,568,800)                 100,000     1,500,000
                                               -----------

<PAGE>

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

  CONVERTIBLE                      PRINCIPAL
  DEBENTURES--2.2%                  AMOUNT         VALUE
                                   ---------       -----
  BUILDING & CONSTRUCTION--0.4%
  Continental Homes Holding Corp.
     6.875% Due 03/15/02           $ 600,000     $ 554,250
  Engle Homes, Inc.
     7.00% Due 03/01/03              500,000       430,000
  Interface, Inc.
     8.00% Due 09/15/13            1,300,000     1,274,000
                                               -----------
                                                 2,258,250
                                               -----------
  CONSUMER PRODUCTS
  & SERVICES--0.8%
  Bell Sports Corp.
     4.25% Due 11/15/00            1,770,000     1,323,075
  Time Warner, Inc.
     8.75% Due 01/10/15            3,000,000     3,138,750
                                               -----------
                                                 4,461,825
                                               -----------
  ENERGY--0.2%
  Seitel, Inc.
     9.00% Due 03/31/02              400,000     1,340,000
                                               -----------
  ENVIRONMENTAL
  SERVICES--0.1%
  Weston (Roy F.) Inc.
     7.00% Due 04/15/02              300,000       249,000
                                               -----------
  HEALTH CARE PRODUCTS
  SERVICES--0.1%
  Maxxim Medical, Inc.
     6.75% Due 03/01/03              750,000       757,500
  Regency Health Services, Inc.
     6.50% Due 07/15/03              200,000       203,000
                                               -----------
                                                   960,500
                                               -----------
  RETAILING & WHOLESALE--0.6%
  Avnet, Inc.
     6.00% Due 04/15/12            2,000,000     2,295,000
  Big B, Inc.
     6.50% Due 03/15/03              800,000       956,000
                                               -----------
                                                 3,251,000
                                               -----------
  TOTAL CONVERTIBLE
    DEBENTURES
    (COST $11,946,725)                          12,520,575
                                               -----------
  U.S. GOVERNMENT & AGENCY
  OBLIGATIONS--32.5%

  LONG TERM--29.6%
  Federal National
     Mortgage Association
     8.10% Due 08/12/19            1,000,000     1,120,741
  Tennessee Valley Authority
     7.25% Due 07/15/43            8,000,000     7,730,800
 
  U.S. Treasury Bonds
    13.75%  Due 08/15/04           2,000,000     3,027,500
     8.375% Due 08/15/08          15,000,000    16,907,790
    10.00%  Due 05/15/10           7,000,000     8,852,802
    10.625% Due 08/15/15           1,000,000     1,434,686
     7.25%  Due 05/15/16          39,000,000    41,535,000
     8.125% Due 08/15/19          30,000,000    35,006,250
     8.50%  Due 02/15/20           2,000,000     2,426,250
     8.125% Due 05/15/21          15,000,000    17,550,000
     8.00%  Due 11/15/21           4,000,000     4,623,750
     7.625% Due 11/15/22           7,000,000     7,818,125
  U.S. Treasury Notes
     7.25% Due 05/15/04           13,000,000    13,877,500
     7.25% Due 08/15/04            8,000,000     8,545,000
                                               -----------
                                               170,456,194
                                               -----------
  SHORT TERM--2.9%
  Federal Home Loan
    Mortgage Association
     5.90% Due 07/20/95           16,713,000    16,660,957
                                               -----------
  TOTAL U.S. GOVERNMENT
    & AGENCY OBLIGATIONS
    (COST $180,745,918)                        187,117,151
                                               -----------

  COMMERCIAL PAPER--15.8%
  American Home Food
    Products, Inc.
    6.00% Due 07/26/95             8,830,000     8,793,208
  AT&T Corp.
    5.92% Due 08/10/95             1,800,000     1,788,160
  BMW U.S. Capital Corp.
     5.95% to 5.97%
    Due 07/17 to 08/02/95          7,470,000     7,437,261
  Bell Atlantic Financial
    Services, Inc.
    5.93% Due 07/10/95               580,000       579,140
  Consolidated Coal Co.
    6.00% Due 07/21/95             4,900,000     4,883,667
  Dayton Hudson Corp.
    6.00% Due 07/17/95             1,300,000     1,296,533
  Deutsche Bank Financial, Inc.
    5.90% Due 07/06/95             1,200,000     1,199,017
  Golden Managers
    Acceptance Corp.
    6.00% Due 07/19 to 07/26/95    9,700,000     9,662,033
  Heinz, H.J.  Co.
    5.92% to 5.93%
    Due 08/01 to 08/07/95          5,500,000     5,471,426

