HERITAGE SERIES TRUST
N-30D, 1995-06-30
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<PAGE>   1
 
                                                                   June 20, 1995
 
Dear Fellow Shareholders:
 
     It is our pleasure to provide you with the semi-annual report for Heritage
U.S. Government Income Fund (NYSE: HGA) for the six-month period ended April 30,
1995. For this period, your Fund generated a total return of 5.72% based on net
asset value and a 9.57% return based on market value. Both figures assume the
reinvestment of monthly dividends in additional shares of the Fund. By
comparison, the Lehman Brothers Government/Corporate Index (the "Index")
generated a return of 6.96% for the same time period.
 
INTEREST RATES AND THE FIXED INCOME MARKETS
 
     The fixed income markets exhibited a high level of volatility over the six
month period from October of 1994 to April of 1995. In October, the bond market
was concerned with exceptionally strong economic growth and the possibility of
higher rates of inflation. Bond yields reached a peak of 8.13% on November 13,
1994. In late November, economic growth appeared to be slowing as a result of
the Federal Reserve's relentless actions of raising short-term interest rates
and yields declined steadily to 7.34% at the end of April 1995. (Yields have
declined further to 6.56% at the time of this writing.) The Treasury yield curve
flattened dramatically as shorter-term rates remained relatively high and
longer-term rates fell, reflecting a reduced inflation premium in longer-term
yields.
 
     The following chart shows the level and shape of the Treasury yield curve
at the beginning and end of the six-month period:
 
                               [C/R COPY TO COME]

                         Historical Yield Curve Chart
                          for 10/28/94 thru 4/30/95
 
FUND PERFORMANCE DISCUSSION
 
     In October, your Fund was structured more defensively than the Index in
order to protect net asset value from erosion while still producing a high level
of income for distribution. The Fund's duration (or price sensitivity to changes
in yields) was approximately 91.5% as long as the Index. During the period, as
evidence of slowing economic data emerged, the Fund's duration was extended to
be approximately 122% of that of the Index.
 
     Given the magnitude of the bond market rally, U.S. Treasury issues were the
best performing sector of the Fund's investment portfolio while mortgage
pass-through securities and higher-coupon collateralized
<PAGE>   2
 
mortgage obligations performed well, yet lagged the performance of U.S. Treasury
securities. This caused the Fund to slightly under-perform the Index on a net
asset value basis.
 
     Mortgage securities are used by the Fund in part to generate income in
excess of that available on U.S. Treasury securities. Lower-priced and
lower-coupon collateralized mortgage obligations performed well for the Fund,
augmenting the returns from the U.S. Treasury position.
 
     The Fund also uses some leverage through reverse repurchase agreements in
order to generate additional income. During late 1994 and early 1995 the Fund
hedged its reverse repurchase exposure (either fully or partially) with
financial futures contracts. This limited the performance of its leveraged U.S.
Treasury position but at the same time reduced the risk of loss on the position.
 
     Mortgage derivative securities, used as a hedge against other mortgage
securities, represented a very small percentage of total assets and had little
impact on the Fund's performance over the period.
 
     At the time of this writing, the Fund's calendar year-to-date returns are
in excess of the returns of the Lehman Brothers Government/Corporate index.
 
OUTLOOK AND CURRENT STRATEGY
 
     Currently, we believe the Federal Reserve's actions have succeeded in
slowing both economic growth and inflation creating a more favorable near term
environment for fixed income investment. We also believe the longer-term
direction of interest rates is lower based on demographic changes and present
efforts of deficit reductions. We expect inflation to average about 3.25% to
3.5% for 1995 before declining in early 1996.
 
     As we mentioned, your Fund's investment portfolio has been lengthened in
terms of its duration and average life to take advantage of expected lower
interest rates. In doing so we have increased our exposure to longer-term U.S.
Treasury securities in an effort to enhance principal returns and have continued
to concentrate on mortgage securities to attempt to generate relatively higher
levels of income.
 
     We believe mortgage securities offer superior fundamental value as yields
have fallen less for this class of security than for comparable U.S. Treasury
bonds. In our view, significant opportunity and value may exist in these
securities.
 
     Thank you for your investment in Heritage U.S. Government Income Fund. We
look forward to helping to serve your investment needs for years to come.
 
