NEUBERGER & BERMAN INCOME TRUST
N-30D, 1995-12-28
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<PAGE>

<PAGE>



                        ANNUAL REPORT
- --------------------------------------------
     October 31, 1995



                NEUBERGER&BERMAN
                INCOME TRUST -SM-

     NEUBERGER&BERMAN
                ULTRA SHORT BOND TRUST
     NEUBERGER&BERMAN
                LIMITED MATURITY BOND TRUST
     NEUBERGER&BERMAN
                GOVERNMENT INCOME TRUST








<PAGE>
TABLE OF CONTENTS

<TABLE>
<CAPTION>
<S>                       <C>
    THE TRUSTS

    PRESIDENT'S LETTER            4

    RATINGS SUMMARY               8

    GROWTH OF A DOLLAR
    CHARTS
      COMPARISON OF A
      $10,000 INVESTMENT
Ultra Short Bond Trust           10
Limited Maturity Bond
 Trust                           11
Government Income Trust          12

    REPORT OF
    INDEPENDENT AUDITORS         13

    FINANCIAL STATEMENTS         14

    FINANCIAL HIGHLIGHTS
      PER SHARE DATA
Ultra Short Bond Trust           22
Limited Maturity Bond
 Trust                           23
Government Income Trust          24

    THE PORTFOLIOS

    REPORT OF
    INDEPENDENT AUDITORS         26

    SCHEDULE OF
    INVESTMENTS
Ultra Short Bond
 Portfolio                       27
Limited Maturity Bond
 Portfolio                       31
Government Income
 Portfolio                       35

    FINANCIAL STATEMENTS         38

    FINANCIAL HIGHLIGHTS         45

    OTHER INFORMATION
Directory/Officers and
 Trustees                        46
</TABLE>

                                                                               3
<PAGE>
PRESIDENT'S LETTER                                             December 18, 1995

Dear Shareholders,
  Shortly  after our  October 1994  Annual Report,  the bond  market sprang back
after 12 months of sustained  capital losses. It's been  on an upward tack  ever
since November 1994, causing one of the strongest bond rallies in over a decade.
  The  Federal  Reserve  Board  (the "Fed")  crafted  the  current  fixed income
environment carefully.  The Fed,  led by  Chairman Alan  Greenspan,  effectively
voted  the bond market out of the  high interest-rate quagmire of 1994. This was
the beginning of a  succession of well-calculated decisions  not to raise  rates
that  set the bond market back on a positive trend. Then in July the Fed cut the
discount rate by  0.25% (the first  cut in about  two years). Not  only did  the
easing of interest rates lay the groundwork for a dual bull market for bonds and
stocks, but they also served your Neuberger&Berman fixed income funds well.

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
    YIELDS ON U.S. TREASURY BONDS
<S>                                     <C>             <C>
Plotted Weekly
                                         30-year bonds   3-year bonds
10/28/94                                        7.958%         7.033%
11/04                                           8.159%         7.310%
11/11                                           8.149%         7.387%
11/18                                           8.131%         7.523%
11/25                                           7.931%         7.427%
12/02                                           7.906%         7.571%
12/09                                           7.859%         7.663%
12/16                                           7.854%         7.694%
12/23                                           7.827%         7.801%
12/30                                           7.881%         7.784%
1/6/95                                          7.860%         7.773%
01/13                                           7.792%         7.506%
01/20                                           7.891%         7.664%
01/27                                           7.730%         7.375%
02/03                                           7.626%         7.286%
02/10                                           7.669%         7.445%
02/17                                           7.586%         7.190%
02/24                                           7.528%         6.971%
03/03                                           7.541%         7.016%
03/10                                           7.462%         6.930%
03/17                                           7.368%         6.790%
03/24                                           7.364%         6.727%
03/31                                           7.431%         6.892%
04/07                                           7.390%         6.744%
04/14                                           7.335%         6.606%
04/21                                           7.333%         6.535%
04/28                                           7.336%         6.696%
05/05                                           7.018%         6.279%
05/12                                           6.989%         6.299%
05/19                                           6.917%         6.288%
05/26                                           6.748%         6.036%
06/02                                           6.529%         5.634%
06/09                                           6.726%         6.070%
06/16                                           6.616%         5.821%
06/23                                           6.501%         5.676%
06/30                                           6.618%         5.858%
07/07                                           6.524%         5.611%
07/14                                           6.604%         5.782%
07/21                                           6.962%         6.090%
07/28                                           6.900%         6.053%
08/04                                           6.909%         6.034%
08/11                                           6.990%         6.199%
08/18                                           6.897%         6.218%
08/25                                           6.704%         5.968%
09/01                                           6.616%         5.891%
09/08                                           6.587%         5.903%
09/15                                           6.480%         5.808%
09/22                                           6.584%         5.920%
09/29                                           6.501%         5.920%
10/06                                           6.420%         5.787%
10/13                                           6.304%         5.714%
10/20                                           6.361%         5.780%
10/27                                           6.356%         5.706%
</TABLE>

             SOURCE: BLOOMBERG FINANCIAL MARKETS

  By  your  Funds' fiscal  year-end of  October 31,  1995, the  economy remained
tempered by a  host of moderate  indicators: Gross Domestic  Product (GDP)  grew
4.0%  over the 12-month period, inflation hovered  in check near 3% for the year
(dipping to 2.8%  by October), unemployment  averaged a low  5.6%, and  consumer
confidence  remained high. These figures  highlighted the U.S. economy's ability
to stifle inflation without choking off economic growth.

4
<PAGE>
  The rate  at which  yields on  the benchmark  30-year Treasury  bond has  been
falling  has generally decreased since summer. After falling dramatically from a
high of 8.2% in the fourth quarter of 1994 to 6.6% by June 30, 1995, it  dropped
to  around 6.3% by October's end. Due  to a moderate level of economic expansion
through July, the Fed halted rate  cuts from August through October. During  the
hiatus on rate cuts, long-term bond yields crept up to about 7% in early August,
then  drifted  back down  as  signs of  economic  weakness surfaced  again. This
classic "push-pull" scenario of gently  rising and falling rates was  consistent
with  the slow growth, low inflation "soft  landing" the Fed had planned for the
U.S. economy all along.
  The bond  sectors have  turned in  a mixed  performance heading  into  autumn.
Mortgage-backed  security  prices  have  backed off  slightly  from  late summer
(prices decreased, yields  increased) due to  prepayment fears; adjustable  rate
mortgages  (ARMs)  were  showing minor  losses  in October,  with  only slightly
positive performance in  Government Mortgages and  GNMAs.* Homeowners  typically
begin  a wave of mortgage refinancing as interest rates come down. Foreign bonds
have begun to cool due to a sharply rising U.S. dollar. Government and corporate
debt obligations, however, continued to increase in value as your Funds'  fiscal
year came to a close. With inflation under control, the real yield on bonds (the
nominal  stated yield minus the current rate of inflation) continued to offer an
attractive return.
  We strive  to  merit  your  confidence,  and  remain  committed  to  providing
consistent  performance.  A discussion  of  each Portfolio's  strategy  over the
12-month period of the Annual Report follows.

   ULTRA SHORT BOND TRUST** The greatest benefit in the fixed income markets has
been received  in the  longer  end of  the maturity  spectrum  as the  yield  on
Treasury Bonds with 30 year maturities declined from 7.97% at the end of October
1994  to 6.33% at  the end of October  1995. The yield  on 5-year Treasury Notes
declined from 7.48% to 5.81% but  6-month Treasury Bills declined only 10  basis
points  from 5.66% to 5.56%. As yields on long-term securities fell further than
those with  shorter maturities,  which caused  the difference  in yield  between
short-term  and longer-term bond funds  to narrow, the yield  on our Ultra Short
Bond Fund has become even more attractive.

*Source: IBC Bond Fund Report for  November 3, 1995, reflecting bond prices  and
 performance through 10/31/95.

                                                                               5
<PAGE>
  We have been extending the weighted average portfolio maturity throughout this
time, and have focused our attention on capturing additional yield by purchasing
AAA-rated  asset-backed  securities of  high  quality issuers  collateralized by
autos or similar hard assets. We have also purchased U.S. Government Agency  and
Agency  mortgage-backed securities with  short final maturities  as well as high
quality short-term corporate notes.

   LIMITED MATURITY BOND TRUST** In response  to the positive trend in the  bond
market  we gradually increased the  portfolio's dollar weighted average maturity
to 2.7 years from 1.9 years at the beginning of the fiscal year. This  benefited
the  Portfolio's performance as  the market rally continued  all the way through
October 1995. The  magnitude of the  rally is illustrated  by two-year  Treasury
note  yields which declined from nearly 7.70% at calendar year end 1994 to 5.61%
on October 31,  1995. (When yields  decrease, bond prices  increase). While  the
market has come a long way already, we remain optimistic that the positive trend
will  continue, bolstered  by low inflation  and further  possible interest rate
reductions by the Federal Reserve.
  Corporate bonds  remained expensive  throughout the  period with  historically
narrow  spreads  relative  to  comparable Treasury  bonds.  Corporate  bonds are
measured by their  spreads (yield  differentials) to  Treasury securities.  When
spreads  are wide it pays to invest in corporate bonds. But if the difference in
the yield between  corporate bonds  and Treasury  securities is  small and  then
widens or increases, corporate bonds have historically underperformed comparable
maturity Treasury securities. These tight spreads have been supported by strong,
and  for  the most  part improving  credit  quality, moderate  supply, voracious
investor appetite  for new  issues  and a  long  track record  of  outperforming
Treasuries. We believe that as corporate earnings momentum slows, investors will
demand  a higher premium for credit risk. We think this had just begun to happen
as the fiscal year ended and we will look to add to our corporate bond  position
at more attractive prices.

   GOVERNMENT INCOME TRUST** The 1995 bond market rally had a dramatic impact on
all  sectors of the fixed income markets. Our  strategy early in the year was to
invest heavily in the mortgage sector  in response to slowing prepayment  speeds
and  attractive yield spreads  over comparable maturity  Treasuries. As interest
rates dropped during the year and

6
<PAGE>
prepayment  speeds  accelerated,   we  reduced  our   exposure  to   high-coupon
mortgage-backed  securities in favor of longer-term U.S. Treasuries. As a result
the dollar-weighted average portfolio maturity rose from 6.6 years to 8.7  years
over the fiscal year.
  While  we  successfully managed  the  Fund through  a  difficult year  for the
mortgage bond market,  our significant  commitment in  this sector  still had  a
negative  impact on performance  due to the conditions  of the mortgage security
market mentioned earlier.  However, our  management of  the Portfolio's  average
maturity and credit risk exposure helped offset the difficulties in the mortgage
bond market.

Sincerely,
/s/ Theresa A. Havell

Theresa A. Havell
President and Trustee
Neuberger&Berman Income Funds

**Ultra  Short Bond  Trust, Limited  Maturity Bond  Trust and  Government Income
  Trust started operating on  September 7, 1993, August  30, 1993 and  September
  13,  1993, respectively.  Each Trust  has identical  investment objectives and
  policies, a similar expense ratio and  invests in the same portfolio as  funds
  ("Sister  Funds")  which  are  also  managed  by  Neuberger&Berman  Management
  Incorporated. The  performance  information  for the  Trusts  prior  to  their
  commencement of operations is for the Sister Funds and their predecessors.

                                                                               7
<PAGE>
RATINGS SUMMARY
    The  following  table  shows the  ratings  distribution  and dollar-weighted
average portfolio maturity for  each Portfolio as of  October 31, 1995.  Ratings
distribution and average maturity may change in the future.

<TABLE>
<CAPTION>
                                                           DOLLAR-WEIGHTED
                                                              AVERAGE
                             MOODY'S     PERCENT OF TOTAL    PORTFOLIO
NEUBERGER&BERMAN             RATINGS       INVESTMENTS       MATURITY
- ------------------------------------------------------------------------
<S>                       <C>            <C>               <C>
Ultra Short Bond            Treasury             2.9%          0.8 years
Portfolio                    Agency             37.2
                               Aaa              23.3
                            Aa2, Aa3             9.5
                               P-1              27.1
                                              ----
                                               100.0%
Limited Maturity Bond       Treasury            36.7%         2.7 years
Portfolio                    Agency             15.4
                               Aaa              11.9
                            Aa2, Aa3             4.8
                           A1, A2, A3           20.2
                           Baa2, Baa3           11.0
                                              ----
                                               100.0%
Government Income           Treasury            53.5%         8.7 years
Portfolio                    Agency             44.5
                            Not Rated            2.0
                                              ----
                                               100.0%
</TABLE>

Treasury  - Securities  issued by  the U.S.  Treasury. These  securities are not
rated by Moody's.
Agency - U.S. Government  Agency Securities. These securities  are not rated  by
Moody's.  Some agency securities are not backed  by the full faith and credit of
the U.S. Government.
MOODY'S INVESTORS SERVICE, INC. (MOODY'S) CORPORATE BOND RATINGS:
Aaa - Bonds  rated Aaa  are judged to  be of  the best quality.  They carry  the
smallest degree of investment risk and are generally referred to as "gilt edge."
Interest  payments are protected by a  large or exceptionally stable margin, and
principal is  secure. Although  the various  protective elements  are likely  to
change,  the changes  that can  be visualized  are most  unlikely to  impair the
fundamentally strong position of the issue.
Aa - Bonds rated Aa are judged to be of high quality by all standards.  Together
with  the  Aaa group,  they  comprise what  are  generally known  as "high-grade
bonds." They are rated lower than  the best bonds because margins of  protection
may  not  be as  large  as in  Aaa-rated  securities, fluctuation  of protective
elements may be  of greater amplitude,  or there may  be other elements  present
that  make  the  long-term  risks  appear  somewhat  larger  than  in  Aaa-rated
securities.
A -  Bonds  rated  A  possess  many  favorable  investment  attributes  and  are
considered  as  upper-medium  grade  obligations.  Factors  giving  security  to
principal and interest are considered adequate, but elements may be present that
suggest a susceptibility to impairment some time in the future.
Baa - Bonds rated  Baa are considered medium-grade  obligations (i.e., they  are
neither  highly protected nor  poorly secured). Interest  payments and principal
security appear adequate for the present, but certain protective elements may be
lacking or may be characteristically unreliable  over any great length of  time.
These  bonds  lack  outstanding  investment  characteristics  and  in  fact have
speculative characteristics as well.

