-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JTsQqWC2TCEo3Rkcex99TKKgacnkFJgR/7f9AIINv+nYchLcU0zCbb/T9n56l0j8 PEnZY6b5F15iOvt82TptBw== 0000791049-05-000023.txt : 20050830 0000791049-05-000023.hdr.sgml : 20050830 20050830101644 ACCESSION NUMBER: 0000791049-05-000023 CONFORMED SUBMISSION TYPE: 497 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050830 DATE AS OF CHANGE: 20050830 EFFECTIVENESS DATE: 20050830 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CASCADES TRUST CENTRAL INDEX KEY: 0000791049 IRS NUMBER: 136868231 STATE OF INCORPORATION: MA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 033-04382 FILM NUMBER: 051057289 BUSINESS ADDRESS: STREET 1: 380 MADISON AVE STE 2300 CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2126976666 MAIL ADDRESS: STREET 1: 380 MADISON AVENUE STREET 2: # 2300 CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: TAX FREE TRUST OF OREGON DATE OF NAME CHANGE: 19890810 497 1 or05st3.txt SUPPLEMENT TO THE SAI AND THE PROSPECTUSES TAX-FREE TRUST OF OREGON Supplement to the Statement of Additional Information Dated January 31, 2005 as Previously Supplemented June 17, 2005 The material under the caption "Management of the Trust" is replaced by the following: Management of the Trust The Board of Trustees The business and affairs of the Trust are managed under the direction and control of its Board of Trustees. The Board of Trustees has authority over every aspect of the Trust's operations, including approval of the advisory and any sub-advisory agreements and their annual renewal, the contracts with all other service providers and payments under the Trust's Distribution Plan and Shareholder Services Plan. The Trust has an Audit Committee, consisting of all of the Trustees who are "independent" and are not "interested persons" of the Trust. The Committee recommends to the Board of Trustees what independent registered public accounting firm will be selected by the Board of Trustees, reviews the methods, scope and result of audits and the fees charged, and reviews the adequacy of the Trust's internal accounting procedures and controls. The Audit Committee had three meetings during the last fiscal year. The Trust has a Nominating Committee, consisting of all of the non-interested Trustees. The Nominating Committee held one meeting during the last fiscal year. The committee will consider nominees recommended by the shareholders who may send recommendations to the committee in care of the Manager at 380 Madison Avenue, New York, NY 10017. Mr. Lacy B. Herrmann, Mr. Raymond H. Lung and Ms. Patricia L. Moss did not stand for re-election by the shareholders and ceased to be Trustees effective May 17, 2005. Because of their importance to the shareholders and to enable the Board of Trustees to continue to have the benefit of their counsel, Mr. Lacy Herrmann has agreed to be Chairman Emeritus, and Mr. Raymond H. Lung and Ms. Patricla L. Moss have agreed to be Trustees Emeritus. The Chairman Emeritus and Trustees Emeritus may attend Board meetings but have no voting power. On May 17, 2005, Mr. Timothy J. Leach was elected by the shareholders as a Trustee. Trustees and Officers The following material includes information about each Trustee and officer of the Trust. All shares of the Trust listed as owned by the Trustees are Class A Shares unless indicated otherwise. Trustees
Number of Portfolios Other Directorships Positions Held in Fund Held by Trustee with Trust and Complex (The position held is a Name, Address(1) and Length of Principal Occupation(s) Overseen directorship unless indicated Date of Birth Service(2) During Past 5 Years by Trustee otherwise.) Interested Trustee(3) Diana P. Herrmann Trustee Vice Chair and Chief Executive 10 None New York, NY since 1994, Officer of Aquila Management (02/25/58) President Corporation, Founder of the Aquilasm since 1998, Group of Funds(4) and parent of and Vice Aquila Investment Management LLC, Chair of the Manager since 2004, President and Board since Chief Operating Officer since 1997, a 2003 Director since 1984, Secretary since 1986 and previously its Executive Vice President, Senior Vice President or Vice President, 1986-1997; Chief Executive Officer and Vice Chair since 2004 and President, Chief Operating Officer and Manager of the Manager since 2003; Vice Chair, President, Executive Vice President or Senior Vice President of funds in the Aquilasm Group of Funds since 1986; Director of the Distributor