Sincerely,
 
/s/ Stephen G. Hill
- ----------------------------------------
Stephen G. Hill, President
Sincerely,
 
/s/ H. Peter Wallace
- ----------------------------------------
H. Peter Wallace, Portfolio Manager
 
                                        2
<PAGE>   3
 
- --------------------------------------------------------------------------------
                      HERITAGE U.S. GOVERNMENT INCOME FUND
                              INVESTMENT PORTFOLIO
                                 APRIL 30, 1995
                                  (UNAUDITED)
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                                                                                                          MARKET
                                                                                                          VALUE
                                                                                                       ------------
<S>                                                                                                    <C>
REPURCHASE AGREEMENT--3.7%(A)
Repurchase Agreement with State Street Bank and Trust Company, dated April 28, 1995 at 5.87%, to be
repurchased at $1,373,672 on May 1, 1995, collateralized by $1,385,000 United States Treasury
Notes, 6.875% due March 31, 1997 (market value $1,400,500 including accrued interest)(cost
$1,373,000)..........................................................................................  $  1,373,000
                                                                                                       ------------
</TABLE>
 
<TABLE>
<CAPTION>
     PRINCIPAL                                                                                MATURITY
       AMOUNT                                                                                   DATE
- --------------------                                                                          ---------
<C>                   <S>                                                                     <C>        <C>
U.S. GOVERNMENT SECURITIES--164.4%(A)
   U.S. TREASURIES
           $ 400,000  U.S. Treasury Bills, 6.26%(c).........................................   08/17/95       392,679
           4,500,000  U.S. Treasury Notes, 8%(c)............................................   01/15/96     4,607,578
           2,000,000  U.S. Treasury Notes, 7.25%(c).........................................   02/15/98     2,027,812
           2,000,000  U.S. Treasury Notes, 7.125%(c)........................................   02/29/00     2,018,750
          10,000,000  U.S. Treasury Bonds, 11.125%(c).......................................   08/15/03    12,510,938
                                                                                                         ------------
                      Total U.S. Treasuries.................................................               21,557,757
                                                                                                         ------------
   U.S. GOVERNMENT AGENCIES
     FEDERAL HOME LOAN MORTGAGE CORPORATION:
           2,000,000  REMIC, 8%, 1171 G PAC.................................................   11/15/06     2,014,375
           1,768,398  REMIC, 9.05%, 6C PAC..................................................   06/15/19     1,823,661
           1,000,000  REMIC, 7.25%, 1279 PH PAC-1...........................................   06/15/20       958,750
           1,931,511  REMIC, 8.0%, 1748 GA Support..........................................   08/15/23     1,883,223
           1,550,000  REMIC, 9.0%, 60 H PAC.................................................   07/15/20     1,596,500
           3,100,000  Gold Pass-Through #D59861, 8.0%.......................................   04/01/25     3,095,156
          15,000,000  Gold Pass-Through, 8.0%, 30 YR TBA....................................   1/1/2099    14,976,563
             473,455  REMIC, 10.0%, 41 E PAC................................................   08/15/19       480,557
           2,000,000  REMIC, 7.0%, 1228 H PAC...............................................   02/15/22     1,791,875
     FEDERAL NATIONAL MORTGAGE ASSOCIATION
           3,728,321  Pass-Through, 9%, Pool #124790........................................   02/01/23     3,847,160
           1,372,742  REMIC, 9.67%, 1990-96E Sequential.....................................   01/25/17     1,419,072
           1,451,233  REMIC, 8%, 1991-28H PAC...............................................   02/25/20     1,460,304
           2,000,000  REMIC, 7.50%, G-1992-35EB PAC.........................................   07/25/22     1,853,125
           2,000,000  REMIC, 7.0%, 1992-125L PAC............................................   08/25/22     1,722,500
             546,091  REMIC, 1993-2F, COFI Floater..........................................   01/25/23       529,708
             356,464  REMIC, G-1993-19SG, LIBOR Inverse Floater.............................   04/25/23       121,198
           1,969,875  REMIC, Interest Only Strips, Series 249, Class 2, (d).................   04/01/23       682,685
                                                                                                         ------------
                      Total U.S. Government Agencies........................................               40,256,412
                                                                                                         ------------
                      Total U.S. Government Securities (cost $62,263,465)...................               61,814,169
                                                                                                         ------------
PRIVATE ISSUE MORTGAGE SECURITIES--4.5%(A)
           1,000,000  REMIC Kidder Peabody Mortgage Asset Trust, 24-E 8.94% PAC.............   04/01/19     1,033,750
             651,056  REMIC CMSC Mortgage Securities, 1991-9 E, 8.25% Sequential............   06/20/18       652,277
                                                                                                         ------------
                      Total Private Issue Mortgage Securities (cost $2,093,874).............                1,686,027
                                                                                                         ------------
TOTAL INVESTMENT PORTFOLIO (COST $65,730,339)(B) 172.6%(A)..................................               64,873,196
OTHER ASSETS AND LIABILITIES, NET (72.6%)(A)................................................              (27,279,493)
                                                                                                         ------------
NET ASSETS, 100.0%..........................................................................             $ 37,593,703
                                                                                                          ===========
</TABLE>
 