8
<PAGE>
MOODY'S SHORT-TERM DEBT RATINGS:
Issuers rated PRIME-1 (P-1), or related supporting institutions, have a superior
capacity for repayment of  short-term promissory obligations. PRIME-1  repayment
capacity  will normally be  evidenced by the  following characteristics: leading
market positions in well-established industries;  high rates of return on  funds
employed;  conservative capitalization structures with moderate reliance on debt
and ample  asset  protection;  broad  margins  in  earnings  coverage  of  fixed
financial charges and high internal cash generation; and well-established access
to a range of financial markets and assured sources of alternative liquidity.
NOTE:  Moody's applies numerical modifiers, 1, 2,  and 3, in each generic rating
classification from Aa  through Baa in  its corporate bond  ratings system.  The
modifier  1 indicates that the  security ranks in the  higher end of its generic
rating category; the modifier 2 indicates a mid-range ranking; and the  modifier
3  indicates  that  the issue  ranks  in the  lower  end of  its  generic rating
category.

                                                                               9
<PAGE>
COMPARISON OF A $10,000 INVESTMENT
Neuberger&Berman                                                October 31, 1995

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

          Ultra Short Bond Trust

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

Average Annual Total Return*
<TABLE>
<CAPTION>
                                Ultra Short Bond Trust   6-Month T-Bill Index
<S>                            <C>                      <C>
1 Year                                   +6.15%                 +5.98%
5 Year                                   +4.73%                 +4.82%
Life of Fund                             +5.89%                 +5.97%
</TABLE>

Average Annual Total Return*
<TABLE>
<CAPTION>
                                Ultra Short Bond Trust    6-Month T-Bill Index
<S>                            <C>                       <C>
11/07/86                                  10000                  10000
10/31/87                                  10518                  10600
1988                                      11271                  11310
1989                                      12291                  12300
1990                                      13272                  13310
199                                       14286                  14190
1992                                      14920                  14800
1993                                      15460                  15280
1994                                      15756                  15890
1995                                      16726                  16840
</TABLE>

   Life of Ultra Short Bond Fund is from 11/7/86.

   The performance information for Neuberger&Berman Ultra Short Bond Trust is as
of  October 31, 1995. Neuberger&Berman Ultra  Short Bond Trust started operating
on September 7, 1993. It has  identical investment objectives and policies,  and
invests in the same Portfolio as Neuberger&Berman Ultra Short Bond Fund ("Sister
Fund"),   which  is  also  managed   by  Neuberger&Berman  Management  Inc.  The
performance information shown in the above chart for the period before September
7, 1993, is for the Sister Fund and its predecessor.

Neuberger&Berman Management Inc. voluntarily bears certain operating expenses of
the Trust in excess of .75% per annum of average daily net assets (.65% prior to
March 1, 1995) and has also borne certain operating expenses of Neuberger&Berman
Ultra Short Bond Fund since its inception. These arrangements can be  terminated
upon  60  days' notice.  Please see  the Trust's  Financial Highlights  for each
year's expense  ratios.  Returns  would have  been  lower  had  Neuberger&Berman
Management Inc. not reimbursed these expenses.

*"Total Return" is calculated including reinvestment of all income dividends and
capital  gain  distributions.  Results  represent past  performance  and  do not
indicate future results. The value of an investment in the Trust and the  return
on  the investment both will fluctuate, and redemption proceeds may be higher or
lower than an investor's original cost.

The 6-Month Salomon  Treasury Bill Index  is an  unmanaged index of  the 6  most
recent 6-month Treasury bill securities. This index consists of a moving 6-month
average yield (not total return) of the 6-month Treasury bills. Please note that
indices  do not  take into  account any  fees and  expenses of  investing in the
individual securities  that  they  track, and  that  individuals  cannot  invest
directly  in any  index. These data  are derived  by Neuberger&Berman Management
Inc. and include reinvestment of all dividends and capital gain distributions.

10
<PAGE>
COMPARISON OF A $10,000 INVESTMENT
Neuberger&Berman                                                October 31, 1995

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

          Limited Maturity Bond Trust

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

Average Annual Total Return*
<TABLE>
<CAPTION>
                                Limited Maturity Bond Trust   Merrill Lynch Index
<S>                            <C>                           <C>
1 Year                                    +8.36%                      +8.93%
5 Year                                    +6.81%                      +7.02%
Life of Fund                              +7.16%                      +7.58%
</TABLE>

Average Annual Total Return*
<TABLE>
<CAPTION>
                                Limited Maturity Bond Trust   Merrill Lynch Index
<S>                            <C>                           <C>
06/09/86                                  10000                       10000
10/31/86                                  10425                       10500
1987                                      10767                       11060
1988                                      11655                       11900
1989                                      12769                       13020
1990                                      13772                       14160
1991                                      15272                       15750
1992                                      16473                       17040
1993                                      17671                       18030
1994                                      17669                       18250
1995                                      19147                       19880
</TABLE>

   Life of Limited Maturity Bond Fund is from 6/9/86.

   The performance information for Neuberger&Berman Limited Maturity Bond  Trust
is  as of October 31, 1995. Neuberger&Berman Limited Maturity Bond Trust started
operating on  August  30,  1993.  It has  identical  investment  objectives  and
policies, and invests in the same Portfolio as Neuberger&Berman Limited Maturity
Bond  Fund ("Sister Fund"), which is also managed by Neuberger&Berman Management
Inc. The performance information shown in the above chart for the period  before
August 30, 1993, is for the Sister Fund and its predecessor.

Neuberger&Berman Management Inc. voluntarily bears certain operating expenses of
the Trust in excess of .80% per annum of average daily net assets (.70% from May
1,  1994 to February 28, 1995) and  has also borne certain operating expenses of
Neuberger&Berman  Limited  Maturity  Bond   Fund  since  its  inception.   These
arrangements  can be  terminated upon  60 days'  notice. Please  see the Trust's
Financial Highlights for  each year's  expense ratios. Returns  would have  been
lower had Neuberger&Berman Management Inc. not reimbursed these expenses.

*"Total Return" is calculated including reinvestment of all income dividends and
capital  gain  distributions.  Results  represent past  performance  and  do not
indicate future results. The value of an investment in the Trust and the  return
on  the investment both will fluctuate, and redemption proceeds may be higher or
lower than an investor's original cost.

The Merrill Lynch 1-3  Year Treasury Index is  an unmanaged total return  market
value  index consisting of all coupon-bearing U.S. Treasury publicly placed debt
securities with maturities between  1 and 3 years.  Please note that indices  do
not  take into  account any  fees and  expenses of  investing in  the individual
securities that they track, and that  individuals cannot invest directly in  any
index.  These data are  derived by Neuberger&Berman  Management Inc. and include
reinvestment of all dividends and capital gain distributions.

                                                                              11
<PAGE>
COMPARISON OF A $10,000 INVESTMENT
Neuberger&Berman                                                October 31, 1995

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

          Government Income Trust

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

Average Annual Total Return*
<TABLE>
<CAPTION>
                                  Government Income Trust    Salomon Brothers
                                                              Mortgage Index
<S>                              <C>                        <C>
1 Year                                    +10.61%                +14.51%
Life of Fund                               +4.68%                 +5.97%
</TABLE>

Average Annual Total Return*
<TABLE>
<CAPTION>
                                  Government Income Trust    Salomon Brothers
                                                              Mortgage Index
<S>                              <C>                        <C>
07/06/93                                  10,000                 10,000
10/31/93                                  10,275                 10,120
1994                                      10,053                  9,990
1995                                      11,119                 11,440
</TABLE>

   Life of Government Income Fund is from 7/6/93.
   The performance information for  Neuberger&Berman Government Income Trust  is
as  of  October  31,  1995.  Neuberger&Berman  Government  Income  Trust started
operating on  September 13,  1993. It  has identical  investment objectives  and
policies,  and  invests in  the  same Portfolio  as  Neuberger&Berman Government
Income  Fund  ("Sister  Fund"),  which  is  also  managed  by   Neuberger&Berman
Management  Inc.  The  performance information  for  Neuberger&Berman Government
Income Trust before September 13, 1993, is for the Sister Fund.

Neuberger&Berman Management Inc. voluntarily bears certain operating expenses of
the Trust in excess of .85% per annum of average daily net assets (.75% prior to
March 1, 1995) and has also borne certain operating expenses of Neuberger&Berman
Government Income Fund since its inception. These arrangements can be terminated
upon 60  days' notice.  Please see  the Trust's  Financial Highlights  for  each
year's  expense  ratios. Absent  such  reimbursement, the  average  annual total
returns of Government Income  Trust for the period  from 7/6/93 to 10/31/95  and
for the one year ended 10/31/95 would have been +2.97% and +8.94%, respectively.

*"Total Return" is calculated including reinvestment of all income dividends and
capital  gain  distributions.  Results  represent past  performance  and  do not
indicate future results. The value of an investment in the Trust and the  return
on  the investment both will fluctuate, and redemption proceeds may be higher or
lower than an investor's original cost.

The  Salomon  Brothers  Mortgage  Index  is  an  unmanaged  total  return  index
consisting  of all  Agency pass-throughs, GNMA,  FNMA, and  FHLMC securities and
75-day, 30- and 15-year securities, and FHA and GNMA project loans. Please  note
that  indices do not take into account any fees and expenses of investing in the
individual securities  that  they  track, and  that  individuals  cannot  invest
directly  in any  index. These data  are derived  by Neuberger&Berman Management
Inc. and include reinvestment of all dividends and capital gain distributions.

12
<PAGE>
REPORT OF INDEPENDENT AUDITORS

To the Board of Trustees of
Neuberger&Berman Income Trust and
Shareholders of:
Neuberger&Berman Ultra Short Bond Trust
Neuberger&Berman Limited Maturity Bond Trust and
Neuberger&Berman Government Income Trust

   We have audited the accompanying statements of assets and liabilities of  the
Neuberger&Berman  Ultra Short Bond Trust, Neuberger&Berman Limited Maturity Bond
Trust, and  Neuberger&Berman  Government  Income  Trust,  three  of  the  series
comprising  Neuberger&Berman Income Trust (the "Trust"), as of October 31, 1995,
and the related statements of operations for the year then ended, the statements
of changes in net assets for each of the two years in the period then ended, and
financial highlights for each of the periods indicated therein. These  financial
statements  and  financial  highlights  are the  responsibility  of  the Trust's
management. Our  responsibility is  to  express an  opinion on  these  financial
statements and financial highlights based on our audits.
   We  conducted  our  audits  in accordance  with  generally  accepted auditing
standards. 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. 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  audits  provide   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 each
of the above mentioned  series of Neuberger&Berman Income  Trust at October  31,
1995,  the results of their  operations for the year  then ended, the changes in
their net  assets for  each of  the  two years  in the  period then  ended,  and
financial  highlights for each  of the periods  indicated therein, in conformity
with generally accepted accounting principles.