since 1997; trustee, Reserve Money-Market Funds, 1999-2000 and Reserve Private Equity Series, 1998-2000; Governor, Investment Company Institute (2004) and head of its Small Funds Committee since 2004; active in charitable and volunteer organizations. John W. Mitchell Trustee Principal of M & H Economic 1 None Portland, OR since 1999 Consultants; Economist, Western (07/13/44) Region, for U. S. Bancorp since 1998; Chief Economist, U.S. Bancorp, Portland, Oregon, 1983-1998; member, Oregon Governor's Council of Economic Advisors, 1984-1998; Chairman, Oregon Governor's Technical Advisory Committee for Tax Review in 1998. Non-interested Trustees James A. Gardner Chair of President, Gardner Associates, an 1 None Terrebonne, OR Board of investment and real estate firm, (07/06/43) Trustees since 1989; Partner, Ranch of the since 2005 Canyons, a real estate firm, since and Trustee 1991; President Emeritus, Lewis since 1986 and Clark College and Law School; director, Oregon High Desert Museum since 1989, Vice Chairman since 2002; active in civic, business, educational and church organizations in Oregon. Gary C. Cornia Trustee Director, Romney Institute of 4 None Orem, UT since 2002 Public Management, Marriott (06/24/48) School of Management, Brigham Young University, 2004 - present; Professor, Marriott School of Management, 1980 - present; Past President, the National Tax Association; Fellow, Lincoln Institute of Land Policy, 2002-2003; Associate Dean, Marriott School of Management, Brigham Young University, 1991-2000; Utah Governor's Tax Review Committee since 1993. . Edmund P. Jensen Trustee President and CEO, VISA 1 BMG-Seltec, a software company. Portland, OR since 2003 International, 1994-1999; (4/13/37) director: Phoenix Technologies, a Tech/BIOS company, 2000 - present; Corillian Corp., a banking software company, 2000 - 2002; Trintech, a payment software company, 1999 - 2002. Timothy J. Leach Trustee Executive Vice President & Chief 2 None Orinda, CA since 2005 Investment Officer, U.S. Trust (08/28/55) Company, New York, NY, 2004-present; Executive Vice President & Chief Investment Officer, Private Asset Management Group, Wells Fargo Bank, San Francisco, CA, 1999-2003; President and Chief Investment Officer, ABN Amro Asset Management (USA), 1998-1999; President & Chief Investment Officer, Qualivest Capital Management Inc. and Senior Vice President & Chief Investment Officer, Trust & Investment Group, US Bancorp, Portland, OR, 1994-1998; Trustee of Tax-Free Trust of Oregon, 2001-2002. Ralph R. Shaw Trustee President, Shaw Management 1 Schnitzer Steel Industries, Portland, OR since 2000 Company, an investment Inc., Magni Systems, Inc., (08/23/38) counseling firm, since 1980, Integra Telecom, Inc., General Partner, Shaw Venture Telestream, Inc., BMG Seltec Partners since 1983, Shaw Corporation, Rentrak Venture Partners II since 1987 Corporation, Portland Family and Shaw Venture Partners III of Funds. since 1994 (US Bancorp, parent of the Sub-Adviser, is a limited partner in the last three ventures). Nancy Wilgenbusch Trustee President, Marylhurst University 1 Chair, Oregon Regional Marylhurst, OR since 2002 since 1984; member, Ethics Advisory Board for PacifiCorp; (09/17/47) Committee of the American West Coast Bank's Board; Institute of Certified Public director, Cascade Corporation, Accountants; former Chair, a leading international Portland Branch of the Federal manufacturer of lift truck Reserve Bank of San Francisco; attachments; director, active board member of a number Scottish Power. of civic organizations. Others Trustees Emeritus Lacy B. Herrmann Founder, Founder and Chairman of the Board, N/A N/A New York, NY Chairman Aquila Management Corporation, the (05/12/29) Emeritus sponsoring organization and parent since 2005; of the Manager or Administrator and/or Chairman of Adviser or Sub-Adviser to each fund the Board of of the Aquilasm Group of Funds; Chairman Trustees of the Manager or Administrator and/or 1985-2004 Adviser or Sub-Adviser to each since and Trustee, 2004; Founder, Chairman Emeritus and 1985-2005 Trustee of Aquila Rocky Mountain Equity Fund, Tax-Free Fund For Utah, Narragansett Insured Tax-Free Income Fund and Tax-Free Trust of Arizona; Founder and Chairman Emeritus of Hawaiian Tax-Free Trust, Pacific Capital Cash Assets Trust, Pacific Capital Tax-Free Cash Assets Trust, Pacific Capital U.S. Government Securities Cash Assets Trust, Tax-Free Fund of Colorado, Churchill Tax-Free Fund