STI CLASSIC FUNDS
N-30D, 2000-05-30
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ANNUAL
 ................................................................................
FINANCIAL REPORT
 ................................................................................
STI CLASSIC HIGH INCOME FUND

March 31, 2000
(LOGO) [GRAPHIC OMITTED]

<PAGE>

<PAGE>

Dear Shareholder:

The STI Classic  Mutual Fund Family is pleased to be welcoming the  shareholders
of the ESC Strategic  Income Fund to the STIClassic Fund complex.  The March 28,
2000 merger of the Funds will provide former ESC shareholders  with the depth of
resources and investment management strengths that have been the hallmark of the
STI Classic  Fund  Family.  Regardless  of whether a fund has an  equity,  money
market, income or international  investment  objective,  as a Classic Fund it is
managed with a disciplined investment approach. The STI Classic Funds are one of
the largest and most successful proprietary mutual fund complexes in the U.S.

The STI  Classic  High  Income  Fund seeks to provide  investors a high level of
current  income with total  return as a secondary  objective.  The Fund  invests
primarily in a  diversified  portfolio of higher  yielding,  lower-rated  income
producing securities of non-U.S. and U.S. issuers.  Recent increases in interest
rates and the  relative  yield on corporate  versus  government  securities  has
increased the  attractiveness of this sector,  and we are actively reviewing new
investments for the Fund.

On behalf of the entire team of the Fund advisor,  thank you for your confidence
and the opportunity to help you achieve your investment objectives.

                                   Sincerely,

                                   /S/Signature omitted

                                   Douglas S. Phillips, CFA
                                   President, Chief Investment Officer
                                   Trusco Capital Management, Inc.

                                                                               1

                                     <PAGE>

                          STI CLASSIC HIGH INCOME FUND
                          ----------------------------

The STI Classic High Income Fund commenced  operations on March 28th,  2000 when
it merged with the ESC  Strategic  Income  Fund.  The Fund seeks a high level of
current income,  with a secondary  objective of total return.  The Fund seeks to
achieve its  investment  objective  by  investing  primarily  in high yield debt
instruments of U.S. and Foreign issuers that are rated below  investment  grade.
(Prior to September  30, 1998,  this Fund  primarily  invested in a  diversified
portfolio of corporate, government and other debt instruments of U.S. issuers.)

Market  volatility and investor  preference for aggressive equity funds resulted
in  flows  out  of  income  funds  in  the  past  year,  and  this  Fund  was no
exception.Transaction  costs associated with meeting  substantial  outflows hurt
the Fund's  performance  relative  to its  benchmark.  For the fiscal year ended
March 31, 2000,  the total return for the Fund was -10.84% versus -1.81% for the
Lehman U.S.  Corporate  HighYield Bond Index. The Index is not actively managed,
and does not include expenses.

The Fund's  position in liquid assets was increased to meet  withdrawals  and to
facilitate the merger, but we anticipate a more stable asset base in the future.
Furthermore,  the liquid  assets  will  provide an  opportunity  to  reinvest in
securities with better underlying  fundamental  trends and return  opportunities
that are consistent with the STI Classic Fund Advisor's investment strategy.  We
will use a "bottom up" investment approach, identifying investment opportunities
based on the  underlying  financial  and economic  fundamentals  of the specific
issuer.

                                   Sincerely,

                                   /S/ Signature omitted

                                   Agnes G. Pampush, CFA
                                   Vice President

2

                                     <PAGE>

[GRAPH OMITTED]

FLEX SHARES

   One Year     Annualized      Annualized    Annualized    Cumulative
    Return        3 Year          5 Year       Inception     Inception
                  Return          Return        to Date       to Date
----------------------------------------------------------------------
    -10.84%        0.63%           2.65%         3.14%        20.03%
----------------------------------------------------------------------
    -12.47%      with load
-------------

COMPARISON OF CHANGE IN THE VALUE
OF A $10,000 INVESTMENT

 [PLOT POINTS FOLLOWS]

                STI Cl  High Income         Lehman U.S. Corporate High Yield
5/31/94              10000                              10000
3/95                 10559                              10766
3/96                 11369                              12322
3/97                 11813                              13631
3/98                 12780                              15713
3/99                 13500                              15773
3/00                 12037                              15487

(1) Returns prior to March 27, 2000 represent the performance of the ESC
    Strategic Income Fund, Class A Shares.

