N-CSR 1 e610975_ncsr-oregon.htm THE CASCADES TRUST 3/31/2013 FORM N-CSR Unassociated Document
 
 
Annual
Report
March 31, 2013
 
TAX-FREE TRUST OF
OREGON
 
 
A tax-free income investment
 
 
 
 
 
 
 

 
 
 
Serving Oregon Investors
For Over 25 Years
 
Tax-Free Trust of Oregon
 
“Research Matters”
 
 
May, 2013
     
Dear Fellow Shareholder:
 
     While we didn’t necessarily coin the phrases, “Invest in what you know” or “If you don’t understand it, don’t buy it,” these concepts are certainly not new to Tax-Free Trust of Oregon and the Aquila Group of Funds. In fact, they have been at the very core of our investment philosophy since day one.
 
     Our country’s currently volatile economic environment makes these adages ring true louder than ever.
 
     The value provided by a professional investment management team, such as that of Tax-Free Trust of Oregon, which conducts initial research and provides on-going surveillance of issuers and individual bonds as markets develop and credit conditions change, has become increasingly important.
 
     Over the past year or so, you may have read or heard about problems being experienced by certain municipalities – including growing concerns over budget shortfalls, infrastructure demands, pension funding, and high unemployment.
 
     Even when concerns such as these don’t make the mainstream newspapers, it is in your best interest that your Trust’s investment team makes every effort to know about each and every little hiccup. And, since each municipality has its own distinct nuances, we feel it is vital to have a local presence.
 
     Local investment management and research enables us to monitor the local economy, issuers in the state, and policy decisions that will impact issuers, while we conduct research on issues held by the Trust. The research conducted prior to investing in a bond, and ongoing credit monitoring, make it possible to evaluate both the risk associated with an individual bond, and the adequacy of the compensation provided for that risk.
 
     Tax-Free Trust of Oregon specifically benefits from its collective team of local Trustees, portfolio management staff and Trust Officers who seek to be intimately aware of any potential challenges facing the citizens of Oregon throughout the state.
 
     They know the ups and downs that affect you, our shareholders, because they too are affected. Your local representatives are also your friends, neighbors and co-workers.
 
     They hear the same discussions at little league games and pot luck dinners. They read the same small and big town newspapers that you do, shop in the same supermarkets and gas up at the same pumps.
 
     They, like you, are Oregonians.
 
     As you know, by prospectus, Tax-Free Trust of Oregon may only invest in investment grade securities. These higher rated securities are intended to indicate those municipal issues which have not only sufficient, but significant, cash flow strength in order to pay interest when due and to redeem the bonds at maturity. Nonetheless, we firmly believe in the importance of looking beyond credit ratings.
 
NOT A PART OF THE ANNUAL REPORT
 
 
 

 
 
     We invest in an issue based on our initial research, and we conduct frequent credit monitoring in order to evaluate the financial condition of the issuer. We devote significant resources to understanding the financial condition of issuers in Oregon, the financing details of individual issues, and how payments of principal and interest on those issues are secured. We monitor the difficult, but necessary, steps being taken to balance budgets within the state. Based on the research we conduct, we select the bonds held in the Trust’s portfolio and decide whether or not to continue holding issues already in the portfolio.
 
     The Aquila Group of Funds has been managing the assets of Oregon investors for over 25 years. Our long history in the Oregon market, the knowledge and experience of the Trust’s portfolio management team, and the research conducted on bonds held in Tax-Free Trust of Oregon continue to provide shareholders with the benefits of local, professional investment management.
 
Sincerely,
 
 
Diana P. Herrmann, Vice Chair and President
 
Note: Your Board of Trustees determined to change Tax-Free Trust of Oregon’s fiscal year end from September 30th to March 31st to align it with the fiscal and tax year ends of the other tax-free municipal bond funds in the Aquila Group of Funds. We believe your Trust will recognize certain cost savings, such as legal and audit, because the overall amount of review time and expense may now be spread across seven funds.
 
Consideration should be given to the risks of investing, including potential loss of value, market risk, interest rate risk, credit risk, and geographic concentration. Past performance does not guarantee future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. For certain investors, some dividends may be subject to Federal and state taxes.
 
NOT A PART OF THE ANNUAL REPORT
 
 
 

 
 
Serving Oregon Investors
For Over 25 Years
 
Tax-Free Trust of Oregon
 
ANNUAL REPORT
 
Management Discussion
 
U.S. Economy
 
     At the end of 2012, the much reported and dramatically named fiscal cliff resulted from a culmination of the expiration of the Bush tax cuts, temporary payroll tax cut and extended unemployment benefits all expiring while higher Medicare taxes and cuts to discretionary spending, agreed to in the Budget Control Act of 2011 (the “BCA”), became effective. The fiscal cliff was averted after the House of Representatives and Senate reached a last-minute compromise and the Federal Reserve (the “Fed”) indicated they may reevaluate quantitative easing if they see substantial improvements in the labor market. The compromise in Congress to avoid the fiscal cliff consisted mostly of raising revenue through new taxes and postponement of most other fiscal decisions until February 2013. From the bond market’s perspective, the last minute maneuvers resulted in a steepening of the U.S. Treasury curve with longer rates rising most significantly.
 
     While the fiscal cliff was largely averted, sequestration was not. On March 1 automatic spending cuts to the U.S. federal budget began. Early estimates of impacts on municipal issuers indicate the effects of sequestration will be limited, primarily due to the fiscal flexibility of states and the federal nature of the cuts. However, we do expect to see some spending reluctance on the part of issuers due to the uncertainty of the financial impact of sequestration. Therefore, we continue to remain cautious of bonds with a high degree of dependence on appropriations from the federal government. In our last management discussion we expressed similar sentiment regarding federal spending following the Treasury Department’s report that the debt limit of $14.29 trillion had been reached in May 2011.
 
     Over the past year, economic data continued to indicate that the recovery is well under way, although proceeding at a slow pace. Consumer spending for autos and housing have shown recent strength. In January, the Case Shiller housing index was up 8.1% year-over-year, the greatest increase since the summer of 2006. However, while personal income and personal spending have exceeded expectations, change in non-farm payrolls has been lower than expected. Nevertheless, the ability of the U.S. equity and real estate markets to sustain their recovery will likely have the greatest impact on the bond market.
 
State Economy
 
     The improving housing market has also benefitted Oregon. In addition to the economic benefit of housing price appreciation, local governments, dependent upon property tax receipts, benefit from price increases widening the ratio between real market value and assessed value, which provides local governments with more breathing room as they budget for the next fiscal year. Assessed values within Oregon’s most populated county, Multnomah County, were able to sustain growth of 1.97% despite four consecutive years of declining real market values.
 
     While the national municipal market continues to process certain isolated negative headlines, Oregon has been remarkably quiet. Headlines in Oregon have primarily been related to pension reform proposals at the state level and underfunding of pensions at the issuer level. Recently, the Oregon Senate narrowly approved Senate Bill 822 which was designed to cut public workers retirement benefits by nearly half a billion dollars over the next two years. The bill proposes to reduce cost of living increases for retirees receiving more than $20,000 a year in benefits and to stop reimbursing out-of-state retirees for income taxes. Through our credit research we have noted distinct differences in pension funding levels and pension contribution levels at the issuer level. These differences and their potential impact have resulted in our credit research including a review of each holding’s pension exposure.
 
 
1 | Tax-Free Trust of Oregon

 
 
MANAGEMENT DISCUSSION (continued)
 
     First quarter tax-exempt bond issuance in Oregon doubled for 2013 versus 2012. The increase in issuance is more impressive when viewed without the State’s participation, which results in an increase of issuance of over 5 times 2012 levels. While much of the issuance by local governments continues to be driven by school districts, in 2013 we have seen a more diverse array of local governments issuing bonds.
 
