Investment Manager
Legg Mason Fund Adviser, Inc.
Baltimore, MD
Investment Adviser
Legg Mason Capital Management, Inc.
Baltimore, MD
Board of Trustees
John F. Curley, Jr., Chairman
Edmund J. Cashman, Jr., President
Richard G. Gilmore
Arnold L. Lehman
Dr. Jill E. McGovern
G. Peter O'Brien
T. A. Rodgers
Edward A. Taber, III
Transfer and Shareholder Servicing Agent
Boston Financial Data Services
Boston, MA
Custodian
State Street Bank & Trust Company
Boston, MA
Counsel
Kirkpatrick & Lockhart LLP
Washington, D.C.
Independent Accountants
PricewaterhouseCoopers LLP
Baltimore, MD
This report is not to be distributed unless preceded or
accompanied by a prospectus.
Legg Mason Wood Walker, Incorporated
- --------------------------------------------------------------------------------
100 Light Street
P.O. Box 1476, Baltimore, MD 21203-1476
410 o 539 o 0000
SEMI-ANNUAL REPORT
SEPTEMBER 30, 1999
LEGG MASON
TAX-FREE
INCOME FUND
MARYLAND TAX-FREE
PENNSYLVANIA TAX-FREE
TAX-FREE
INTERMEDIATE-TERM
PRIMARY CLASS
[LEGG MASON LOGO APPEARS HERE]
The Art of Investing(SM)
<PAGE>
TO OUR SHAREHOLDERS,
We are pleased to provide you with Legg Mason Tax-Free Income Fund's
semi-annual report for the six months ended September 30, 1999. This report
includes financial information for the Primary Class of the three series of the
Fund: Maryland Tax-Free, Pennsylvania Tax-Free and Tax-Free Intermediate.
The following table summarizes key statistics for each Fund, as of September
30, 1999:
Average Net Asset Value
SEC Yield* Weighted Maturity Per Share
---------- ----------------- ---------
Maryland Tax-Free 4.50% 14.78 Years $15.49
Pennsylvania Tax-Free 4.51% 15.38 Years 15.64
Tax-Free Intermediate 3.94% 7.53 Years 15.17
Each of the Funds seeks a high level of current income exempt from federal
income tax. Maryland Tax-Free also seeks income which is exempt from Maryland
state and local income taxes, and Pennsylvania Tax-Free also seeks income which
is exempt from Pennsylvania personal income tax. The Funds purchase only
securities which have received investment grade ratings from Moody's Investors
Service or Standard & Poor's, or which are judged by their investment adviser to
be of comparable quality. Moody's ratings of securities currently owned by the
Funds are:
Maryland Pennsylvania Tax-Free
Tax-Free Tax-Free Intermediate
-------- -------- ------------
Aaa 46.4% 70.9% 69.2%
Aa 32.3 22.1 19.8
A 13.8 1.4 6.8
Baa 2.8 -- 1.2
Short-term securities 4.7 5.6 3.0
In common with most other bond funds, net asset values per share of each of
the Funds have declined over the past year in response to rising interest rates.
For the six months ended September 30, 1999, total returns for Maryland
Tax-Free, Pennsylvania Tax-Free and Tax-Free Intermediate were -2.84%, -2.93%
and -1.14%, respectively. (Total return measures investment performance in terms
of appreciation or depreciation in net asset value per share plus dividends and
any capital gain distributions. It assumes that dividends and distributions were
reinvested at the time they were paid. The initial sales charge for each Fund is
being waived through July 31, 2000, and no initial sales charges are reflected
in the total return calculations above.) Past performance does not guarantee
future results.
Normally, the average weighted maturity for Maryland Tax-Free and
Pennsylvania Tax-Free will be kept within a range of 12 to 24 years. Because of
their relatively long average weighted maturities, these Funds offer potentially
higher yields than short-term and intermediate-term tax-free bond funds.
However, their net asset values per share typically will decline more when
interest rates rise and gain more when interest rates fall than net asset values
per share of tax-free bond funds with short- and intermediate-term average
weighted maturities. Tax-Free Intermediate's weighted average
- --------------
*SEC yields reported are for the 30 days ended September 30, 1999. If no fees
had been waived by the Adviser, the 30-day SEC yields for Maryland Tax-Free,
Pennsylvania Tax-Free and Tax-Free Intermediate would have been 4.26%, 4.15% and
3.63%, respectively.
<PAGE>
maturity is normally kept within an intermediate-term maturity range of 2 to 10
years. We expect that, in most market periods, Tax-Free Intermediate will offer
greater price stability than municipal bond funds with longer maturities, while
earning somewhat lower yields.
With less than three months to go until the end of the century, attention
continues to focus on the Year 2000 issue. As you know, the Year 2000 issue is a
computer programming problem that affects the ability of computers to correctly
process dates of January 1, 2000, and beyond. We believe the Year 2000 date
change will have no adverse impact on Legg Mason's ability to service its
clients. We are on target to complete this important project. Industry-wide
testing sponsored by the Securities Industry Association ("SIA") was conducted
in March and April of 1999, with Legg Mason, its brokerage subsidiaries and
primary vendors actively participating and achieving positive results.
Legg Mason's Year 2000 Project has four phases. The Inventory Phase and the
Assessment Phase are already complete. The Remediation Phase and the Testing
Phase are currently underway and on target. Renovation and replacement of
existing internal systems, where necessary, is also complete, and all of our
critical vendors have certified their Year 2000 compliance. Most noncritical
vendors have also certified their Year 2000 compliance, and we expect the
remaining vendors to certify their compliance shortly. Although individual
customer testing will not be available, we have successfully tested models
representing all forms of accounts maintained at Legg Mason, including the
Funds' shareholder accounts.
Some shareholders regularly add to their holdings by authorizing monthly
transfers from their bank checking or Legg Mason accounts. Your Financial
Advisor will be happy to help you make these arrangements if you would like to
purchase shares in this convenient way.
Sincerely,
/s/ John F. Curley, Jr.
-----------------------
John F. Curley, Jr.
Chairman
October 27, 1999
2
<PAGE>
Statement of Net Assets
Legg Mason Tax-Free Income Fund
September 30, 1999 (Unaudited)
(Amounts in Thousands)
Maryland Tax-Free Income Trust
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Rate Maturity Date Par Value
- -------------------------------------------------------------------------------------------------------------------
Municipal Bonds -- 93.8%
Annapolis (City of), Economic Development
Revenue (St. John's College Facility), Series 1998 5.50% 10/1/18 $1,000 $ 945
Annapolis (City of), Economic Development
Revenue (St. John's College Facility), Series 1998 5.50% 10/1/23 870 809
Anne Arundel County (Baltimore Gas & Electric
Project), PCR Refunding 6.00% 4/1/24 4,500 4,560
Anne Arundel County, Consolidated Water and
Sewer, GO 5.00% 9/1/16 1,000 934
Anne Arundel County, Maryland, GO 6.50% 5/15/06 1,000 1,100
Baltimore City Water Utility Project
(Water Projects), Series A Refunding
(Pre-refunded 7/1/00) (MBIA insured) 6.50% 7/1/20 1,250 1,276(A)
Baltimore County, Consolidated Public
Improvement, GO (Pre-refunded 7/1/02) 6.125% 7/1/09 2,000 2,131(A)
Baltimore County, Consolidated Public
Improvement, GO 4.75% 7/1/18 3,150 2,808
Baltimore County, Maryland, GO Bond,
Baltimore County Pension Funding Bonds,
1998 Refunding Series 5.125% 8/1/12 1,000 994
Baltimore County, Nursing Home (Stella Maris),
Series A (Pre-refunded 3/1/01) 7.25% 3/1/11 890 942(A)
Baltimore, Maryland, Consolidated Public
Improvement, Series D Refunding
(AMBAC insured) 6.00% 10/15/06 1,140 1,227
Baltimore, Maryland, Revenue Refunding
Waste Water Project, Series A (FGIC insured) 5.00% 7/1/22 1,550 1,412
Baltimore, Maryland, Revenue Refunding
Waste Water Project, Series A (FGIC insured) 5.50% 7/1/26 1,000 978
Calvert County, Maryland (Baltimore Gas &
Electric Project), PCR Refunding 5.55% 7/15/14 1,000 994
Carroll County, Consolidated Public
Improvement, GO 5.375% 11/1/20 1,395 1,348
Carroll County, Consolidated Public
Improvement, GO 5.375% 11/1/25 1,000 953
Charles County, GO (Pre-refunded 6/1/01) 6.60% 6/1/06 1,000 1,058(A)
Frederick County, GO Series 1990
(Pre-refunded 8/1/03) 6.625% 8/1/20 250 274(A)
Frederick County, Public Facility 1991 GO