- ---------------
 
(a) Percentages are based on net assets.
(b) The aggregate identified cost for federal income tax purposes is the same.
    Market value includes net unrealized depreciation of $857,143 which consists
    of aggregate gross unrealized appreciation for all securities in which there
    is an excess of market value over tax cost of $197,345 and aggregate gross
    unrealized depreciation for all securities in which there is an excess of
    tax cost over market value of $1,054,488.
(c) Collateral for forward commitments.
(d) Carries notional principal balance.
 
COFI--Cost of Funds Index
LIBOR--London Interbank Offered Rate
PAC--Planned Amortization Class
REMIC--Real Estate Mortgage Investment Conduit
 
    The accompanying notes are an integral part of the financial statements.
 
                                        3
<PAGE>   4
 
- --------------------------------------------------------------------------------
                      HERITAGE U.S. GOVERNMENT INCOME FUND
                      STATEMENT OF ASSETS AND LIABILITIES
                                 APRIL 30, 1995
                                  (UNAUDITED)
- --------------------------------------------------------------------------------
 
<TABLE>
<S>                                                                                       <C>             <C>
Assets
Investments, at market value (identified cost $64,357,339) (Note 1).....................                  $63,500,196
Repurchase agreement (identified cost $1,373,000) (Note 1)..............................                    1,373,000
Cash....................................................................................                          368
Receivables:
  Investments sold (Note 1).............................................................                   15,482,813
  Interest (includes mortgage dollar roll fee receivable of $21,209)....................                      785,982
  Futures daily variation margin........................................................                        9,375
Deferred organization expense...........................................................                       26,239
                                                                                                          -----------
        Total assets....................................................................                   81,177,973
Liabilities
Payables (Note 4):
  Investments purchased (Note 1)........................................................  $43,285,863
  Accrued management fee................................................................      105,818
  Accrued administrative fee............................................................       32,337
  Other accrued expenses................................................................      105,404
Deferred mortgage dollar roll income (Note 1)...........................................       54,848
                                                                                          -----------
        Total liabilities...............................................................                   43,584,270
                                                                                                          -----------
Net assets, at market value.............................................................                  $37,593,703
                                                                                                           ==========
Net Assets
Net assets consist of:
  Accumulated distribution in excess of net investment income...........................                  $   (57,304)
  Net unrealized depreciation on investments............................................                     (857,143)
  Net unrealized depreciation on futures................................................                     (134,750)
  Accumulated net realized loss on investments..........................................                   (4,545,954)
  Accumulated net realized loss on futures..............................................                     (373,466)
  Paid-in capital (Note 1)..............................................................                   43,562,320
                                                                                                          -----------
Net assets, at market value.............................................................                  $37,593,703
                                                                                                           ==========
Net asset value per share ($37,593,703 divided by 3,115,471 shares of beneficial
  interest outstanding, no par value) (Note 2)..........................................                       $12.07
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
                                        4
<PAGE>   5
 
- --------------------------------------------------------------------------------
                      HERITAGE U.S. GOVERNMENT INCOME FUND
                            STATEMENT OF OPERATIONS
                         FOR THE SIX MONTH PERIOD ENDED
                                 APRIL 30, 1995
                                  (UNAUDITED)
- --------------------------------------------------------------------------------
 
<TABLE>
<S>                                                                                           <C>          <C>
Investment Income
Income:
  Interest..................................................................................               $2,011,807
 
Expenses (Notes 1 and 4):
  Management fee............................................................................  $127,258
  Custodian fees............................................................................    29,723
  Administrative fee........................................................................    27,546
  Legal fees................................................................................    19,523
  Reports to shareholders...................................................................    13,327
  Auditing fees.............................................................................    12,000
  Shareholder servicing.....................................................................     9,476
  NYSE fees.................................................................................     8,085
  Trustees' fees and expenses...............................................................     5,216
  Amortization of organization costs........................................................     3,661
  Insurance.................................................................................     3,502
  Other.....................................................................................     3,655
                                                                                              --------
        Total expenses before waiver........................................................   262,972
        Fees waived by Manager (Note 4).....................................................   (79,335)       183,637
                                                                                              --------     ----------
Net investment income.......................................................................                1,828,170
                                                                                                           ----------
Realized and Unrealized Gain (Loss) on Investments
Net realized loss from investment transactions..............................................                 (219,713)
Net realized loss from futures transactions.................................................                 (481,094)
Net decrease in unrealized depreciation of investments during the period....................                1,046,941
Net increase in unrealized depreciation of futures during the period........................                 (134,338)
                                                                                                           ----------
        Net gain on investments.............................................................                  211,796
                                                                                                           ----------
Net increase in net assets resulting from operations........................................               $2,039,966
                                                                                                            =========
</TABLE>
 