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

STATEMENT OF INVESTMENTS
June 30, 1995 (unaudited)      

  COMMERCIAL PAPER--CONTINUED       SHARES        VALUE
                                    ------        -----
  Hercules, Inc.
     5.87% Due 08/22/95          $ 1,300,000   $ 1,288,977
  IBM Credit Corp.
     5.93% Due 07/14/95            3,500,000     3,492,505
  Massachusetts College
     of Pharmacy & Allied
     Health Services
     5.98% Due 07/07/95              680,000       679,322
  Merrill Lynch & Co., Inc.
     5.97% Due 08/03/95            4,500,000     4,475,374
  Sherwood Medical Co.
     6.00% Due 08/09/95           10,900,000    10,829,150
  Sonoco Products Co.
     5.90% to 5.95%
     Due 07/06 to 07/11/95         8,800,000     8,788,622
  Supplier Managers
     Acceptance Corp.
     5.98% to 6.00%
     Due 07/05 to 07/19/95         8,600,000     8,576,536
  Whirlpool Corp.
     5.98% Due 07/28/95            4,500,000     4,479,819
  Xerox Corp.
     5.85% Due 07/06/95            7,300,000     7,294,069
                                              ------------
  TOTAL COMMERCIAL PAPER
     (COST $91,014,819)                         91,014,819
                                              ------------
  TOTAL INVESTMENTS
     (COST $526,393,299)              99.3%    571,054,141
  OTHER ASSETS
     & LIABILITIES--NET                  0.7     4,305,336
                                      -----   ------------
  TOTAL NET ASSETS                    100.0%  $575,359,477


  *Non-income producing.
   ADR-American Depositary Receipts.

 **See Note 4.

  +Consists of one share Starwood Lodging Trust and one share Starwood Lodging 
   Corp. common stock.

 ++Consists of one share  Therapeutic Discovery Corp. common  and one Alza Corp.
   warrant exercisable for  the  purchase  of 1/8 share Alza Corp. common at $65
   per full share from 06/11/96 through 12/31/99.

  See accompanying notes to financial statements.

<PAGE>

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

STATEMENT OF ASSETS AND LIABILITIES
June 30, 1995 (unaudited)

- --------------------------------------------------------------------------------
ASSETS:
  Investments at market value (identified cost $526,393,299)       $571,054,141
  Receivable for investment securities sold                           1,502,800
  Receivable for Fund shares sold                                     6,865,547
  Receivable from Adviser                                                 2,624
  Dividends and interest receivable                                   4,175,937
  Prepaid expenses                                                       75,631
- --------------------------------------------------------------------------------
     Total assets                                                   583,676,680
- --------------------------------------------------------------------------------
LIABILITIES:
  Due to custodian bank                                                 368,147
  Payable for investment securities purchased                         6,915,321
  Payable for Fund shares repurchased                                   356,423
  Accrued expenses                                                      677,312
- --------------------------------------------------------------------------------
     Total liabilities                                                8,317,203
- --------------------------------------------------------------------------------
NET ASSETS:
  Paid-in capital                                                   527,902,914
  Accumulated net realized gain on investment transactions            2,864,425
  Distributions in excess of net investment income                      (68,704)
  Net unrealized appreciation of investments                         44,660,842
- --------------------------------------------------------------------------------
     Net assets                                                    $575,359,477
================================================================================
CALCULATION OF NET ASSET VALUE PER SHARE:\
  CLASS A SHARES
   Net asset value per share
     ($38,291,003/2,744,856 shares of beneficial interest 
      outstanding)                                                       $13.95
  Sales charge--4.75% of offering price                                    0.70
                                                                         ------
  Maximum offering price                                                 $14.65
                                                                         ======
  CLASS B SHARES
  Net asset value per share
     ($116,556,678/8,371,585 shares of beneficial interest 
     outstanding)                                                        $13.92
                                                                         ======
  CLASS C SHARES
  Net asset value per share
     ($4,944,577/354,835 shares of beneficial interest outstanding)      $13.93
                                                                         ======
  CLASS Y SHARES
  Net asset value per share
     ($415,567,219/29,765,554 shares of beneficial interest 
     outstanding)                                                        $13.96
                                                                         ======
- --------------------------------------------------------------------------------
See accompanying notes to financial statements. 
<PAGE>