(Pre-refunded 5/1/01) 6.50% 5/1/07 650 686(A)
</TABLE>
3
<PAGE>
Statement of Net Assets--Continued
Legg Mason Tax-Free Income Fund
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Maryland Tax-Free Income Trust -- Continued
Rate Maturity Date Par Value
- -------------------------------------------------------------------------------------------------------------------
Harford County, GO (Pre-refunded 12/1/00) 6.40% 12/1/10 $ 500 $ 524(A)
Harford County, GO 5.00% 3/1/12 1,000 979
Howard County, Consolidated Public Improvement,
GO Series A (Pre-refunded 2/15/00) 6.50% 2/15/11 700 707(A)
Howard County, Metropolitan District GO
Series B Refunding 6.00% 8/15/19 1,500 1,534
Howard County, Metropolitan District GO
Series 1998 A Refunding 5.50% 2/15/27 1,000 967
Howard County, Metropolitan District GO
Series 1998 A Refunding 4.75% 2/15/27 3,385 2,883
Howard County, Public Improvement GO
Series B Refunding 0% 8/15/07 1,000 679(B)
Laurel (City of), Public Improvement GO Refunding
(Pre-refunded 7/1/01) (MBIA insured) 7.00% 7/1/09 250 267(A)
Laurel (City of), Public Improvement GO Refunding
(Pre-refunded 7/1/01) (MBIA insured) 7.00% 7/1/11 1,000 1,067(A)
Maryland Community Development Administration,
Multi-Family Insured Mortgage Series B 5.80% 5/15/26 1,500 1,480
Maryland Community Development Administration,
Multi-Family Insured Mortgage Series G 7.10% 5/15/23 150 155
Maryland Community Development Administration,
Single Family AMT Fourth Series 7.45% 4/1/32 755 779
Maryland Community Development Administration,
Single Family AMT Second Series 6.65% 4/1/04 1,000 1,026
Maryland Community Development Administration,
Single Family AMT Sixth Series 7.125% 4/1/14 365 372
Maryland Community Development Administration,
Single Family Non-AMT Third Series 7.25% 4/1/27 670 691
Maryland Department of Transportation,
Consolidated Transportation, Series 1991
(Pre-refunded 9/1/00) 6.25% 9/1/03 1,000 1,035(A)
Maryland Health and Higher Educational Facilities
Authority, Anne Arundel Medical Center Issue,
Series 1998 (FSA insured) 5.125% 7/1/28 2,000 1,804
Maryland Health and Higher Educational Facilities
Authority, College of Notre Dame
(MBIA insured) 5.30% 10/1/18 925 894
Maryland Health and Higher Educational Facilities
Authority, College of Notre Dame
(MBIA insured) 4.65% 10/1/23 1,400 1,174
</TABLE>
4
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Rate Maturity Date Par Value
- -------------------------------------------------------------------------------------------------------------------
Maryland Health and Higher Educational Facilities
Authority, Francis Scott Key Medical Center
Refunding 5.625% 7/1/25 $ 995 $ 963
(Pre-refunded 7/1/00) (FGIC insured) 6.75% 7/1/23 1,500 1,563(A)
Refunding (FGIC insured) 5.00% 7/1/23 2,000 1,797
Maryland Health and Higher Educational Facilities
Authority, Greater Baltimore Medical Center
(Pre-refunded 7/1/01) 6.75% 7/1/19 1,000 1,063(A)
Maryland Health and Higher Educational Facilities
Authority, Howard County General Hospital
(Pre-refunded 7/1/01) 5.50% 7/1/21 2,825 2,796(A)
Maryland Health and Higher Educational Facilities
Authority, Johns Hopkins Hospital Series 1990 0% 7/1/19 4,000 1,271(B)
Maryland Health and Higher Educational Facilities
Authority, Johns Hopkins Medicine Refunding
(MBIA insured) 5.00% 7/1/29 2,000 1,787
Maryland Health and Higher Educational Facilities
Authority, Johns Hopkins University Refunding 6.00% 7/1/08 1,000 1,077
Maryland Health and Higher Educational Facilities
Authority, Johns Hopkins University Refunding 6.00% 7/1/10 500 538
Maryland Health and Higher Educational Facilities
Authority, Johns Hopkins University, Series 1997
Refunding 5.625% 7/1/17 1,000 1,001
Maryland Health and Higher Educational Facilities
Authority, Kennedy Institute, Series 1991
(Pre-refunded 7/1/01) 7.40% 7/1/11 630 676(A)
(Pre-refunded 7/1/01) 6.75% 7/1/22 1,000 1,043(A)
Maryland Health and Higher Educational Facilities
Authority, Kennedy Krieger Issue, Series 1997
Refunding 5.125% 7/1/22 1,000 842
Maryland Health and Higher Educational Facilities
Authority, Loyola College Issue, Series 1999 5.00% 10/1/39 1,000 864
Maryland Health and Higher Educational Facilities
Authority, Loyola College, Series A Refunding
(MBIA insured) 5.375% 10/1/26 3,750 3,593
Maryland Health and Higher Educational Facilities
Authority, Maryland Institute, College Of Art Issue
(FSA insured) 5.00% 6/1/29 2,000 1,775
Maryland Health and Higher Educational Facilities
Authority, Medlantic/Helix Issue Revenue Bonds,
Series 1998 B (AMBAC insured) 5.25% 8/15/38 2,900 2,631
</TABLE>
5
<PAGE>
Statement of Net Assets--Continued
Legg Mason Tax-Free Income Fund
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Maryland Tax-Free Income Trust -- Continued
Rate Maturity Date Par Value
- -------------------------------------------------------------------------------------------------------------------
Maryland Health and Higher Educational Facilities
Authority, Union Memorial Hospital,
Series A (MBIA insured) 6.75% 7/1/11 $ 65 $ 69
Series A (MBIA insured) 6.75% 7/1/21 390 414
Maryland Health and Higher Educational Facilities
Authority, Union Memorial Hospital, Series A
(Pre-refunded 7/1/01) (MBIA insured) 6.75% 7/1/11 35 37(A)
(Pre-refunded 7/1/01) (MBIA insured) 6.75% 7/1/21 210 223(A)
Maryland Health and Higher Educational Facilities
Authority, Union Memorial Hospital, Series B
(Pre-refunded 7/1/01) (MBIA insured) 6.75% 7/1/11 500 531(A)
(Pre-refunded 7/1/01) (MBIA insured) 6.75% 7/1/21 1,300 1,381(A)
Maryland Health and Higher Educational Facilities
Authority, University of Maryland Medical System,
Series 1993 Refunding (FGIC insured) 5.375% 7/1/13 2,000 1,995
Maryland National Capital Park and Planning
Commission (Prince George's County),
Series L2 (Pre-refunded 7/1/02) 6.00% 7/1/05 500 531(A)
Maryland Stadium Authority, Sports Facilities
Lease Revenue (AMBAC insured) 5.75% 3/1/18 1,000 1,008
Maryland Stadium Authority, Sports Facilities
Lease Revenue AMT Series D 7.50% 12/15/10 4,100 4,209
Maryland Stadium Authority, Sports Facilities
Lease Revenue AMT Series D 7.60% 12/15/19 2,405 2,469
Maryland State and Local Facilities Loan, GO 5.60% 3/15/08 1,000 1,041
Maryland Transportation Authority, Series 1985
Refunding 5.75% 7/1/15 5,250 5,291
Maryland Water Quality Financing Administration,
Revolving Loan Fund Revenue, Series 1993A
(Pre-refunded 9/1/03) 5.40% 9/1/12 1,500 1,551(A)
Mayor and City Council of Baltimore, Baltimore City
Water Projects Refunding (FGIC insured) 5.00% 7/1/24 5,600 5,069
Mayor and City Council of Baltimore, Capital
Appreciation, GO Series A (FGIC insured) 0% 10/15/11 940 482(B)
(Pre-refunded 10/15/05) (FGIC insured) 0% 10/15/11 1,060 553(A),(B)
Mayor and City Council of Baltimore, Parking
Revenue, Series A (Pre-refunded 7/1/02)
(FGIC insured) 6.25% 7/1/21 500 534(A)
</TABLE>
6
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Rate Maturity Date Par Value
- -------------------------------------------------------------------------------------------------------------------
Montgomery County (Potomac Electric Project),
1994 Series, PCR Refunding 5.375% 2/15/24 $1,000 $ 946
Montgomery County, Consolidated Public
Improvement, GO Series A Refunding 5.80% 7/1/07 2,750 2,931
Montgomery County, Consolidated Public
Improvement, GO Series A Refunding 0% 7/1/10 3,000 1,724(B)
Montgomery County, HOC Single Family, Series A 6.80% 7/1/17 830 852
Montgomery County, Parking Revenue
(Silver Spring Parking Lot), 1992 Series A,
Refunding (FGIC insured) 6.25% 6/1/07 2,000 2,122
Morgan State University, Academic and
Auxiliary Fees Revenue, Series A
(Pre-refunded 7/1/00) (MBIA insured) 7.00% 7/1/20 1,000 1,044(A)
Northeast Maryland Waste Disposal
Authority, Solid Waste Revenue
(Montgomery County Resource
Recovery Project) AMT Series 1993A 6.00% 7/1/07 1,000 1,033
Northeast Maryland Waste Disposal
Authority, Solid Waste Revenue
(Montgomery County Resource
Recovery Project) AMT Series 1993A 6.30% 7/1/16 3,000 3,094
Port Facilities Revenue (Consolidated
Coal Sales Co. Project), Series A 6.50% 10/1/11 5,000 5,344
Port Facilities Revenue (Consolidated
Coal Sales Co. Project), Series B 6.50% 10/1/11 1,000 1,069
Prince George's County (Potomac Electric Project),
1993 Series PCR Refunding 6.375% 1/15/23 2,250 2,341
Prince George's County, Consolidated Public