Fund Performance
 
     The portfolio characteristics for Tax-Free Trust of Oregon (the “Trust”) have become increasingly defensive over the past year. The weighted average maturity shortened to 11.6 years at March 31, 2013 from 12.8 years as of March 31, 2012 and the portfolio duration declined to 4.84 years from 5.01 years. Credit quality remained extremely high - as of March 31, 2013, 77% of the portfolio holdings were rated AAA or AA. For the 12 months ended March 31, 2013, the Y share class of Tax-Free Trust of Oregon provided a 4.58% total rate of return which compared favorably to the 3.85% return for the Barclays Capital Quality Intermediate Municipal Bond Index during the same period. Your Trust’s favorable performance can be attributed to its slightly longer duration versus the index which generated higher prices in a declining interest rate environment. Securities issued in the state of Oregon also performed better than the national average as the limited, although improving, supply and high demand for Oregon bonds contributed to higher price appreciation during the year. Furthermore, the Trust’s overweighted position in education and pre-refunded sectors boosted performance versus the index.
 
Outlook and Strategy
 
     We have sought to maintain a consistent investment strategy with Tax-Free Trust of Oregon that emphasizes intermediate maturities, thorough credit analysis, and investment grade credit quality securities with the goal of providing an above average double tax-exempt dividend and a relatively stable share price. We plan to accomplish this goal in 2013 by maintaining a neutral to defensive interest rate posture. Despite the Fed’s announced intention to maintain low interest rates, we believe the risk to our shareholders is a meaningful rise in interest rates from the current historically low levels. Developments leading to a tapering of the Fed’s quantitative easing policy or significant progress toward reducing the Federal deficit could be a catalyst for the market to believe the economy will improve and exert upward pressure on interest rates. If it appears that no improvement is on the immediate horizon, we believe it is likely that we will remain in a low interest rate environment for the foreseeable future. In that case, legacy portfolio holdings purchased when rates were higher than today’s levels should continue to add stability to your Trust’s share price and monthly dividend. We have also made great efforts to reduce our reinvestment risk by limiting the bonds subject to call in the next 2 years to approximately 8% of your Trust’s portfolio of investments. We intend to closely monitor the yield differentials between long and short maturities as well as the differences between the various credit rating categories.
 
     As has always been the case, we will seek to reduce our exposure to longer maturities and lower credit quality bonds when their yields narrow relative to shorter, higher quality securities. In a market environment that tempts investors to purchase longer dated maturities or lower credit quality to gain additional yield, we contend it is more prudent to reduce interest rate and credit risks when interest rates are extremely low. Finally, we strongly believe that it is imperative that we stay as fully informed as possible on the financial condition of our holdings in this challenging economic environment. We intend to continue our diligent credit research and surveillance for existing holdings and any securities we consider adding to the portfolio. We believe this investment strategy will continue to generate a reliable double tax-exempt income stream with a relatively stable share price experience.
 
     Thank you for your investment in Tax-Free Trust of Oregon.
 
Performance data represents past performance, but does not guarantee future results. Investment return and principal value will fluctuate; shares, when redeemed, may be worth more or less than their original cost; current performance may be lower or higher than the data presented.
 
NOT FDIC INSURED – NO BANK GUARANTEE – MAY LOSE VALUE
 
 
2 | Tax-Free Trust of Oregon

 
 
PERFORMANCE REPORT
 
     The following graph illustrates the value of $10,000 invested in the Class Y shares of Tax-Free Trust of Oregon for the 10-year period ended March 31, 2013 as compared with the Barclays Capital Quality Intermediate Municipal Bond Index (the “Barclays Capital Index”) and the Consumer Price Index (a cost of living index). The performance of each of the other classes is not shown in the graph but is included in the table below. It should be noted that the Barclays Capital Index does not include any operating expenses nor sales charges, and being nationally oriented, does not reflect state-specific bond market performance.
 
 
   
Average Annual Total Return
 
   
for periods ended March 31, 2013
 
                     
Since
 
Class and Inception Date
 
1 Year
   
5 Years
   
10 Years
   
Inception
 
Class A since 6/16/86
                       
With Maximum Sales Charge
    0.33 %     4.41 %     3.81 %     5.57 %
Without Sales Charge
    4.51       5.27       4.24       5.73  
                                 
Class C since 4/5/96
                               
With CDSC**
    2.61       4.38       3.36       4.04  
Without CDSC
    3.63       4.38       3.36       4.04  
                                 
Class Y since 4/5/96
                               
No Sales Charge
    4.58       5.43       4.39       5.08  
                                 
Barclays Capital Index
    3.85       5.27       4.46    
5.78
* (Class A) 
                           
5.12
 (Class C & Y) 
 
     Total return figures shown for the Trust reflect any change in price and assume all distributions within the period were invested in additional shares. The rates of return will vary and the principal value of an investment will fluctuate with market conditions. Shares, if redeemed, may be worth more or less than their original cost. A portion of each class’s income may be subject to Federal and state income taxes. Past performance is not predictive of future investment results.
 
  *
From commencement of the index on 1/1/87.
**
CDSC = 1% contingent deferred sales charge imposed on redemptions made within the first 12 months after purchase.
 
 
3 | Tax-Free Trust of Oregon

 
 
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
To the Board of Trustees and Shareholders of
Tax-Free Trust of Oregon:
 
     We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Tax-Free Trust of Oregon as of March 31, 2013 and the related statements of operations for the period ended March 31, 2013 and the year ended September 30, 2012, the statements of changes in net assets for the period ended March 31, 2013 and for each of the two years in the period ended September 30, 2012, and the financial highlights for the period ended March 31, 2013 and for each of the five years in the period ended September 30, 2012. 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 the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also 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 March 31, 2013, by correspondence with the custodian and brokers. 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 Tax-Free Trust of Oregon as of March 31, 2013, the results of its operations for the period ended March 31, 2013 and the year ended September 30, 2012, the changes in its net assets for the period ended March 31, 2013 and for each of the two years in the period ended September 30, 2012, and the financial highlights for the period ended March 31, 2013 and for each of the five years in the period ended September 30, 2012, in conformity with accounting principles generally accepted in the United States of America.
 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
May 29, 2013
 
 
4 | Tax-Free Trust of Oregon

 
 
TAX-FREE TRUST OF OREGON
SCHEDULE OF INVESTMENTS
MARCH 31, 2013
 
       
Rating
     
       
Moody’s/S&P
     
Principal
     
and Fitch
     
Amount
 
General Obligation Bonds (50.0%)
 
(unaudited)
 
Value
 
   
   
City & County (4.9%)
         
   
Bend, Oregon
         
$ 2,435,000  
4.000%, 06/01/24
 
Aa2/NR/NR
  $ 2,768,644  
     
Canby, Oregon
           
  1,405,000  
4.000%, 12/01/24 AGMC Insured
 
A2/NR/NR
    1,560,758  
  1,060,000  
5.000%, 06/01/27
 
A2/NR/NR
    1,197,673  
     
Clackamas County, Oregon Refunding
           
  1,135,000  
4.000%, 06/01/24
 
Aa2/NR/NR
    1,280,530  
     
Clackamas County, Oregon Tax
           
     
Allocation
           
  705,000  
6.500%, 05/01/20
 
NR/NR/NR*
    706,537  
     
Hillsboro, Oregon
           
  380,000  
3.500%, 06/01/15 Series B
 
Aa3/NR/NR
    401,094  
  390,000  
3.500%, 06/01/16 Series B
 
Aa3/NR/NR
    420,135  
  345,000  
3.500%, 06/01/17 Series B
 
Aa3/NR/NR
    374,912  
     
Hillsboro, Oregon Refunding
           
  1,305,000  
4.500%, 06/01/22
 
Aa3/NR/NR
    1,556,356  
     
Portland, Oregon
           
  5,800,000  
4.350%, 06/01/23
 
Aa1/NR/NR
    5,823,026  
     
Portland, Oregon Public Safety
           
  2,130,000  
4.125%, 06/01/26 Series A
 
Aaa/NR/NR
    2,336,653  
     
Portland, Oregon Revenue Limited Tax,
           
     
Improvement
           
  1,045,000  
4.000%, 06/01/22 Series A
 
Aa1/NR/NR
    1,117,168  
     
Redmond, Oregon Refunding
           
  735,000  
5.000%, 06/01/23 Series A
 
A1/NR/NR
    877,950  
     
City of Salem, Oregon
           
  1,585,000  
4.000%, 06/01/17
 
Aa2/AA-/NR
    1,774,867  
  1,750,000  
5.000%, 06/01/29
 
Aa2/AA-/NR
    2,011,258  
     
Washington County, Oregon
           
  2,465,000  
5.000%, 06/01/23
 
Aa1/NR/NR
    2,797,997  
     
Total City & County
        27,005,558  
                   
     
Community College (5.6%)
           