of Kentucky and Tax-Free Trust of Oregon; previously Chairman and a Trustee of each fund in the Aquilasm Group of Funds since its establishment until 2004 or 2005; Director of the Distributor since 1981 and formerly Vice President or Secretary, 1981-1998; Trustee Emeritus, Brown University and the Hopkins School; active in university, school and charitable organizations. David B. Frohnmayer Trustee President, University of Oregon N/A N/A Eugene, OR Emeritus since 1994; former Dean of the (07/09/40) since 2003 University of Oregon Law School and former Attorney General of the State of Oregon; Trustee, Tax-Free Trust of Oregon, 1997-2003. Raymond H. Lung Trustee Retired; trustee, Qualivest N/A N/A Portland, OR Emeritus Group of Funds, 1994-1997; (12/24/26) since 2005 former Executive Vice President and Executive Trust Officer, U.S. National Bank of Oregon; previously active in bank trade organizations and director of certain Pacific Northwest companies; Trustee, Tax-Free Trust of Oregon, 1992-2005. Patricia L. Moss Trustee President and Chief Executive N/A N/A Bend, OR Emeritus Officer, Cascade Bancorp & Bank (07/23/53) since 2005 of the Cascades since 1998; Trustee, Tax-Free Trust of Oregon, 2002-2005; active in community and educational organizations. Officers Charles E. Executive Executive Vice President of all funds N/A N/A Childs, III Vice in the Aquilasm Group of Funds and New York, NY President the Manager and the Manager's parent (04/01/57) since 2003 since 2003; formerly Senior Vice President, corporate development, Vice President, Assistant Vice President and Associate of the Manager's parent since 1987; Senior Vice President, Vice President or Assistant Vice President of the Aquila Money-Market Funds, 1988-2003. James M. McCullough Senior Vice Senior Vice President or Vice N/A N/A Portland, OR President President of Aquila Rocky (06/11/45) since 1999 Mountain Equity Fund and four Aquila Bond Funds; Senior Vice President of the Distributor since 2000; Director of Fixed Income Institutional Sales, CIBC Oppenheimer & Co. Inc., Seattle, WA, 1995-1999. Jerry G. McGrew Senior Vice President of the Distributor N/A N/A New York, NY President since 1998, Registered Principal (06/18/44) since 2002 since 1993, Senior Vice President, 1997-1998 and Vice President, 1993-1997; Senior Vice President, Aquila Rocky Mountain Equity Fund and five Aquila Bond Funds since 1995; Vice President, Churchill Cash Reserves Trust, 1995-2001. Sally J. Church Vice Vice President, Tax-Free Trust N/A N/A Portland, OR President of Oregon since 2002 and (10/17/48) since 2002 1989-1997; retired, 1997-2002; Vice President of Aquila Cascadia Equity Fund, 1996-1997. Christine L. Neimeth Vice Vice President of Aquila Rocky N/A N/A Portland, OR President Mountain Equity Fund and (02/10/64) since 1998 Tax-Free Trust of Oregon; Management Information Systems consultant, Hillcrest Ski and Sport, 1997; Institutional Municipal Bond Salesperson, Pacific Crest Securities, 1996; active in college alumni and volunteer organizations. Robert W. Anderson Chief Chief Compliance Officer of the N/A N/A New York, NY Compliance Trust, the Manager and the (08/23/40) Officer Distributor since 2004, since 2004 Compliance Officer of the and Manager or its predecessor and Assistant current parent since 1998 and Secretary Assistant Secretary of the since 2000 Aquilasm Group of Funds since 2000; Consultant, The Wadsworth Group, 1995-1998. Joseph P. DiMaggio Chief Chief Financial Officer of the N/A N/A New York, NY Financial Aquilasm Group of Funds since (11/06/56) Officer 2003 and Treasurer since 2000; since 2003 Controller, Van Eck Global and Funds, 1993-2000. Treasurer since 2000 Edward M. W. Hines Secretary Partner, Hollyer Brady Barrett & N/A N/A New York, NY since 1985 Hines LLP, legal counsel to the (12/16/39) Trust, since 1989; Secretary of the Aquilasm Group of Funds. John M. Herndon Assistant Assistant Secretary of the Aquilasm N/A N/A New York, NY Secretary Group of Funds since 1995 and (12/17/39) since 1995 Vice President of the three Aquila Money-Market Funds since 1990; Vice President of the Manager or its predecessor and current parent since 1990. Lori A. Vindigni Assistant Assistant Treasurer of the N/A N/A New York, NY Treasurer Aquilasm Group of Funds since (11/02/66) since 2000 2000; Assistant Vice President of the Manager or its predecessor and current parent since 1998; Fund Accountant for the Aquilasm Group of Funds, 1995-1998.