Improvement, GO Refunding 6.70% 7/1/04 585 618
Prince George's County, Consolidated Public
Improvement, GO Refunding 6.75% 7/1/11 585 619
Prince George's County, Solid Waste Management
System Revenue, Series 1990
(Pre-refunded 6/30/00) 6.75% 6/30/02 250 261(A)
Prince George's County, Solid Waste Management
System Revenue, Series 1990
(Pre-refunded 6/30/00) 6.90% 6/30/06 750 782(A)
Prince George's County, Solid Waste Management
System Revenue, Series 1993 Refunding 5.25% 6/15/13 1,000 952
State of Maryland, GO, Third Series 6.70% 7/15/02 500 514
</TABLE>
7
<PAGE>
Statement of Net Assets--Continued
Legg Mason Tax-Free Income Fund
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Maryland Tax-Free Income Trust -- Continued
Rate Maturity Date Par Value
- -------------------------------------------------------------------------------------------------------------------
State of Maryland, GO 5.40% 6/1/07 $2,000 $2,069
State of Maryland, GO, First Series
(Pre-refunded 3/1/00) 6.70% 3/1/04 1,500 1,541(A)
State of Maryland, GO Bond, State and Local
Facilities Loan of 1995, Second Series 5.00% 10/15/04 1,000 1,026
Talbot County, Bank Qualified, GO
(Pre-refunded 5/1/01) 6.70% 5/1/10 500 529(A)
(Pre-refunded 5/1/01) 6.70% 5/1/11 415 439(A)
University of Maryland, Auxiliary Facilities and
Tuition Revenue, Series A 5.60% 4/1/15 1,000 1,005
University of Maryland, Auxiliary Facilities and
Tuition Revenue, Series A Refunding 5.125% 4/1/17 2,000 1,878
University of Maryland, Auxiliary Facilities and
Tuition Revenue, Series B (Pre-refunded 10/1/02) 6.375% 4/1/09 1,000 1,076(A)
University System of Maryland, Auxiliary Facility
and Tuition Revenue, Bonds 1999 Series A 4.50% 10/1/19 5,000 4,221
Washington County, Maryland (Water &
Sewer Project), GO Refunding (FGIC insured) 0% 1/1/17 385 144(B)
Washington Suburban Sanitary District 5.50% 6/1/13 1,000 1,009
Washington Suburban Sanitary District
(Pre-refunded 6/1/02) 6.10% 6/1/07 1,000 1,063(A)
Washington Suburban Sanitary District, First Series
(Pre-refunded 6/1/01) 6.90% 6/1/13 400 425(A)
Washington Suburban Sanitary District Refunding 5.00% 6/1/10 1,000 996
Washington Suburban Sanitary District Refunding 5.25% 6/1/11 1,000 1,004
Washington Suburban Sanitary District Refunding 5.25% 6/1/15 1,000 952
Washington Suburban Sanitary District Refunding 5.25% 6/1/16 1,000 975
Washington Suburban Sanitary District Refunding 5.75% 6/1/17 2,000 2,053
Worcester County Sanitary District, GO
(Pre-refunded 5/1/01) 6.75% 5/1/15 115 122(A)
- -------------------------------------------------------------------------------------------------------------------
Total Municipal Bonds (Identified Cost-- $143,943) 145,887
- -------------------------------------------------------------------------------------------------------------------
VARIABLE RATE DEMAND OBLIGATIONS(C) -- 4.7%
District of Columbia Revenue Multimodal
Medlantic, Series C 5.35% 10/1/99 800 800
Harris County, Texas Health Facilities Development
Corporation, Hospital Revenue Bonds
(Methodist Hospital System Project), Series 1994 3.95% 10/1/99 3,000 3,000
</TABLE>
8
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Rate Maturity Date Par Value
- -------------------------------------------------------------------------------------------------------------------
Jackson County, Mississippi Port Facility
Refunding Revenue Bonds
(Chevron U.S.A. Inc. Project), Series 1993 3.90% 10/1/99 $1,000 $ 1,000
Lincoln County, Wyoming Pollution Control
Revenue Bonds (Exxon Project), Series 1985 3.85% 10/1/99 2,500 2,500
-------
Total Variable Rate Demand Obligations
(Identified Cost-- $ 7,300) 7,300
- --------------------------------------------------------------------------------------------------------------------
Total Investments-- 98.5% (Identified Cost-- $ 151,243) 153,187
Other Assets Less Liabilities-- 1.5% 2,264
-------
Net assets consisting of:
Accumulated paid-in capital applicable to:
10,036 shares outstanding $154,126
Accumulated net realized gain/(loss) on investments (619)
Unrealized appreciation/(depreciation) of investments 1,944
---------
Net assets-- 100.0% $155,451
---------
Net asset value, redemption price and maximum offering price per share:D
$15.49
---------
- ----------------------------------------------------------------------------------------------------------------------
</TABLE>
(A)Pre-refunded bond -- Bonds are referred to as pre-refunded when the
issue has been advance refunded by a subsequent issue. The original
issue is usually escrowed with U.S. Treasury securities in an amount
sufficient to pay the interest, principal and call premium, if any, to
the earliest call date. On that call date, the bond "matures."
The pre-refunded date is used in determining weighted average portfolio
maturity.
(B)Zero-coupon bond -- A bond with no periodic interest payments which is
sold at such a discount as to produce a current yield to maturity.
(C)The rate shown is the rate as of September 30, 1999, and the maturity
shown is the longer of the next interest readjustment date or the date
the original principal amount owed can be recovered through demand.
(D)Sales charges are being waived for the period November 1, 1997 through
July 31, 2000. If the sales charge were in effect, the maximum offering
price at September 30, 1999, would have been $15.93.
A guide to abbreviations follows Sector Diversification.
See notes to financial statements.
9
<PAGE>
Statement of Net Assets
Legg Mason Tax-Free Income Fund
September 30, 1999 (Unaudited)
(Amounts in Thousands)
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Pennsylvania Tax-Free Income Trust
Rate Maturity Date Par Value
- -------------------------------------------------------------------------------------------------------------------
MUNICIPAL BONDS -- 93.2%
Allegheny County Hospital Development Authority,
Children's Hospital Refunding
(MBIA insured) 6.875% 7/1/14 $1,000 $ 1,018
Allegheny County Hospital Development Authority,
Presbyterian University Health System, Inc.
Series 1992-B Refunding (MBIA insured) 6.00% 11/1/23 1,250 1,258
Allegheny County Pennsylvania Higher Education
Duquesne University Project Refunding
(AMBAC insured) 5.125% 3/1/13 1,000 972
Allegheny County, Airport Revenue 1992-B AMT
(FSA insured) 6.625% 1/1/22 1,000 1,054
Allegheny County, Baldwin-Whitehall School
District, GO, Series 1992-A (Pre-refunded 8/15/02)
(FGIC insured) 6.60% 8/15/10 1,000 1,063(A)
Allegheny County, West Jefferson Hills School
District, GO (Pre-refunded 2/1/01)
(FGIC insured) 7.10% 2/1/11 1,000 1,038(A)
Beaver County, Ohio Edison Company
IDA PCR Refunding (FGIC insured) 7.00% 6/1/21 1,000 1,055
Berks County, Pennsylvania, GO, Series 1995
Refunding (FGIC insured) 5.85% 11/15/18 1,000 1,007
Bucks County, Council Rock School District, GO
(Pre-refunded 3/1/01) (FGIC insured) 6.75% 3/1/11 250 259(A)
Chester County Health and Education Facilities
Authority, Jefferson Health System Revenue Bonds,
Series 1997 B 5.375% 5/15/27 1,500 1,344
Commonwealth of Pennsylvania, GO
First Series 6.125% 9/15/03 1,000 1,053
Second Series (Pre-refunded 11/1/01) 6.50% 11/1/09 1,000 1,060(A)
Deer Lakes School District, Pennsylvania, GO
(MBIA insured) 6.45% 1/15/19 1,750 1,877
Delaware County Authority, University Revenue,
Villanova University (Pre-refunded 8/1/01)
(MBIA insured) 6.85% 8/1/11 500 524(A)
Delaware County, GO (Pre-refunded 11/15/02) 6.00% 11/15/22 1,000 1,048(A)
Delaware County, GO Refunding 6.00% 11/15/22 220 225
Delaware River Port Authority (FGIC insured) 5.50% 1/1/26 1,000 973
Erie County, Pennsylvania, Sewer Authority,
Sewer Revenue Bonds, Series 1997
(Pre-refunded 6/1/07) (AMBAC insured) 5.625% 6/1/17 2,000 2,106(A)
</TABLE>
10
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Rate Maturity Date Par Value
- -------------------------------------------------------------------------------------------------------------------
Lehigh County, Pennsylvania, Power & Light
Company Project IDA PCR 1994, Series A
Refunding (MBIA insured) 5.50% 2/15/27 $1,000 $ 945
Montgomery County Higher Education and
Health Authority, Saint Joseph's University
Revenue, Series 1992 Refunding
(Connie Lee insured) 6.25% 12/15/04 500 533
Montgomery County, GO, Series 1997 5.35% 9/15/17 1,000 972
Montgomery County, Philadelphia Electric
Company IDA PCR, Series 1991-B, Refunding
(MBIA insured) 6.70% 12/1/21 1,500 1,591