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

STATEMENT OF OPERATIONS For the
Six Months Ended June 30, 1995 (unaudited)

- --------------------------------------------------------------------------------
INVESTMENT INCOME:
  Income:
    Dividends                                                       $  3,898,808
    Interest                                                           6,823,651
- --------------------------------------------------------------------------------
                                                                      10,722,459
  Expenses:
    Advisory fee                                     $1,884,758
    Distribution fee-Class A shares                      22,823
    Distribution and shareholder services 
      fees-Class B shares                               253,569
    Distribution and shareholder services 
      fees-Class C shares                                12,070
    Transfer agent fee                                  246,665
    Registration and filing fees                         96,360
    Reports and notices to shareholders                  28,105
    Custodian fee                                        48,679
    Professional fees                                    24,568
    Trustees' fees and expenses                           6,644
    Insurance expense                                     6,870
    Other                                                 7,677
                                                      ---------
                                                      2,638,788
    Less expense reimbursement                          (11,064)
                                                      ---------
         Total expenses                                                2,627,724
- --------------------------------------------------------------------------------
Net investment income                                                  8,094,735
- --------------------------------------------------------------------------------
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS:
  Net realized gain on investments                                     3,171,370
  Net change in unrealized appreciation (depreciation) 
    of investments                                                    57,446,064
- --------------------------------------------------------------------------------
Net gain on investments                                               60,617,434
- --------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS                 $68,712,169
================================================================================

See accompanying notes to financial statements.
<PAGE>

- --------------------------------------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS

                                                SIX MONTHS
                                                   ENDED
                                               JUNE 30, 1995     YEAR ENDED
                                                 UNAUDITED)    DECEMBER 31, 1994
- --------------------------------------------------------------------------------
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:

   Net investment income                       $  8,094,735      $  10,250,344
   Net realized gain on investments               3,171,370          9,121,276
   Net change in unrealized appreciation
     (depreciation) of investments               57,446,064        (22,489,557)
- --------------------------------------------------------------------------------
      Net increase (decrease) in net assets 
         resulting from operations               68,712,169         (3,117,937)
- --------------------------------------------------------------------------------
DISTRIBUTIONS TO SHAREHOLDERS FROM:
   NET INVESTMENT INCOME
   Class A shares                                  (437,566)                --
   Class B shares                                (1,101,715)                --
   Class C shares                                   (46,524)                --
   Class Y shares                                (6,614,736)       (10,200,009)
- --------------------------------------------------------------------------------
      Total distributions from net investment 
        income                                   (8,200,541)       (10,200,009)
- --------------------------------------------------------------------------------
   IN EXCESS OF NET INVESTMENT INCOME
   Class A shares                                   (14,626)                --
   Class B shares                                   (52,243)                --
   Class C shares                                    (1,835)                --
- --------------------------------------------------------------------------------
      Total distributions in excess of net 
        investment income                           (68,704)                --
- --------------------------------------------------------------------------------
   NET REALIZED GAINS ON INVESTMENTS

   Class A shares                                  (265,883)                --
   Class B shares                                  (799,742)                --
   Class C shares                                   (35,989)                --
   Class Y shares                                (3,585,159)        (6,648,790)
- --------------------------------------------------------------------------------
      Total distributions from net realized 
        gains on investments                     (4,686,773)        (6,648,790)
- --------------------------------------------------------------------------------
      Total distributions to shareholders       (12,956,018)       (16,848,799)
- --------------------------------------------------------------------------------
FUND SHARE TRANSACTIONS (NOTE 8):
      Net increase resulting from Fund share 
        transactions                            188,083,529        111,095,803
- --------------------------------------------------------------------------------
      Net increase in net assets                243,839,680         91,129,067
- --------------------------------------------------------------------------------
NET ASSETS:
   Beginning of year                            331,519,797        240,390,730
- --------------------------------------------------------------------------------
   End of period (including undistributed net 
     investment income/(distributions in 
     excess of net investment income) of 
     ($68,704) and $105,806, respectively)     $575,359,477       $331,519,797
================================================================================
See accompanying notes to financial statements.
<PAGE>
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS
June 30, 1995 (unaudited)