                                                                [SIGNATURE]
                                                           /s/ ERNST & YOUNG LLP
Boston, Massachusetts
December 1, 1995

                                                                              13
<PAGE>
STATEMENTS OF ASSETS AND LIABILITIES
Neuberger&Berman                                                October 31, 1995
- ----------------------------------------------------------------------
          Income Trust

<TABLE>
<CAPTION>
                                                                        LIMITED
                                                     ULTRA SHORT        MATURITY        GOVERNMENT
                                                      BOND TRUST       BOND TRUST      INCOME TRUST
                                                    ------------------------------------------------
<S>                                                 <C>              <C>              <C>
ASSETS
      Investment in corresponding Portfolio, at
        value (Note A)                              $   1,737,580    $  11,734,461    $      58,418
      Deferred organization costs (Note A)                 31,238           29,827           30,114
      Receivable for Trust shares sold                        242          175,564               --
      Receivable from administrator -- net (Note
        B)                                                199,555            1,358          187,141
                                                    ------------------------------------------------
                                                        1,968,615       11,941,210          275,673
                                                    ------------------------------------------------
LIABILITIES
      Dividends payable                                        23            1,113                1
      Payable for Fund expenses (Note B)                  149,122               --          139,821
      Payable for Trust shares redeemed                        20              441               --
      Accrued organization costs (Note A)                  54,796               --           52,471
      Accrued expenses                                     25,108           24,645           23,886
                                                    ------------------------------------------------
                                                          229,069           26,199          216,179
                                                    ------------------------------------------------
NET ASSETS at value                                 $   1,739,546    $  11,915,011    $      59,494
                                                    ------------------------------------------------
NET ASSETS consist of:
      Par value                                     $         177    $       1,240    $           6
      Paid-in capital in excess of par value            1,744,569       11,840,447           61,233
      Accumulated undistributed foreign currency
        gains                                                  --            3,069               --
      Accumulated net realized losses on
        investment                                         (8,368)         (36,328)          (1,963)
      Net unrealized appreciation in value of
        investment                                          3,168          106,583              218
                                                    ------------------------------------------------
NET ASSETS at value                                 $   1,739,546    $  11,915,011    $      59,494
                                                    ------------------------------------------------
SHARES OUTSTANDING
      ($.001 par value; unlimited shares
        authorized)                                       176,579        1,240,244            6,319
                                                    ------------------------------------------------
NET ASSET VALUE, offering and
      redemption price per share                            $9.85            $9.61            $9.42
                                                    ------------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

14
<PAGE>
STATEMENTS OF OPERATIONS
Neuberger&Berman                             For the Year Ended October 31, 1995
- ----------------------------------------------------------------------
          Income Trust

<TABLE>
<CAPTION>
                                                                     LIMITED
                                                    ULTRA SHORT      MATURITY      GOVERNMENT
                                                     BOND TRUST     BOND TRUST    INCOME TRUST
                                                    ------------------------------------------
<S>                                                 <C>            <C>            <C>
INVESTMENT INCOME
    Investment income from corresponding Portfolio
      (Note A)                                      $    91,365    $   604,325    $     4,689
                                                    ------------------------------------------
    Expenses:
      Administration fee (Note B)                         7,441         43,624            305
      Amortization of deferred organization and
        initial offering expenses (Note A)               10,984         10,801         10,487
      Auditing fees                                       5,000          5,000          5,000
      Custodian fees                                     10,000         10,000         10,000
      Legal fees                                          4,482          4,557          4,761
      Registration and filing fees                       28,598         41,725         25,615
      Shareholder reports                                23,858         25,897         24,232
      Shareholder servicing agent fees                   17,476         17,833         16,797
      Trustees' fees and expenses                           270            877             33
      Miscellaneous                                         779            996            733
      Expenses from corresponding Portfolio (Note
        A)                                                5,986         29,170            627
                                                    ------------------------------------------
        Total expenses                                  114,874        190,480         98,590
      Deduct -- expenses reimbursed by
        administrator (Note B)                         (104,135)      (123,568)       (98,088)
                                                    ------------------------------------------
        Total net expenses                               10,739         66,912            502
                                                    ------------------------------------------
        Net investment income                            80,626        537,413          4,187
                                                    ------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON
INVESTMENTS, FINANCIAL FUTURES CONTRACTS, AND
FOREIGN CURRENCY TRANSACTIONS FROM CORRESPONDING
PORTFOLIO (NOTE A)
    Net realized gain (loss) on investments              (1,458)       (15,849)           442
    Net realized loss on financial futures
      contracts                                              --             --            (11)
    Net realized gain (loss) on foreign currency
      transactions                                           --          3,069           (624)
    Change in net unrealized appreciation
      (depreciation) of investments and
      translation of assets and liabilities in
      foreign currencies                                  9,096        181,185          2,426
    Change in net unrealized depreciation of
      financial futures contracts                            --             --              5
                                                    ------------------------------------------
        Net gain on investments, financial futures
          contracts, and foreign currency
          transactions from corresponding
          Portfolio (Note A)                              7,638        168,405          2,238
                                                    ------------------------------------------
        Net increase in net assets resulting from
          operations                                $    88,264    $   705,818    $     6,425
                                                    ------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                                                              15
<PAGE>
STATEMENTS OF CHANGES IN NET ASSETS
Neuberger&Berman
- ----------------------------------------------------------------------
          Income Trust

<TABLE>
<CAPTION>
                                                 ULTRA SHORT
                                                  BOND TRUST
                                                     Year
                                                    Ended
                                                 October 31,
                                              1995          1994
                                          --------------------------
<S>                                       <C>           <C>
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
    Net investment income                 $     80,626  $     29,787
    Net realized loss on investments
      sold, financial futures contracts,
      and foreign currency transactions
      from corresponding Portfolio (Note
      A)                                        (1,458)       (5,520)
    Change in net unrealized
      appreciation (depreciation) of
      investments, financial futures
      contracts, and translation of
      assets and liabilities in foreign
      currencies from corresponding
      Portfolio (Note A)                         9,096        (5,579)
                                          --------------------------
    Net increase (decrease) in net
      assets resulting from operations          88,264        18,688
                                          --------------------------
DISTRIBUTIONS TO SHAREHOLDERS FROM:
    Net investment income                      (80,626)      (29,787)
    Tax return of capital                           --            --
                                          --------------------------
    Total distributions to shareholders        (80,626)      (29,787)
                                          --------------------------
FROM TRUST SHARE TRANSACTIONS:
    Proceeds from shares sold                1,794,939     1,891,357
    Proceeds from reinvestment of
      dividends                                 80,508        29,618
    Payments for shares redeemed            (1,379,144)     (848,423)
                                          --------------------------
    Net increase (decrease) from Trust
      share transactions                       496,303     1,072,552
                                          --------------------------
NET INCREASE (DECREASE) IN NET ASSETS          503,941     1,061,453
NET ASSETS:
    Beginning of year                        1,235,605       174,152
                                          --------------------------
    End of year                           $  1,739,546  $  1,235,605
                                          --------------------------
    Accumulated undistributed foreign
      currency gains                      $         --  $         --
                                          --------------------------
NUMBER OF TRUST SHARES:
    Sold                                       182,660       191,992
    Issued on reinvestment of dividends          8,194         3,015
    Redeemed                                  (140,450)      (86,301)
                                          --------------------------
    Net increase (decrease) in shares
      outstanding                               50,404       108,706
                                          --------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

16
<PAGE>
- ----------------------------------------------------------------------
          Income Trust

<TABLE>
<CAPTION>
                                               LIMITED MATURITY               GOVERNMENT
                                                  BOND TRUST                 INCOME TRUST
                                                     Year                        Year
                                                    Ended                       Ended
                                                 October 31,                 October 31,
                                              1995          1994          1995          1994
                                          ------------------------------------------------------
<S>                                       <C>           <C>           <C>           <C>
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
    Net investment income                 $    537,413  $    142,663  $      4,187  $      3,448
    Net realized loss on investments
      sold, financial futures contracts,
      and foreign currency transactions
      from corresponding Portfolio (Note
      A)                                       (12,780)      (13,498)         (193)       (2,469)
    Change in net unrealized
      appreciation (depreciation) of
      investments, financial futures
      contracts, and translation of
      assets and liabilities in foreign
      currencies from corresponding
      Portfolio (Note A)                       181,185       (74,280)        2,431        (2,091)
                                          ------------------------------------------------------
    Net increase (decrease) in net
      assets resulting from operations         705,818        54,885         6,425        (1,112)
                                          ------------------------------------------------------
DISTRIBUTIONS TO SHAREHOLDERS FROM:
    Net investment income                     (537,413)     (142,663)       (3,563)       (3,252)
    Tax return of capital                           --            --          (624)         (196)
                                          ------------------------------------------------------
    Total distributions to shareholders       (537,413)     (142,663)       (4,187)       (3,448)
                                          ------------------------------------------------------
FROM TRUST SHARE TRANSACTIONS:
    Proceeds from shares sold                6,601,996     7,455,164        32,260         5,544
    Proceeds from reinvestment of
      dividends                                529,643       142,832         4,171         3,455
    Payments for shares redeemed            (2,093,216)     (902,302)      (31,299)      (27,493)
                                          ------------------------------------------------------
    Net increase (decrease) from Trust
      share transactions                     5,038,423     6,695,694         5,132       (18,494)
                                          ------------------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS        5,206,828     6,607,916         7,370       (23,054)
NET ASSETS:
    Beginning of year                        6,708,183       100,267        52,124        75,178
                                          ------------------------------------------------------
    End of year                           $ 11,915,011  $  6,708,183  $     59,494  $     52,124
                                          ------------------------------------------------------
    Accumulated undistributed foreign
      currency gains                      $      3,069  $         --  $         --  $         --
                                          ------------------------------------------------------
NUMBER OF TRUST SHARES:
    Sold                                       693,849       780,411         3,496           581
    Issued on reinvestment of dividends         55,762        14,942           452           363
    Redeemed                                  (220,455)      (94,326)       (3,347)       (2,778)
                                          ------------------------------------------------------
    Net increase (decrease) in shares
      outstanding                              529,156       701,027           601        (1,834)
                                          ------------------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                                                              17
<PAGE>
NOTES TO FINANCIAL STATEMENTS
Neuberger&Berman                                                October 31, 1995

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

          Income Trust

NOTE A -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
1) GENERAL:   Neuberger&Berman   Ultra   Short  Bond   Trust   ("Ultra  Short"),
   Neuberger&Berman  Limited  Maturity  Bond  Trust  ("Limited  Maturity"),  and
   Neuberger&Berman Government Income Trust ("Government Income") (collectively,
   the  "Funds")  are  separate  series of  Neuberger&Berman  Income  Trust (the
   "Trust"), a Delaware business trust organized pursuant to a Trust  Instrument
   dated  May  6,  1993. The  Trust  is  registered as  a  diversified, open-end
   management investment company under  the Investment Company  Act of 1940,  as
   amended,  and its shares are registered under  the Securities Act of 1933, as
   amended. The trustees of the Trust may establish additional series or classes
   of shares without the approval of shareholders.
      The assets of each series belong only to that series, and the  liabilities
   of each series are borne solely by that series and no other.
       Each Fund  seeks to achieve its investment  objective by investing all of
   its net investable assets in  its corresponding Portfolio of Income  Managers
   Trust  (the "Portfolio") having the same investment objective and policies as
   the Fund. The value of each Fund's investment in its corresponding  Portfolio
   reflects  that  Fund's  proportionate  interest in  the  net  assets  of that
   Portfolio (1.70%, 3.67%,  and .49%,  for Ultra Short,  Limited Maturity,  and
   Government  Income, respectively,  at October  31, 1995).  The performance of
   each Fund  is  directly affected  by  the performance  of  its  corresponding
   Portfolio. The financial statements of each Portfolio, including the schedule
   of  investments, are included elsewhere in this  report and should be read in
   conjunction with each Fund's financial statements.
2) PORTFOLIO VALUATION: Investments in each  Portfolio of Income Managers  Trust
   are  valued by Income Managers Trust as  indicated in the notes following the
   Portfolios' schedule of investments.
3) FEDERAL INCOME  TAXES: Each  series of  the Trust  is treated  as a  separate
   entity  for Federal income tax purposes. It is the policy of each Fund of the
   Trust to continue to qualify as  a regulated investment company by  complying
   with  the provisions available to certain investment companies, as defined in
   applicable sections of the Internal  Revenue Code, and to make  distributions
   of  taxable income  (after reduction  for any  amounts available  for Federal
   income tax purposes as capital  loss carryforwards) sufficient to relieve  it
   from  all, or substantially all, Federal income taxes. Accordingly, each Fund
   paid no Federal income  taxes and no provision  for Federal income taxes  was
   required.

18
<PAGE>
4) DIVIDENDS  AND  DISTRIBUTIONS TO  SHAREHOLDERS: Each  Fund earns  income, net
   of  Portfolio  expenses,  daily  on  its  investment  in  its   corresponding
   Portfolio.  It  is the  policy of  each  Fund to  declare dividends  from net
   investment income  on each  business day;  such dividends  are paid  monthly.
   Distributions  from net realized capital gains,  if any, will be declared and
   paid annually after  the end  of the  fiscal year.  To the  extent that  each
   Fund's  net realized  capital gains,  if any, can  be offset  by capital loss
   carryforwards ($29,  $6,430, and  $1,909 expiring  in 2001,  2002, and  2003,
   respectively,  for Ultra Short,  $86, $11,896, and  $24,346 expiring in 2001,
   2002, and 2003, respectively,  for Limited Maturity,  and $1,964 expiring  in
   2002  for Government Income,  determined as of  October 31, 1995),  it is the
   policy of each Fund not to distribute such gains.
      Each Fund distinguishes between  dividends on a tax basis and a  financial
   reporting  basis and only  distributions in excess of  tax basis earnings and
   profits are reported  in the  financial statements  as a  return of  capital.
   Differences  in  the  recognition  or classification  of  income  between the
   financial statements and tax earnings  and profits which result in  temporary
   over-distributions   for  financial  statement  purposes  are  classified  as
   distributions in excess of net investment income or accumulated net  realized
   gains.
5) ORGANIZATION  EXPENSES:  Expenses incurred  by each  Fund in  connection with
   its organization are being  amortized by each Fund  on a straight-line  basis
   over a five-year period. At October 31, 1995, the unamortized balance of such
   expenses  amounted to $31,238, $29,827, and $30,114, for Ultra Short, Limited
   Maturity, and Government Income, respectively. The accrued organization costs
   for Ultra  Short  and  Government  Income  are  payable  to  Neuberger&Berman
   Management Incorporated ("Management"), the administrator to each Fund.
6) EXPENSE ALLOCATION: The Funds bear all costs of operations. Expenses incurred
   by  the  Trust  with  respect to  any  two  or more  Funds  are  allocated in
   proportion to  the  net assets  of  such  Funds, except  where  another  more
   appropriate allocation of expenses to each Fund can otherwise be made fairly.
   Expenses directly attributable to a Fund are charged to that Fund.
7) OTHER:  All net investment  income and realized  and unrealized capital gains
   and losses of  each Portfolio  are allocated  pro rata  among its  respective
   Funds and any other investors in the Portfolio.