- --------------------------------------------------------------------------------
                      STATEMENTS OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                                                                 FOR THE SIX MONTH            FOR THE PERIOD
                                                                   PERIOD ENDED              NOVEMBER 19, 1993
                                                                  APRIL 30, 1995       (COMMENCEMENT OF OPERATIONS)
                                                                    (UNAUDITED)             TO OCTOBER 31, 1994
                                                                 -----------------     -----------------------------
<S>                                                              <C>                   <C>
Increase (decrease) in net assets:
Operations:
  Net investment income........................................     $ 1,828,170                 $ 3,056,913
  Net realized loss from investment transactions...............        (219,713)                 (4,565,604)
  Net realized gain (loss) from future transactions............        (481,094)                    107,628
  Net increase (decrease) in unrealized depreciation of
    investments and futures during the period..................         912,603                  (1,904,496)
                                                                 -----------------             ------------
  Net increase (decrease) in net assets resulting from
    operations.................................................       2,039,966                  (3,305,559)
Distribution to shareholders from:
  Net investment income ($0.58 and $0.91 per share)............      (1,813,171)                 (2,823,138)
  Distribution in excess of net investment income ($0.02)......              --                     (72,303)
  Tax return of capital ($0.04)................................              --                    (125,887)
Increase in net assets from Fund share transactions (Note 2)...              --                  43,593,795
                                                                 -----------------             ------------
Increase in net assets.........................................         226,795                  37,266,908
Net assets, beginning of period................................      37,366,908                     100,000
                                                                 -----------------             ------------
Net assets, end of period (including accumulated distribution
  in excess of net investment income of ($57,304) and
  ($72,303), respectively......................................     $37,593,703                 $37,366,908
                                                                 =================     =============================
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
                                        5
<PAGE>   6
 
- --------------------------------------------------------------------------------
                      HERITAGE U.S. GOVERNMENT INCOME FUND
                            STATEMENT OF CASH FLOWS
                            FOR THE SIX MONTH PERIOD
                                     ENDED
                                 APRIL 30, 1995
                                  (UNAUDITED)
- --------------------------------------------------------------------------------
 
<TABLE>
<S>                                                                                                   <C>
Cash flows from operating activities:
  Interest received...............................................................................    $   1,863,638
  Operating expenses paid.........................................................................          (33,190)
  Proceeds from disposition of portfolio securities and of future contracts.......................      234,727,738
  Sale of short term securities, net..............................................................        3,159,000
  Purchase of portfolio securities and future contracts...........................................     (237,904,324)
                                                                                                      -------------
    Net cash provided by operating activities.....................................................        1,812,862
                                                                                                      -------------
Cash flow used for financing activities:
  Cash dividends paid.............................................................................       (1,813,171)
                                                                                                      -------------
    Net cash used for financing activities........................................................       (1,813,171)
                                                                                                      -------------
Net decrease in cash..............................................................................             (309)
Cash at beginning of period.......................................................................              677
                                                                                                      -------------
Cash at end of period.............................................................................    $         368
                                                                                                       ============
Reconciliation of net increase in net assets resulting from operations to net cash used by
  operating activities
Net increase in net assets resulting from operations..............................................    $   2,039,966
                                                                                                      -------------
Increase in investments and repurchase agreements.................................................         (487,180)
Net decrease in depreciation of investments during the period.....................................       (1,046,941)
Increase in interest receivable...................................................................         (148,169)
Increase in investments receivable................................................................       (5,260,938)
Increase in investments payable...................................................................        6,565,677
Increase in accrued expenses......................................................................          150,447
                                                                                                      -------------
    Total adjustments.............................................................................         (227,104)
                                                                                                      -------------
      Net cash used by operating activities.......................................................    $   1,812,862
                                                                                                       ============
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
                                        6
<PAGE>   7
 
- --------------------------------------------------------------------------------
                      HERITAGE U.S. GOVERNMENT INCOME FUND
                              FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
 
    The following table includes selected data for a share outstanding
throughout each period and other performance information derived from the
financial statements.
 