NOTE 1--ORGANIZATION

The  Evergreen  Foundation  Fund (the  "Fund") is one of two  portfolios  of The
Evergreen  Foundation  Trust  (the  "Trust").  The  Trust was  organized  in the
Commonwealth of Massachusetts  as a Massachusetts  business trust on October 19,
1989.  The Fund is  registered  under the  Investment  Company  Act of 1940,  as
amended (the "Act"), as a diversified  open-end  management  investment company.
The Fund commenced investment operations on January 2, 1990.

NOTE 2--ISSUANCE OF MULTIPLE CLASSES OF SHARES

On January 3, 1995, the Fund adopted a multiple class  distribution  program and
created  three new  classes  of shares  designated  Class A, Class B and Class C
shares.  The then existing shares of the Fund were designated  Class Y (no load)
shares.  Class A shares are offered with a front-end sales charge of 4.75% which
will be reduced on purchases  in excess of $100,000.  Class B shares are offered
with a contingent  deferred  sales charge payable when shares are redeemed which
would  decline  from 5% to zero  over a seven  year  period  (after  which it is
expected  that they will convert to Class A shares).  Class C shares are offered
with a  contingent  deferred  sales charge of 1% on shares  redeemed  during the
first year of  purchase.  All four  classes  of shares  have  identical  voting,
dividend,  liquidation  and other  rights,  except  that  certain  classes  bear
different  distribution  expenses (see Note 5) and have exclusive  voting rights
with respect to their distribution plan.

NOTE 3--SIGNIFICANT ACCOUNTING POLICIES

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

   SECURITY  VALUATION:  Portfolio  securities  that are listed on a  securities
   exchange are valued at the last quoted  sales price on the day the  valuation
   is made.  Price  information on listed  securities is taken from the exchange
   where the security is primarily  traded.  Such  securities  not traded on the
   valuation  date are  valued  at the mean  between  the bid and  asked  price.
   Unlisted  securities for which market  quotations  are readily  available are
   valued at a price quoted by one or more brokers.  Debt securities (other than
   short-term  obligations)  are  normally  valued  on the  basis of  valuations
   provided by a pricing  service  when such prices are  believed to reflect the
   value of such  securities.  Securities  for which no  quotations  are readily
   available  are  valued  at fair  value  as  determined  in good  faith by the
   Trustees. Short-term obligations purchased with maturities of 60 days or less
   are  stated at  amortized  cost  which  approximates  market  value.  Cost of
   securities  is  determined  and gains and losses are based upon the  specific
   identification  method for both  financial  statement and Federal  income tax
   purposes.

   FEDERAL TAXES: It is the Fund's policy to comply with the requirements of the
   Internal Revenue Code applicable to regulated  investment  companies,  and to
   distribute  timely all of its  taxable  income and net  capital  gains to its
   shareholders.  Therefore,  no  Federal  income or  excise  tax  provision  is
   required.

   DISTRIBUTIONS TO SHAREHOLDERS:  Distributions to shareholders are recorded on
   the  ex-distribution  date. The amount of  distributions  from net investment
   income and net realized  capital  gains are  determined  in  accordance  with
   Federal  income tax  regulations,  which may differ from  generally  accepted
   accounting  principles.  These "book/tax"  differences are either  considered
   temporary  or  permanent  in nature.  To the  extent  these  differences  are
   permanent  in nature,  such  amounts  are  reclassified  within  the  capital
   accounts based on their Federal tax-basis treatment: temporary differences do
   not  require  reclassification.  Distributions  which  exceed net  investment
   income and net realized  capital gains for financial  reporting  purposes but
   not  for  tax  purposes  are  reported  as  distributions  in  excess  of net
<PAGE>

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

   investment income or net realized capital gains. To the extent  distributions
   exceed  current and  accumulated  earnings and profits for Federal income tax
   purposes, they are reported as distributions of paid-in capital.