Montgomery County, Upper Gwynedd-Towamencin
Guaranteed Sewer Revenue, Series 1991-A
(MBIA insured) 6.75% 10/15/06 250 262
Montgomery Township Municipal Sewer Authority,
Guaranteed Sewer Revenue, Series 1991-A
(MBIA insured) 6.70% 5/15/21 250 254
Northampton County Higher Education Authority,
Lehigh University Revenue, Series 1996-B
(MBIA insured) 5.25% 11/15/21 2,500 2,303
Penn Cambria, Pennsylvania School District,
GO (FGIC insured) 4.75% 8/15/15 1,000 892
Pennsylvania Economic Development Revenue IDA
Series 1991-A (Pre-refunded 7/1/01) 7.00% 1/1/11 1,000 1,066(A)
Series 1994-A Refunding (AMBAC insured) 5.50% 1/1/14 2,525 2,498
Pennsylvania Higher Education Assistance Agency,
Student Loan Revenue AMT, Series 1991-C
(AMBAC insured) 7.15% 9/1/21 1,000 1,097
Pennsylvania Higher Educational Facilities Authority,
Drexel University Revenue Bonds, Series 1998
(MBIA insured) 4.625% 7/15/30 2,000 1,597
Pennsylvania Higher Educational Facilities Authority,
University of Pennsylvania Revenue Bonds,
Series 1998 4.50% 7/15/16 1,750 1,486
Pennsylvania Higher Educational Facilities Authority,
Bryn Mawr College Revenue Bonds (MBIA insured) 5.625% 12/1/27 500 486
Pennsylvania Higher Educational Facilities Authority,
Temple University Revenue, First Series
(Pre-refunded 4/1/01) (MBIA insured) 6.50% 4/1/21 250 263(A)
Pennsylvania Higher Educational Facilities Authority,
University Revenue, Series H (AMBAC insured) 5.375% 6/15/18 1,000 960
</TABLE>
11
<PAGE>
Statement of Net Assets--Continued
Legg Mason Tax-Free Income Fund
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Pennsylvania Tax-Free Income Trust -- Continued
Rate Maturity Date Par Value
- -------------------------------------------------------------------------------------------------------------------
Pennsylvania Higher Educational Facilities Authority,
University Revenue, University of Pennsylvania,
Series 1996-A Refunding 5.75% 1/1/22 $1,000 $ 932
Pennsylvania Higher Education, University
of Pittsburgh, Series 1997-A (FGIC insured) 5.125% 6/1/22 1,000 910
Pennsylvania Housing Finance Agency,
Rental Housing, Series 1992-C
(Fannie Mae insured) 6.50% 7/1/23 750 786
Pennsylvania Housing Finance Agency,
Rental Housing, Series 1993-C
(Fannie Mae insured) 5.80% 7/1/22 1,000 990
Pennsylvania Housing Finance Agency,
Single Family Mortgage, Series 1991-32, Refunding 7.15% 4/1/15 435 451
Pennsylvania Housing Finance Agency,
Single Family Mortgage, Series 1992-33 6.90% 4/1/17 280 290
Pennsylvania Intergovernmental Co-op Authority,
Special Tax Revenue Refunding (FGIC insured) 4.75% 6/15/23 1,550 1,306
Pennsylvania Intergovernmental Co-op Authority
(Pre-refunded 6/15/03) (MBIA insured) 5.60% 6/15/15 1,000 1,040(A)
Pennsylvania Intergovernmental Co-op Authority
(Pre-refunded 6/15/03) (MBIA insured) 5.60% 6/15/16 2,000 2,081(A)
Pennsylvania State University Refunding 5.50% 8/15/16 1,000 986
Pennsylvania State University, Series A, Refunding 5.10% 3/1/18 1,500 1,380
Pennsylvania Turnpike Commission, Oil Franchise
Tax Subordinated Revenue Bonds, Series B of 1998
(AMBAC insured) 4.75% 12/1/27 2,000 1,664
Pennsylvania Turnpike Commission Revenue, Series N 5.50% 12/1/17 1,000 966
Philadelphia Gas Works, Series B (MBIA insured) 7.00% 5/15/20 500 570
Philadelphia Hospitals and Higher Education
Facilities Authority, Hospital Revenue Refunding,
Children's Hospital, Series 1993 A 5.00% 2/15/21 1,000 878
Philadelphia Municipal Authority,
Justice Lease Revenue, Series 1991-B
(Pre-refunded 11/15/01) (FGIC insured) 7.00% 11/15/04 500 538(A)
(Pre-refunded 11/15/01) (FGIC insured) 7.10% 11/15/05 500 539(A)
Philadelphia Water and Wastewater Refunding,
Series 1998 (AMBAC insured) 5.25% 12/15/12 1,000 997
Philadelphia Water and Wastewater Revenue
(MBIA insured) 5.60% 8/1/18 2,000 1,961
Pittsburgh (City of), Pennsylvania, GO
(AMBAC insured) 5.25% 9/1/18 2,000 1,885
</TABLE>
12
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Rate Maturity Date Par Value
- -------------------------------------------------------------------------------------------------------------------
Sayre, PA, Health care Revenue
Volunteer Hospital Authority, Guthrie
Healthcare System (AMBAC insured) 7.20% 12/1/20 $ 500 $ 534
Schuylkill County, Pennsylvania, Charity
Obligation Group IDA, Series A 5.00% 11/1/28 500 430
Somerset County General Authority,
Commonwealth Lease Revenue
(Pre-refunded 10/15/01) (FGIC insured) 7.00% 10/15/13 500 528(A)
Swarthmore Borough Authority, Swarthmore
College Refunding Revenue, Series 1992
(Pre-refunded 9/15/02) 6.00% 9/15/12 180 192(A)
(Pre-refunded 9/15/02) 6.00% 9/15/20 370 394(A)
Unrefunded balance 6.00% 9/15/12 820 854
Unrefunded balance 6.00% 9/15/20 1,630 1,647
Union County, Pennsylvania, Higher Educational
Facilities Financing Authority, University Revenue
Bonds (Bucknell University), Series of 1998
(MBIA insured) 4.50% 4/1/18 1,000 848
University of Pittsburgh 1997-B Refunding
(MBIA insured) 5.00% 6/1/21 1,000 894
University of Pittsburgh, Series 1992-A
(MBIA insured) 6.125% 6/1/21 350 357
University of Pittsburgh, Series 1992-A
(Pre-refunded 6/1/02) (MBIA insured) 6.125% 6/1/21 650 691(A)
Upper St. Clair Township School District
Allegheny County, PA, GO Bonds, Series of 1997 5.20% 7/15/27 1,150 1,048
Washington County Hospital Authority, Hospital
Refunding Revenue, Shadyside Hospital Project,
Series 1992
Refunding (Pre-refunded 12/15/02)
(AMBAC insured) 6.00% 12/15/18 1,000 1,067(A)
Westmoreland County, GO (AMBAC insured) 0% 8/1/13 2,000 927(B)
Westmoreland County, GO (AMBAC insured) 0% 8/1/14 2,475 1,075(B)
---------
Total Municipal Bonds (Identified Cost-- $68,013) 68,775
- ------------------------------------------------------------------------------------------------------------------------
VARIABLE RATE DEMAND OBLIGATIONS(C) - 5.6%
Allegheny County Hospital Development Authority
(Presbyterian Hospital), Series B2 3.85% 10/7/99 400 400
Allegheny County Hospital Development Authority
(Presbyterian Hospital), Series D 3.85% 10/7/99 800 800
</TABLE>
13
<PAGE>
Statement of Net Assets--Continued
Legg Mason Tax-Free Income Fund
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Pennsylvania Tax-Free Income Trust -- Continued
Par Value
- -------------------------------------------------------------------------------------------------------------------
Allegheny County Hospital Development Authority
(Presbyterian Hospital), Series C 3.85% 10/7/99 $ 100 $ 100
Pennsylvania Higher Educational Facilities Authority,
Carnegie Mellon University, Series 1995-C 3.90% 10/1/99 500 500
Pennsylvania Higher Educational Facilities Authority,
Carnegie Mellon University, Series 1995 D 3.90% 10/1/99 300 300
Pennsylvania Higher Educational Facilities Authority,
Carnegie Mellon University, Series 1995-A 3.90% 10/1/99 750 750
Philadelphia, Pennsylvania, Hospitals and Higher
Education Children's Hospital Project, Series A 3.90% 10/1/99 1,000 1,000
Philadelphia, Pennsylvania, Hospitals and Higher
Education Children's Hospital of Philadelphia
Project 3.90% 10/1/99 300 300
------
Total Variable Rate Demand Obligations
(Identified Cost - $4,150) 4,150
- ---------------------------------------------------------------------------------------------------------------------
Total Investments-- 98.8% (Identified Cost-- $72,163) 72,925
Other Assets Less Liabilities-- 1.2% 916
------
Net assets consisting of:
Accumulated paid-in capital applicable to:
4,716 Primary shares outstanding $73,453
4 Navigator shares outstanding 72
Accumulated net realized gain/(loss) on investments (446)
Unrealized appreciation/(depreciation) of investments 762
--------
Net assets-- 100.0% $73,841
--------
Net asset value, redemption price and maximum offering price per share:(D)
Primary Class $15.64
-------
Navigator Class $15.64
-------
- ----------------------------------------------------------------------------------------------------------------------
</TABLE>
(A)Pre-refunded bond -- Bonds are referred to as pre-refunded when the
issue has been advance refunded by a subsequent issue. The original
issue is usually escrowed with U.S. Treasury securities in an amount
sufficient to pay the interest, principal and call premium, if any, to
the earliest call date. On that call date, the bond "matures." The
pre-refunded date is used in determining weighted average portfolio
maturity.