<TABLE>
<CAPTION>
                                                                                              FOR THE
                                                                                       SIX MONTH PERIOD ENDED
                                                                                           APRIL 30, 1995
                           PER SHARE OPERATING PERFORMANCE                                  (UNAUDITED)            1994+
                                                                                       ----------------------     -------
<S>                                                                                    <C>                        <C>
Net asset value, beginning of the period..............................................         $11.99              $14.02*
                                                                                              -------             -------
Income from Investment Operations:
  Net investment income(a)............................................................            .59                0.98
  Net realized and unrealized gain (loss) on investments..............................            .07               (2.04)
                                                                                              -------             -------
  Net increase (decrease) in net asset value from investment operations...............            .66               (1.06)
                                                                                              -------             -------
Less Distributions:
  Dividends from net investment income................................................           (.58)              (0.91)
  Distributions in excess of net investment income....................................             --               (0.02)
  Tax return of capital...............................................................             --               (0.04)
                                                                                              -------             -------
  Total Distributions.................................................................           (.58)              (0.97)
                                                                                              -------             -------
Net asset value, end of the period....................................................         $12.07              $11.99
                                                                                              =======             =======
Market value, end of period...........................................................        $11.875             $11.375
                                                                                              =======             =======
TOTAL RETURN:(C)
  Per share market value..............................................................           9.57%             -18.20%
  Per share net asset value...........................................................           5.72%              -7.75%
RATIOS AND SUPPLEMENTAL DATA:
  Ratio of operating expenses, net, to average daily net assets (net of interest and                                 1.00%
    taxes)(a)(b)......................................................................           1.00%
  Ratio of net investment income to average daily net assets(b).......................           9.96%               7.99%
  Portfolio turnover rate(b)..........................................................          48.70%             162.71%
  Net assets, end of period (millions)................................................            $38                 $37
</TABLE>
 
- ---------------
 
 *  Beginning per share amount reflects $15.00, initial public offering price,
    net of underwriting discounts and offering costs ($.98).
 +  For the period November 19, 1993 (commencement of operations) to October 31,
    1994.
(a) Excludes management fees waived by the Manager of $.03 and $.02 per share,
    respectively. The annualized operating expense ratios including such items
    would be 1.43% and 1.21%, respectively.
(b) Annualized. The annualized Portfolio turnover rates including reverse
    repurchase agreements, drop trades and mortgage dollar roll transactions
    aggregated 833.05% and 438.65%, respectively.
(c) Total return based on per share net asset value reflects the effects of
    changes in net asset value on the performance of the Fund during the period
    and assumes dividend distributions were reinvested. Per share net asset
    value return percentage is not an indication of the performance of a
    shareholder's investment in the Fund due to differences between the market
    price of the stock and the net asset value of the Fund during the period.
 
                                        7
<PAGE>   8
 
- --------------------------------------------------------------------------------
                      HERITAGE U.S. GOVERNMENT INCOME FUND
                         NOTES TO FINANCIAL STATEMENTS
                                  (UNAUDITED)
- --------------------------------------------------------------------------------
 
Note 1: SIGNIFICANT ACCOUNTING POLICIES.  Heritage U.S. Government Income Fund
        (the "Fund") is organized as a Massachusetts business trust and is
        registered under the Investment Company Act of 1940, as amended, as a
        diversified, closed-end management investment company. The policies
        described below are followed consistently by the Fund in the preparation
        of its financial statements in conformity with generally accepted
        accounting principles.
 
        Security Valuation: The Fund values investment securities based on
        market quotations when readily available. Certain debt securities may be
        valued by pricing services approved by the officers of the Fund, which
        quotations reflect broker/dealer-supplied valuations by using either a
        computerized matrix system or appraisals derived from dealer-supplied
        quotations based on similar securities. When market quotations are not
        readily available, securities are valued using such methods as the Board
        of Trustees believes would reflect fair market value. Short term
        investments having a maturity of 60 days or less are valued at cost
        which, when combined with accrued interest included in interest
        receivable or discount earned, approximates market.
 
        Repurchase Agreements: The Fund enters into repurchase agreements
        whereby the Fund, through its custodian, receives delivery of the
        underlying securities, the market value of which at the time of purchase
        is required to be in an amount equal to at least 100% of the resale
        price.
 