                                                                               3

                                     <PAGE>

SCHEDULE OF INVESTMENTS
--------------------------------------------------------------------------------
STI CLASSIC HIGH INCOME FUND  MARCH 31, 2000

STI CLASSIC HIGH INCOME FUND
--------------------------------------------------------------------------------
                                     FACE AMOUNT    MARKET
                                        (000)     VALUE (000)
--------------------------------------------------------------------------------
U.S. TREASURY OBLIGATION (51.7%)
   U.S. Treasury Bill
   5.978%, 09/07/00                      $925        $  901
                                                     ------
TOTAL U.S. TREASURY OBLIGATION
     (COST $901)                                        901
                                                     ------
CORPORATE OBLIGATIONS (44.2%)
   Canandaigua Brands, Inc.
     8.50%, 03/01/09
     callable 03/01/04 @ 104.25           100            93
   Finlay Fine Jewelry Corporation
     8.375%, 05/01/08
     callable 05/01/03 @ 104.19           100            89
   Greyhound Lines
     11.50%, 04/15/07
     callable 04/15/02 @ 105.75           290           203
   Hollywood Park/Operating
     Series B
     9.50%, 08/01/07
     callable 08/01/02 @ 104.75           100            99
   NBTY, Inc.
     Series B
     8.625%, 09/15/07
     callable 09/15/02 @ 104.31           100            88

--------------------------------------------------------------------------------
                                     FACE AMOUNT    MARKET
                                    (000)/SHARES VALUE (000)
--------------------------------------------------------------------------------
CORPORATE OBLIGATIONS (CONTINUED)
   Rural Cellular Corporation
   Series B
   9.625%, 05/15/08
     callable 05/15/03 @ 104.81          $100        $   99
   Stone Container Corporation
     9.875%, 02/01/01
     callable 04/28/00 @ 100.00           100           100
                                                     ------
TOTAL CORPORATE OBLIGATIONS
     (COST $903)                                        771
                                                     ------
CASH EQUIVALENT (4.1%)
   SEI Daily Income Trust
   Prime Obligation Fund               71,381            71
TOTAL CASH EQUIVALENT
       (COST $71)                                        71
                                                     ------
TOTAL INVESTMENTS (100.0%)
       (COST $1,875)                                 $1,743
                                                     ======


    THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.

4

                                     <PAGE>

STATEMENT OF ASSETS AND LIABILITIES (000)
--------------------------------------------------------------------------------
STI CLASSIC HIGH INCOME FUND  MARCH 31, 2000

                                                               HIGH INCOME
                                                                  FUND
                                                              ------------
ASSETS:
Investments at value (Cost $1,875) ........................      $1,743
   Cash .. ................................................           2
   Accrued income .........................................          27
   Receivable for portfolio shares purchased ..............         261
                                                                 ------
   Total Assets ...........................................       2,033
                                                                 ------
LIABILITIES:
   Distributions payable ..................................           1
                                                                 ------
Total liabilities .........................................           1
                                                                 ------
Net Assets ................................................      $2,032
                                                                 ======
NET ASSETS:
Fund shares of the Flex Class (unlimited
   authorization -- no par value) based on
   254,716 outstanding shares of beneficial interest ......       2,933
Accumulated net realized loss on investments ..............        (769)
Net unrealized depreciation on investments ................        (132)
                                                                 ------
Total Net Assets ..........................................      $2,032
                                                                 ======
Net Asset Value, Offering and Redemption Price
   Per Share -- Flex Shares (1) ............................      $ 7.98
                                                                 ======

(1) THE FLEX SHARES HAVE A  CONTINGENT  SALES  CHARGE.  FOR A  DESCRIPTION  OF A
POSSIBLE SALES CHARGE, SEE NOTES TO THE FINANCIAL STATEMENTS.

    THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.