NOTE B -- ADMINISTRATION AND DISTRIBUTION FEES AND OTHER TRANSACTIONS
       WITH AFFILIATES:
   Each  Fund retains  Management as  its administrator  under an Administration
Agreement ("Agreement") dated as  of July 12, 1993.  Pursuant to this  Agreement
each  Fund pays Management an  administration fee at the  annual rate of .50% of
that Fund's  average  daily  net  assets  and  indirectly  pays  for  investment
management  services through its investment in its corresponding Portfolio. (See
Note B  of Notes  to  Financial Statements  of  the Portfolios.)  The  Agreement
provides that if with respect to

                                                                              19
<PAGE>
any  fiscal year of  each Fund, its  total operating expenses  plus its pro rata
portion of its corresponding Portfolio's operating expenses (including the  fees
payable  to Management but excluding interest, taxes, brokerage commissions, and
extraordinary expenses) ("Operating  Expenses") exceed the  most restrictive  of
the  expense limitations imposed by securities laws  of the states in which such
Fund's shares are qualified  for sale, the administration  fees for that  fiscal
year  will be reduced by the amount of such excess, provided that Management has
no obligation  to reimburse  the Fund  for  any such  expenses that  exceed  the
administration  fee. The most restrictive expense  limitation to which each Fund
is currently subject is  2 1/2% of  the first $30 million  of average daily  net
assets,  2% of the next $70  million of average daily net  assets, and 1 1/2% of
any additional average daily net assets. No reduction in the administration  fee
as  a result  of any state  expense limitation  was required for  the year ended
October 31, 1995. Reduction pursuant to the state expense limitation would  have
been  required  for  Ultra  Short  and  Government  Income  had  Management  not
voluntarily undertaken to reimburse the Funds for certain expenses, as described
below.
   In addition, Management has voluntarily undertaken to reimburse each Fund for
its Operating Expenses which exceed, in the aggregate, .75% per annum for  Ultra
Short  (.65% prior to March 1, 1995),  .80% per annum for Limited Maturity (.70%
from May 1, 1994 to February 28, 1995), and .85% per annum for Government Income
(.75% prior  to  March  1,  1995)  of  their  average  daily  net  assets.  Each
undertaking  is subject  to termination by  Management upon at  least sixty (60)
days' prior written notice  to the Fund.  For the year  ended October 31,  1995,
such  excess expenses  amounted to  $104,135, $123,568,  and $98,088,  for Ultra
Short, Limited Maturity, and Government Income, respectively.
   Since inception of the  Funds, Management has  voluntarily undertaken to  pay
certain  expenses  of Ultra  Short and  Government Income  as an  advance. Those
expenses will  be repaid  by the  Funds to  Management in  the future,  and  are
included under the caption Payable for Fund expenses in the Statements of Assets
and Liabilities.
   All  of the capital stock of Management  is owned by individuals who are also
general partners of Neuberger&Berman, L.P.  ("Neuberger"), a member firm of  The
New  York  Stock  Exchange  and  the  sub-adviser  to  each  Portfolio.  Several
individuals who are officers and/or trustees  of the Trust are also partners  of
Neuberger and/or officers and/or directors of Management.
   Each  Fund also has a distribution  agreement with Management, which receives
no compensation therefor and no commissions  for sales or redemptions of  shares
of beneficial interest of each Fund.

20
<PAGE>
NOTE C -- INVESTMENT TRANSACTIONS:
   During  the year  ended October  31, 1995,  additions and  reductions in each
Fund's investment in its corresponding Portfolio were as follows:

<TABLE>
<CAPTION>
                                               ADDITIONS           REDUCTIONS
- ------------------------------------------------------------------------------
<S>                                            <C>                 <C>
ULTRA SHORT                                    $1,641,146          $1,235,573

LIMITED MATURITY                                5,956,517           1,683,590

GOVERNMENT INCOME                                  40,220              40,004
</TABLE>

                                                                              21
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger&Berman
- --------------------------------------------------------------------------------
          Ultra Short Bond Trust
   The following table includes selected data for a share outstanding throughout
each   year  and  other  performance  information  derived  from  the  Financial
Statements. The per share amounts and ratios which are shown reflect income  and
expenses,   including  the  Fund's  proportionate  share  of  its  corresponding
Portfolio's income  and expenses.  It should  be read  in conjunction  with  its
corresponding Portfolio's Financial Statements and notes thereto.

<TABLE>
<CAPTION>
                                                                      PERIOD
                                                                       FROM
                                                                    SEPTEMBER
                                            YEAR ENDED OCTOBER      7, 1993(1)
                                                    31,             TO OCTOBER
                                             1995        1994        31, 1993
                                            ----------------------------------
<S>                                         <C>         <C>         <C>
Net Asset Value, Beginning of Year          $  9.79     $  9.97     $10.00
                                            ----------------------------------
Income From Investment Operations
    Net Investment Income                       .53         .37        .05
    Net Gains or Losses on Securities
     (both realized and unrealized)             .06        (.18)      (.03)
                                            ----------------------------------
      Total From Investment Operations          .59         .19        .02
                                            ----------------------------------
Less Distributions
    Dividends (from net investment
     income)                                   (.53)       (.37)      (.05)
                                            ----------------------------------
Net Asset Value, End of Year                $  9.85     $  9.79     $ 9.97
                                            ----------------------------------
Total Return+                                 +6.15%      +1.92%     +0.17%(2)
                                            ----------------------------------
Ratios/Supplemental Data
    Net Assets, End of Year (in
     millions)                              $   1.7     $   1.2     $  0.2
                                            ----------------------------------
    Ratio of Expenses to Average Net
     Assets(3)                                  .72%        .65%       .65%(4)
                                            ----------------------------------
    Ratio of Net Investment Income to
     Average Net Assets(3)                     5.42%       3.86%      2.98%(4)
                                            ----------------------------------
</TABLE>

SEE NOTES TO FINANCIAL HIGHLIGHTS

22
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger&Berman
- --------------------------------------------------------------------------------
          Limited Maturity Bond Trust
   The following table includes selected data for a share outstanding throughout
each   year  and  other  performance  information  derived  from  the  Financial
Statements. The per share amounts and ratios which are shown reflect income  and
expenses,   including  the  Fund's  proportionate  share  of  its  corresponding
Portfolio's income  and expenses.  It should  be read  in conjunction  with  its
corresponding Portfolio's Financial Statements and notes thereto.

<TABLE>
<CAPTION>
                                                                      PERIOD
                                                                       FROM
                                                                    AUGUST 30,
                                            YEAR ENDED OCTOBER       1993(1)
                                                    31,             TO OCTOBER
                                             1995        1994        31, 1993
                                            ----------------------------------
<S>                                         <C>         <C>         <C>
Net Asset Value, Beginning of Year          $  9.43     $  9.97     $10.00
                                            ----------------------------------
Income From Investment Operations
    Net Investment Income                       .58         .54        .08
    Net Gains or Losses on Securities
     (both realized and unrealized)             .18        (.54)      (.03)
                                            ----------------------------------
      Total From Investment Operations          .76          --        .05
                                            ----------------------------------
Less Distributions
    Dividends (from net investment
     income)                                   (.58)       (.54)      (.08)
                                            ----------------------------------
Net Asset Value, End of Year                $  9.61     $  9.43     $ 9.97
                                            ----------------------------------
Total Return+                                 +8.36%      -0.01%     +0.55%(2)
                                            ----------------------------------
Ratios/Supplemental Data
    Net Assets, End of Year (in
     millions)                              $  11.9     $   6.7     $  0.1
                                            ----------------------------------
    Ratio of Expenses to Average Net
     Assets(3)                                  .77%        .70%       .65%(4)
                                            ----------------------------------
    Ratio of Net Investment Income to
     Average Net Assets(3)                     6.16%       5.72%      4.99%(4)
                                            ----------------------------------
</TABLE>

SEE NOTES TO FINANCIAL HIGHLIGHTS

                                                                              23
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger&Berman
- --------------------------------------------------------------------------------
          Government Income Trust
   The following table includes selected data for a share outstanding throughout
each   year  and  other  performance  information  derived  from  the  Financial
Statements. The per share amounts and ratios which are shown reflect income  and
expenses,   including  the  Fund's  proportionate  share  of  its  corresponding
Portfolio's income  and expenses.  It should  be read  in conjunction  with  its
corresponding Portfolio's Financial Statements and notes thereto.

<TABLE>
<CAPTION>
                                                                      PERIOD
                                                                       FROM
                                                                    SEPTEMBER
                                                                       13,
                                                YEAR ENDED           1993(1)
                                                OCTOBER 31,         TO OCTOBER
                                             1995        1994        31, 1993
                                            ----------------------------------
<S>                                         <C>         <C>         <C>
Net Asset Value, Beginning of Year          $  9.12     $  9.95     $10.00
                                            ----------------------------------
Income From Investment Operations
    Net Investment Income                       .63         .62        .08
    Net Gains or Losses on Securities
     (both realized and unrealized)             .30        (.83)      (.05)
                                            ----------------------------------
      Total From Investment Operations          .93        (.21)       .03
                                            ----------------------------------
Less Distributions
    Dividends (from net investment
     income)                                   (.53)       (.58)      (.08)
    Tax return of capital                      (.10)       (.04)        --
                                            ----------------------------------
      Total Distributions                      (.63)       (.62)      (.08)
                                            ----------------------------------
Net Asset Value, End of Year                $  9.42     $  9.12     $ 9.95
                                            ----------------------------------
Total Return+                                +10.61%      -2.16%     +0.28%(2)
                                            ----------------------------------
Ratios/Supplemental Data
    Net Assets, End of Year (in
     millions)                              $   0.1     $   0.1     $  0.1
                                            ----------------------------------
    Ratio of Expenses to Average Net
     Assets(3)                                  .82%        .75%       .75%(4)
                                            ----------------------------------
    Ratio of Net Investment Income to
     Average Net Assets(3)                     6.85%       6.46%      6.02%(4)
                                            ----------------------------------
</TABLE>

SEE NOTES TO FINANCIAL HIGHLIGHTS

24
<PAGE>
NOTES TO FINANCIAL HIGHLIGHTS
Neuberger&Berman                                                October 31, 1995

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

          Income Trust
1)The date investment operations commenced.
2)Not annualized.
3)After reimbursement of expenses by the administrator as described in Note B of
    Notes to  Financial Statements.  Had the  administrator not  undertaken such
  action the annualized ratios to average daily net assets would have been:

<TABLE>
<CAPTION>
                                             YEAR ENDED OCTOBER 31,                            PERIOD FROM
                                                                                            SEPTEMBER 7, 1993
ULTRA SHORT                            1995                          1994                  TO OCTOBER 31, 1993
- --------------------------------------------------------------------------------------------------------------
<S>                            <C>                           <C>                           <C>
Expenses                                      2.50%                         2.50%                  2.50%
                               -------------------------------------------------------------------------------
Net Investment Income                         3.64%                         2.01%                  1.13%
                               -------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
                                             YEAR ENDED OCTOBER 31,                        PERIOD FROM AUGUST
                                                                                           30, 1993 TO OCTOBER
LIMITED MATURITY                       1995                          1994                       31, 1993
- --------------------------------------------------------------------------------------------------------------
<S>                            <C>                           <C>                           <C>
Expenses                                      2.18%                         2.50%                  2.50%
                               -------------------------------------------------------------------------------
Net Investment Income                         4.75%                         3.92%                  3.14%
                               -------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
                                             YEAR ENDED OCTOBER 31,                            PERIOD FROM
                                                                                           SEPTEMBER 13, 1993
GOVERNMENT INCOME                      1995                          1994                  TO OCTOBER 31, 1993
- --------------------------------------------------------------------------------------------------------------
<S>                            <C>                           <C>                           <C>
Expenses                                      2.50%                         2.50%                  2.50%
                               -------------------------------------------------------------------------------
Net Investment Income                         5.17%                         4.71%                  4.27%
                               -------------------------------------------------------------------------------
</TABLE>

4)Annualized.
+ Total return  based on  per share  net  asset value  reflects the  effects  of
  changes  in net asset value  on the performance of  each Fund during each year
  and assumes dividends and capital gain distributions, if any, were reinvested.
  Results represent  past  performance  and do  not  guarantee  future  results.
  Investment returns and principal may fluctuate and shares when redeemed may be
  worth  more or less than original cost.  Total return would have been lower if
  Management had not reimbursed certain expenses.