     
Central Oregon Community College
           
     
District
           
  1,850,000  
4.750%, 06/15/22
 
NR/AA+/NR
    2,207,309  
  2,195,000  
4.750%, 06/15/23
 
NR/AA+/NR
    2,597,826  
  2,175,000  
4.750%, 06/15/26
 
NR/AA+/NR
    2,515,714  
 
 
5 | Tax-Free Trust of Oregon

 
 
     TAX-FREE TRUST OF OREGON
SCHEDULE OF INVESTMENTS (continued)
MARCH 31, 2013
 
       
Rating
     
       
Moody’s/S&P
     
Principal
     
and Fitch
     
Amount
 
General Obligation Bonds (continued)
 
(unaudited)
 
Value
 
   
   
Community College (continued)
         
   
Chemeketa, Oregon Community
         
   
College District
         
$ 1,385,000  
5.500%, 06/01/14 ETM FGIC Insured
 
NR/NR/NR*
  $ 1,467,906  
     
Chemeketa, Oregon Community
           
     
College District
           
  1,010,000  
5.500%, 06/15/24
 
NR/AA+/NR
    1,187,548  
  1,235,000  
5.000%, 06/15/25
 
NR/AA+/NR
    1,407,258  
  1,540,000  
5.000%, 06/15/26
 
NR/AA+/NR
    1,745,066  
     
Clackamas, Oregon Community
           
     
College District
           
  1,535,000  
5.000%, 05/01/25 NPFG Insured
 
Aa3/AA/NR
    1,662,205  
     
Columbia Gorge, Oregon Community
           
     
College District, Refunding
           
  1,000,000  
4.000%, 06/15/24
 
Aa1/NR/NR
    1,128,710  
     
Lane, Oregon Community College
           
  1,840,000  
5.000%, 06/15/24
 
NR/AA+/NR
    2,236,152  
     
Oregon Coast Community College
           
     
District State
           
  1,590,000  
5.250%, 06/15/17 NPFG Insured
           
     
(pre-refunded)
 
Aa1/NR/NR
    1,684,589  
  1,770,000  
5.000%, 06/15/25
 
Aa1/NR/NR
    2,139,682  
     
Portland, Oregon Community College
           
     
District
           
  7,915,000  
5.000%, 06/15/28
 
Aa1/AA/NR
    9,257,621  
     
Total Community College
        31,237,586  
                   
     
Higher Education (2.6%)
           
     
Oregon State, Oregon University System
           
  2,000,000  
4.000%, 08/01/24 Series A
 
Aa1/AA+/AA+
    2,324,900  
  1,170,000  
4.000%, 08/01/25 Series B
 
Aa1/AA+/AA+
    1,327,681  
  1,745,000  
4.000%, 08/01/26 Series C
 
Aa1/AA+/AA+
    1,966,667  
     
Oregon State, Oregon University
           
     
System Projects
           
  2,365,000  
4.000%, 08/01/26 Series H
 
Aa1/AA+/AA+
    2,615,146  
     
State of Oregon Board of Higher
           
     
Education
           
  820,000  
zero coupon, 08/01/16
 
Aa1/AA+/AA+
    784,355  
 
 
6 | Tax-Free Trust of Oregon

 
 
     TAX-FREE TRUST OF OREGON
SCHEDULE OF INVESTMENTS (continued)
MARCH 31, 2013
 
       
Rating
     
       
Moody’s/S&P
     
Principal
     
and Fitch
     
Amount
 
General Obligation Bonds (continued)
 
(unaudited)
 
Value
 
   
   
Higher Education (continued)
         
   
State of Oregon Board of Higher
         
   
Education (continued)
         
$ 1,125,000  
5.000%, 08/01/21 Series A
         
     
(pre-refunded)
 
NR/NR/NR*
  $ 1,243,665  
  875,000  
5.000%, 08/01/21 Series A
           
     
(pre-refunded)
 
Aa1/AA+/NR
    968,380  
  500,000  
5.750%, 08/01/29 Series A
           
     
(pre-refunded)
 
Aa1/AA+/AA+
    625,570  
  1,000,000  
5.000%, 08/01/34
 
Aa1/AA+/AA+
    1,142,710  
  1,000,000  
5.000%, 08/01/38
 
Aa1/AA+/AA+
    1,134,090  
     
Total Higher Education
        14,133,164  
                   
     
Housing (0.2%)
           
     
State of Oregon Veterans’ Welfare
           
  550,000  
4.800%, 12/01/22
 
Aa1/AA+/AA+
    598,318  
  400,000  
4.900%, 12/01/26
 
Aa1/AA+/AA+
    430,804  
     
Total Housing
        1,029,122  
                   
     
School District (25.2%)
           
     
Benton & Linn Counties, Oregon School
           
     
District #509J Corvallis
           
  4,670,000  
5.000%, 06/01/21 AGMC Insured
           
     
(pre-refunded)
 
Aa1/NR/NR
    4,706,006  
     
Clackamas County, Oregon School
           
     
District #12 (North Clackamas)
           
  8,000,000  
5.000%, 06/15/27 AGMC Insured
           
     
Series B
 
Aa1/AA+/NR
    9,055,120  
  9,250,000  
5.000%, 06/15/29 AGMC Insured
 
Aa1/AA+/NR
    10,450,002  
     
Clackamas County, Oregon School
           
     
District #46 (Oregon Trail)
           
  1,000,000  
5.000%, 06/15/22
 
NR/AA+/NR
    1,166,470  
  1,865,000  
5.000%, 06/15/28 Series A
 
NR/AA+/NR
    2,111,721  
  1,800,000  
5.000%, 06/15/29 Series A
 
NR/AA+/NR
    2,031,534  
  2,000,000  
4.500%, 06/15/30 AGMC Insured
 
Aa1/AA+/NR
    2,175,980  
  2,000,000  
5.000%, 06/15/32 Series A
 
NR/AA+/NR
    2,231,880  
  3,780,000  
4.750%, 06/15/32 Series A
 
NR/AA+/NR
    4,165,031  
     
Clackamas County, Oregon School
           
     
District #86 (Canby)
           
  2,240,000  
5.000%, 06/15/19 AGMC Insured
           
     
(pre-refunded)
 
Aa1/AA+/NR
    2,465,971  
 
 
7 | Tax-Free Trust of Oregon

 
 
     TAX-FREE TRUST OF OREGON
SCHEDULE OF INVESTMENTS (continued)
MARCH 31, 2013
 
       
Rating
     
       
Moody’s/S&P
     
Principal
     
and Fitch
     
Amount
 
General Obligation Bonds (continued)
 
(unaudited)
 
Value
 
   
   
School District (continued)
         
   
Clackamas County, Oregon School
         
   
District #86 (Canby) (continued)
         
$ 1,800,000  
5.000%, 06/15/24
 
Aa1/AA+/NR
  $ 2,212,596  
  1,110,000  
5.000%, 06/15/25 Series A
 
Aa1/AA+/NR
    1,352,058  
     
Clackamas & Washington Counties,
           
     
Oregon School District No. 3JT
           
     
(West Linn-Wilsonville)
           