                                                                               5

                                     <PAGE>

STATEMENT OF OPERATIONS (000)
--------------------------------------------------------------------------------
STI CLASSIC HIGH INCOME FUND FOR THE YEAR ENDED  MARCH 31, 2000

                                                                    HIGH
                                                                 INCOME FUND
                                                                 -----------
                                                                  04/01/99-
                                                                  03/31/00
                                                                  ---------
Interest Income .............................................       $ 643
                                                                    -----
Expenses:
   Investment Advisory Fees .................................          60
   Less: Investment Advisory Fees Waived ....................         (60)
   Reimbursement of expenses from Advisor ...................         (14)
   Administrator Fees .......................................           9
   Transfer Agent Fees & Expenses ...........................          19
   Fund Accounting Fees .....................................          30
   Custody Fees .............................................           9
   Professional Fees ........................................          14
   Registration Fees ........................................          16
   Distribution Fees ........................................          18
   Insurance and Other Fees .................................           6
                                                                    -----
   Total Expenses ...........................................         107
                                                                    -----
Net Investment Income .......................................         536
                                                                    -----
Net Realized and Unrealized Loss on Investments:
   Net Realized Loss on Securities Sold .....................        (768)
   Net Change in Unrealized Depreciation on Investments .....        (130)
                                                                    -----
   Total Net Realized and Unrealized Loss
      on Investments ............................................    (898)
                                                                    -----
Net Decrease in Net Assets from Operations ..................       $(362)
                                                                    =====

    THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.

6

                                     <PAGE>

STATEMENT OF CHANGES IN NET ASSETS (000)
--------------------------------------------------------------------------------
STI CLASSIC HIGH INCOME FUND FOR THE PERIODS ENDED MARCH 31,

                                                            HIGH INCOME FUND
                                                        ------------------------
                                                         04/01/99-     04/01/98-
                                                          03/31/00     03/31/99
                                                         ---------     ---------
Operations:
  Net Investment Income ................................  $   536     $     852
  Net Realized (Loss) Gain on Investments ..............     (768)           57
  Net Change in Unrealized Depreciation
    on Investments .....................................     (130)         (194)
                                                          -------     ---------
    (Decrease) Increase in Net Assets from Operations        (362)          715
                                                          -------     ---------
Distributions to Shareholders:
  Net Investment Income:
    Flex (Formerly Class A) Shares .....................     (479)         (759)
    Class D Shares .....................................      (39)          (33)
  Tax Return of Capital:
    Flex (Formerly Class A) Shares .....................       --           (77)
    Class D Shares .....................................       --            (3)
  Capital Gains:
    Flex (Formerly Class A) Shares .....................       --          (105)
    Class D Shares .....................................       --            (9)
                                                          -------     ---------
  Total Distributions ..................................     (518)         (986)
                                                          -------     ---------
Capital Share Transactions:
  Flex (Formerly Class A):
    Value of Shares Issued .............................      851          926
    Value of Shares Issued in Connection with Merger ...      352           --
    Reinvestment of Cash Distributions ................       463          894
    Cost of Shares Repurchased ........................    (6,073)      (18,743)
                                                          -------     ---------
  Decrease in Net Assets From Flex (Formerly
            Class A) Share Transactions ................   (4,407)      (16,923)
                                                          -------     ---------
  Class D:
    Proceeds from Shares Issued ........................       42           156
    Reinvestment of Cash Distributions .................       42            41
    Value of Shares Exchanged in Connection with Merger      (352)           --
    Cost of Shares Repurchased .........................     (191)         (461)
                                                          -------     ---------
  Decrease in Net Assets From Class D Share Transactions     (459)         (264)
                                                          -------     ---------
    Decrease in Net Assets From Share Transactions .....   (4,866)      (17,187)
                                                          -------     ---------
      Total Decrease in Net Assets .....................   (5,746)      (17,458)
                                                          -------     ---------
Net Assets:
  Beginning of Period ..................................    7,778        25,236
                                                          -------     ---------
  End of Period ........................................  $ 2,032     $   7,778
                                                          =======     =========
Shares Issued and Redeemed:
  Flex (Formerly Class A):
    Shares Issued ......................................       99            94
    Shares Issued in Connection with Merger ............       44            --
    Shares Issued in Lieu of Cash Distributions ........       50            90
    Shares Redeemed ....................................     (678)       (1,888)
                                                          -------     ---------
  Net Flex Share Transactions ..........................     (485)       (1,704)
                                                          -------     ---------
  Class D:
    Shares Issued ......................................        5            16
    Shares Exchanged in Connection with Merger .........      (44)           --
    Shares Issued in Lieu of Cash Distributions ........        4             4
    Shares Redeemed ....................................      (21)          (46)
                                                          -------     ---------
  Net Class D Transactions .............................      (56)          (26)
                                                          -------     ---------
  Net Change in Capital Shares .........................     (541)       (1,730)
                                                          -------     ---------

Amounts designated as "--" are either $0 or round to $0.

    THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS
                                                                               7

                                     <PAGE>

FINANCIAL HIGHLIGHTS
--------------------------------------------------------------------------------
STI CLASSIC HIGH INCOME FUND FOR THE YEARS ENDED MARCH 31,
FOR A SHARE OUTSTANDING THROUGHOUT THE PERIODS

<TABLE>
<CAPTION>
           NET ASSET              NET REALIZED AND  DISTRIBUTIONS               DISTRIBUTIONS
             VALUE         NET   UNREALIZED GAINS     FROM NET    DISTRIBUTIONS   FROM TAX      NET ASSET
           BEGINNING   INVESTMENT    (LOSSES)        INVESTMENT   FROM REALIZED  RETURN OF      VALUE END
           OF PERIOD     INCOME   ON INVESTMENTS       INCOME     CAPITAL GAINS    CAPITAL      OF PERIOD
         -----------   ---------- ----------------  ------------- ------------- -------------   ---------
<S>          <C>         <C>         <C>               <C>            <C>          <C>            <C>
HIGH INCOME FUND
Flex (Formerly Class A) Shares
  2000       $9.77       $0.87       $(1.85)           $(0.81)        $  --        $  --          $7.98
  1999        9.99        0.51         0.04             (0.57)        (0.15)       (0.05)          9.77
  1998        9.73        0.34         0.44             (0.52)           --           --           9.99
  1997        9.89        0.60        (0.16)            (0.60)           --           --           9.73
  1996        9.94        0.59         0.16             (0.59)        (0.21)          --           9.89
Class D Shares (1)
  1999       $9.99       $0.50       $ 0.01            $(0.46)       $(0.15)      $(0.05)         $9.84
  1998        9.73        0.28         0.45             (0.47)           --           --           9.99
  1997        9.89        0.50        (0.16)            (0.50)           --           --           9.73
  1996        9.94        0.54         0.16             (0.54)        (0.21)          --           9.89

<FN>
(1) The Class D Shares were exchanged for Flex Shares in connection with the
    merger of the ESC Strategic Funds and the STI Classic Funds on March 27, 2000.

Amounts designated as "--" are either $0 or have been rounded to $0.
</FN>
</TABLE>

8

                                     <PAGE>

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

<TABLE>
<CAPTION>
                                                                                                    RATIO OF
                                                                               RATIO OF          NET INVESTMENT
                                                        RATIO OF             EXPENSES TO           INCOME TO
                       NET ASSETS      RATIO OF        NET INVESTMENT     AVERAGE NET ASSETS   AVERAGE NET ASSETS   PORTFOLIO
               TOTAL     END OF       EXPENSES TO        INCOME TO        (EXCLUDING WAIVERS   (EXCLUDING WAIVERS    TURNOVER
              RETURN  PERIOD (000) AVERAGE NET ASSETS AVERAGE NET ASSETS  AND REIMBURSEMENTS)  AND REIMBURSEMENTS)     RATE
              ------  ------------ ------------------ ------------------  -------------------  -------------------  ---------
<S>          <C>        <C>              <C>                 <C>                 <C>                  <C>                <C>
HIGH INCOME FUND
Flex (Formerly Class A) Shares
  2000       (10.84)%   $ 2,032          1.73%               8.94%               2.95%                7.72%              24%
  1999         5.64       7,230          1.91                5.09                2.22                 4.78               95
  1998         8.18      24,413          1.87                5.27                1.87                 5.27              130
  1997         3.91      32,506          1.65                5.49                1.70                 5.44              123
  1996         7.67      36,891          1.70                5.87                1.75                 5.82              138
Class D Shares (1)
  1999         5.23%     $  548          2.44%               5.03%               2.96%                4.51%              95%
  1998         7.64         823          2.37                4.77                2.37                 4.77              130
  1997         3.39       1,420          2.15                4.99                2.21                 4.93              123
  1996         7.11       1,446          2.20                5.37                2.25                 5.32              138

</TABLE>

    THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.