                                                                              25
<PAGE>
REPORT OF INDEPENDENT AUDITORS

To the Board of Trustees of
Income Managers Trust and
Owners of Beneficial Interest of:
Neuberger&Berman Ultra Short Bond Portfolio
Neuberger&Berman Limited Maturity Bond Portfolio and
Neuberger&Berman Government Income Portfolio

   We  have  audited  the  accompanying statements  of  assets  and liabilities,
including the schedules of investments, of the Neuberger&Berman Ultra Short Bond
Portfolio,   Neuberger&Berman    Limited    Maturity   Bond    Portfolio,    and
Neuberger&Berman  Government Income  Portfolio, three  of the  series comprising
Income Managers Trust  (the "Trust"), as  of October 31,  1995, and the  related
statements  of operations for the year then  ended, the statements of changes in
net assets for each  of the two  years in the period  then ended, and  financial
highlights for each of the periods indicated therein. These financial statements
and  financial highlights are the responsibility  of the Trust's management. Our
responsibility is  to  express an  opinion  on these  financial  statements  and
financial highlights based on our audits.
   We  conducted  our  audits  in accordance  with  generally  accepted auditing
standards. 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. Our  procedures  included confirmation  of  securities owned  as  of
October  31, 1995,  by correspondence  with the  custodian and  brokers or other
appropriate auditing procedures where replies from brokers were not received. 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 audits  provide 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 each
of the above mentioned series of Income Managers Trust at October 31, 1995,  the
results  of their operations for  the year then ended,  the changes in their net
assets for  each of  the  two years  in the  period  then ended,  and  financial
highlights  for  each  of  the periods  indicated  therein,  in  conformity with
generally accepted accounting principles.

                                                                [SIGNATURE]
Boston, Massachusetts                                      /s/ ERNST & YOUNG LLP
December 1, 1995

26
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger&Berman                                                October 31, 1995

- --------------------------------------------------------------------------------
          Ultra Short Bond Portfolio

<TABLE>
<CAPTION>
 PRINCIPAL                                         RATING(1)
  AMOUNT                                       MOODY'S       S&P       VALUE(2)
- -----------                                  -----------  ---------  -------------
<C>          <S>                             <C>          <C>        <C>
             U.S. TREASURY SECURITIES
             (3.0%)
 $3,000,000  U.S. Treasury Notes, 7.50%,
             due 1/31/97 (COST $3,014,956)       TSY         TSY     $   3,067,500
                                                                     -------------
             U.S. GOVERNMENT AGENCY
             SECURITIES (27.2%)
 2,000,000   Federal National Mortgage
             Association, Medium-Term
             Notes, 6.37%, due 11/14/95          AGY         AGY         2,000,760
 1,250,000   Chattanooga Valley Corp., TVA,
             Zero Coupon First Mortgage
             Bonds, due 1/1/96                   AGY         AGY         1,239,062
 3,000,000   Federal Home Loan Mortgage
             Corp., Debentures, 6.84%, due
             2/28/96                             AGY         AGY         3,012,870
 4,000,000   Student Loan Marketing
             Association, Floating Rate
             Notes, 6.08%, due 7/1/96            AGY         AGY         4,004,800
 2,000,000   Federal Home Loan Bank, Bonds,
             Ser. CZ-1996, 5.10%, due
             7/8/96                              AGY         AGY         1,995,040
 1,300,000   Federal Home Loan Mortgage
             Corp., Notes, 7.555%, due
             2/10/97                             AGY         AGY         1,329,406
 3,000,000   Federal National Mortgage
             Association, Notes, 7.50%, due
             2/12/97                             AGY         AGY         3,013,020
   250,000   Federal Home Loan Bank,
             Floating Rate Notes, 4.933%,
             due 1/29/98                         AGY         AGY           244,063
   500,000   Federal Home Loan Bank,
             Floating Rate Notes, 4.958%,
             due 2/25/98                         AGY         AGY           488,125
 2,400,000   Federal Home Loan Mortgage
             Corp., Debentures, 6.95%, due
             5/25/98                             AGY         AGY         2,401,584
 2,000,000   Federal Home Loan Mortgage
             Corp., Debentures, 6.50%, due
             9/7/98                              AGY         AGY         2,000,620
 2,000,000   Federal Home Loan Bank, Bonds,
             Ser. TL-1998, 6.64%, due
             9/15/98                             AGY         AGY         2,010,120
 2,000,000   Federal Home Loan Bank, Bonds,
             Ser. IU-2000, 7.30%, due
             8/10/00                             AGY         AGY         2,002,780
 2,000,000   Federal Home Loan Mortgage
             Corp., Debentures, 6.98%, due
             9/13/00                             AGY         AGY         2,003,120
                                                                     -------------
             TOTAL U.S. GOVERNMENT AGENCY
             SECURITIES (COST $27,687,148)                              27,745,370
                                                                     -------------
</TABLE>

                                                                              27
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger&Berman

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

          Ultra Short Bond Portfolio (Cont'd)
<TABLE>
<CAPTION>
 PRINCIPAL                                         RATING(1)
  AMOUNT                                       MOODY'S       S&P       VALUE(2)
- -----------                                  -----------  ---------  -------------
<C>          <S>                             <C>          <C>        <C>
             MORTGAGE-BACKED SECURITIES
             (11.1%)
FEDERAL HOME LOAN MORTGAGE CORP.
$   76,526   REMIC CMO, Ser. 1078-GA,
             6.50%, due 2/15/96                 AGY          AGY     $      76,402
   695,814   REMIC ARM CMO, Ser. 1270-F,
             6.2875%, due 5/15/97               AGY          AGY           695,660
    73,908   Mortgage Participation
             Certificates, 11.50%, due
             2/1/00 & 5/1/00                    AGY          AGY            78,384
 3,794,329   Gold Balloon Payment
             Certificates, 6.50%, due
             3/1/97-10/1/00                     AGY          AGY         3,817,792
   132,384   Mortgage Participation
             Certificates, 10.50%, due
             6/1/00-11/1/00                     AGY          AGY           138,846
 2,006,901   Gold Balloon Payment
             Certificates, 7.50%, due
             11/1/01                            AGY          AGY         2,048,162
   498,314   ARM Certificates, 6.875%, due
             12/1/16                            AGY          AGY           500,494
   653,136   ARM Certificates, 7.125%, due
             3/1/17                             AGY          AGY           656,402
FEDERAL NATIONAL MORTGAGE ASSOCIATION
   285,596   REMIC Trust, Ser. 1991-30,
             Class 30-E, 8.50%, due 3/25/09     AGY          AGY           284,628
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION
 3,000,000   MIDGET Pass-Through
             Certificates, 7.50%, TBA, 15
             Year Maturity                      AGY          AGY         3,074,040
                                                                     -------------
             TOTAL MORTGAGE-BACKED
             SECURITIES (COST $11,342,429)                              11,370,810
                                                                     -------------
             ASSET-BACKED SECURITIES
             (15.5%)
    67,638   General Motors Acceptance
             Corp. Grantor Trust,
             Automobile Loan Pass-Through
             Certificates, Ser. 1991-C,
             Class A, 5.70%, due 12/15/96       Aaa          AAA            67,618
 2,788,952   General Motors Acceptance
             Corp. Grantor Trust,
             Automobile Loan Pass-Through
             Certificates, Ser. 1992-D,
             5.55%, due 5/15/97                 Aaa          AAA         2,786,442
</TABLE>

28
<PAGE>
                                                                October 31, 1995
- --------------------------------------------------------------------------------

          Ultra Short Bond Portfolio (Cont'd)
<TABLE>
<CAPTION>
 PRINCIPAL                                         RATING(1)
  AMOUNT                                       MOODY'S       S&P       VALUE(2)
- -----------                                  -----------  ---------  -------------
<C>          <S>                             <C>          <C>        <C>
 $ 227,719   General Motors Acceptance
             Corp. Grantor Trust,
             Automobile Loan Pass-Through
             Certificates, Ser. 1992-F,
             Class A, 4.50%, due 9/15/97         Aaa         AAA     $     225,852
 1,220,575   Daimler-Benz Auto Grantor
             Trust, Ser. 1993-A, 3.90%, due
             10/15/98                            Aaa         AAA         1,203,853
   284,419   USAA Auto Loan Grantor Trust,
             Automobile Loan Pass-Through
             Certificates, Ser. 1993-1,
             3.90%, due 3/15/99                  Aaa         AAA           280,949
 2,226,578   General Motors Acceptance
             Corp. Grantor Trust,
             Automobile Loan Pass-Through
             Certificates, Ser. 1995-A,
             7.15%, due 3/15/00                  Aaa         AAA         2,258,062
 1,798,347   Ford Credit Grantor Trust,
             Ser. 1995-A, Class A, 5.90%,
             due 5/15/00                         Aaa         AAA         1,802,015
 4,300,000   Caterpillar Financial Asset
             Trust, Ser. 1995-A, Class A-2,
             6.10%, due 8/25/01                  Aaa         AAA         4,306,450
 2,901,142   Chase Manhattan Grantor Trust,
             Automobile Loan Pass-Through
             Certificates, Ser. 1995-A,
             6.00%, due 9/17/01                  Aaa         AAA         2,905,929
                                                                     -------------
             TOTAL ASSET-BACKED SECURITIES
             (COST $15,788,759)                                         15,837,170
                                                                     -------------
             BANKS & FINANCIAL INSTITUTIONS
             (11.9%)
 2,000,000   Citibank Canada, Domestic
             C.D., 7.62%, due 1/9/96             P-1         A-1         2,005,120
 3,000,000   Westdeutsche Landesbank
             Girozentrale, Medium-Term
             Notes, 6.75%, due 3/13/96           Aa2         AA+         3,009,690
 3,000,000   Trust Company Bank, Atlanta,
             Georgia, Medium-Term Bank
             Notes, 6.50%, due 3/21/96           Aa2         AA          3,008,610
 4,000,000   Deutsche Bank A.G., Yankee
             C.D., 7.498%, due 1/21/97           Aaa         AAA         4,065,480
                                                                     -------------
             TOTAL BANKS & FINANCIAL
             INSTITUTIONS (COST
             $12,038,032)                                               12,088,900
                                                                     -------------
</TABLE>

                                                                              29
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger&Berman                                                October 31, 1995

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

          Ultra Short Bond Portfolio (Cont'd)
<TABLE>
<CAPTION>
 PRINCIPAL                                         RATING(1)
  AMOUNT                                       MOODY'S       S&P       VALUE(2)
- -----------                                  -----------  ---------  -------------
<C>          <S>                             <C>          <C>        <C>
             CORPORATE DEBT SECURITIES
             (16.2%)
 $4,000,000  Hanson Overseas B.V., Yankee
             Guaranteed Senior Notes,
             5.50%, due 1/15/96                  P-1         A-1     $   3,997,640
 4,000,000   USAA Capital Corp.,
             Medium-Term Notes, 4.70%, due
             3/4/96                              P-1        A-1+         3,951,200
 1,000,000   British Telecom Finance B.V.,
             Guaranteed Bonds, 7.625%, due
             9/30/96                             Aaa         AAA         1,015,040
 3,600,000   Toyota Motor Credit Corp.,
             Floating Rate Medium-Term
             Notes, 5.62%, due 6/13/97           Aaa         AAA         3,580,020
 4,000,000   du Pont (E.I.), de Nemours &
             Co., Medium-Term Notes, Ser.
             F, 6.04%, due 12/16/97              Aa3         AA-         4,002,000
                                                                     -------------
             TOTAL CORPORATE DEBT
             SECURITIES (COST $16,597,254)                              16,545,900
                                                                     -------------
             CORPORATE COMMERCIAL PAPER
             (18.2%)
 4,500,000   Marsh & McLennan Cos., Inc.,
             5.87%, due 11/1/95                  P-1        A-1+         4,500,000
 3,270,000   Oklahoma Gas & Electric Co.,
             5.85%, due 11/1/95                  P-1        A-1+         3,270,000
 4,000,000   Ford Motor Credit Co., 5.73%,
             due 11/2/95                         P-1         A-1         3,999,364
 3,000,000   Eksportfinans A/S, 5.75%, due
             11/6/95                             P-1        A-1+         2,997,604
 3,840,000   Cargill, Inc., 5.70%, due
             11/20/95                            P-1        A-1+         3,828,448
                                                                     -------------
             TOTAL CORPORATE COMMERCIAL
             PAPER (COST $18,595,416)                                   18,595,416(3)
                                                                     -------------
             TOTAL INVESTMENTS (103.1%)
             (COST $105,063,994)                                       105,251,066(4)
             Liabilities, less cash,
             receivables and other assets
             [(3.1%)]                                                   (3,185,460)
                                                                     -------------
             TOTAL NET ASSETS (100.0%)                               $ 102,065,606
                                                                     -------------
</TABLE>

30
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger&Berman                                                October 31, 1995

- --------------------------------------------------------------------------------
          Limited Maturity Bond Portfolio