(B)Zero-coupon bond -- A bond with no periodic interest payments which is
sold at such a discount as to produce a current yield to maturity.
(C)The rate shown is the rate as of September 30, 1999, and the maturity
shown is the longer of the next interest readjustment date or the date
the original principal amount owed can be recovered through demand.
(D)Sales charges are being waived for the period November 1, 1997 to July
31, 2000. If the sales charge were in effect, the maximum offering
price at September 30, 1999, would have been $16.08.
A guide to abbreviations follows Sector Diversification.
See notes to financial statements.
14
<PAGE>
Statement of Net Assets
Legg Mason Tax-Free Income Fund
September 30, 1999 (Unaudited)
(Amounts in Thousands)
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Tax-Free Intermediate-Term Income Trust
Rate Maturity Date Par Value
- -------------------------------------------------------------------------------------------------------------------
MUNICIPAL BONDS -- 96.1%
Alaska -- 2.8%
Anchorage, GO, Series A (AMBAC insured) 5.30% 8/1/10 $1,075 $ 1,082
North Slope Borough, GO Capital Appreciation,
Series 1998 A (MBIA insured) 0% 6/30/09 1,000 602(A)
-------
1,684
-------
Arizona -- 4.2%
Arizona Transportation Board Subordinated
Highway Revenue, Series 1992 A 6.00% 7/1/00 500 509
Salt River Project Agricultural Improvement and
Power District, Electric System Refunding
Revenue, 1993 Series A 5.30% 1/1/03 1,000 1,026
Scottsdale Street and Highway User Revenue
Refunding, Series 1993 5.00% 7/1/02 1,000 1,018
-------
2,553
-------
Connecticut -- 1.7%
State of Connecticut Special Tax Obligation,
Transportation Infrastructure, 1990 Series A
(Pre-refunded 6/1/01) 7.10% 6/1/04 1,000 1,058(B)
------
Delaware -- 1.7%
Delaware Transportation Authority System Senior
Revenue, 1998 Series (FGIC Insured) 5.50% 7/1/08 1,000 1,039
-------
Florida -- 6.0%
Jacksonville, Florida, Electric Authority Revenue
Refunding (St. John's River Issue), Series 2-13 5.10% 10/1/10 500 500
Northwest Florida Water Management District,
Land Acquisition Revenue Refunding,
Series 1992 (FGIC insured) 5.50% 4/1/02 1,000 1,030
Seminole County, Florida Water & Sewer Revenue
Refunding (MBIA insured) 6.00% 10/1/12 1,000 1,071
State Board of Education Capital Outlay, Series 1996 A 5.60% 1/1/08 1,000 1,037
------
3,638
------
Georgia -- 2.8%
State of Georgia, GO Bonds, Series 1997 C 6.25% 8/1/10 1,000 1,101
State of Georgia, GO Bonds, Series 1997 C 2.25% 8/1/17 1,000 618
------
1,719
------
</TABLE>
15
<PAGE>
Statement of Net Assets--Continued
Legg Mason Tax-Free Income Fund
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Tax-Free Intermediate-Term Income Trust -- Continued
Rate Maturity Date Par Value
- -------------------------------------------------------------------------------------------------------------------
Illinois -- 3.7%
Illinois Regional Transportation Authority,
Refunding (MBIA insured) 5.40% 6/1/15 $1,000 $ 975
State of Illinois Sales Tax Revenue, Series O 5.90% 6/15/01 1,220 1,254
--------
2,229
-------
Kentucky -- 1.7%
Turnpike Authority of Kentucky, Economic
Development Road Revenue Refunding
(Revitalization Projects), Series 1993
(AMBAC insured) 5.30% 7/1/04 1,000 1,033
------
Louisiana -- 5.1%
City of New Orleans, Louisiana, GO Refunding
Bonds, Series 1998 (FGIC insured) 5.50% 12/1/10 2,000 2,059
City of New Orleans, Audubon Park Commission
Aquarium Refunding, Series 1993 (FGIC insured) 6.00% 10/1/08 1,000 1,065
------
3,124
------
Maine -- 1.7%
Maine Municipal Bond Bank, GO Refunding
1993 Series A 5.20% 11/1/05 1,000 1,025
-----
Maryland -- 10.8%
Baltimore City, Maryland, GO (MBIA insured) 7.00% 10/15/10 1,000 1,159
Maryland Health and Higher Educational Facilities
Authority Refunding Revenue, Kennedy
Kreiger Issue 5.20% 7/1/09 400 388
Maryland Health and Higher Educational Facilities
Authority Refunding Revenue, Kennedy
Kreiger Issue 5.25% 7/1/10 400 385
Maryland Transportation Authority, Transportation
Facilities Projects Revenue, Series 1992 5.70% 7/1/05 1,000 1,054
Mayor and City Council of Baltimore, GO
Consolidated Public Improvement Refunding
1995 Series A (FGIC insured) 0% 10/15/06 750 527(A)
Montgomery County, Maryland, GO Bonds
Consolidated Public Improvement Bonds of 1997,
Series A 5.375% 5/1/11 1,000 1,019
Consolidated Public Improvement Bonds of 1997,
Series A 5.375% 5/1/13 1,000 1,006
</TABLE>
16
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Rate Maturity Date Par Value
- -------------------------------------------------------------------------------------------------------------------
Maryland -- Continued
Northeast Maryland Waste Disposal Authority, Solid
Waste Revenue (Montgomery County Resource
Recovery Project), Series 1983A, AMT 5.60% 7/1/02 $1,000 $ 1,020
--------
6,558
--------
Michigan -- 3.6%
Williamston Michigan Community School GO
(MBIA insured) 6.25% 5/1/09 2,000 2,177
-------
Nebraska -- 1.7%
Nebraska Public Power District 5.70% 1/1/04 1,000 1,043
------
Nevada -- 2.8%
Clark County, Nevada, GO (FGIC insured) 5.50% 6/1/11 1,155 1,172
State of Nevada, GO LT (Nevada Municipal Bond
Bank Refunding Project No. 4) Series 1989 B 6.70% 2/1/01 500 511
------
1,683
------
New Hampshire -- 1.7%
New Hampshire Municipal Bond Bank, GO
Refunding, 1991 Series H 5.70% 2/15/01 1,000 1,019
--------
New Jersey -- 3.4%
New Jersey Turnpike Authority, Turnpike Revenue,
Series 1991 C Refunding (AMBAC insured) 6.40% 1/1/07 2,000 2,077
-------
Ohio -- 3.3%
Franklin County, Ohio, GO LT Refunding 5.50% 12/1/11 2,000 2,034
--------
Pennsylvania -- 3.4%
City of Philadelphia, Pennsylvania, Water and
Wastewater Revenue Bonds, Series 1993
(AMBAC insured) 5.625% 6/15/08 1,000 1,042
City of Philadelphia, Pennsylvania, Water and
Wastewater Revenue Refunding Bonds, Series 1998
(AMBAC insured) 5.25% 12/15/12 1,000 997
-------
2,039
-------
</TABLE>
17
<PAGE>
Statement of Net Assets--Continued
Legg Mason Tax-Free Income Fund
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Tax-Free Intermediate-Term Income Trust -- Continued
Rate Maturity Date Par Value
- -------------------------------------------------------------------------------------------------------------------
South Carolina -- 3.5%
Berkeley County Water and Sewer Revenue Refunding
and Improvement (MBIA insured) 6.50% 6/1/06 $1,000 $ 1,054
South Carolina Public Service Authority Revenue,
Series B Refunding 6.70% 7/1/02 1,000 1,056
--------
2,110
--------
Tennessee -- 3.3%
Metropolitan Government Nashville and Davidson
County, Tennessee, Water & Sewer Refunding
(MBIA insured) 5.50% 1/1/13 1,000 1,006
State of Tennessee, GO, 1994 Series A Refunding 5.25% 3/1/02 1,000 1,022
--------
2,028
--------
Texas -- 11.1%
Board of Regents of the Texas A&M University System
Revenue Financing System Bonds, Series 1996 5.375% 5/15/13 1,000 994
City of Austin Combined Utility Systems Revenue
Refunding, Series 1992 A (MBIA insured) 6.00% 11/15/04 1,000 1,059
City of Houston, GO Revenue Refunding, Series C 5.625% 4/1/10 1,000 1,020
City of Houston, Water and Sewer System Junior
Lien Revenue Refunding, Series 1992 C
(MBIA insured) 5.40% 12/1/01 1,000 1,025
Irving, Texas, Independent School District Refunding,
Series A (PSFG insured) 0% 2/15/17 1,190 434(A)
Tarrant County, Texas Health Facilities Development,
Series B (FGIC insured) 5.00% 9/1/15 215 202
Texas Public Finance Authority, GO Refunding
(Superconducting Super Collider Project),
Series 1992 C (FGIC insured) 0% 4/1/02 1,000 894(A)
United Independent School District (Webb County,
Texas) Unlimited Tax School Building Bonds,
Series 1995 (PSFG insured) 7.10% 8/15/06 1,000 1,131
-------
6,759
-------
Vermont -- 2.4%
State of Vermont, GO 1990 Series A
(Pre-refunded 2/1/00) 6.75% 2/1/03 1,400 1,442(B)
--------
Virginia -- 10.2%