        Reverse Repurchase Agreements: The Fund may borrow by entering into
        reverse repurchase agreements whereby the Fund sells securities and
        agrees to repurchase them at a mutually agreed price. Reverse repurchase
        agreements may be used for leverage purposes as permitted by the
        prospectus. At the time the Fund enters into a reverse repurchase
        agreement, it will establish and maintain a segregated account with an
        approved custodian containing liquid high grade securities, marked to
        market daily, having a value no less than the repurchase price
        (including accrued interest).
 
        Forward Commitments and When-Issued Securities: Delivery and payment for
        securities that have been purchased by the Fund on a forward commitment
        or when-issued basis can take place a month or more after the
        transaction date. During this period, such securities are subject to
        market fluctuations and the Fund maintains, in a segregated account with
        its custodian, assets with a market value equal to the amount of its
        purchase commitments.
 
        Futures Contracts: Upon entering into futures contracts, the Fund is
        required to deposit with a broker an amount ("initial margin") equal to
        a certain percentage of the purchase price indicated in the futures
        contact. Subsequent payments ("variation margin") are made or received
        by the Fund each Day, dependent on the daily fluctuations in the value
        of the underlying security, and are recorded for financial reporting
        purposes as unrealized gains or losses by the Fund. If the Fund enters
        into closing transactions, the Fund will realize for financial reporting
        purposes, a gain or loss equal to the difference between the value of
        the futures contract to buy and the futures contract to sell. The Fund
        may be subject to certain risks upon entering into futures contracts
        resulting from the imperfect correlation of prices between the futures
        and securities markets.
 
        Federal Taxes: The Fund's policy is to comply with the requirements of
        the Internal Revenue Code of 1986, as amended, which are applicable to
        regulated investment companies and to distribute substantially all of
        its taxable income to its shareholders. If the Fund, because of its
        policy of maintaining a level rate of monthly dividends, fails to
        distribute all of its investment company taxable income for any taxable
        year, it will be required to pay federal income tax on the undistributed
        amount -- which in no event will be more than 10% of that income -- and
        may have to pay a 4% federal excise tax on a portion thereof. As of
        October 31, 1994, the Fund has a net tax basis capital loss carryforward
        of $4,218,352 which may be applied against any realized net taxable
        gains until its expiration date of October 31, 2002.
 
        Distribution of Income and Net Realized Gains: Distributions from net
        investment income are made monthly. Net realized gains from investment
        transactions during any particular year in excess of available capital
        loss carryforwards, which, if not distributed, would be taxable to the
        Fund, will be distributed to shareholders in the following fiscal year.
        The Fund uses the identified cost method for determining realized gain
        or loss on investments for both financial and federal income tax
        reporting purposes.
 
        Organization Expenses: Expenses incurred in connection with the
        formation of the Fund were deferred and are being amortized on a
        straight-line basis over 60 months from the date of commencement of
        operations.
 
        Other: Investment security transactions are accounted for on a trade
        date basis. Distributions to shareholders are recorded on the
        ex-dividend date. Interest income is recorded on the accrual basis.
 
        Capital Accounts:  The Fund reports the undistributed net investment
        income (accumulated net investment loss) and accumulated net realized
        gain (loss) accounts on a basis approximating amounts available for
        future tax distributions (or to offset future taxable realized gains
        when a capital loss carryforward is available). Accordingly, the Fund
        may periodically make reclasses among certain capital accounts without
        impacting the net asset value of the Fund.
 
        Statement of Cash Flows:  Information on financial transactions which
        have been settled through the receipt and disbursement of cash is
        presented in the Statement of Cash Flows. The cash amount shown in the
        Statement of Cash Flows is the amount reported as cash in the Fund's
        Statement of Assets and Liabilities and represents the cash position in
        its custodian bank account at April 30, 1995.
 
                                        8
<PAGE>   9
 
- --------------------------------------------------------------------------------
                      HERITAGE U.S. GOVERNMENT INCOME FUND
                         NOTES TO FINANCIAL STATEMENTS
                                  (CONTINUED)
- --------------------------------------------------------------------------------
 
Note 2: FUND SHARES. At April 30, 1995, there was an unlimited number of shares
        of beneficial interest of no par value authorized. There was no Fund
        share activity for the six month period ended April 30, 1995.
        Transactions in shares of the Fund during the period November 19, 1993
        (commencement of operations) to October 31, 1994 were as follows:
 