(1) The mailing address of each Trustee and officer is c/o Tax-Free Trust of Oregon, 380 Madison Avenue, New York, NY 10017. (2) Each Trustee holds office until the next annual meeting of shareholders or until his or her successor is elected and qualifies. The term of office of each officer is one year. (3) Ms. Herrmann is an interested person of the Trust as an officer of the Trust, as a director, officer and shareholder of the Manager's corporate parent, as an officer and Manager of the Manager, and as a shareholder and director of the Distributor. Mr. Mitchell is an interested person as a security holder of the Sub-Adviser's parent. (4) In this material Pacific Capital Cash Assets Trust, Pacific Capital U.S. Government Securities Cash Assets Trust and Pacific Capital Tax-Free Cash Assets Trust, each of which is a money-market fund, are called the "Aquila Money-Market Funds"; Hawaiian Tax-Free Trust, Tax-Free Trust of Arizona, Tax-Free Trust of Oregon, Tax-Free Fund of Colorado, Churchill Tax-Free Fund of Kentucky, Narragansett Insured Tax-Free Income Fund and Tax-Free Fund For Utah, each of which is a tax-free municipal bond fund, are called the "Aquila Bond Funds"; Aquila Rocky Mountain Equity Fund is an equity fund; considered together, these 11 funds are called the "Aquilasm Group of Funds." Securities Holdings of the Trustees (as of 12/31/04)
Dollar Range of Aggregate Dollar Range of Ownership in Name of Ownership in Tax-Free Aquilasm Investment Trustee Trust of Oregon(1) Companies Overseen by Trustee(1) Interested Trustees Diana P. Herrmann B E John W. Mitchell C C Non-interested Trustees James A. Gardner B B Gary C. Cornia B E Edmund P. Jensen C C Timothy J. Leach(2) A A Ralph R. Shaw E E Nancy Wilgenbusch C C
(1) A. None B. $1-$10,000 C. $10,001-$50,000 D. $50,001-$100,000 E. over $100,000 (2) As of the date of this Supplement, B and B. None of the non-interested Trustees or their immediate family members holds of record or beneficially any securities of the Manager, the Sub-Adviser or the Distributor. The Trust does not currently pay fees to any of the Trust's officers or to Trustees affiliated with the Manager or the Sub-Adviser. For its fiscal year ended September 30, 2004, the Trust paid a total of $143,862 in compensation and reimbursement of expenses to the Trustees. No other compensation or remuneration of any type, direct or contingent, was paid by the Trust to its Trustees. The Trust is one of the 11 funds in the Aquilasm Group of Funds, which consist of tax-free municipal bond funds, money-market funds and an equity fund. The following table lists the compensation of all non-interested Trustees who received compensation from the Trust and the compensation they received during the Trust's fiscal year from other funds in the Aquilasm Group of Funds. None of such Trustees has any pension or retirement benefits from the Trust or any of the other funds in the Aquilasm Group of Funds. Compensation Number of from all boards on Compensation funds in the which the from the Aquilasm Trustee Name Trust Group Serves James A. Gardner $ 11,225 $ 11,225 1 Gary C. Cornia 9,650 29,612 4 Edmund P. Jensen 10,100 10,100 1 John W. Mitchell 10,150 10,150 1 Ralph R. Shaw 11,700 11,700 1 Nancy Wilgenbusch 10,050 10,050 1 Class A Shares may be purchased without a sales charge by the Fund's Trustees and officers. (See "Reduced Sales Charges for Certain Purchases of Class A Shares," below). The following is added to the material under the caption "Reduced Sales Charges for Certain Purchases of Class A Shares", "General": o For the 90-day period beginning August 19, 2005 and ending November 16, 2005, customers of Edward D. Jones & Co., L.P. who are eligible for the Edward Jones Free Switch Program. The date of this supplement is August 30, 2005 TAX-FREE TRUST OF OREGON Supplement to the Prospectuses Dated January 31, 2005 as Previously Supplemented June 17, 2005 The material under the heading "Board of Trustees" on the inside back cover is replaced by the following: James A. Gardner, Chair Gary C. Cornia Diana P. Herrmann Edmund P. Jensen Timothy J. Leach John W. Mitchell Ralph R. Shaw Nancy Wilgenbusch The date of this supplement is August 30, 2005 -----END PRIVACY-ENHANCED MESSAGE-----