Commonwealth of Virginia Transportation Board,
Transportation Contract Revenue Refunding,
Series 1992 (Route 28 Project) 6.00% 4/1/06 1,000 1,050
</TABLE>
18
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Rate Maturity Date Par Value
- -------------------------------------------------------------------------------------------------------------------
Virginia -- Continued
Fairfax County Public Improvement, Series 1992 C
Refunding 5.50% 10/1/03 $2,000 $ 2,023
Henrico County, GO Public Improvement
Refunding Series 1993 5.25% 1/15/09 1,100 1,118
Metro Washington, DC Airport Authority Revenue
Refunding, Series A (FGIC insured) AMT 5.25% 10/1/12 1,000 986
Virginia State Public Building Authority, Revenue
Refunding, Series 1992 B 5.625% 8/1/02 1,000 1,035
--------
6,212
-------
Washington -- 1.9%
Washington State Motor Vehicle Fuel Tax Revenue,
Series D 6.50% 1/1/07 1,045 1,145
--------
West Virginia -- 1.6%
State of West Virginia, GO State Road Bonds,
Series 1998 (FGIC insured) 5.25% 6/1/11 1,000 1,004
-------
Total Municipal Bonds (Identified Cost-- $58,088) 58,432
-------------------------------------------------------------------------------------------------------------------
VARIABLE RATE DEMAND OBLIGATIONS(C) -- 3.0%
Allegheny County Hospital Development Authority
(Presbyterian University Hospital) Hospital
Revenue Bonds, 1988 Series B2 3.85% 10/7/99 100 100
Carlton, Wisconsin, PCR Refunding Bonds (Wisconsin
Power and Light Company Projects) Series B 3.90% 10/1/99 300 300
District of Columbia Multimodal Revenue Bonds,
Medlantic/Helix Issue, Series 1998A 5.35% 10/1/99 400 400
Harris County, Texas, Health Facilities Development
Corp. Hospital Revenue Bonds (Methodist Hospital
System Project) Series 1994 B 3.95% 10/1/99 1,000 1,000
-------
Total Variable Rate Demand Obligations
(Identified Cost-- $1,800) 1,800
-------------------------------------------------------------------------------------------------------------------
Total Investments-- 99.1% (Identified Cost-- $59,888) 60,232
Other Assets Less Liabilities--0.9% 564
---------
Net assets-- 100.0% $60,796
--------
</TABLE>
19
<PAGE>
Statement of Net Assets--Continued
Legg Mason Tax-Free Income Fund
<TABLE>
<CAPTION>
<S> <C>
Tax-Free Intermediate-Term Income Trust -- Continued
- ---------------------------------------------------------------------------------------------------------------------
Net assets consisting of:
Accumulated paid-in capital applicable to:
4,009 shares outstanding $60,687
Accumulated net realized gain/(loss) on investments (235)
Unrealized appreciation/(depreciation) of investments 344
--------
Net assets-- 100.0% $60,796
--------
Net asset value, redemption price and maximum offering price per share: (D) $15.17
-------
- -----------------------------------------------------------------------------------------------------------------
</TABLE>
(A)Zero-coupon bond -- A bond with no periodic interest payments which is
sold at such a discount as to produce a current yield to maturity.
(B)Pre-refunded bond -- Bonds are referred to as pre-refunded when the
issue has been advance refunded by a subsequent issue. The original
issue is usually escrowed with U.S. Treasury securities in an amount
sufficient to pay the interest, principal and call premium, if any, to
the earliest call date. On the call date, the bond "matures." The
pre-refunded date is used in determining weighted average portfolio
maturity.
(C)The rate shown is the rate as of September 30, 1999, and the maturity
shown is the longer of the next interest readjustment date or the date
the principal amount owed can be recovered through demand.
(D)Sales charges are being waived for the period August 1, 1995 to July
31, 2000. If the sales charge were in effect, the maximum offering
price at September 30, 1999, would have been $15.48.
A guide to abbreviations follows Sector Diversification.
See notes to financial statements.
20
<PAGE>
Sector Diversification
Legg Mason Tax-Free Income Fund
September 30, 1999 (Unaudited)
(Amounts in Thousands)
<TABLE>
<CAPTION>
Maryland Pennsylvania Tax-Free
Tax-Free Tax-Free Intermediate-Term
Income Trust Income Trust Income Trust
--------------------- ---------------------- ----------------------
% of Market % of Market % of Market
Net Assets Value Net Assets Value Net Assets Value
- ----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Education Revenue 12.7 $ 19,774 22.0 $16,212 -- $--
Escrowed -- -- 6.0 4,449 -- --
General Obligation--Local 14.8 22,922 5.5 4,090 36.8 22,386
General Obligation--School -- -- 2.6 1,940 -- --
General Obligation--State 3.0 4,649 1.4 1,053 12.9 7,814
Health Care and Hospital Revenue 8.7 13,573 8.7 6,396 1.3 773
Housing Revenue 3.4 5,356 3.4 2,516 -- --
Lease Revenue 4.9 7,686 -- -- 1.7 1,035
Other -- -- 1.8 1,306 2.1 1,254
Parking Revenue 1.4 2,122 -- -- -- --
Port Facilities Revenue 4.1 6,413 -- -- -- --
Pre-Refunded Bonds 19.1 29,731 21.0 15,497 4.1 2,500
Small Business Administration
Revenue -- -- 3.4 2,498 -- --
Solid Waste Revenue 3.3 5,079 -- -- -- --
Student Loan Revenue -- -- 1.5 1,097 -- --
Transportation Revenue 3.4 5,291 6.3 4,657 16.0 9,741
Utility 5.7 8,842 4.9 3,591 7.6 4,685
Water and Sewer Revenue 9.3 14,449 4.7 3,473 13.6 8,244
Short-Term Investments 4.7 7,300 5.6 4,150 3.0 1,800
Other Assets Less Liabilities 1.5 2,264 1.2 916 0.9 564
----- ---------- ----- ---------- ----- ---------
100.0 $155,451 100.0 $73,841 100.0 $60,796
===== ========== ===== ========== ===== =========
---------------------------------------------------------------------
</TABLE>
Guide to Investment Abbreviations
Legg Mason Tax-Free Income Fund
AMBAC AMBAC Indemnity Corporation
AMT Alternative Minimum Tax
CONNIE LEE Connie Lee Insurance Company
FNMA Fannie Mae
FGIC Financial Guaranty Insurance Company
FSA Financial Security Assurance
GO General Obligation
HOC Housing Opportunities Commission
IDA Industrial Development Authority
LT Limited Tax
MBIA Municipal Bond Insurance Association
PCR Pollution Control Revenue
PSFG Permanent School Fund Guaranty
21
<PAGE>
Statements of Operations
Legg Mason Tax-Free Income Fund
(Amounts in Thousands) (Unaudited)
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Six Months Ended 9/30/99
----------------------------------------------
Maryland Pennsylvania Tax-Free
Tax-Free Tax-Free Intermediate-Term
Income Trust Income Trust Income Trust
- -------------------------------------------------------------------------------------------------------------------
Investment Income:
Interest $ 4,473 $2,093 $ 1,576
------- ------- -------
Expenses:
Investment advisory fee 448 208 173
Distribution and service fees 203 94 79
Transfer agent and shareholder servicing expense 22 12 8
Audit and legal fees 27 18 17
Custodian fee 44 41 30
Registration fees 5 1 8
Reports to shareholders 9 4 2
Trustees' fees 2 2 2
Other expenses 1 1 1
------- ------- -------
761 381 320
Less: Fees waived (190) (132) (99)
Compensating balance credits (1) -- --
------- ------- -------
Total expenses, net of waivers and compensating
balance credits 570 249 221
------- ------- -------
Net Investment Income 3,903 1,844 1,355
------- ------- -------
Net Realized and Unrealized Gain/(Loss) on Investments:
Realized gain/(loss) on investments (600) (436) (194)
Change in unrealized appreciation/(depreciation) of investments (8,057) (3,643) (1,939)
------- ------- -------
Net Realized and Unrealized Gain/(Loss) on Investments (8,657) (4,079) (2,133)
- -------------------------------------------------------------------------------------------------------------------
Change in Net Assets Resulting From Operations $(4,754) $(2,235) $ (778)
- -------------------------------------------------------------------------------------------------------------------
</TABLE>
See notes to financial statements.