   ALLOCATION OF EXPENSES:  Expenses specifically identifiable to the Fund or to
   a class of shares are charged to the Fund or class.  Other expenses common to
   the  Fund  or  the  Trust  as a  whole,  including  the  compensation  of all
   non-affiliated Trustees of the Trust, are primarily allocated to the Funds in
   the Trust or to the classes in the Fund in proportion to net assets.

   OTHER:  Security  transactions  are accounted for on the trade date, the date
   the order to buy or sell is  executed.  Dividend  income is  recorded  on the
   ex-dividend date and interest income is recognized on the accrual basis.

NOTE 4--ADVISORY FEE AND RELATED PARTY
        TRANSACTIONS

The Adviser,  an affiliate of Lieber & Company, is the investment adviser to the
Fund and also  furnishes  the Fund with  administrative  services.  The Adviser,
which  is an  indirect,  wholly-owned  subsidiary  of First  Union  Corporation,
succeeded on June 30, 1994 to the  advisory  business of the same name but under
different  ownership.  The Adviser is entitled to a fee,  accrued daily and paid
monthly,  for the performance of its services at an annual rate of .875 of 1% of
the daily net assets of the Fund.  For the six months ended June 30,  1995,  the
Adviser  voluntarily  reimbursed Class A, Class B and Class C shares for certain
class  specific  expenses  in the  amount of $2,040  for each of the Class A and
Class B  shares  and  $6,984  for  Class  C  shares.  The  Adviser  may,  at its
discretion, revise or cease these voluntary reimbursements at any time. 

Lieber & Company is the  investment  sub-adviser  to the Fund and also  provides
brokerage  services with respect to substantially  all security  transactions of
the Fund effected on the New York or American Stock Exchanges.  For transactions
executed during the six months ended June 30, 1995, the Fund incurred  brokerage
commissions of $32,614 with Lieber & Company.  For the six months ended June 30,
1995, Lieber & Company was reimbursed by the Adviser,  at no additional  expense
to the Fund,  for its cost of  providing  investment  advisory  services  to the
Adviser. 

At June 30, 1995, the Fund owned 58,500 shares of common stock of First Union at
a cost of $2,358,441. During the six months ended June 30, 1995, the Fund earned
$53,820 in dividend income from this investment.  These shares were purchased by
the Fund prior to the  acquisition  of the Adviser and Lieber & Company by First
Union.

NOTE 5--DISTRIBUTION AND SHAREHOLDER
        SERVICES FEES

The Fund has  adopted  for each if its Class A,  Class B and  Class C shares,  a
Distribution  Plan (the "Plans") pursuant to Rule 12b-1 under the Act. Under the
terms of the  Plans,  the Fund may incur  distribution-related  and  shareholder
servicing-related  expenses  which may not exceed,  as a  percentage  of average
daily net assets on an annual basis, .75 of 1% of Class A shares and 1% for both
Class B and  Class  C  shares.  The  payments  under  the  Class A Plan  will be
voluntarily  limited to .25 of 1%. 

In connection with the Plans, the Fund has entered into a distribution agreement
with Evergreen  Funds  Distributor,  Inc.  ("EFD"),  a subsidiary of Furman Selz
Incorporated,  whereby the Fund will  compensate  EFD for its services at a rate
which may not exceed,  as a percentage  of average daily net assets on an annual
basis,  .25 of 1% for Class A shares  and .75 of 1% for both Class B and Class C
shares.  Such fees are accrued  daily and paid monthly.  The Agreement  provides
that EFD will use such fees to finance activities that promote the sale of Class
A, Class B and Class C shares.

<PAGE>


- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

A portion of the payments  under the Class B and Class C Plans,  up to .25 of 1%
of average daily net assets may  constitute a shareholder  services fee. EFD has
entered  into a  Shareholder  Services  Agreement  with  First  Union  Brokerage
Services ("FUBS"), an affiliate of the Adviser, whereby EFD will compensate FUBS
for certain  services  provided to  shareholders  and/or for the  maintenance of
shareholder's  accounts relating to the Fund's Class B and Class C shares.  Such
fees are accrued daily and paid monthly.