<TABLE>
<CAPTION>
PRINCIPAL                                         RATING(1)
  AMOUNT                                      MOODY'S       S&P       VALUE(2)
- ----------                                  -----------  ---------  ------------
<C>         <S>                             <C>          <C>        <C>
            U.S. TREASURY SECURITIES
            (36.4%)
$1,500,000  U.S. Treasury Notes, 6.75%,
            due 5/31/97                         TSY         TSY     $  1,524,555
 1,820,000  U.S. Treasury Notes, 7.375%,
            due 11/15/97                        TSY         TSY        1,879,587
11,660,000  U.S. Treasury Notes, 7.25%,
            due 2/15/98                         TSY         TSY       12,046,296
36,835,000  U.S. Treasury Notes, 6.50%,
            due 4/30/99                         TSY         TSY       37,698,780
15,865,000  U.S. Treasury Notes, 7.75%,
            due 1/31/00                         TSY         TSY       17,003,314
 3,500,000  U.S. Treasury Notes, 6.75%,
            due 4/30/00                         TSY         TSY        3,626,350
41,660,000  U.S. Treasury Notes, 6.25%,
            due 5/31/00                         TSY         TSY       42,376,552
                                                                    ------------
            TOTAL U.S. TREASURY SECURITIES
            (COST $114,072,254)                                      116,155,434
                                                                    ------------
            U.S. GOVERNMENT AGENCY
            SECURITIES (10.6%)
   765,000  Federal Home Loan Mortgage
            Corp., Discount Notes, 5.63%,
            due 11/13/95                        AGY         AGY          763,447
17,545,000  Federal National Mortgage
            Association, Discount Notes,
            5.61%, due 11/17/95                 AGY         AGY       17,498,330
 6,860,000  Federal Home Loan Mortgage
            Corp., Discount Notes, 5.64%,
            due 11/20/95                        AGY         AGY        6,838,528
 6,685,000  Federal Farm Credit Bank,
            Discount Notes, 5.58%, due
            12/7/95                             AGY         AGY        6,646,561
 2,210,000  Federal National Mortgage
            Association, Discount Notes,
            5.58%, due 12/7/95                  AGY         AGY        2,197,293
                                                                    ------------
            TOTAL U.S. GOVERNMENT AGENCY
            SECURITIES (COST $33,949,765)                             33,944,159
                                                                    ------------
            MORTGAGE-BACKED SECURITIES
            (4.7%)
FEDERAL HOME LOAN MORTGAGE CORP.
   267,284  Mortgage Participation
            Certificates, 10.50%, due
            10/1/00 & 12/1/00                   AGY         AGY          280,333
   838,834  Mortgage Participation
            Certificates, 8.50%, due
            10/1/01                             AGY         AGY          861,692
   302,559  ARM Certificates, 7.00%, due
            1/1/17                              AGY         AGY          303,883
 1,079,173  ARM Certificates, 7.125%, due
            2/1/17 & 3/1/17                     AGY         AGY        1,084,439
   467,213  ARM Certificates, 7.25%, due
            10/1/17                             AGY         AGY          474,222
</TABLE>

                                                                              31
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger&Berman

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

          Limited Maturity Bond Portfolio (Cont'd)
<TABLE>
<CAPTION>
PRINCIPAL                                         RATING(1)
  AMOUNT                                      MOODY'S       S&P       VALUE(2)
- ----------                                  -----------  ---------  ------------
<C>         <S>                             <C>          <C>        <C>
FEDERAL NATIONAL MORTGAGE ASSOCIATION
$  393,211  Balloon Payment, Certificates,
            9.00%, due 3/1/97-8/1/98           AGY          AGY     $    404,886
   426,843  Balloon Payment, Certificates,
            8.50%, due 9/1/97-11/1/98          AGY          AGY          438,581
 1,289,858  Mortgage Participation
            Certificates, 7.00%, due
            9/1/03                             AGY          AGY        1,307,258
 1,008,907  REMIC Floating Rate CMO, Ser.
            1992-59F, 6.30625%, due
            8/25/06                            AGY          AGY        1,010,259
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION
   246,557  Pass-Through Certificates,
            12.00%, due 5/15/12-3/15/15        AGY          AGY          281,075
 6,028,694  Pass-Through Certificates,
            10.00%, due 9/15/15-6/15/20        AGY          AGY        6,584,479
 1,749,174  Pass-Through Certificates,
            9.50%, due 8/15/09-4/15/22         AGY          AGY        1,869,429
                                                                    ------------
            TOTAL MORTGAGE-BACKED
            SECURITIES (COST $14,687,575)                             14,900,536
                                                                    ------------
            ASSET-BACKED SECURITIES
            (10.8%)
   336,509  General Motors Acceptance
            Corp. Grantor Trust,
            Automobile Loan Pass-Through
            Certificates, Ser. 1991-C,
            Class A, 5.70%, due 12/15/96       Aaa          AAA          336,408
   298,635  General Motors Acceptance
            Corp. Grantor Trust,
            Automobile Loan Pass-Through
            Certificates, Ser. 1992-D,
            5.55%, due 5/15/97                 Aaa          AAA          298,366
   561,438  Nissan Auto Receivables
            Grantor Trust, Automobile Loan
            Pass-Through Certificates,
            Ser. 1992-B, 4.30%, due
            9/15/97                            Aaa          AAA          556,497
   506,222  World Omni Financial Corp.
            Grantor Trust, Automobile Loan
            Pass-Through Certificates,
            Ser. 1992-A, 4.75%, due
            1/15/98                            Aaa          AAA          502,932
   824,461  Volvo Grantor Trust,
            Automobile Loan Pass-Through
            Certificates, Ser. 1992-A,
            4.65%, due 6/15/98                 Aaa          AAA          817,453
 2,441,151  Daimler-Benz Auto Grantor
            Trust, Ser. 1993-A, 3.90%, due
            10/15/98                           Aaa          AAA        2,407,707
</TABLE>

32
<PAGE>
                                                                October 31, 1995
- --------------------------------------------------------------------------------

          Limited Maturity Bond Portfolio (Cont'd)
<TABLE>
<CAPTION>
PRINCIPAL                                         RATING(1)
  AMOUNT                                      MOODY'S       S&P       VALUE(2)
- ----------                                  -----------  ---------  ------------
<C>         <S>                             <C>          <C>        <C>
$2,237,684  Premier Auto Trust, Ser.
            1993-3, Class A-3, 4.90%, due
            12/15/98                            Aaa         AAA     $  2,215,307
 3,000,000  Ford Credit Master Trust,
            Automobile Loan Certificates,
            Ser. 1992-1, 6.875%, due
            1/15/99                             Aaa         AAA        3,046,650
 5,000,000  Ford Credit Auto Loan Master
            Trust, Automobile Loan
            Certificates, Ser. 1992-2,
            7.375%, due 4/15/99                 Aaa         AAA        5,121,250
 2,953,121  Case Equipment Loan Trust,
            Ser. 1993-B, Class A-1, 4.30%,
            due 5/15/99                         Aaa         AAA        2,930,973
 5,711,365  Nissan Auto Receivables
            Grantor Trust, Automobile Loan
            Pass-Through Certificates,
            Ser. 1994-A, Class A, 6.45%,
            due 9/15/99                         Aaa         AAA        5,744,148
 3,447,229  Case Equipment Loan Trust,
            Ser. 1995-A, 7.30%, due
            3/15/02                             Aaa         AAA        3,508,797
 7,000,000  NationsBank Credit Card Master
            Trust, Ser. 1995-1, Class A,
            6.45%, due 4/15/03                  Aaa         AAA        7,095,340
                                                                    ------------
            TOTAL ASSET-BACKED SECURITIES
            (COST $34,382,356)                                        34,581,828
                                                                    ------------
            BANKS & FINANCIAL INSTITUTIONS
            (13.5%)
 5,000,000  Union Bank of Finland Ltd.,
            Global Notes, 5.25%, due
            6/15/96                             A2          BBB        4,976,950
 5,000,000  State Bank of New South Wales,
            Eurodollar Notes, 8.50%, due
            7/1/96                              Aa2         AA         5,078,100
10,000,000  Society National Bank, Bank
            Notes, 6.875%, due 10/15/96         Aa3          A        10,089,200
 5,000,000  BankAmerica Corp., Medium-Term
            Notes, 6.875%, due 11/20/97         A2          A+         5,078,100
10,000,000  Chemical Banking Corp.,
            Corporate Notes, 6.625%, due
            1/15/98                             A2           A        10,098,200
 8,000,000  First USA Bank, Medium-Term
            Deposit Notes, 6.375%, due
            10/23/00                           Baa2        BBB-        7,947,840
                                                                    ------------
            TOTAL BANKS & FINANCIAL
            INSTITUTIONS (COST
            $43,740,452)                                              43,268,390
                                                                    ------------
</TABLE>

                                                                              33
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger&Berman                                                October 31, 1995

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

          Limited Maturity Bond Portfolio (Cont'd)
<TABLE>
<CAPTION>
PRINCIPAL                                         RATING(1)
  AMOUNT                                      MOODY'S       S&P       VALUE(2)
- ----------                                  -----------  ---------  ------------
<C>         <S>                             <C>          <C>        <C>
            CORPORATE DEBT SECURITIES
            (23.0%)
$3,000,000  General Electric Capital
            Corp., Medium-Term Notes,
            8.67%, due 12/15/95                 Aaa         AAA     $  3,009,540
 5,000,000  Hanson Overseas B.V., Yankee
            Guaranteed Senior Notes,
            5.50%, due 1/15/96                  A2          A+         4,997,050
10,000,000  Chrysler Financial Corp.,
            Corporate Notes, 6.00%, due
            4/15/96                             A3          A-         9,998,300
 8,000,000  Discover Credit Corp.,
            Medium-Term Notes, 7.97%, due
            5/7/97                              A2          BBB        8,234,000
 9,000,000  P.H. Glatfelter Co., Corporate
            Notes, 5.875%, due 3/1/98          Baa2        BBB+        8,861,220
 3,000,000  Ford Motor Credit Co.,
            Medium-Term Notes, 9.10%, due
            5/4/98                              A1          A+         3,203,820
 5,600,000  Tenneco Inc., Medium-Term
            Notes, 10.00%, due 8/1/98          Baa2        BBB-        6,097,560
 5,975,000  News America Holdings Inc.,
            Senior Notes, 9.125%, due
            10/15/99                           Baa3         BBB        6,466,324
 5,000,000  Xerox Credit Corp.,
            Medium-Term Notes, 6.84%, due
            6/1/00                              A2           A         5,033,850
 1,750,000  Sears Roebuck Acceptance
            Corp., Medium-Term Notes, Ser.
            I, 6.42%, due 10/10/00              A2          BBB        1,754,305
 5,000,000  Sears Roebuck Acceptance
            Corp., Medium-Term Notes, Ser.
            I, 6.40%, due 10/11/00              A2          BBB        5,000,000
 5,200,000  General Motors Acceptance
            Corp., Medium-Term Notes,
            8.125%, due 3/1/01                  A3          A-         5,564,052
 5,000,000  Rhone Poulenc S.A., Yankee
            Bonds, 7.75%, due 1/15/02          Baa2        BBB+        5,288,450
                                                                    ------------
            TOTAL CORPORATE DEBT
            SECURITIES (COST $74,705,527)                             73,508,471
                                                                    ------------
            TOTAL INVESTMENTS (99.0%)
            (COST $315,537,929)                                      316,358,818(4)
            Cash, receivables and other
            assets, less liabilities
            (1.0%)                                                     3,287,063
                                                                    ------------
            TOTAL NET ASSETS (100.0%)                               $319,645,881
                                                                    ------------
</TABLE>

34
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger&Berman                                                October 31, 1995

- --------------------------------------------------------------------------------
          Government Income Portfolio

<TABLE>
<CAPTION>
 PRINCIPAL                                        RATING(1)
  AMOUNT                                      MOODY'S      S&P      VALUE(2)
- -----------                                  ---------  ---------  -----------
<C>          <S>                             <C>        <C>        <C>
             U.S. TREASURY SECURITIES
             (57.4%)
 $1,200,000  U.S. Treasury Notes, 5.625%,
             due 8/31/97                        TSY        TSY     $ 1,199,784
   525,000   U.S. Treasury Notes, 6.75%,
             due 6/30/99                        TSY        TSY         541,716
 2,150,000   U.S. Treasury Notes, 6.25%,
             due 8/31/00                        TSY        TSY       2,193,236
   850,000   U.S. Treasury Notes, 6.375%,
             due 8/15/02                        TSY        TSY         872,168
   260,000   U.S. Treasury Notes, 6.50%,
             due 5/15/05                        TSY        TSY         268,978
 1,880,000   U.S. Treasury Bonds, 6.25%,
             due 8/15/23                        TSY        TSY       1,837,418
                                                                   -----------
             TOTAL U.S. TREASURY SECURITIES
             (COST $6,893,547)                                       6,913,300
                                                                   -----------
             U.S. GOVERNMENT AGENCY
             SECURITIES (9.3%)
    25,000   Federal National Mortgage
             Association, Discount Notes,
             5.57%, due 11/8/95                 AGY        AGY          24,969
   100,000   Federal Home Loan Mortgage
             Corp., Discount Notes, 5.55%,
             due 11/9/95                        AGY        AGY          99,859
   200,000   Federal Home Loan Mortgage
             Corp., Discount Notes, 5.60%,
             due 11/15/95                       AGY        AGY         199,532
   700,000   Federal Home Loan Mortgage
             Corp., Discount Notes, 5.63%,
             due 11/20/95                       AGY        AGY         697,809
   100,000   Federal National Mortgage
             Association, Discount Notes,
             5.62%, due 11/20/95                AGY        AGY          99,687
                                                                   -----------
             TOTAL U.S. GOVERNMENT AGENCY
             SECURITIES (COST $1,122,038)                            1,121,856
                                                                   -----------
             MORTGAGE-BACKED SECURITIES
             (40.7%)
   250,000   Nomura Asset Securities Corp.
             Pass-Through Certificates
             REMIC CMO, Ser. 1995 MDIII,
             Class A-4, 9.0143%, due 3/4/20   BBB(5)       BBB         264,900
FEDERAL HOME LOAN MORTGAGE CORP.
    35,440   Multiclass Mortgage
             Participation Certificates
             Inverse Floater, Ser. 1139S,
             13.64%, due 9/15/96                AGY        AGY          35,748
   110,625   Multiclass Mortgage
             Participation Certificates
             Inverse Floater, Ser. 1549L,
             6.3795%, due 7/15/08               AGY        AGY          77,869
</TABLE>