                                                                               9

                                     <PAGE>

NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
STI CLASSIC HIGH INCOME FUND  MARCH 31, 2000

1. ORGANIZATION:

The STI Classic Funds (the "Trust") was  organized as a  Massachusetts  business
trust  under a  Declaration  of Trust  dated  January  15,  1992.  The  Trust is
registered under the Investment Company Act of 1940, as amended,  as an open-end
management investment company with thirty-five  portfolios as of March 31, 2000:
the Balanced  Fund,  the Capital  Appreciation  Fund,  the Core Equity Fund, the
E-Commerce OpportunityFund, the Growth and Income Fund, the International Equity
Fund, the International  Equity Index Fund, the Life Vision Balanced  Portfolio,
the Life Vision  Growth and Income  Portfolio,  the Life Vision  Maximum  Growth
Portfolio,  the Mid-Cap  Equity Fund, the Small Cap Value Equity Fund, the Small
Cap Growth Stock Fund,  the Tax  Sensitive  Growth Stock Fund,  the Value Income
Stock Fund, (collectively the "Equity Funds"), the Florida Tax-Exempt Bond Fund,
the Georgia  Tax-Exempt Bond Fund, the High Income Fund,  Investment  Grade Bond
Fund, the  Investment  Grade  Tax-Exempt  Bond Fund,  the  Limited-Term  Federal
Mortgage  Securities Fund, the Maryland Municipal Bond Fund, the Short-Term Bond
Fund, the Short-Term  U.S.  Treasury  Securities  Fund, and the U.S.  Government
Securities  Fund,  the Virginia  Intermediate  Municipal Bond Fund, the Virginia
Municipal Bond Fund, (collectively the "Fixed Income Funds" or the "Funds"), the
Prime Quality Money Market Fund, the Tax-Exempt  Money Market Fund, the Tax-Free
Money Market Fund,  the U.S.  Government  Securities,  the U.S.  Treasury  Money
Market  Fund  (collectively  the  "Retail  Money  Market  Funds"),  the  Classic
Institutional Cash Management Money Market Fund, the Classic  Institutional U.S.
Government  Securities  Money  Market  Fund and the Classic  Institutional  U.S.
Treasury  Securities Money Market Fund,  (collectively the "Institutional  Money
Market Funds"). The assets of each portfolio are segregated, and a shareholder's
interest is limited to the fund in which shares are held. Each fund's prospectus
provides  a  description  of the  fund's  investment  objectives,  policies  and
strategies.  The  financial  statements  presented  herein are those of the High
Income Fund (the "Fund").  Subsequent to March 31, 2000,  the Fund's fiscal year
end was changed to May 31, in order to be  consistent  with the year end of each
of the other STI  Classic  Funds.  On February  15,  2000 and  December 9, 1999,
respectively,  the Board of Trustees of the STI Classic  Funds Inc. and Board of
Directors  of the  ESCStrategic  Funds Inc.  approved an  Agreement  and Plan of
Reorganization (the  "Reorganization  Agreement")  providing for the transfer of
all assets and liabilities of the  ESCStrategic  Income Fund in exchange for the
issuance  of  shares  in  the   STIClassic   High  Income  Fund  in  a  tax-free
reorganization  that took place at the close of business on March 27, 2000.  The
STI Classic High Income Fund had not commenced operations prior to this merger.

2. SIGNIFICANT ACCOUNTING POLICIES:

The following is a summary of significant  accounting  policies  followed by the
Trust:

     BASIS OF PRESENTATION OF STATEMENTS -- As more fully described  above,  the
     STI Classic  High Income Fund  acquired the  ESCStrategic  Income Fund in a
     tax-free business combination.  While this Fund now exists as a STI Classic
     Fund, the surviving fund for accounting purposes is the ESCStrategic Income
     Fund. In accordance  with generally  accepted  accounting  principles,  the
     financial statements presented herein represent those of the accounting
     survivor.

     SECURITY  VALUATION  --  Investment  securities  held by the Fund  that are
     listed on a securities  exchange for which market  quotations are available
     are valued at the last quoted sales price each business day. If there is no
     such reported  sale,  these  securities  and unlisted  securities for which
     market  quotations  are readily  available  are valued at the most recently
     quoted bid price.  Debt obligations with sixty days or less remaining until
     maturity may be valued at their amortized cost. Securities for which market
     quotations are not readily available are valued at Fair Value as determined
     in good faith by, or in accordance with procedures approved by the Board of
     Trustees.

     FEDERAL  INCOME  TAXES  -- It is  the  Fund's  intention  to  qualify  as a
     regulated investment company for Federal income tax purposes and distribute
     all of its taxable income and net capital gains. Accordingly, no provisions
     for Federal income taxes are required.