NOTE 6--PORTFOLIO TRANSACTIONS

Cost of purchases and proceeds from sales of investments  other than  short-term
and  U.S.  Government   obligations   aggregated  $81,750,712  and  $40,368,994,
respectively,  for the six months  ended June 30, 1995.  Cost of  purchases  and
proceeds  from  sales  of  long-term  U.S.  Government   obligations  aggregated
$84,144,149 and $25,538,281, respectively, during the same period.

The aggregate cost of investments owned at June 30, 1995, for Federal income tax
purposes is $526,476,818 due to sales of certain  portfolio  securities on which
losses  are  deferred  for  Federal  income  tax  purposes.   Gross   unrealized
appreciation  and  depreciation  of securities was  $53,557,043  and $8,979,720,
respectively,  resulting in net unrealized  appreciation  for Federal income tax
purposes of $44,577,323.

NOTE 7--FINANCING AGREEMENT

The Fund has a financing agreement with State Street Bank and Trust Company (the
"Bank"),  which provides the Fund with a line of credit, in the aggregate amount
of the lesser of $10,000,000 or 5% of the value of the Fund's net assets,  to be
accessed for  temporary or emergency  purposes.  Borrowings  under the line bear
interest  at 1% above the Bank's cost of funds as set  periodically  by the Bank
and are secured by securities pledged by the Fund. For the six months ended June
30, 1995, the Fund had no borrowings under the line of credit. 
<PAGE>

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

NOTE 8--SHARES OF BENEFICIAL INTEREST

There is an unlimited  number of $.0001 par value shares of beneficial  interest
authorized,  divided into four classes, designated Class A, Class B, Class C and
Class Y shares. Transaction in shares of beneficial interest were as follows:

                           SIX MONTHS ENDED
                             JUNE 30, 1995
                              (UNAUDITED)
- ----------------------------------------------
                         SHARES      DOLLARS
- ----------------------------------------------
CLASS A*

Shares sold           2,923,146   $38,319,533
Shares issued on
  reinvestments of
  distributions          51,682       702,887
Shares redeemed        (229,973)   (3,116,240)
- ----------------------------------------------
Net increase          2,744,855   $35,906,180
==============================================
CLASS B*

Shares sold           8,338,150  $109,635,002
Shares issued on
  reinvestments
  of distributions      139,590     1,896,062
Shares redeemed        (106,156)   (1,431,092)
- ----------------------------------------------
Net increase          8,371,584  $110,099,972
==============================================
CLASS C*
Shares sold             354,572    $4,632,469
Shares issued
  on reinvestments
  of distributions        6,132        83,103
Shares redeemed          (5,870)      (79,786)
- ----------------------------------------------
Net increase            354,834    $4,635,786
==============================================
CLASS Y

Shares sold           5,123,490   $68,712,839
Shares issued on
  reinvestments
  of distributions      713,035     9,615,937
Shares redeemed      (3,098,928)  (40,887,185)
- ----------------------------------------------
Net increase          2,737,597   $37,441,591
==============================================
TOTAL NET INCREASE
  RESULTING FROM FUND
  SHARE TRANSACTIONS 14,208,870  $188,083,529
==============================================


                             YEAR ENDED
                         DECEMBER 31, 1994
- ----------------------------------------------
                        SHARES     DOLLARS
- ----------------------------------------------
CLASS Y

Shares sold          13,838,993  $176,755,199
Shares issued on
  reinvestment
  of distributions    1,277,157    15,798,795
Shares redeemed      (6,406,804)  (81,458,191)
- ----------------------------------------------
Net increase          8,709,346  $111,095,803
==============================================

* For Class A, Class B and Class C shares,  the Fund share transaction  activity
  reflects the period from  commencement  of class  operations,  January 3, 1995
  through June 30, 1995.