  1,110,000  
5.000%, 06/15/26
 
Aa1/AA+/NR
    1,294,782  
  2,850,000  
5.000%, 06/15/27
 
Aa1/AA+/NR
    3,304,689  
  2,000,000  
4.500%, 06/15/29
 
Aa1/AA+/NR
    2,194,600  
  1,965,000  
5.000%, 06/15/30
 
Aa1/AA+/NR
    2,258,846  
  3,000,000  
5.000%, 06/15/33
 
Aa1/AA+/NR
    3,422,610  
  500,000  
5.000%, 06/15/34
 
Aa1/AA+/NR
    568,900  
     
Columbia County, Oregon School
           
     
District #502
           
  2,070,000  
zero coupon, 06/01/15 NPFG/ FGIC
           
     
Insured
 
Aa3/NR/NR
    1,997,343  
     
Columbia & Washington Counties,
           
     
Oregon School District #47J
           
     
(Vernonia)
           
  3,430,000  
5.00%, 06/15/27
 
NR/AA+/NR
    3,984,322  
     
Deschutes County, Oregon
           
     
Administrative School District #1
           
     
Refunding
           
  400,000  
5.000%, 06/15/13 AGMC Insured
 
Aa1/NR/NR
    403,860  
     
Deschutes County, Oregon School
           
     
District #6 (Sisters)
           
  1,735,000  
5.250%, 06/15/19 AGMC Insured
 
A2/AA+/NR
    2,100,478  
  1,030,000  
5.250%, 06/15/21 AGMC Insured
 
A2/AA+/NR
    1,272,328  
     
Deschutes and Jefferson Counties,
           
     
Oregon School District #02J
           
     
(Redmond)
           
  1,000,000  
5.000%, 06/15/21 NPFG/ FGIC
           
     
Insured
 
Aa1/NR/NR
    1,049,310  
  1,025,000  
zero coupon, 06/15/23
 
Aa1/NR/NR
    770,328  
  5,000,000  
6.000%, 06/15/31 (pre-refunded)
 
Aa1/NR/NR
    6,289,650  
 
 
8 | Tax-Free Trust of Oregon

 
 
     TAX-FREE TRUST OF OREGON
SCHEDULE OF INVESTMENTS (continued)
MARCH 31, 2013
 
       
Rating
     
       
Moody’s/S&P
     
Principal
     
and Fitch
     
Amount
 
General Obligation Bonds (continued)
 
(unaudited)
 
Value
 
   
   
School District (continued)
         
   
Hood River County, Oregon School
         
   
District Refunding
         
$ 365,000  
3.000%, 06/15/14
 
NR/AA+/NR
  $ 376,034  
  385,000  
3.000%, 06/15/15
 
NR/AA+/NR
    403,430  
  250,000  
4.000%, 06/15/16
 
NR/AA+/NR
    273,890  
     
Jackson County, Oregon School
           
     
District #9 (Eagle Point)
           
  2,080,000  
5.500%, 06/15/15 NPFG Insured
 
Aa1/NR/NR
    2,290,330  
  1,445,000  
5.500%, 06/15/16 NPFG Insured
 
Aa1/NR/NR
    1,646,317  
     
Jackson County, Oregon School
           
     
District #549C (Medford)
           
  1,000,000  
4.625%, 06/15/27
 
Aa1/AA+/NR
    1,119,550  
  2,000,000  
4.750%, 12/15/29 AGMC Insured
 
Aa1/AA+/NR
    2,214,220  
  1,000,000  
5.000%, 06/15/33
 
Aa1/AA+/NR
    1,124,800  
     
Jefferson County, Oregon School
           
     
District #509J
           
  1,215,000  
5.250%, 06/15/14 NPFG/ FGIC
           
     
Insured
 
NR/AA+/NR
    1,219,167  
  1,025,000  
5.250%, 06/15/17 NPFG/ FGIC
           
     
Insured
 
NR/AA+/NR
    1,028,516  
     
Lane County, Oregon School District
           
     
#4J (Eugene) Refunding
           
  1,000,000  
5.000%, 07/01/15
 
Aa1/NR/NR
    1,100,300  
  1,130,000  
4.000%, 06/15/23
 
Aa1/NR/NR
    1,281,815  
  2,455,000  
4.000%, 06/15/25
 
Aa1/NR/NR
    2,745,206  
     
Lane County, Oregon School District
           
     
#19 (Springfield)
           
  3,425,000  
zero coupon, 06/15/29 AGMC
           
     
Insured
 
Aa1/NR/NR
    1,703,698  
     
Lincoln County, Oregon School District
           
  2,370,000  
4.000%, 06/15/24 Series A
 
Aa1/NR/NR
    2,645,062  
     
Linn County, Oregon School District
           
     
#9 (Lebanon)
           
  3,000,000  
5.600%, 06/15/30 FGIC Insured
           
     
(pre-refunded)
 
NR/AA+/NR
    3,032,010  
     
Morrow County, Oregon School
           
     
District #1
           
  1,710,000  
5.250%, 06/15/19 AGMC Insured
 
A2/AA+/NR
    2,070,211  
 
 
9 | Tax-Free Trust of Oregon

 
 
     TAX-FREE TRUST OF OREGON
SCHEDULE OF INVESTMENTS (continued)
MARCH 31, 2013
 
       
Rating
     
       
Moody’s/S&P
     
Principal
     
and Fitch
     
Amount
 
General Obligation Bonds (continued)
 
(unaudited)
 
Value
 
   
   
School District (continued)
         
   
Multnomah County, Oregon School
         
   
District #7 (Reynolds) Refunding
         
$ 1,165,000  
5.000%, 06/01/29
 
Aa3/NR/NR
  $ 1,348,220  
     
Multnomah County, Oregon School
           
     
District #40 (David Douglas)
           
  1,420,000  
4.000%, 06/15/23 Series A
 
NR/AA+/NR
    1,619,098  
     
Multnomah and Clackamas Counties,
           
     
Oregon School District #10
           
     
(Gresham-Barlow)
           
  4,275,000  
5.250%, 06/15/19 AGMC Insured
 
Aa1/AA+/NR
    5,260,473  
     
Multnomah and Clackamas Counties,
           
     
Oregon School District #28JT
           
     
(Centennial)
           
  2,680,000  
5.250%, 12/15/18 AGMC Insured
 
Aa1/NR/NR
    3,271,262  
     
Polk, Marion & Benton Counties, Oregon
           
     
School District #13J (Central)
           
  1,520,000  
5.000%, 06/15/21 AGMC Insured
           
     
(pre-refunded)
 
A2/AA+/NR
    1,791,411  
     
Salem-Keizer, Oregon School District #24J
           
  1,000,000  
5.000%, 06/15/19 AGMC Insured
           
     
(pre-refunded)
 
Aa1/AA+/NR
    1,056,500  
     
Wasco County, Oregon School District
           
     
#12 (The Dalles)
           
  1,400,000  
5.500%, 06/15/17 AGMC Insured
 
A2/AA-/NR
    1,645,826  
  1,790,000  
5.500%, 06/15/20 AGMC Insured
 
A2/AA-/NR
    2,224,397  
     
Washington County, Oregon School
           
     
District #48J (Beaverton)
           
  2,275,000  
4.000%, 06/15/23 Series B
 
Aa1/AA+/NR
    2,614,316  
  4,000,000  
4.000%, 06/15/25
 
Aa1/AA+/NR
    4,472,840  
  1,280,000  
5.000%, 06/01/31 AGC Insured
 
Aa3/AA-/NR
    1,466,355  
  1,000,000  
5.125%, 06/01/36 AGC Insured
 
Aa3/AA-/NR
    1,150,230  
     
Washington Multnomah & Yamhill
           
     
Counties, Oregon School District #1J
           
     
(Hillsboro)
           
  2,575,000  
4.000%, 06/15/22
 
Aa1/NR/NR
    3,001,034  
  2,310,000  
4.000%, 06/15/24
 
Aa1/NR/NR
    2,627,717  
  1,535,000  
4.000%, 06/15/25
 
Aa1/NR/NR
    1,729,868  
 
 
10 | Tax-Free Trust of Oregon

 
 