22
<PAGE>
Statements of Changes in Net Assets
Legg Mason Tax-Free Income Fund
(Amounts in Thousands)
<TABLE>
<CAPTION>
Maryland Pennsylvania Tax-Free
Tax-Free Tax-Free Intermediate-Term
Income Trust Income Trust Income Trust
------------ ------------ ------------
Six Months Year Six Months Year Six Months Year
Ended Ended Ended Ended Ended Ended
9/30/99 3/31/99 9/30/99 3/31/99 9/30/99 3/31/99
- --------------------------------------------------------------------------------------------------------------------------
(Unaudited) (Unaudited) (Unaudited)
<S> <C> <C> <C> <C> <C> <C>
Change in Net Assets:
Net investment income $ 3,903 $ 7,598 $ 1,844 $ 3,426 $ 1,355 $ 2,573
Net realized gain/(loss) on investments (600) 779 (436) 171 (194) 52
Change in unrealized appreciation/
(depreciation) of investments (8,057) (218) (3,643) 198 (1,939) 253
- --------------------------------------------------------------------------------------------------------------------------
Change in net assets resulting from operations (4,754) 8,159 (2,235) 3,795 (778) 2,878
Distributions to shareholders:
From net investment income:
Primary Class (3,903) (7,598) (1,842) (3,413) (1,355) (2,573)
Navigator Class NA NA (3) (13) NA NA
From net realized gain on investments:
Primary Class (586) (519) (79) (189) -- (23)
Navigator Class NA NA -- (1) NA NA
Change in net assets from Fund share transactions:
Primary Class (1,764) 11,948 2,834 6,867 (573) 3,965
Navigator Class NA NA (204) 186 NA NA
- ---------------------------------------------------------------------------------------------------------------------------
Change in net assets (11,007) 11,990 (1,529) 7,232 (2,706) 4,247
Net Assets:
Beginning of period 166,458 154,468 75,370 68,138 63,502 59,255
- --------------------------------------------------------------------------------------------------------------------------
End of period $155,451 $166,458 $73,841 $75,370 $60,796 $63,502
- --------------------------------------------------------------------------------------------------------------------------
</TABLE>
NA--Not applicable.
See notes to financial statements.
23
<PAGE>
Financial Highlights
Legg Mason Tax-Free Income Fund
Contained below is per share operating performance data for a Primary Class
share of beneficial interest outstanding, total investment return, ratios to
average net assets and other supplemental data. This information has been
derived from information provided in the financial statements.
<TABLE>
<CAPTION>
Investment Operations Distributions
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From
Net Asset Net Net Realized Total From Net Net Asset
Value, Investment and Unrealized From Net Realized Value,
Beginning Income Gain (Loss) on Investment Investment Gain on Total End of
of Period (Loss) Investments Operations Income Investments Distributions Period
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<S> <C> <C> <C> <C> <C> <C> <C> <C>
Maryland Tax-Free Income Trust
Six Months Ended
Sept. 30, 1999* $16.39 $.38(D) $(.84) $(.46) $(.38) $(.06) $(.44) $15.49
Years Ended Mar. 31,
1999 16.39 .78(D) .05 .83 (.78) (.05) (.83) 16.39
1998 15.91 .81(D) .59 1.40 (.81) (.11) (.92) 16.39
1997 16.07 .83(D) (.09) .74 (.83) (.07) (.90) 15.91
1996 15.87 .86(D) .25 1.11 (.86) (.05) (.91) 16.07
1995 15.69 .83(D) .18 1.01 (.83) -- (.83) 15.87
Pennsylvania Tax-Free Income Trust
Six Months Ended
Sept. 30, 1999* $16.53 $.39(E) $(.87) $(.48) $(.39) $(.02) $(.41) $15.64
Years Ended Mar. 31,
1999 16.48 .80(E) .10 .90 (.80) (.05) (.85) 16.53
1998 15.80 .81(E) .71 1.52 (.81) (.03) (.84) 16.48
1997 16.10 .83(E) (.11) .72 (.83) (.19) (1.02) 15.80
1996 16.02 .89(E) .15 1.04 (.89) (.07) (.96) 16.10
1995 15.80 .85(E) .22 1.07 (.85) -- (.85) 16.02
Tax-Free Intermediate-Term Income Trust
Six Months Ended
Sept. 30, 1999* $15.68 $.33(F) $(.51) $(.18) $(.33) $-- $(.33) $15.17
Years Ended Mar. 31,
1999 15.61 .67(F) .08 .75 (.67) (.01) (.68) 15.68
1998 15.22 .67(F) .39 1.06 (.67) -- (.67) 15.61
1997 15.34 .68(F) (.12) .56 (.68) -- (.68) 15.22
1996 15.06 .68(F) .28 .96 (.68) -- (.68) 15.34
1995 14.96 .72(F) .10 .82 (.72) -- (.72) 15.06
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<CAPTION>
Ratios/Supplemental Data
------------------------
<S> <C> <C> <C> <C> <C> <C>
Net
Total Net Investment Net Assets
Expenses Expenses Income Portfolio End of
Total to Average to Average to Average Turnover Period
Maryland Tax-Free Income Trust Return(A) Net Assets(B) Net Assets(C) Net Assets, Rate (in thousands)
Six Months Ended ------------------------------------------------------------------------------------------------
Sept. 30, 1999* (2.84)%(G) .70%(D),(H) .70%(D),(H) 4.80%(D),(H) 26.4%(H) $155,451
Years Ended Mar. 31,
1999 5.16% .70%(D) .70%(D) 4.71%(D) 12.9% 166,458
1998 8.97% .70%(D) .70%(D) 4.97%(D) 18.9% 154,468
1997 4.73% .67%(D) .66%(D) 5.18%(D) 6.0% 145,974
1996 7.11% .59%(D) .58%(D) 5.29%(D) 14.1% 146,645
1995 6.60% -- .54%(D) 5.32%(D) 9.5% 142,314
Pennsylvania Tax-Free Income Trust
Six Months Ended
Sept. 30, 1999*
Years Ended Mar. 31, (2.93)%(G) .66%(E),(H) .66%(E),(H) 4.89%(E),(H) 30.9%(H) $73,775
1999 5.54% .70%(E) .70%(E) 4.82%(E) 10.6% 75,093
1998 9.80% .71%(E) .70%(E) 5.00%(E) 14.1% 68,048
1997 4.61% .67%(E) .66%(E) 5.20%(E) 13.6% 64,875
1996 6.52% .54%(E) .53%(E) 5.42%(E) 17.2% 65,275
1995 7.03% -- .49%(E) 5.42%(E) 2.1% 63,929
Tax-Free Intermediate-Term Income Trust
Six Months Ended
Sept. 30, 1999*
Years Ended Mar. 31, (1.14)%(G) .70%(F),(H) .70%(F),(H) 4.31%(F),(H) 34.7%(H) $60,796
1999 4.82% .70%(F) .70%(F) 4.24%(F) 17.9% 63,502
1998 7.12% .71%(F) .70%(F) 4.34%(F) 9.0% 59,255
1997 3.71% .67%(F) .66%(F) 4.43%(F) 8.9% 54,736
1996 6.47% .57%(F) .56%(F) 4.41%(F) -- 60,042
1995 5.65% -- .34%(F) 4.83%(F) 24.8% 48,837
</TABLE>
(A) Excluding sales charge. Sales charges are being waived for the period
November 3, 1997 to July 31, 2000.
(B) Pursuant to Securities and Exchange Commission regulations, effective
December 31, 1995, this ratio reflects total expenses before
compensating balance credits. Previously, credits were included in the
ratio.
(C) This ratio reflects total expenses reduced by the impact of
compensating balance credits and voluntary expense waivers described
below.
(D) Net of fees waived by the Adviser in excess of voluntary expense
limitations as follows: 0.50% until June 30, 1994; 0.55% until July 31,
1995; 0.60% until September 30, 1996; 0.65% until December 31, 1996;
and 0.70% through July 31, 2000. If no fees had been waived by the
Adviser, the annualized ratio of expenses to average daily net assets
for each period would have been as follows: for the six months ended
September 30, 1999, 0.93%; and for the years ended March 31, 1999,
0.94%; 1998, 0.93%; 1997, 0.96%; 1996, 0.95%; and 1995, 0.94%.
(E) Net of fees waived by the Adviser in excess of voluntary expense
limitations as follows: 0.45% until June 30, 1994; 0.50% until July 31,
1995; 0.55% until September 30, 1996; 0.65% until December 31, 1996;
and 0.70% through July 31, 2000. If no fees had been waived by the
Adviser, the annualized ratio of expenses to average daily net assets
for each period would have been as follows: for the six months ended
September 30, 1999, 1.01%; and for the years ended March 31, 1999,
1.00%; 1998, 1.00%; 1997, 1.04%; 1996, 1.02%; and 1995, 1.01%.
(F) Net of fees waived by the Adviser in excess of voluntary expense
limitations as follows: 0.30% until June 30, 1994; 0.35% until July 31,
1995; 0.65% until December 31, 1996; and 0.70% through July 31, 2000.
If no fees had been waived by the Adviser, the annualized ratio of
expenses to average daily net assets for each period would have been as
follows: for the six months ended September 30, 1999, 1.02%; and for
the years ended March 31, 1999, 1.03%; 1998, 1.06%; 1997, 1.11%; 1996,
1.10%; and 1995, 1.04%.
(G) Not annualized.
(H) Annualized.
* Unaudited.
See notes to financial statements.
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<PAGE>
Notes to Financial Statements
Legg Mason Tax-Free Income Fund
(Amounts in Thousands) (Unaudited)
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1. Significant Accounting Policies:
The Legg Mason Tax-Free Income Fund ("Trust"), consisting of the
Maryland Tax-Free Income Trust ("Maryland Tax-Free"), the Pennsylvania
Tax-Free Income Trust ("Pennsylvania Tax-Free") and the Tax-Free
Intermediate-Term Income Trust ("Tax-Free Intermediate") (each a "Fund"),
is registered under the Investment Company Act of 1940, as amended, as an
open-end management investment company. All series of the Trust are
non-diversified.