<PAGE>

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------

FINANCIAL HIGHLIGHTS  (UNAUDITED)

                                             FOR THE PERIOD JANUARY 3, 1995* THROUGH JUNE 30, 1995
                                             -----------------------------------------------------
PER SHARE DATA                               CLASS A SHARES     CLASS B SHARES      CLASS C SHARES
- --------------------------------------------------------------------------------------------------
<S>                                               <C>               <C>                  <C>   
Net asset value, beginning of period              $12.24            $12.24               $12.24
- --------------------------------------------------------------------------------------------------
Income from investment operations:
  Net investment income                              .19               .16                  .14
  Net realized and unrealized gain
    on investments                                  1.88              1.85                 1.86
- --------------------------------------------------------------------------------------------------
    Total from investment operations                2.07              2.01                 2.00
- --------------------------------------------------------------------------------------------------
Less distributions to shareholders from:
  Net investment income                             (.19)             (.16)                (.14)
  In excess of net investment income                (.04)             (.04)                (.04)
  Net realized gains                                (.13)             (.13)                (.13)
- --------------------------------------------------------------------------------------------------
    Total distributions                             (.36)             (.33)                (.31)
- --------------------------------------------------------------------------------------------------
Net asset value, end of period                    $13.95            $13.92               $13.93
==================================================================================================
TOTAL RETURN+                                      16.7%             16.2%                16.2%
RATIOS & SUPPLEMENTAL DATA:
Net assets, end of period
  (000's omitted)                                $38,291          $116,557              $4,945
Ratios to average net assets:
  Expenses++                                       1.33%             2.08%                2.27%
  Net investment income++                          3.82%             3.10%                2.88%

Portfolio turnover rate**                            18%               18%                  18%
==================================================================================================
</TABLE>

 + Total  return  is  calculated  on net asset  value  per share for the  period
   indicated and is not annualized.  Initial sales or contingent  deferred sales
   charges are not reflected.

++ Annualized and net of voluntary expense reimbursements. If the Fund had borne
   all  expenses  that were  assumed by the Adviser,  the  annualized  ratios of
   expenses and net  investment  income to average net assets would be 1.35% and
   3.80%, respectively,  for Class A Shares, 2.09% and 3.09%, respectively,  for
   Class B Shares and 2.85% and 2.30%,  respectively for Class C Shares.  Due to
   the recent  commencement of their  offering,  the ratios for Class A, Class B
   and  Class C shares  are not  necessarily  comparable  to that of the Class Y
   Shares, and are not necessarily indicative of future ratios.

 * Commencement of class operations.

** Portfolio  turnover rate is  calculated  for the six months period ended June
   30, 1995.

See accompanying notes to financial statements.

<PAGE>
<TABLE>
<CAPTION>

- ---------------------------------------------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
CLASS Y SHARES

                                                                                                      FOR THE PERIOD
                                             SIX MONTHS                                              JANUARY 2, 1990*
                                               ENDED                  YEAR ENDED DECEMBER 31,                TO 
                                           JUNE 30, 1995     --------------------------------------     DECEMBER 31,            
PER SHARE DATA                              (UNAUDITED)      1994        1993      1992       1991          1990
- -----------------------------------------------------------------------------------------------------------------------
<S>                                           <C>            <C>        <C>       <C>         <C>         <C>   
Net asset value, beginning of year            $12.27         $13.12     $11.98    $10.75      $8.95       $10.00
- -----------------------------------------------------------------------------------------------------------------------
Income (loss) from investment operations:
  Net investment income                          .24            .42        .31       .27        .33        1.23 (b)
  Net realized and unrealized gain (loss)
    on investments                              1.81           (.57)      1.55      1.83       2.77         (.59)
- -----------------------------------------------------------------------------------------------------------------------
      Total from investment operations          2.05           (.15)      1.86      2.10       3.10          .64
- -----------------------------------------------------------------------------------------------------------------------
Less distributions to shareholders from:
  Net investment income                        (.23)           (.42)      (.31)     (.24)      (.33)       (1.17)
  Net realized gains                           (.13)           (.28)      (.41)     (.63)      (.97)        (.52)
- -----------------------------------------------------------------------------------------------------------------------
      Total distributions                      (.36)           (.70)      (.72)     (.87)     (1.30)       (1.69)
- -----------------------------------------------------------------------------------------------------------------------
Net asset value, end of period                $13.96         $12.27     $13.12    $11.98     $10.75        $8.95
=======================================================================================================================
TOTAL RETURN++                                 16.8%          (1.1%)     15.7%     20.0%      36.4%         6.6%
RATIOS & SUPPLEMENTAL DATA:
Net assets, end of period (in millions)         $416           $332       $240       $64        $11           $2