     SECURITY  TRANSACTIONS AND INVESTMENT  INCOME -- Security  transactions are
     accounted  for on the date the security is purchased or sold (trade  date).
     Interest  income  is  recognized  on  an  accrual  basis.   Costs  used  in
     determining  net  realized  gains and  losses  on the  sales of  investment
     securities  are those of the  specific  securities  sold  adjusted  for the
     accretion and  amortization  of purchase  discounts and premiums during the
     respective  holding period.  Purchase  discounts and premiums on securities
     held

10

                                     <PAGE>

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

     by the Fund is accreted  and  amortized  to maturity  using the  scientific
     interest method, which approximates the effective interest method.

     REPURCHASE  AGREEMENTS -- Securities  pledged as collateral  for repurchase
     agreements are held by the custodian  bank until the respective  agreements
     mature.  Provisions  of the  repurchase  agreements  ensure that the market
     value of the collateral,  including accrued interest thereon, is sufficient
     in the event of default of the counterparty.  If the counterparty  defaults
     and the value of the collateral declines or if the counterparty enters into
     an insolvency proceeding, realization of the collateral by the funds may be
     delayed or limited.

     NET ASSET  VALUE PER SHARE -- The net asset  value per share of the Fund is
     calculated  each  business  day, by dividing  the total value of the Fund's
     assets, less liabilities, by the number of shares outstanding.

     Flex Shares of the Fund may be  purchased  at the net asset  value.  Shares
     redeemed  within  the  first  year  after  purchase  will be  subject  to a
     contingent  deferred sales charge  ("CDSC") equal to 2.00% of the net asset
     value of the shares at the time of  redemption.  The CDSC will not apply to
     shares redeemed after such time.

     OTHER -- Expenses that are directly  related to a specific fund are charged
     to that Fund. Prior to March 27, 2000,  class specific  expenses were borne
     by that class.  Other operating  expenses of the Trust are pro-rated to the
     Funds on the basis of relative net assets.  Fund  expenses are pro-rated to
     the respective  classes on the basis of relative net assets.  Distributions
     from net investment  income for the High Income Fund are declared daily and
     paid monthly.  Any net realized  capital  gains on sales of securities  are
     distributed to shareholders at least annually.

     RECLASSIFICATION   OF   COMPONENTS   OF  NET   ASSETS  --  The  timing  and
     characterization  of certain  income and capital  gains  distributions  are
     determined  annually in accordance with federal tax  regulations  which may
     differ from generally  accepted  accounting  principles.  As a result,  net
     investment  income  (loss)  and net  realized  gain  (loss)  on  investment
     transactions  for  a  reporting  period  may  differ   significantly   from
     distributions  during  such  period.  These  book/tax  differences  may  be
     temporary  or  permanent in nature.  To the extent  these  differences  are
     permanent,  they are charged or credited to  paid-in-capital or accumulated
     net  realized  gain,  as  appropriate,  in the period that the  differences
     arise.   Accordingly,   the  following  permanent  differences,   primarily
     attributable to the classification of short-term capital gains and ordinary
     income for tax purposes related to the other funds,  has been  reclassified
     to/from the following accounts during the fiscal year ended March 31, 2000:

                                             UNDISTRIBUTED
                                   PAID-IN  NET INVESTMENT
                                   CAPITAL   INCOME (LOSS)
                                    (000)        (000)
                                   -------  --------------
     High Income Fund              $ (33)        $ 33

     These  reclassifications  have no effect on net assets or net asset  values
     per share.

     USE  OF  ESTIMATES  --  The  preparation  of the  financial  statements  in
     conformity  with  generally   accepted   accounting   principles   requires
     management  to make  estimates  and  assumptions  that effect the  reported
     amount of assets  and  liabilities,  disclosure  of  contingent  assets and
     liabilities at the date of the financial  statements,  and reported amounts
     of revenues and expenses during the reporting period.  Actual amounts could
     differ from these estimates.

3. TRANSACTIONS WITH AFFILIATES:

Certain officers of the Trust are also officers of the Administrator  and/or SEI
Investments Distribution Co. (the "Distributor"). Such officers are paid no fees
by the Trust for serving as officers of the Trust.

4. ADMINISTRATION, TRANSFER AGENCY SERVICING AND DISTRIBUTION AGREEMENTS:

The Trust and the Administrator are parties to an Administration Agreement dated
May 29, 1995,  as amended  November 19, 1997 and March 1, 1999,  under which the
Administrator provides administrative services for an annual fee (expressed as a
percentage of the combined average daily net assets of the Trust and STI Classic
Variable Trust) of: .12% up to $1 billion,  .09% on the next $4 billion, .07% on
the next $3 billion, .065% on the next $2 billion and .06% for over $10 billion.