Each Fund consists of two classes of shares: Primary Class, offered
since May 1, 1991, for Maryland Tax-Free; since August 1, 1991, for
Pennsylvania Tax-Free; and since August 1, 1991, for Tax-Free
Intermediate, and Navigator Class, offered to certain institutional
investors since March 10, 1998, for Pennsylvania Tax-Free. Information
about the Navigator Class is contained in a separate report to its
shareholders. The Navigator Classes of Maryland Tax-Free and Tax-Free
Intermediate have not commenced operations. The income and expenses of a
Fund are allocated proportionately to the two classes of shares except for
Rule 12b-1 distribution fees, which are charged only on Primary Class
shares, and transfer agent and shareholder servicing expenses, which are
determined separately for each class.
Security Valuation
Portfolio securities are valued based upon market quotations obtained
from an independent pricing service. When market quotations are not
readily available, securities are valued based on prices received from
recognized broker-dealers in the same or similar securities. Fixed income
securities with 60 days or less remaining to maturity are valued using the
amortized cost method, which approximates current market value.
Maryland Tax-Free and Pennsylvania Tax-Free each follow an investment
policy of investing primarily in municipal obligations of one state.
Economic changes affecting either of those states and certain of its
public bodies and municipalities may affect the ability of issuers within
that state to pay interest on, or repay principal of, municipal
obligations held by either of those Funds.
Investment Income and Distributions to Shareholders
Interest income and expenses are recorded on the accrual basis. Bond
premiums are amortized for financial reporting and federal income tax
purposes. Bond discounts, other than original issue and zero-coupon bonds,
are not amortized for financial reporting and income tax purposes.
Dividend income and distributions to shareholders are allocated at the
class level and are recorded on the ex-dividend date. Dividends from net
investment income will be declared daily and paid monthly. When available,
net capital gain distributions, which are calculated at the Fund level,
are declared and paid after the end of the tax year in which the gain is
realized. Distributions are determined in accordance with federal income
tax regulations, which may differ from those determined in accordance with
generally accepted accounting principles; accordingly, periodic
reclassifications are made within the Funds' capital accounts to reflect
income and gains available for distribution under federal income tax
regulations. At September 30, 1999, accrued dividends payable were as
follows: Maryland Tax-Free, $320; Pennsylvania Tax-Free, $155; and
Tax-Free Intermediate, $112.
Security Transactions
Security transactions are recorded on the trade date. Realized gains
and losses from security transactions are reported on an identified cost
basis for both financial reporting and federal income tax purposes.
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<PAGE>
Notes to Financial Statements--Continued
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At September 30, 1999, receivables for securities sold and payables
for securities purchased for each Fund were as follows:
Receivable for Payable for
Securities Sold Securities Purchased
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Maryland Tax-Free $115 $--
Pennsylvania Tax-Free 40 --
Tax-Free Intermediate -- 203
Federal Income Taxes
No provision for federal income or excise taxes is required since
each Fund intends to continue to qualify as a regulated investment company
and distribute all of its taxable income to its shareholders.
Use of Estimates
Preparation of the financial statements in accordance with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts and disclosures in the
financial statements. Actual results could differ from those estimates.
Other
Compensating balance credits reflect credits earned on daily,
uninvested cash balances at the custodian, and are used to reduce each
Fund's expenses.
2. Investment Transactions:
For the six months ended September 30, 1999, investment transactions
(excluding short-term investments) were as follows:
Purchases Proceeds From Sales
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Maryland Tax-Free $20,573 $25,363
Pennsylvania Tax-Free 12,715 10,943
Tax-Free Intermediate 10,631 10,435
At September 30, 1999, cost, gross unrealized appreciation and gross
unrealized depreciation based on the cost of securities for federal income
tax purposes for each Fund were as follows:
<TABLE>
<CAPTION>
Net Appreciation/
Cost Appreciation Depreciation (Depreciation)
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<S> <C> <C> <C> <C>
Maryland Tax-Free $151,243 $4,984 $(3,040) $1,944
Pennsylvania Tax-Free 72,163 2,060 (1,298) 762
Tax-Free Intermediate 59,888 861 (517) 344
</TABLE>
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<PAGE>
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3. Repurchase Agreements:
All repurchase agreements are fully collateralized by obligations
issued by the U.S. Government or its agencies, and such collateral is in
the possession of the Funds' custodian. The value of such collateral
includes accrued interest. Risks arise from the possible delay in recovery
or potential loss of rights in the collateral should the issuer of the
repurchase agreement fail financially. The Funds' investment adviser,
acting under the supervision of the Board of Trustees, reviews the value
of the collateral and the creditworthiness of those banks and dealers with
which the Funds enter into repurchase agreements to evaluate potential
risks.
4. Transactions With Affiliates:
Each Fund has an investment advisory and management agreement with
Legg Mason Capital Management, Inc. ("Adviser"). Pursuant to their
respective agreements, the Adviser provides the Funds with investment
advisory and management services for which each Fund pays a fee, computed
daily and payable monthly, at an annual rate of 0.55% of each Fund's
average daily net assets.
The Adviser has agreed to waive its fees in any month to the extent a
Fund's expenses (exclusive of taxes, interest, brokerage and extraordinary
expenses) exceed during that month certain annual rates. The following
chart shows the annual rate of management fees; expense limits and their
expiration dates; total management fees waived; and management fees
payable for each Fund:
<TABLE>
<CAPTION>
Six Months
Ended At
September 30, 1999 September 30, 1999
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Advisory Expense Expense Limitation Advisory Advisory
Fund Fee Limitation Expiration Date Fees Waived Fees Payable
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<S> <C> <C> <C> <C> <C>
Maryland Tax-Free 0.55% 0.70% July 31, 2000, or until $190 $40
net assets reach
$200 million
Pennsylvania Tax-Free 0.55% 0.70% July 31, 2000, or until 132 7
net assets reach
$125 million
Tax-Free Intermediate 0.55% 0.70% July 31, 2000, or until 99 12
net assets reach
$100 million
</TABLE>
Legg Mason Fund Adviser, Inc. ("LMFA") serves as administrator to
each Fund pursuant to an administration agreement with the Adviser. The
Adviser pays LMFA a fee, computed daily and payable monthly, at an annual
rate of 0.05% of each Fund's average daily net assets.
Legg Mason Wood Walker, Incorporated ("Legg Mason"), a member of the
New York Stock Exchange, serves as distributor of the Funds. Legg Mason
receives an annual distribution fee and an annual service
27
<PAGE>
Notes to Financial Statements--Continued
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fee, based on each Fund's Primary Class's average daily net assets,
computed daily and payable monthly as follows:
At September 30, 1999
--------------------
Distribution Service Distribution and Service
Fund Fee Fee Fees Payable
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Maryland Tax-Free 0.125% 0.125% $32
Pennsylvania Tax-Free 0.125% 0.125% 15
Tax-Free Intermediate 0.125% 0.125% 12
Legg Mason also has an agreement with the Funds' transfer agent to
assist it with some of its duties. For this assistance, the transfer agent
paid Legg Mason the following amounts for the six months ended September
30, 1999: Maryland Tax-Free, $9; Pennsylvania Tax-Free, $2; and Tax-Free
Intermediate, $3.
The Adviser, LMFA and Legg Mason are corporate affiliates and wholly
owned subsidiaries of Legg Mason, Inc.
5. Line of Credit:
The Funds, along with certain other Legg Mason Funds, participate in
a $200 million line of credit ("Credit Agreement") to be utilized as an
emergency source of cash in the event of unanticipated large redemption
requests by shareholders. Pursuant to the Credit Agreement, each
participating Fund is liable only for principal and interest payments
related to borrowings made by that Fund. Borrowings under the line of
credit bear interest at prevailing short-term interest rates. For the six
months ended September 30, 1999, the Funds had no borrowings under the
line of credit.
6. Fund Share Transactions:
At September 30, 1999, there were unlimited shares authorized at
$.001 par value for all Funds of the Trust. Share transactions were as
follows:
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Reinvestment
Sold of Distributions Repurchased Net Change
----------------- ---------------- ----------- --------------
Shares Amount Shares Amount Shares Amount Shares Amount
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Maryland Tax-Free
-- Primary Class
Six Months Ended Sept. 30, 1999 787 $12,680 217 $3,454 (1,122) $(17,898) (118) $(1,764)
Year Ended March 31, 1999 1,898 31,226 367 6,039 (1,538) (25,317) 727 11,948
Pennsylvania Tax-Free
-- Primary Class
Six Months Ended Sept. 30, 1999 529 $ 8,506 88 $1,412 (443) $ (7,084) 174 $ 2,834
Year Ended March 31, 1999 938 15,546 157 2,609 (681) (11,288) 414 6,867
-- Navigator Class
Six Months Ended Sept. 30, 1999 -- $ -- -- $ -- (13) $ (204) (13) $ (204)
Year Ended March 31, 1999 23 373 -- 4 (11) (191) 12 186
Tax-Free Intermediate
-- Primary Class
Six Months Ended Sept. 30, 1999 534 $ 8,250 66 $1,008 (640) $ (9,831) (40) $ (573)
Year Ended March 31, 1999 1,067 16,756 123 1,931 (937) (14,722) 253 3,965
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</TABLE>
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