     TAX-FREE TRUST OF OREGON
SCHEDULE OF INVESTMENTS (continued)
MARCH 31, 2013
 
       
Rating
     
       
Moody’s/S&P
     
Principal
     
and Fitch
     
Amount
 
General Obligation Bonds (continued)
 
(unaudited)
 
Value
 
   
   
School District (continued)
         
   
Yamhill County, Oregon School District
         
   
#40 (McMinnville)
         
$ 1,205,000  
5.000%, 06/15/19 AGMC Insured
         
     
(pre-refunded)
 
Aa1/NR/NR
  $ 1,420,165  
  1,375,000  
5.000%, 06/15/22 AGMC Insured
           
     
(pre-refunded)
 
Aa1/NR/NR
    1,620,520  
     
Total School Districts
        139,631,203  
                   
     
Special District (2.0%)
           
     
Metro, Oregon
           
  1,100,000  
5.000%, 06/01/18
 
Aaa/AAA/NR
    1,279,861  
  5,140,000  
4.000%, 06/01/26 Series A
 
Aaa/AAA/NR
    5,758,702  
     
Tualatin Hills, Oregon Park &
           
     
Recreational District
           
  1,000,000  
4.250%, 06/01/24
 
Aa1/AA/NR
    1,103,530  
     
Tualatin Valley, Oregon Fire & Rescue
           
     
Rural Fire Protection District
           
  1,235,000  
4.000%, 06/01/26
 
Aaa/NR/NR
    1,373,851  
  1,170,000  
4.000%, 06/01/27
 
Aaa/NR/NR
    1,291,528  
     
Total Special District
        10,807,472  
                   
     
State (8.7%)
           
     
Oregon State Alternative Energy Project
           
  1,255,000  
4.750%, 04/01/29 Series B
 
Aa1/AA+/AA+
    1,393,577  
  500,000  
6.000%, 10/01/29 Series B
 
Aa1/AA+/AA+
    604,445  
     
Oregon State Department of
           
     
Administrative Services
           
  3,270,000  
5.000%, 11/01/27 Series C
 
Aa2/AA/AA
    3,682,641  
  2,155,000  
5.000%, 11/01/28 Series C
 
Aa2/AA/AA
    2,414,591  
  5,000,000  
5.125%, 05/01/33
 
Aa2/AA/AA
    5,548,050  
     
Oregon State Department of
           
     
Administrative Services
           
  2,000,000  
5.000%, 11/01/20 NPFG/ FGIC Insured
           
     
(pre-refunded)
 
Aa2/AA/AA
    2,236,240  
  2,660,000  
5.000%, 11/01/23 NPFG FGIC/ Insured
           
     
(pre-refunded)
 
Aa2/AA/AA
    3,078,790  
  2,945,000  
5.000%, 11/01/24 NPFG/ FGIC Insured
           
     
(pre-refunded)
 
Aa2/AA/AA
    3,408,661  
 
 
11 | Tax-Free Trust of Oregon

 
 
     TAX-FREE TRUST OF OREGON
SCHEDULE OF INVESTMENTS (continued)
MARCH 31, 2013
 
       
Rating
     
       
Moody’s/S&P
     
Principal
     
and Fitch
     
Amount
 
General Obligation Bonds (continued)
 
(unaudited)
 
Value
 
   
   
State (continued)
         
   
Oregon State Department of
         
   
Administrative Services (continued)
         
$ 1,475,000  
5.000%, 11/01/26 NPFG/ FGIC Insured
         
     
(pre-refunded)
 
Aa2/AA/AA
  $ 1,707,224  
  3,880,000  
5.000%, 11/01/27 NPFG/ FGIC Insured
           
     
(pre-refunded)
 
Aa2/AA/AA
    4,490,867  
     
Oregon State Department of
           
     
Administrative Services, Oregon
           
     
Opportunity Refunding
           
  6,210,000  
5.000%, 12/01/19
 
Aa1/AA+/AA+
    7,675,933  
     
Oregon State Refunding
           
  3,000,000  
5.000%, 05/01/23 Series L
 
Aa1/AA+/AA+
    3,663,180  
  1,125,000  
5.000%, 05/01/24 Series L
 
Aa1/AA+/AA+
    1,363,421  
  2,630,000  
5.000%, 05/01/26 Series L
 
Aa1/AA+/AA+
    3,142,140  
     
Oregon State Refunding Various Projects
           
  2,125,000  
4.000%, 05/01/25 Series O
 
Aa1/AA+/AA+
    2,361,725  
     
Oregon State Various Projects
           
  1,470,000  
4.000%, 11/01/26 Series M
 
Aa1/AA+/AA+
    1,629,686  
     
Total State
        48,401,171  
                   
     
Water & Sewer (0.8%)
           
     
Gearheart, Oregon
           
  1,060,000  
4.500%, 03/01/26 AGMC Insured
 
A2/NR/NR
    1,197,493  
     
Pacific City, Oregon Joint Water -
           
     
Sanitary Authority
           
  1,830,000  
4.800%, 07/01/27
 
NR/NR/NR*
    1,924,465  
     
Rockwood, Oregon Water Peoples
           
     
Utility District Water Revenue
           
     
Refunding
           
  1,270,000  
4.250%, 08/15/26
 
A1/NR/NR
    1,370,063  
     
Total Water & Sewer
        4,492,021  
     
Total General Obligation Bonds
        276,737,297  
                   
     
Revenue Bonds (48.2%)
           
                   
     
City & County (4.8%)
           
     
Newport, Oregon Urban Renewal
           
     
Obligations, Refunding
           
  565,000  
4.500%, 06/15/22 Series B
 
NR/A+/NR
    642,207  
 
 
12 | Tax-Free Trust of Oregon

 
 
     TAX-FREE TRUST OF OREGON
SCHEDULE OF INVESTMENTS (continued)
MARCH 31, 2013
 
       
Rating
     
       
Moody’s/S&P
     
Principal
     
and Fitch
     
Amount
 
Revenue Bonds (continued)
 
(unaudited)
 
Value
 
   
   
City & County (continued)
         
   
Portland, Oregon
         
$ 2,975,000  
zero coupon, 06/01/15
 
Aa1/NR/NR
  $ 2,904,671  
     
Portland, Oregon Revenue Refunding
           
     
Limited Tax, Oregon Convention
           
     
Center
           
  2,825,000  
5.000%, 06/01/24
 
Aa1/NR/NR
    3,405,848  
  4,765,000  
5.000%, 06/01/27
 
Aa1/NR/NR
    5,608,548  
     
Portland, Oregon Revenue Refunding
           
     
Limited Tax
           
  1,000,000  
4.000%, 04/01/22 Series A
 
Aa1/NR/NR
    1,117,250  
     
Portland, Oregon River District Urban
           
     
Renewal and Redevelopment
           
  1,915,000  
5.000%, 06/15/20 AMBAC Insured
           
     
(pre-refunded)
 
A1/NR/NR
    1,933,327  
  1,600,000  
5.000%, 06/15/22 Series B
 
A1/NR/NR
    1,895,088  
  1,830,000  
5.000%, 06/15/23 Series B
 
A1/NR/NR
    2,154,459  
     
Portland, Oregon Urban Renewal and
           
     
Redevelopment, Refunding, North
           
     
Macadam
           
  1,000,000  
4.000%, 06/15/25 Series B
 
A1/NR/NR
    1,037,990  
     
Portland, Oregon Urban Renewal Tax
           
     
Allocation (Interstate Corridor)
           
  1,890,000  
5.250%, 06/15/20 NPFG/ FGIC
           
     
Insured
 
A1/NR/NR
    2,001,340  
  1,810,000  
5.250%, 06/15/21 NPFG/ FGIC
           
     
Insured
 
A1/NR/NR
    1,907,468  
  2,030,000  
5.000%, 06/15/23 NPFG/ FGIC
           
     
Insured
 
A1/NR/NR
    2,122,345  
     
Total City & County
        26,730,541  
                   
     
Electric (2.2%)
           