Prior to March 27, 2000, administrative and accounting services were provided to
the ESCStrategic  Income Fund by BISYS Fund Services Limited Partnership who was
entitled  to receive a fee at an annual  rate of .15% of the  average  daily net
assets of the ESCStrategic Income Fund.

                                                                              11

                                     <PAGE>

NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
STI CLASSIC HIGH INCOME FUND  MARCH 31, 2000

The Trust and  Federated  Services  Company  are  parties to a  Transfer  Agency
servicing  agreement dated May 14, 1994 under which Federated  Services  Company
provides  transfer  agency  services  to the  Trust.  Prior to March  27,  2000,
transfer  and  dividend  disbursing  agent  services  were  provided  to the ESC
Strategic Income Fund by BISYS Fund Services Inc. for which it received a fee of
$15 per account per year subject to a minimum fee of $15,000.

The Trust and the Distributor are parties to a Distribution  Agreement dated May
29, 1995 regarding the Flex Shares. The Distributor  receives amounts,  pursuant
to a Distribution and Service Plan, as outlined in the table in footnote 5 under
the column titled "Distribution Fee".

Prior to March 27, 2000,  BISYS Fund Services served as distributor  pursuant to
an agreement with the ESCStrategic Income Fund.

5. INVESTMENT ADVISORY AND CUSTODIAN AGREEMENTS:

The Trust and Trusco Capital Management ("Trusco") have entered into an advisory
agreement dated June 15, 1993.

Under  terms of the  agreement,  the Fund is charged the  following  annual fees
based upon average daily net assets:

                                      MAXIMUM
                        MAXIMUM      FLEX SHARE     FLEX
                        ANNUAL      DISTRIBUTION    SHARE
                       ADVISORY          AND       MAXIMUM
                          FEE        SERVICE FEE   EXPENSE
                       --------     ------------   -------

HIGH INCOME FUND:        .80%          1.00%         1.40%

The Investment  Advisor,  the Administrator and the Distributor have voluntarily
agreed  to  waive  all or a  portion  of their  fees  (and to  reimburse  funds'
expenses) in order to limit  operating  expenses to an amount as outlined in the
table above.  Fee waivers and expense  reimbursements  are  voluntary and may be
terminated at any time.

Prior to March 27,  2000  SunTrust  Equitable  Securities  Corporation  ("STES")
provided  investment advisory services to the ESCStrategic Income Fund. STES was
paid for  advisory  services  at an annual  rate of 1.00% of  average  daily net
assets of the Fund,  and  agreed  to waive and  reimburse  their fee in order to
limit  operating  expenses to a maximum of 2.00% of average  daily net assets of
the Class A shares, and 2.50% of the Class D shares.

SunTrust Bank,  Atlanta,  formerly Trust Company Bank, acts as custodian for the
Fund. Fees of the Custodian are paid on the basis of net assets of the Fund. The
Custodian plays no role in determining  the investment  policies of the Trust or
which securities are to be purchased or sold in the fund.

6. INVESTMENT TRANSACTIONS:

The cost of  purchases  and the  proceeds  from sales of  securities,  excluding
short-term  investments  and U.S.  Government  securities  (of which  there were
none), for the period ended March 31, 2000, were as follows:

                                        PURCHASES   SALES
                                          (000)     (000)
                                       ----------- --------
High Income Fund                         $1,170     $6,001

At March 31, 2000,  the total cost of securities  and the net realized  gains or
losses on securities  sold for Federal  income tax purposes were not  materially
different from amounts reported for financial reporting purposes.  The aggregate
gross  unrealized  appreciation and depreciation for securities held by the fund
at March 31, 2000, were as follows:

                              AGGREGATE    AGGREGATE          NET
                                GROSS        GROSS        UNREALIZED
                             UNREALIZED    UNREALIZED    APPRECIATION/
                            APPRECIATION  DEPRECIATION   DEPRECIATION
                                (000)        (000)           (000)
                            ------------  ------------   -------------
 High Income Fund               $ --         $(132)         $(132)



Subsequent to October 31, 1999,  the Fund  recognized net capital losses for tax
purposes  that  have  been  deferred  to 2000 and can be used to  offset  future
capital gains at March 31, 2000. The Fund also had capital loss carryforwards at
March 31, 2000 as follows:

                                                    POST 10/31
                                   EXPIRES 2008    DEFERRED LOSS
                                       (000)           (000)
                                   ------------    -------------
High Income Fund                        $61            $7075

For tax purposes, the losses in the Fund can be carried forward for a maximum of
eight years to offset any net realized capital gains.