                                                                              35
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger&Berman                                                October 31, 1995

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

          Government Income Portfolio (Cont'd)
<TABLE>
<CAPTION>
 PRINCIPAL                                        RATING(1)
  AMOUNT                                      MOODY'S      S&P      VALUE(2)
- -----------                                  ---------  ---------  -----------
<C>          <S>                             <C>        <C>        <C>
 $ 219,002   REMIC CMO, Ser. 1658, Class
             AG, 10.00%, due 4/15/21            AGY        AGY     $   238,565
   562,985   Gold Mortgage Participation
             Certificates, 8.50%, due
             10/1/24                            AGY        AGY         583,591
FEDERAL NATIONAL MORTGAGE ASSOCIATION
 3,603,141   REMIC CMO, Interest Only
             Strip, Ser. 1994 M1, Yielding
             7.00%, due 10/25/03                AGY        AGY         168,987
   422,327   Mortgage Participation
             Certificates, 9.50%, due
             7/1/12                             AGY        AGY         444,111
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION
   392,578   Pass-Through Certificates,
             8.20%, due 1/15/19                 AGY        AGY         405,360
 1,875,253   Pass-Through Certificates,
             8.00%, due 2/15/23                 AGY        AGY       1,930,236
   745,000   ARM Certificates, 6.00%, TBA,
             30 Year Maturity                   AGY        AGY         746,415
                                                                   -----------
             TOTAL MORTGAGE-BACKED
             SECURITIES (COST $4,914,691)                            4,895,782
                                                                   -----------
             TOTAL INVESTMENTS (107.4%)
             (COST $12,930,276)                                     12,930,938(4)
             Liabilities, less cash,
             receivables and other assets
             [(7.4%)]                                                 (892,220)
                                                                   -----------
             TOTAL NET ASSETS (100.0%)                             $12,038,718
                                                                   -----------
</TABLE>

36
<PAGE>
NOTES TO SCHEDULE OF INVESTMENTS
                                                                October 31, 1995

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

          Income Managers Trust
1)Credit ratings are unaudited.
2)Investment securities of the Portfolio are valued daily by obtaining bid price
   quotations from independent pricing services on selected securities available
  in  each  service's  data  base.  For  all  other  securities  requiring daily
  quotations, bid  prices are  obtained from  principal market  makers in  those
  securities. Short-term investments with less than sixty days until maturity at
  the  time of purchase are  valued at amortized cost  which, when combined with
  interest earned, approximates market value.
3)At cost, which approximates market value.
4)At October 31, 1995,  selected Portfolio information on  a Federal income  tax
  basis was as follows:

<TABLE>
<CAPTION>
                                                                         GROSS            GROSS
                                                                      UNREALIZED       UNREALIZED     NET UNREALIZED
NEUBERGER&BERMAN                                        COST         APPRECIATION     DEPRECIATION     APPRECIATION
- ---------------------------------------------------------------------------------------------------------------------
<S>                                                 <C>             <C>              <C>              <C>
ULTRA SHORT BOND PORTFOLIO                          $ 105,063,994       $  278,835       $   91,763       $ 187,072

LIMITED MATURITY BOND PORTFOLIO                       315,537,929        2,903,244        2,082,355         820,889

GOVERNMENT INCOME PORTFOLIO                            12,930,276           62,840           62,178             662
</TABLE>

5)Not rated by Moody's; the rating shown is from Fitch Investors Services, Inc.

SEE NOTES TO FINANCIAL STATEMENTS

                                                                              37
<PAGE>
STATEMENTS OF ASSETS AND LIABILITIES
                                                                October 31, 1995
- ----------------------------------------------------------------------
          Income Managers Trust

<TABLE>
<CAPTION>
                                                                      LIMITED
                                                     ULTRA SHORT     MATURITY      GOVERNMENT
                                                        BOND           BOND          INCOME
                                                      PORTFOLIO      PORTFOLIO      PORTFOLIO
                                                    -------------------------------------------
<S>                                                 <C>            <C>            <C>
ASSETS
      Investments in securities, at market value*
        (Note A) -- see Schedule of Investments     $105,251,066   $316,358,818   $ 12,930,938
      Cash                                                 3,022        3,646           30,025
      Deferred organization costs (Note A)                 5,111       14,130            8,344
      Interest receivable                              1,157,801    3,412,423          118,703
      Prepaid expenses and other assets                    3,915       18,330            2,285
      Receivable for securities sold                      29,782       70,695        1,825,392
                                                    -------------------------------------------
                                                     106,450,697   319,878,042      14,915,687
                                                    -------------------------------------------
LIABILITIES
      Net payable for forward foreign currency
        contracts purchased (Note C)                          --       93,371               --
      Payable for securities purchased                 4,313,772           --        2,840,455
      Payable to investment manager (Note B)              22,823       68,732            3,690
      Accrued expenses                                    48,496       70,058           32,824
                                                    -------------------------------------------
                                                       4,385,091      232,161        2,876,969
                                                    -------------------------------------------
NET ASSETS Applicable to Investors'
      Beneficial Interests                          $102,065,606   $319,645,881   $ 12,038,718
                                                    -------------------------------------------
NET ASSETS consist of:
      Paid-in capital                               $101,878,534   $318,918,363   $ 12,038,056
      Net unrealized appreciation in value of
        investments and translation of assets and
        liabilities in foreign currencies                187,072      727,518              662
                                                    -------------------------------------------
NET ASSETS                                          $102,065,606   $319,645,881   $ 12,038,718
                                                    -------------------------------------------
*Cost of investments                                $105,063,994   $315,537,929   $ 12,930,276
                                                    -------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

38
<PAGE>
STATEMENTS OF OPERATIONS
                                             For the Year Ended October 31, 1995
- ----------------------------------------------------------------------
          Income Managers Trust

<TABLE>
<CAPTION>
                                                                     LIMITED
                                                    ULTRA SHORT      MATURITY      GOVERNMENT
                                                        BOND           BOND          INCOME
                                                     PORTFOLIO      PORTFOLIO      PORTFOLIO
                                                    ------------------------------------------
<S>                                                 <C>            <C>            <C>
INVESTMENT INCOME
    Interest income                                 $ 5,565,725    $21,191,050    $   823,705
                                                    ------------------------------------------
    Expenses:
      Investment management fee (Note B)                229,072        769,332         37,063
      Accounting fees                                    10,000         10,000         10,000
      Amortization of deferred organization and
        initial offering expenses (Note A)                1,905          5,292          3,112
      Auditing fees                                      22,700         24,200         21,200
      Custodian fees                                     71,591        157,808         18,416
      Insurance expense                                   4,806         14,614            480
      Legal fees                                         13,291         13,476         14,721
      Trustees' fees and expenses                        12,434         31,913          5,688
      Miscellaneous                                         111            382             14
                                                    ------------------------------------------
        Total expenses                                  365,910      1,027,017        110,694
                                                    ------------------------------------------
        Net investment income                         5,199,815     20,164,033        713,011
                                                    ------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON
INVESTMENTS, FINANCIAL FUTURES CONTRACTS, AND
FOREIGN CURRENCY TRANSACTIONS
    Net realized loss on investments sold              (331,171)    (3,720,375)       (53,117)
    Net realized loss on financial futures
      contracts (Note A)                                     --             --         (1,779)
    Net realized gain (loss) on foreign currency
      transactions (Note A)                                  --         94,670       (118,562)
    Change in net unrealized appreciation
      (depreciation) of investments and
      translation of assets and liabilities in
      foreign currencies                                842,011      9,091,942        497,830
    Change in net unrealized depreciation of
      financial futures contracts (Note A)                   --             --          1,187
                                                    ------------------------------------------
        Net gain on investments, financial futures
          contracts, and foreign currency
          transactions                                  510,840      5,466,237        325,559
                                                    ------------------------------------------
        Net increase in net assets resulting from
          operations                                $ 5,710,655    $25,630,270    $ 1,038,570
                                                    ------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                                                              39
<PAGE>
STATEMENTS OF CHANGES IN NET ASSETS
- ----------------------------------------------------------------------
          Income Managers Trust

<TABLE>
<CAPTION>
                                                   ULTRA SHORT
                                                 BOND PORTFOLIO
                                                      Year
                                                      Ended
                                                   October 31,
                                              1995            1994
                                          -----------------------------
<S>                                       <C>             <C>
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
    Net investment income                 $   5,199,815   $   4,274,305
    Net realized loss on investments
      sold, financial futures contracts,
      and foreign currency transactions        (331,171)     (1,368,777)
    Change in net unrealized
      appreciation (depreciation) of
      investments, financial futures
      contracts, and translation of
      assets and liabilities in foreign
      currencies                                842,011        (608,217)
                                          -----------------------------
    Net increase (decrease) in net
      assets resulting from operations        5,710,655       2,297,311
                                          -----------------------------
TRANSACTIONS IN INVESTORS' BENEFICIAL
INTERESTS:
    Additions                                37,399,892      34,813,829
    Reductions                              (43,020,643)    (39,468,962)
                                          -----------------------------
    Net increase (decrease) in net
      assets resulting from transactions
      in investors' beneficial interests     (5,620,751)     (4,655,133)
                                          -----------------------------
NET INCREASE (DECREASE) IN NET ASSETS            89,904      (2,357,822)
NET ASSETS:
    Beginning of year                       101,975,702     104,333,524
                                          -----------------------------
    End of year                           $ 102,065,606   $ 101,975,702
                                          -----------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

40
<PAGE>
- ----------------------------------------------------------------------
          Income Managers Trust

<TABLE>
<CAPTION>
                                               LIMITED MATURITY               GOVERNMENT
                                                BOND PORTFOLIO             INCOME PORTFOLIO
                                                     Year                        Year
                                                    Ended                       Ended
                                                 October 31,                 October 31,
                                              1995          1994          1995          1994
                                          ------------------------------------------------------
<S>                                       <C>           <C>           <C>           <C>
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
    Net investment income                 $ 20,164,033  $ 19,589,439  $    713,011  $    711,778
    Net realized loss on investments
      sold, financial futures contracts,
      and foreign currency transactions     (3,625,705)   (4,909,960)     (173,458)     (528,076)
    Change in net unrealized
      appreciation (depreciation) of
      investments, financial futures
      contracts, and translation of
      assets and liabilities in foreign
      currencies                             9,091,942   (13,672,095)      499,017      (494,021)
                                          ------------------------------------------------------
    Net increase (decrease) in net
      assets resulting from operations      25,630,270     1,007,384     1,038,570      (310,319)
                                          ------------------------------------------------------
TRANSACTIONS IN INVESTORS' BENEFICIAL
INTERESTS:
    Additions                               42,386,132    58,828,899     3,842,596    11,131,499
    Reductions                             (64,495,000) (101,591,060)   (3,955,940)   (7,841,890)
                                          ------------------------------------------------------
    Net increase (decrease) in net
      assets resulting from transactions
      in investors' beneficial interests   (22,108,868)  (42,762,161)     (113,344)    3,289,609
                                          ------------------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS        3,521,402   (41,754,777)      925,226     2,979,290
NET ASSETS:
    Beginning of year                      316,124,479   357,879,256    11,113,492     8,134,202
                                          ------------------------------------------------------
    End of year                           $319,645,881  $316,124,479  $ 12,038,718  $ 11,113,492
                                          ------------------------------------------------------
</TABLE>