Ratios to average net assets:
  Expenses                                     1.09%+         1.14%      1.20%    1.40% (a)  1.20% (a)       -- (a)
  Net investment income                        3.85%+         3.51%      2.81%     2.93%(a)  2.86% (a)    15.07%(a)(b)+

Portfolio turnover rate                          18%            33%        60%      127%       178%         131%
=======================================================================================================================
</TABLE>

 +  Annualized.
++  Total Return is calculated for the periods  indicated and is not annualized.
 *  Commencement of operations.
(a) Net of  voluntary  advisory  fee waivers and  expense  reimbursements by the
    Adviser.  If the Fund had borne all expenses  that were assumed or waived by
    the Adviser,  the annualized ratios of expenses and net investment income to
    average net assets,  exclusive of any applicable state expense  limitations,
    would be 1.43% and  2.90%,  respectively,  for the year ended  December  31,
    1992, 2.58% and 1.48%,  respectively,  for the year ended December 31, 1991,
    and  3.64% and  11.43%,  respectively,  for the  period  January  2, 1990 to
    December 31, 1990.
(b) Includes  receipt  of a  special  dividend  representing  $.62 per share net
    investment income and 7.59% of average net assets.

See accompanying notes to financial statements.
<PAGE>

- --------------------------------------------------------------------------------
EVERGREEN FAMILY OF FUNDS

DOMESTIC GROWTH FUNDS
U.S. Real Estate Equity Fund
Aggressive Growth Fund
Limited Market Fund
Evergreen Fund

International/Global Growth Funds
Global Real Estate Equity Fund
Emerging Markets Growth Fund
International Equity Fund

GROWTH AND INCOME FUNDS
Growth & Income Fund
Value Fund
Total Return Fund
Evergreen Foundation Fund
Balanced Fund
American Retirement Fund

SPECIALTY GROWTH AND INCOME FUNDS
Small Cap Equity Income Fund
Tax Strategic Foundation
Utility Fund

INCOME FUNDS
U.S. Government Fund
Fixed Income Fund

STATE TAX-FREE FUNDS
Florida High Income Municipal Bond Fund
Florida Municipal Bond Fund
Georgia Municipal Bond Fund
North Carolina Municipal Bond Fund
South Carolina Municipal Bond Fund
Virginia Municipal Bond Fund

TAX FREE FUNDS
High Grade Tax Free Fund
Short-Intermediate Municipal Fund-California
Short-Intermediate Municipal Fund

MONEY MARKET FUNDS
Money Market Fund
Tax Exempt Money Market Fund
Treasury Money Market Fund

<PAGE>
     TRUSTEES
     Laurence B. Ashkin
     Foster Bam
     James S. Howell
     Robert J. Jeffries
     Gerald M. McDonnell
     Thomas L. McVerry
     William Walt Pettit
     Russell A. Salton, III, M.D.
     Michael S. Scofield

     INVESTMENT ADVISER
     Evergreen Asset Management Corp.
     2500 Westchester Avenue
     Purchase, New York 10577

     CUSTODIAN & TRANSFER AGENT
     State Street Bank and Trust Company

     LEGAL COUNSEL
     Shereff, Friedman, Hoffman & Goodman

     INDEPENDENT ACCOUNTANTS
     Price Waterhouse LLP

     DISTRIBUTOR
     Evergreen Funds Distributor, Inc.

     The investment advisers to the Evergreen Funds are Capital Management Group
     of First Union National Bank of North Carolina ("FUNB-NC") and Evergreen
     Asset Management Corp., which is wholly owned by FUNB-NC. Investments in
     the Evergreen Funds are not endorsed or guaranteed by First Union or its
     subsidiaries, are not deposits or other obligations of First Union or its
     subsidiaries, are not insured or otherwise protected by the Federal Deposit
     Insurance Corporation, the Federal Reserve Board, or any other government
     agency, and involve investment risks, including possible loss of principal.

     The Evergreen Funds are sponsored and distributed by Evergreen Funds
     Distributor, Inc., which is independent of Evergreen and First Union.

     EVERGREEN FOUNDATION FUND
     2500 Westchester Avenue
     Purchase, New York 10577

     536582
<PAGE>



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