<TABLE>
<CAPTION>
                                                                                            SHARES           AMOUNT
                                                                                           ---------       -----------
        <S>                                                                                <C>             <C>
        Shares and proceeds in connection with the Fund's initial public offering and
          subsequent offering sold, net of underwriting commissions of $2,794,500 and of
          offering expenses of $233,812..................................................  3,105,000       $43,546,688
        Shares issued on reinvestment of distributions...................................      3,379            47,107
                                                                                           ---------       -----------
        Net increase.....................................................................  3,108,379       $43,593,795
                                                                                                            ==========
        Shares outstanding:
          Beginning of period............................................................      7,092
                                                                                           ---------
          End of period..................................................................  3,115,471
                                                                                            ========
</TABLE>
 
       On November 19, 1993, the Fund completed its initial public offering
       issuing 2,700,000 shares of beneficial interest. Gross proceeds of the
       shares amounted to $40,500,000. On December 23, 1993, the Fund issued an
       additional 405,000 shares of beneficial interest upon exercising the
       underwriter's option of over allotment amounting to $6,075,000.
 
Note 3: PURCHASES AND SALES OF SECURITIES. For the six month period ended April
        30, 1995, purchases, sales and paydowns of investment securities
        (excluding short-term investments, reverse repurchase agreements and
        mortgage dollar roll transactions) aggregated $35,390,744, $12,949,349
        and $1,125,354, respectively. Purchases and sales of securities involved
        in drop trades agreements aggregated $30,292,538 and $24,452,344,
        respectively. Purchase and sales of mortgage dollar roll transactions
        aggregated $178,786,719 and $202,251,545, respectively. The aggregate
        amounts for futures transactions sold and closed during the period was
        $29,140,000 and $33,336,094, respectively. The following is a summary of
        futures contracts activity during the period:
 
<TABLE>
<CAPTION>
                                                                        SALES OF FUTURES CONTRACTS
                                                                    ----------------------------------
                                                                    NUMBER OF         AGGREGATE FACE         UNREALIZED
                                                                    CONTRACTS       VALUE OF CONTRACTS          LOSS
                                                                    ---------       ------------------       ----------
        <S>                                                         <C>             <C>                      <C>
        Outstanding November 1, 1994..............................      90             $  9,000,000
        U.S. Treasury Note/Bond Futures:
           Contracts sold.........................................     290               29,000,000
           Contracts closed.......................................     330               33,000,000
                                                                       ---          ------------------
        Outstanding at April 30, 1995.............................      50             $  5,000,000          $(134,750 )
                                                                    ==========      =================        ==========
</TABLE>
 
Note 4: MANAGEMENT, ADMINISTRATIVE, AND TRUSTEES' FEES. Under the Fund's
        Investment Advisory and Administration Agreement, with Heritage Asset
        Management, Inc. ( the "Manager"), the Fund agrees to pay to the Manager
        a monthly fee of 0.01667% of average weekly net assets for the preceding
        period (approximately .20% per annum) plus a fee equal to 4.5% of gross
        weekly income, computed daily and payable monthly. As compensation for
        its services as administrator, the Fund will pay the Adviser a monthly
        fee of 0.0125% of average weekly net assets for the preceding period
        (approximately .15% per annum). The agreement also provides for a
        reduction in such fees in any year to the extent that operating expenses
        (excluding interest and taxes) of the Fund exceed 1.00% on an annual
        basis of the Fund's average daily net assets. Under the agreement, fees
        waived by the Manager for the six month period ended April 30, 1995
        amounted to $79,335 (less than $.03 per share). If total Fund expenses
        fall below the expense limitation agreed to by the Manager before the
        end of the year ending October 31, 1997, the Fund may be required to pay
        the Manager a portion or all of the waived management and advisory fees.
        In addition, the Fund may be required to pay the Manager a portion or
        all of the management fee waived ($76,728) in the prior period ended
        October 31, 1994, if total Fund expenses fall below the annual expense
        limitation before the end of the year ending October 31, 1996.
 
        Trustees of the Trust also serve as Trustees for Heritage Cash Trust,
        Heritage Capital Appreciation Trust, Heritage Income-Growth Trust,
        Heritage Income Trust and Heritage Series Trust, open-end investment
        companies which are also advised by the Manager (collectively referred
        to as the Heritage funds). Each Trustee of the Heritage funds who is not
        an interested person of the Manager received an annual fee of $8,000 and
        an additional fee of $2,000 for each combined quarterly meeting of the
        Heritage funds attended. Trustees' fees and expenses are paid equally by
        each of the Heritage funds.
 