     
Emerald Peoples Utility District, Oregon
           
  1,455,000  
5.250%, 11/01/22 AGMC Insured
 
A1/NR/NR
    1,487,781  
     
Eugene, Oregon Electric Utility
           
  5,635,000  
5.000%, 08/01/30
 
Aa3/AA-/AA-
    6,306,579  
     
Eugene, Oregon Electric Utility
           
     
Refunding System
           
  2,000,000  
5.000%, 08/01/27 Series A
 
Aa3/AA-/AA-
    2,344,200  
 
 
13 | Tax-Free Trust of Oregon

 
 
     TAX-FREE TRUST OF OREGON
SCHEDULE OF INVESTMENTS (continued)
MARCH 31, 2013
 
       
Rating
     
       
Moody’s/S&P
     
Principal
     
and Fitch
     
Amount
 
Revenue Bonds (continued)
 
(unaudited)
 
Value
 
   
   
Electric (continued)
         
   
Northern Wasco County, Oregon
         
   
Peoples Utility District, McNary
         
   
Dam Fishway Hydroelectric Project,
         
   
Refunding
         
$ 1,585,000  
5.000%, 12/01/21 Series A
 
NR/AA-/NR
  $ 1,931,798  
     
Total Electric
        12,070,358  
                   
     
Higher Education (6.7%)
           
     
Forest Grove, Oregon Campus
           
     
Improvement (Pacific University
           
     
Project)
           
  1,500,000  
6.000%, 05/01/30
 
NR/BBB/NR
    1,537,995  
     
Forest Grove, Oregon (Pacific University)
           
  4,000,000  
5.000%, 05/01/22 Radian Insured
 
NR/BBB/NR
    4,191,200  
     
Forest Grove, Oregon Student Housing
           
     
(Oak Tree Foundation)
           
  5,750,000  
5.500%, 03/01/37
 
NR/NR/NR*
    5,887,597  
     
Oregon State Facilities Authority
           
     
(Lewis & Clark College Project)
           
  1,000,000  
5.250%, 10/01/24 Series A
 
A3/A-/NR
    1,173,340  
  3,000,000  
5.000%, 10/01/27 Series A
 
A3/A-/NR
    3,356,250  
     
Oregon State Facilities Authority
           
     
(Linfield College Project)
           
  2,830,000  
5.000%, 10/01/20 Series A 2005
 
Baa1/NR/NR
    3,014,205  
  2,115,000  
5.000%, 10/01/25 Series A 2005
 
Baa1/NR/NR
    2,214,891  
  1,220,000  
5.000%, 10/01/31 Series A 2010
 
Baa1/NR/NR
    1,346,490  
     
Oregon State Facilities Authority
           
     
Revenue Refunding (Reed College
           
     
Project)
           
  1,500,000  
5.000%, 07/01/29 Series A
 
Aa2/AA-/NR
    1,722,375  
     
Oregon State Facilities Authority
           
     
(University of Portland)
           
  3,000,000  
5.000%, 04/01/32
 
NR/BBB+/NR
    3,215,940  
     
Oregon State Facilities Authority
           
     
(Willamette University)
           
  1,000,000  
4.000%, 10/01/24
 
NR/A/NR
    1,086,340  
  2,500,000  
5.000%, 10/01/32
 
NR/A/NR
    2,698,950  
 
 
14 | Tax-Free Trust of Oregon

 
 
     TAX-FREE TRUST OF OREGON
SCHEDULE OF INVESTMENTS (continued)
MARCH 31, 2013
 
       
Rating
     
       
Moody’s/S&P
     
Principal
     
and Fitch
     
Amount
 
Revenue Bonds (continued)
 
(unaudited)
 
Value
 
   
   
Higher Education (continued)
         
   
Portland, Oregon Economic
         
   
Development (Broadway Project)
         
$ 5,000,000  
6.500%, 04/01/35
 
A1/A+/NR
  $ 5,713,850  
     
Total Higher Education
        37,159,423  
                   
     
Hospital (11.0%)
           
     
Deschutes County, Oregon Hospital
           
     
Facilities Authority (Cascade Health)
           
  3,500,000  
8.000%, 01/01/28
 
A2/NR/NR
    4,368,665  
  3,250,000  
5.375%, 01/01/35 AMBAC Insured
 
A2/NR/NR
    3,461,412  
     
Medford, Oregon Hospital Facilities
           
     
Authority Revenue Refunding,
           
     
Asante Health Systems
           
  9,000,000  
5.500%, 08/15/28 AGMC Insured
 
NR/AA-/NR
    10,240,920  
     
Multnomah County, Oregon Hospital
           
     
Facilities Authority (Adventist
           
     
Health/West)
           
  500,000  
5.000%, 09/01/21
 
NR/A/A
    578,100  
     
Multnomah County, Oregon Hospital
           
     
Facilities Authority (Providence
           
     
Health System)
           
  1,390,000  
5.250%, 10/01/22
 
Aa2/AA/AA
    1,463,781  
     
Oregon Health Sciences University
           
  11,550,000  
zero coupon, 07/01/21 NPFG
           
     
Insured
 
A1/A+/A+
    9,037,297  
  2,000,000  
5.000%, 07/01/23 Series A
 
A1/A+/A+
    2,392,100  
  4,500,000  
5.750%, 07/01/39 Series A
 
A1/A+/A+
    5,294,925  
     
Oregon State Facilities Authority Revenue
           
     
Refunding, Legacy Health Systems
           
  2,000,000  
4.250%, 03/15/17
 
A2/A+/NR
    2,214,220  
  3,000,000  
4.500%, 03/15/18
 
A2/A+/NR
    3,400,200  
  1,000,000  
4.750%, 03/15/24
 
A2/A+/NR
    1,100,470  
  1,000,000  
5.000%, 03/15/30
 
A2/A+/NR
    1,081,550  
     
Oregon State Facilities Authority
           
     
Revenue Refunding, Samaritan
           
     
Health Services
           
  1,500,000  
4.375%, 10/01/20
 
NR/A-/NR
    1,643,835  
  2,000,000  
4.500%, 10/01/21
 
NR/A-/NR
    2,192,980  
  1,520,000  
5.000%, 10/01/23
 
NR/A-/NR
    1,705,334  
 
 
15 | Tax-Free Trust of Oregon

 
 
     TAX-FREE TRUST OF OREGON
SCHEDULE OF INVESTMENTS (continued)
MARCH 31, 2013
 
       
Rating
     
       
Moody’s/S&P
     
Principal
     
and Fitch
     
Amount
 
Revenue Bonds (continued)
 
(unaudited)
 
Value
 
   
   
Hospital (continued)
         
   
Oregon State Facilities Authority
         
   
Revenue Refunding, Samaritan
         
   
Health Services (continued)
         
$ 1,795,000  
4.875%, 10/01/25
 
NR/A-/NR
  $ 1,942,926  
  2,000,000  
5.000%, 10/01/30
 
NR/A-/NR
    2,149,840  
     
Salem, Oregon Hospital Facility
           
     
Authority (Salem Hospital)
           
  2,000,000  
5.750%, 08/15/23
 
NR/A/A
    2,261,160  
  1,075,000  
5.000%, 08/15/27 Series A
 
NR/A/A
    1,139,070  
     
State of Oregon Health Housing
           
     
Educational and Cultural Facilities
           
     
Authority (Peacehealth)
           
  1,835,000  
5.250%, 11/15/17 AMBAC Insured
 
NR/A+/AA-
    1,840,358  
  1,430,000  
5.000%, 11/15/32 AMBAC Insured
 
NR/A+/AA-
    1,431,616  
     
Total Hospital
        60,940,759  
                   
     
Housing (1.1%)
           
     
Clackamas County, Oregon Housing
           
     
Authority Multifamily Housing
           
     
Revenue (Easton Ridge Apartments
           
     
Project)
           