SEE NOTES TO FINANCIAL STATEMENTS

                                                                              41
<PAGE>
NOTES TO FINANCIAL STATEMENTS
                                                                October 31, 1995

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

          Income Managers Trust

NOTE A -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
1) GENERAL:   Neuberger&Berman  Ultra  Short  Bond  Portfolio  ("Ultra  Short"),
   Neuberger&Berman Limited Maturity  Bond Portfolio  ("Limited Maturity"),  and
   Neuberger&Berman    Government   Income   Portfolio   ("Government   Income")
   (collectively, the "Portfolios") are separate series of Income Managers Trust
   ("Managers Trust"), a New York common  law trust organized as of December  1,
   1992.  Managers  Trust is  registered  as an  open-end  management investment
   company under the Investment Company Act of 1940, as amended. Other regulated
   investment companies  sponsored by  Neuberger&Berman Management  Incorporated
   ("Management"),  whose financial  statements are  not presented  herein, also
   invest in these and other Portfolios of Managers Trust.
      The assets of each series belong only to that series, and the  liabilities
   of each series are borne solely by that series and no other.
2) PORTFOLIO  VALUATION:  Investments  are  valued  as  indicated  in  the notes
   following the Portfolios' schedule of investments.
3) FOREIGN CURRENCY TRANSLATION:  The accounting records  of the Portfolios  are
   maintained in U.S. dollars. Foreign currency amounts are translated into U.S.
   dollars  at the current  rate of exchange  of such currency  against the U.S.
   dollar to determine the value  of investments, other assets and  liabilities.
   Purchase  and  sale  prices  of  securities,  and  income  and  expenses  are
   translated into  U.S. dollars  at  the prevailing  rate  of exchange  on  the
   respective dates of such transactions.
4) FORWARD   FOREIGN  CURRENCY   CONTRACTS:  Limited   Maturity  and  Government
   Income may enter  into forward  foreign currency  contracts ("contracts")  in
   connection  with planned purchases or sales  of securities, to hedge the U.S.
   dollar value of portfolio securities denominated in a foreign currency, or to
   increase or decrease their  exposure to a currency  other than U.S.  dollars.
   The  gain or loss  arising from the difference  between the original contract
   price and the  closing price  of such contract  is included  in net  realized
   gains  or losses on foreign currency  transactions. Fluctuations in the value
   of forward foreign  currency contracts are  recorded for financial  reporting
   purposes  as unrealized gains or losses by the Portfolio. The Portfolios have
   no specific limitation on the percentage of assets which may be committed  to
   these  types of  contracts. The  Portfolios could  be exposed  to risks  if a
   counterparty to the contracts were unable to meet the terms of its  contracts
   or  if the value of the foreign currency changes unfavorably. The U.S. dollar
   value of foreign currency underlying all contractual commitments held by each
   Portfolio  is  determined  using  forward  foreign  currency  exchange  rates
   supplied by an independent pricing service.
5) FINANCIAL  FUTURES CONTRACTS:  Ultra Short, Limited  Maturity, and Government
   Income may buy  and sell  financial futures  contracts to  hedge against  the
   effects of

42
<PAGE>
   fluctuations  in  interest  rates. At  the  time  a Portfolio  enters  into a
   financial futures contract, it  is required to deposit  with its custodian  a
   specified  amount of  cash or U.S.  government securities,  known as "initial
   margin," ranging  upward from  1.1% of  the value  of the  financial  futures
   contract  being  traded. Each  day,  the futures  contract  is valued  at the
   official settlement price of the board of trade or U.S. commodity exchange on
   which  such  futures  contract  is  traded.  Subsequent  payments,  known  as
   "variation  margin," to and from the broker are  made on a daily basis as the
   market price of  the financial futures  contract fluctuates. Daily  variation
   margin  adjustments, arising from this "mark  to market," are recorded by the
   Portfolio as unrealized gains or losses.
      Although some financial futures  contracts by their terms call for  actual
   delivery  or acceptance of financial instruments, in most cases the contracts
   are closed out prior to delivery by offsetting purchases or sales of matching
   financial futures contracts.  When the  contracts are  closed, the  Portfolio
   recognizes  a gain or loss. Risks  of entering into futures contracts include
   the possibility that there may be an illiquid market and/or that a change  in
   the  value of the contract may not correlate with changes in the value of the
   underlying securities.
      For Federal income tax purposes, the futures transactions undertaken by  a
   Portfolio  may cause a Portfolio to recognize gains or losses from marking to
   market even though its positions have not been sold or terminated, may affect
   the character of the  gains or losses recognized  as long-term or  short-term
   and  may affect the timing  of some capital gains  and losses realized by the
   Portfolio. Also, the Portfolio's losses on its transactions involving futures
   contracts may be deferred rather than  being taken into account currently  in
   calculating  such Portfolio's taxable  income. During the  year ended October
   31, 1995, Government Income entered  into financial futures contracts.  There
   were no open positions in financial futures contracts at October 31, 1995.
6) SECURITIES  TRANSACTIONS AND  INVESTMENT INCOME:  Securities transactions are
   recorded on  a trade  date  basis. Interest  income, including  accretion  of
   discount  (adjusted  for  original  issue  discount,  where  applicable),  is
   recorded on  the accrual  basis. Realized  gains and  losses from  securities
   transactions are recorded on the basis of identified cost.
7) FEDERAL   INCOME   TAXES:  Managers   Trust  intends   to  comply   with  the
requirements of the Internal Revenue Code of 1986, as amended. Each Portfolio of
   Managers Trust also  intends to conduct  its operations so  that each of  its
   investors  will be  able to qualify  as a regulated  investment company. Each
   Portfolio will be treated  as a partnership for  Federal income tax  purposes
   and is therefore not subject to Federal income tax.
8) ORGANIZATION  EXPENSES:  Expenses incurred  by  each Portfolio  in connection
   with  its  organization  are   being  amortized  by   each  Portfolio  on   a
   straight-line  basis  over  a  five-year period.  At  October  31,  1995, the
   unamortized balance of such expenses amounted to $5,111, $14,130, and  $8,344
   for Ultra Short, Limited Maturity, and Government Income, respectively.

                                                                              43
<PAGE>
9) EXPENSE  ALLOCATION: The  Portfolios bear  all costs  of operations. Expenses
incurred by  Managers Trust  with respect  to  any two  or more  Portfolios  are
   allocated  in proportion to  the net assets of  such Portfolios, except where
   another more  appropriate  allocation  of  expenses  to  each  Portfolio  can
   otherwise  be made fairly. Expenses directly  attributable to a Portfolio are
   charged to that Portfolio.

NOTE B -- MANAGEMENT FEES AND OTHER TRANSACTIONS WITH AFFILIATES:
   Each  Portfolio  retains  Management  as  its  investment  manager  under   a
Management  Agreement dated as  of July 2, 1993.  For such investment management
services, each Portfolio (except Government Income) pays Management a fee at the
annual rate of .25% of the first $500 million of that Portfolio's average  daily
net assets, .225% of the next $500 million, .20% of the next $500 million, .175%
of  the next $500 million, and .15% of  average daily net assets in excess of $2
billion. Government  Income  pays Management  a  fee for  investment  management
services  at  the  annual  rate  of  .35% of  the  first  $500  million  of that
Portfolio's average daily net  assets, .325% of the  next $500 million, .30%  of
the next $500 million, .275% of the next $500 million, and .25% of average daily
net assets in excess of $2 billion.
   All  of the capital stock of Management  is owned by individuals who are also
general partners of Neuberger&Berman, L.P.  ("Neuberger"), a member firm of  The
New  York Stock  Exchange and  the sub-adviser  to each  Portfolio. Neuberger is
retained by  Management  to  furnish  it  with  investment  recommendations  and
research information without cost to each Portfolio. Several individuals who are
officers  and/  or trustees  of Managers  Trust are  also partners  of Neuberger
and/or officers and/or directors of Management.
   Each Portfolio has an  expense offset arrangement  included in its  custodian
contract.  The impact of this arrangement on each Portfolio's custodian expense,
reflected in the Statement of Operations,  is less than .01% of the  Portfolio's
average daily net assets.

NOTE C -- SECURITIES TRANSACTIONS:
   During  the  year  ended  October  31, 1995,  there  were  purchase  and sale
transactions (excluding short-term securities, financial futures contracts,  and
forward foreign currency contracts) as follows:

<TABLE>
<CAPTION>
                                                     PURCHASES         SALES
- -------------------------------------------------------------------------------
<S>                                                 <C>             <C>
ULTRA SHORT                                         $96,063,202     $83,116,696
LIMITED MATURITY                                    247,265,437     246,364,411
GOVERNMENT INCOME                                    30,109,213      30,856,833
</TABLE>

   During the year ended October 31, 1995, Limited Maturity entered into various
contracts  to deliver currencies at specified future dates. At October 31, 1995,
Limited Maturity had the following open contract:

<TABLE>
<CAPTION>
                                                                     NET
               CONTRACTS    IN EXCHANGE   SETTLEMENT             UNREALIZED
   SALES      TO DELIVER        FOR         DATE       VALUE    DEPRECIATION
- -----------------------------------------------------------------------------
<S>           <C>          <C>            <C>        <C>        <C>
  Canadian
  Dollars      7,000,000     $5,105,949   11/15/95   $5,199,320   $  93,371
</TABLE>

44
<PAGE>
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
          Income Managers Trust

<TABLE>
<CAPTION>
                                    ULTRA SHORT                  LIMITED MATURITY                   GOVERNMENT
                                  BOND PORTFOLIO                  BOND PORTFOLIO                 INCOME PORTFOLIO
                                             Period from                     Period from                     Period from
                                               July 2,                         July 2,                         July 6,
                                                1993                            1993                            1993
                                             (Commencement                   (Commencement                   (Commencement
                                                 of                              of                              of
                                             Operations)                     Operations)                     Operations)
                              Year Ended     to October       Year Ended     to October       Year Ended     to October
                             October 31,         31,         October 31,         31,         October 31,         31,
                            1995     1994       1993        1995     1994       1993        1995     1994       1993
                           ---------------------------------------------------------------------------------------------
<S>                        <C>      <C>      <C>           <C>      <C>      <C>           <C>      <C>      <C>
RATIOS TO AVERAGE NET
 ASSETS:
    Expenses                   .40%     .38%     .40%(1)       .33%     .34%     .33%(1)      1.05%     .93%    2.85%(1)
                           ---------------------------------------------------------------------------------------------
    Net Investment Income     5.67%    3.98%    4.00%(1)      6.55%    5.86%    5.53%(1)      6.73%    6.34%    3.98%(1)
                           ---------------------------------------------------------------------------------------------
Portfolio Turnover Rate        148%      94%      46%           88%     102%      71%          288%     263%     119%
                           ---------------------------------------------------------------------------------------------
Net Assets, End of Year
 (in millions)              $102.1   $102.0   $104.3        $319.6   $316.1   $357.9         $12.0    $11.1     $8.1
                           ---------------------------------------------------------------------------------------------
</TABLE>

1) Annualized.

                                                                              45
<PAGE>
OTHER INFORMATION

DIRECTORY
INVESTMENT MANAGER, ADMINISTRATOR
AND DISTRIBUTOR
Neuberger&Berman Management Incorporated
605 Third Avenue 2nd Floor
New York, NY 10158-0180
800-877-9700
Institutional Services 800-366-6264

SUB-ADVISER
Neuberger&Berman, L.P.
605 Third Avenue
New York, NY 10158-3698

CUSTODIAN AND SHAREHOLDER
SERVICING AGENT
State Street Bank and Trust Company
225 Franklin Street
Boston, MA 02110

Address correspondence to:
Neuberger&Berman Funds
Institutional Services
605 Third Avenue 2nd Floor
New York, NY 10158-0180

LEGAL COUNSEL
Kirkpatrick & Lockhart LLP
1800 M Street, NW
Washington, DC 20036-5891

INDEPENDENT AUDITORS
Ernst & Young LLP
200 Clarendon Street
Boston, MA 02116
OFFICERS AND TRUSTEES
Stanley Egener
 CHAIRMAN OF THE BOARD AND TRUSTEE

Theresa A. Havell
 PRESIDENT AND TRUSTEE

John Cannon
 TRUSTEE

Charles DeCarlo
 TRUSTEE

Barry Hirsch
 TRUSTEE

Robert A. Kavesh
 TRUSTEE

Harold R. Logan
 TRUSTEE

William E. Rulon
 TRUSTEE

Candace L. Straight
 TRUSTEE

Daniel J. Sullivan
 VICE PRESIDENT

Michael J. Weiner
 VICE PRESIDENT

Richard Russell
 TREASURER

Claudia A. Brandon
 SECRETARY

Stacy Cooper-Shugrue
 ASSISTANT SECRETARY

C. Carl Randolph
 ASSISTANT SECRETARY

Neuberger&Berman Management Inc., Neuberger&Berman Ultra Short Bond Trust,
Neuberger&Berman Limited Maturity Bond Trust, and Neuberger&Berman Government
Income Trust
are service marks of Neuberger&Berman Management Inc.
- -C- 1995 Neuberger&Berman Management Inc.

46
<PAGE>








NEUBERGER&BERMAN MANAGEMENT INC.

         605 THIRD AVENUE  2ND FLOOR
         NEW YORK, NY 10158-0180
         SHAREHOLDER SERVICES
         800.877.9700
         INSTITUTIONAL SERVICES
         800.366.6264



       Statistics and projections in this report are derived from sources
       deemed to be reliable but cannot be regarded as a representation of
       future results of the Funds. This report is prepared for the general
       information of shareholders and is not an offer of shares of the Funds.
       Shares are sold only through the currently effective prospectus, which
       must precede or accompany this report.

           PRINTED ON RECYCLED PAPER
       [recycle logo]
           WITH SOY BASED INKS                               NBITAR001095







<PAGE>


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