                                        9
<PAGE>   10
 
- --------------------------------------------------------------------------------
                      HERITAGE U.S. GOVERNMENT INCOME FUND
                         NOTES TO FINANCIAL STATEMENTS
                                  (CONTINUED)
- --------------------------------------------------------------------------------
 
Note 5: QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)
 
<TABLE>
<CAPTION>
                                                                                                     NET INCREASE (DECREASE)
                                                                           NET GAIN (LOSS) ON             IN NET ASSETS
                                                                               INVESTMENTS               RESULTING FROM
                  QUARTER ENDED                 INVESTMENT INCOME             TRANSACTIONS                 OPERATIONS
        ----------------------------------    ----------------------     -----------------------     -----------------------
                   FISCAL 1995                  TOTAL      PER SHARE        TOTAL      PER SHARE        TOTAL      PER SHARE
        ----------------------------------    ----------   ---------     -----------   ---------     -----------   ---------
        <S>                                   <C>          <C>           <C>           <C>           <C>           <C>
        April 30, 1995                        $  872,864     $0.28       $   768,649    $  0.25      $ 1,641,513    $  0.53
        January 31, 1995                         955,306      0.31          (556,853)     (0.18)         398,453       0.13
                                              ----------   ---------     -----------   ---------     -----------   ---------
        Totals                                $1,828,170     $0.59       $   211,796    $  0.07      $ 2,039,966    $  0.66
                                               =========   =========      ==========   =========      ==========   =========
                   FISCAL 1994
        ----------------------------------
        October 31, 1994                      $1,019,313     $0.33       $(2,333,553)   $ (0.75)     $(1,314,240)   $ (0.42)
        July 31, 1994                            809,722      0.26          (318,547)     (0.10)         491,175       0.16
        April 30, 1994                           853,291      0.27        (4,097,450)     (1.32)      (3,244,159)     (1.05)
        January 31, 1994                         374,587      0.12           387,078       0.13          761,665       0.25
                                              ----------   ---------     -----------   ---------     -----------   ---------
        Totals                                $3,056,913     $0.98       $(6,362,472)   $ (2.04)     $(3,305,559)   $ (1.06)
                                               =========   =========      ==========   =========      ==========   =========
</TABLE>
 
                                       10
<PAGE>   11
 
HERITAGE U.S. GOVERNMENT INCOME FUND is a member of the Heritage family of
mutual funds. Other investment alternatives managed by Heritage include:
 
              - HERITAGE CASH TRUST
                       MONEY MARKET FUND
                       MUNICIPAL MONEY MARKET FUND
              - HERITAGE CAPITAL APPRECIATION TRUST
              - HERITAGE INCOME-GROWTH TRUST
              - HERITAGE INCOME TRUST
                       DIVERSIFIED PORTFOLIO
                       LIMITED MATURITY GOVERNMENT PORTFOLIO
                       INSTITUTIONAL GOVERNMENT PORTFOLIO
              - HERITAGE SERIES TRUST
                       SMALL CAP STOCK FUND
                       VALUE EQUITY FUND
 
We are pleased that many of you are also investors in these funds. For
information and a prospectus for any of these funds, please contact your account
executive. Read the prospectus carefully before you invest in any of the funds.
 
                                       11
<PAGE>   12
 
                                            SEMIANNUAL REPORT
                                            (Unaudited) and Investment
                                            Performance Review for the
                                            Six Month Period Ended
                                            APRIL 30, 1995
 
                                            A member of the
                                            Heritage Family of Mutual Funds(TM)


<TABLE>
<S>                                                                                                               <C>
Heritage U.S. Government Income Fund                                                                              ----------------
P.O. Box 33022
St. Petersburg, FL 33733
- ---------------------------------                                                                                    BULK RATE
                                                                                                                    U.S. POSTAGE
Address Change Requested                                                                                                PAID
                                                                                                                   PERMIT NO. 39
Semiannual Report                                                                                                   ATLANTA, GA
INVESTMENT ADVISOR                                                                                                ----------------
Heritage Asset Management, Inc.
P.O. Box 33022
St. Petersburg, FL 33733
(800) 421-4184
SHAREHOLDER SERVICING AGENT
State Street Bank and Trust Company
P.O. Box 8200
Boston, MA 02266
(800) 426-5523
LEGAL COUNSEL
Kirkpatrick & Lockhart LLP
NEW YORK STOCK EXCHANGE SYMBOL
HGA
This report is for the information of shareholders of
Heritage U.S. Government Income Fund. It is not a prospectus, circular
or representation intended for use in the purchase or sale of shares of the
Fund or of any securities mentioned in the report.
4500 6/95 HAM007
</TABLE>


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