  1,310,000  
4.000%, 09/01/27 Series A
 
Aa3/NR/NR
    1,398,373  
     
Portland, Oregon Urban Renewal and
           
     
Redevelopment, Interstate Corridor
           
  1,390,000  
5.000%, 06/15/27 Series B
 
A1/NR/NR
    1,508,539  
     
State of Oregon Housing and
           
     
Community Services
           
  1,780,000  
4.650%, 07/01/25
 
Aa2/NR/NR
    1,841,641  
  1,370,000  
5.350%, 07/01/30
 
Aa2/NR/NR
    1,455,803  
     
Total Housing
        6,204,356  
                   
     
Lottery (3.9%)
           
     
Oregon State Department of
           
     
Administration Services (Lottery
           
     
Revenue)
           
  2,700,000  
5.000%, 04/01/19 AGMC Insured
           
     
(pre-refunded)
 
Aa2/AAA/AA-
    2,828,952  
  1,195,000  
5.000%, 04/01/24 Series A
 
Aa2/AAA/NR
    1,463,421  
  1,500,000  
5.000%, 04/01/25 Series B
 
Aa2/AAA/NR
    1,820,580  
 
 
16 | Tax-Free Trust of Oregon

 
 
     TAX-FREE TRUST OF OREGON
SCHEDULE OF INVESTMENTS (continued)
MARCH 31, 2013
 
               
       
Rating
     
       
Moody’s/S&P
     
Principal
     
and Fitch
     
Amount
 
Revenue Bonds (continued)
 
(unaudited)
 
Value
 
   
   
Lottery (continued)
         
   
Oregon State Department of
         
   
Administration Services (Lottery
         
   
Revenue) (continued)
         
$ 7,300,000  
5.250%, 04/01/26
 
Aa2/AAA/NR
  $ 8,882,275  
  3,000,000  
5.000%, 04/01/27 AGMC Insured
 
Aa2/AAA/AA-
    3,383,220  
  2,500,000  
5.000%, 04/01/29
 
Aa2/AAA/NR
    2,841,450  
     
Total Lottery
        21,219,898  
                   
     
Transportation (5.5%)
           
     
Jackson County, Oregon Airport Revenue
           
  750,000  
5.250%, 12/01/32 Syncora Guarantee,
           
     
Inc. Insured
 
Baa1/NR/NR
    802,965  
     
Oregon State Department Transportation
           
     
Highway Usertax
           
  1,200,000  
5.000%, 11/15/22 Series A
           
     
(pre-refunded)
 
Aa1/AAA/AA+
    1,292,316  
  1,260,000  
5.000%, 11/15/23 Series A
           
     
(pre-refunded)
 
Aa1/AAA/AA+
    1,356,932  
  1,000,000  
5.000%, 11/15/29 Series A
           
     
(pre-refunded)
 
Aa1/AAA/AA+
    1,076,930  
     
Oregon State Department Transportation
           
     
Highway Usertax, Senior Lien
           
  1,865,000  
5.000%, 11/15/23 Series A
 
Aa1/AAA/AA+
    2,185,575  
  2,000,000  
4.625%, 11/15/25 Series A
 
Aa1/AAA/AA+
    2,269,980  
  3,540,000  
4.625%, 11/15/26 Series A
 
Aa1/AAA/AA+
    3,899,027  
  2,155,000  
5.000%, 11/15/28 Series A
 
Aa1/AAA/AA+
    2,426,013  
  3,410,000  
5.000%, 11/15/24 Series N
 
Aa1/AAA/AA+
    4,206,815  
     
Tri-County Metropolitan Transportation
           
     
District, Oregon
           
  1,010,000  
5.000%, 09/01/24
 
Aa1/AAA/NR
    1,255,996  
     
Tri-County Metropolitan Transportation
           
     
District, Oregon Capital Grant Receipt
           
  1,685,000  
5.000%, 10/01/24 Series A
 
A2/A/NR
    1,987,222  
  3,480,000  
5.000%, 10/01/26 Series A
 
A2/A/NR
    4,049,502  
  3,000,000  
5.000%, 10/01/27 Series A
 
A2/A/NR
    3,476,220  
     
Total Transportation
        30,285,493  
 
 
17 | Tax-Free Trust of Oregon

 
 
     TAX-FREE TRUST OF OREGON
SCHEDULE OF INVESTMENTS (continued)
MARCH 31, 2013
 
       
Rating
     
       
Moody’s/S&P
     
Principal
     
and Fitch
     
Amount
 
Revenue Bonds (continued)
 
(unaudited)
 
Value
 
   
   
Water and Sewer (13.0%)
         
   
Ashland, Oregon Refunding
         
$ 1,025,000  
4.000%, 05/01/17 AGMC Insured
 
NR/AA-/NR
  $ 1,156,333  
     
Grants Pass, Oregon
           
  1,000,000  
4.000%, 12/01/23
 
NR/AA-/NR
    1,146,500  
     
Klamath Falls, Oregon Water
           
  1,575,000  
5.500%, 07/01/16 AGMC Insured
 
A2/AA-/NR
    1,700,827  
     
Lane County, Oregon Metropolitan
           
     
Wastewater
           
  2,500,000  
5.250%, 11/01/28
 
Aa2/AA/NR
    2,832,150  
     
Madras, Oregon
           
  725,000  
4.500%, 02/15/27
 
Baa1/NR/NR
    779,382  
     
Portland, Oregon Sewer System,
           
     
Second Lien
           
  3,005,000  
5.000%, 03/01/28 Series A
 
Aa3/AA/NR
    3,526,938  
     
Portland Oregon Sewer System Revenue
           
     
Refunding Second Lien
           
  5,000,000  
5.000%, 06/15/33 Series B
 
Aa3/AA/NR
    5,585,100  
     
Portland, Oregon Sewer System
           
  2,760,000  
5.250%, 06/01/17 AGMC Insured
 
Aa3/AA/NR
    2,781,059  
  4,595,000  
5.000%, 06/01/17 AGMC Insured
 
Aa2/AA/NR
    5,028,446  
  3,470,000  
5.000%, 06/01/21 AGMC Insured
 
Aa3/AA/NR
    3,492,729  
  4,410,000  
5.000%, 06/15/25 NPFG Insured
 
Aa2/AA/NR
    4,905,023  
  4,630,000  
5.000%, 06/15/26 NPFG Insured
 
Aa2/AA/NR
    5,131,290  
  1,610,000  
5.000%, 06/15/27 NPFG Insured
 
Aa2/AA/NR
    1,781,127  
     
Portland, Oregon Water System
           
     
Revenue Refunding
           
  1,920,000  
4.000%, 05/01/14 Series A
 
Aaa/NR/NR
    1,998,086  
  1,275,000  
4.000%, 05/01/25 Series A
 
Aaa/NR/NR
    1,407,039  
     
Prineville, Oregon Refunding
           
  1,255,000  
4.400%, 06/01/29 AGMC Insured
 
NR/AA-/NR
    1,388,005  
     
Salem, Oregon Water & Sewer
           
  1,000,000  
5.375%, 06/01/15 AGMC Insured
           
     
ETM
 
Aa3/AA-/NR
    1,107,170  
     
Seaside, Oregon Wastewater System
           
  1,000,000  
4.250%, 07/01/26
 
A3/NR/NR
    1,077,780  
     
Sunrise Water Authority, Oregon
           
  2,630,000  
5.000%, 03/01/19 AGMC Insured
 
A2/AA-/NR
    2,715,133  
  1,350,000  
5.250%, 03/01/24 AGMC Insured
 
A2/AA-/NR
    1,387,773  
  1,000,000  
5.000%, 09/01/25 Syncora Guarantee,
           
     
Inc.
 