7. CONCENTRATION OF CREDIT RISK:

Funds that invest in high yield  instruments  are subject to certain  credit and
market risks. The yields of high debt obligations  reflect,  among other things,
perceived  credit  risk.  The  Funds'   investment  in  securities  rated  below
investment  grade  typically  involve  risks not  associated  with higher  rated
securities including, among others, greater risks of timely and ultimate payment
of interest  and  principal,  greater  market price  volatility  and less liquid
secondary market trading.

12

<PAGE>

REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
--------------------------------------------------------------------------------
STI CLASSIC HIGH INCOME FUND  MARCH 31, 2000

To the Shareholders and Board of Trustees of
   STI Classic Funds:

We have audited the accompanying statement of assets and liabilities,  including
the schedule of investments,  of STI Classic High Income Fund (the "Fund") as of
March 31, 2000, and related statement of operations,  changes in net assets, and
financial  highlights for the year then ended.  These  financial  statements and
financial  highlights  are the  responsibility  of the  Fund's  management.  Our
responsibility  is to  express  an opinion  on these  financial  statements  and
financial  highlights based on our audit. The statement of changes in net assets
for the year ended March 31,  1999,  and  financial  highlights  for the periods
prior to March 31, 2000 were  audited by other  auditors  whose report dated May
14, 1999, expressed an unqualified opinion on this information.

We conducted our audit in accordance with auditing standards  generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain  reasonable  assurance  about  whether the  financial  statements  and
financial  highlights  are free of  material  misstatement.  An  audit  includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the financial  statements  and financial  highlights.  Our  procedures  included
confirmation of securities  owned as of March 31, 2000, by  correspondence  with
the  custodian and the  application  of  alternative  auditing  procedures  with
respect to unsettled securities  transactions.  An audit also includes assessing
the accounting principles used and significant estimates made by management,  as
well as evaluating the overall financial statement presentation. We believe that
our audit provides a reasonable basis for our opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above present fairly, in all material  respects,  the financial  position of STI
Classic  High Income Fund as of March 31, 2000,  the results of its  operations,
changes in its net assets, and financial  highlights for the year then ended, in
conformity with accounting principles generally accepted in the United States.

ARTHUR ANDERSEN LLP


Philadelphia, Pennsylvania
May 12, 2000

                                                                             13

                                     <PAGE>

NOTICE TO SHAREHOLDERS
--------------------------------------------------------------------------------
STI CLASSIC HIGH INCOME FUND  MARCH 31, 2000                           UNAUDITED


For shareholders  that do not have a March 31, 2000 tax year end, this notice is
for informational purposes only. For shareholders with a March 31, 2000 tax year
end,  please consult your tax advisor as to the  pertinence of this notice.  For
the fiscal year ended March 31, 2000,  the High Income Fund  designates  100% of
the  distributions  paid as  ordinary  income  distributions.  No portion of the
ordinary income  distributions  represent qualifying dividends for the corporate
dividends received deduction.

14

                                     <PAGE>

                                      NOTES
--------------------------------------------------------------------------------



                                     <PAGE>

                                      NOTES
--------------------------------------------------------------------------------



                                     <PAGE>

                                     <PAGE>

                               INVESTMENT ADVISOR

                         Trusco Capital Management, Inc.

                    STI Classic Funds are not deposits,  are
                    not insured or guaranteed by the FDIC or
                    any other government agency, and are not
                    endorsed   by  and  do  not   constitute
                    obligations of SunTrust  Banks,  Inc. or
                    any other of its affiliates.  Investment
                    in the Funds  involves  risk,  including
                    the possible loss of principal. There is
                    no  guarantee  that any STI Classic Fund
                    will achieve its  investment  objective.
                    The STI  Classic  Funds are  advised  by
                    affiliates of SunTrust Banks, Inc.

                                   DISTRIBUTOR

                        SEI Investments Distribution Co.

               This information must be preceded or accompanied by
                  a current prospectus for each Fund described.


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