NR/NR/NR*
    1,037,880  
 
 
18 | Tax-Free Trust of Oregon

 
 
     TAX-FREE TRUST OF OREGON
SCHEDULE OF INVESTMENTS (continued)
MARCH 31, 2013
 
       
Rating
     
       
Moody’s/S&P
     
Principal
     
and Fitch
     
Amount
 
Revenue Bonds (continued)
 
(unaudited)
 
Value
 
   
   
Water and Sewer (continued)
         
   
Tigard, Oregon Water System Revenue
         
   
Refunding
         
$ 2,025,000  
4.000%, 08/01/21
 
A1/AA-/NR
  $ 2,315,851  
  1,105,000  
5.000%, 08/01/24
 
A1/AA-/NR
    1,356,233  
     
Washington County, Oregon Clean
           
     
Water Services
           
  2,235,000  
5.250%, 10/01/15 NPFG Insured
 
Aa2/AA/NR
    2,497,836  
  4,000,000  
5.000%, 10/01/28
 
Aa2/AA/NR
    4,501,560  
     
Washington County, Oregon Clean
           
     
Water Services Sewer Revenue
           
     
Senior Lien
           
  1,500,000  
4.000%, 10/01/23 Series B
 
Aa2/AA/NR
    1,701,930  
  2,850,000  
4.000%, 10/01/26 Series B
 
Aa2/AA/NR
    3,136,368  
  2,745,000  
4.000%, 10/01/28 Series B
 
Aa2/AA/NR
    2,955,898  
     
Woodburn, Oregon Wastewater
           
     
Revenue Refunding
           
  1,090,000  
5.000%, 03/01/21 Series A
 
A2/NR/NR
    1,283,617  
     
Total Water and Sewer
        71,715,063  
   
     
Total Revenue Bonds
        266,325,891  
   
     
Total Investments (cost $502,762,195-
           
     
note 4)
 
98.2%
    543,063,188  
     
Other assets less liabilities
 
1.8
    9,891,318  
     
Net Assets
 
100.0%
  $ 552,954,506  
                   
  *   Any security not rated (“NR”) by any of the Nationally Recognized Statistical Rating Organizations (“NRSRO” or “Credit Rating Agency”) has been determined by the Investment Sub-Adviser to have sufficient quality to be ranked in the top four credit ratings if a credit rating were to be assigned by a NRSRO.        
 
 
19 | Tax-Free Trust of Oregon

 
 
     TAX-FREE TRUST OF OREGON
SCHEDULE OF INVESTMENTS (continued)
MARCH 31, 2013
 
   
Percent of
 
Portfolio Distribution by Quality Rating (unaudited)
 
Portfolio†
 
Aaa of Moody’s or AAA of S&P
    9.2 %
Pre-refunded bonds †† / Escrowed to Maturity bonds
    9.7  
Aa of Moody’s, AA of S&P or Fitch
    59.0  
A of Moody’s, S&P or Fitch
    17.1  
Baa of Moody’s or BBB of S&P
    3.2  
Not rated*
    1.8  
      100.0 %
 
Where applicable, calculated using the highest rating of the three NRSROs.
   
Pre-refunded bonds are bonds for which U.S. Government Obligations usually have been placed in escrow to retire the bonds at their earliest call date.
 
 
PORTFOLIO ABBREVIATIONS:
AGC
Assured Guaranty Insurance
AGMC
Assured Guaranty Municipal Corp.
AMBAC     
American Municipal Bond Assurance Corporation
ETM
Escrowed to Maturity
FGIC
Financial Guaranty Insurance Co.
NPFG
National Public Finance Guarantee
NR
Not Rated
 
See accompanying notes to financial statements.
 
 
20 | Tax-Free Trust of Oregon

 
 
TAX-FREE TRUST OF OREGON
STATEMENT OF ASSETS AND LIABILITIES
YEAR ENDED MARCH 31, 201330, 2012
 
ASSETS
     
Investments at value (cost $502,762,195)
  $ 543,063,188  
Cash
    6,512,213  
Interest receivable
    7,413,834  
Receivable for Trust shares sold
    368,094  
Other assets
    18,299  
Total assets
    557,375,628  
LIABILITIES
       
Payable for investment securities purchased
    2,604,215  
Payable for Trust shares redeemed
    1,217,167  
Dividends payable
    248,863  
Management fees payable
    184,981  
Distribution and service fees payable
    14,085  
Accrued expenses
    151,811  
Total liabilities
    4,421,122  
NET ASSETS
  $ 552,954,506  
         
Net Assets consist of:
       
Capital Stock - Authorized an unlimited number of shares, par
       
value $0.01 per share
  $ 486,354  
Additional paid-in capital
    511,842,657  
Net unrealized appreciation on investments (note 4)
    40,300,993  
Undistributed net investment income
    242,877  
Accumulated net realized gain on investments
    81,625  
    $ 552,954,506  
         
CLASS A
       
Net Assets
  $ 424,800,312  
Capital shares outstanding
    37,356,696  
Net asset value and redemption price per share
  $ 11.37  
Maximum offering price per share (100/96 of $11.37)
  $ 11.84  
         
CLASS C
       
Net Assets
  $ 39,137,951  
Capital shares outstanding
    3,444,936  
Net asset value and offering price per share
  $ 11.36  
Redemption price per share (* a charge of 1% is imposed on the
       
redemption proceeds, or on the original price, whichever is
       
lower, if redeemed during the first 12 months after purchase)
  $ 11.36 *
         
CLASS Y
       
Net Assets
  $ 89,016,243  
Capital shares outstanding
    7,833,748  
Net asset value, offering and redemption price per share
  $ 11.36  
 
See accompanying notes to financial statements.
 
 
21 | Tax-Free Trust of Oregon

 
 
TAX-FREE TRUST OF OREGON
STATEMENTS OF OPERATIONS
 
   
Six Months Ended
   
Year Ended
 
   
March 31, 2013
   
September 30, 2012
 
Investment Income:
           
   
Interest income
  $ 10,378,644     $ 20,441,131  
   
   
Expenses:
               
   
Management fees (note 3)
    1,093,507       2,030,450  
Distribution and service fees (note 3)
    511,023       918,321  
Legal fees
    134,825       218,330  
Trustees’ fees and expenses (note 7)
    123,723       255,863  
Transfer and shareholder servicing agent fees
    100,085       294,286  
Shareholders’ reports and proxy statements
    25,333       69,563  
Auditing and tax fees
    22,500       25,903  
Custodian fees (note 6)
    19,209       36,576  
Insurance
    12,442       20,088  
Registration fees and dues
    9,406       28,882  
Chief compliance officer services (note 3)
    2,755       5,194  
Miscellaneous
    17,674       37,469  
Total expenses
    2,072,482       3,940,925  
   
Management fees waived (note 3)
    (14,839 )     (21,466 )
Expenses paid indirectly (note 6)
    (789 )     (1,008 )
Net expenses
    2,056,854       3,918,451  
Net investment income
    8,321,790       16,522,680  
   
Realized and Unrealized Gain (Loss) on Investments:
               
   
Net realized gain (loss) from securities
               
transactions
    82,033       2,522,836  
Change in unrealized appreciation on
               
investments
    (5,674,924 )     16,001,761  
   
Net realized and unrealized gain (loss) on
               
investments
    (5,592,891 )     18,524,597  
Net change in net assets resulting from
               
operations
  $ 2,728,899     $ 35,047,277  
 
Effective December 1, 2012, the Trust changed its fiscal year end from September 30 to March 31.
The information presented is for the period October 1, 2012 to March 31, 2013.
 
See accompanying notes to financial statements.
 
 
22 | Tax-Free Trust of Oregon

 
 
TAX-FREE TRUST OF OREGON
STATEMENTS OF CHANGES IN NET ASSETS
 
   
Six Months Ended
   
Year Ended
   
Year Ended
 
   
March 31, 2013
   
September 30, 2012
   
September 30, 2011
 
OPERATIONS:
                 
Net investment income
  $ 8,321,790     $ 16,522,680     $ 16,847,144  
Net realized gain (loss) from
                       
securities transactions
    82,033       2,522,836       (213,603 )
Change in unrealized appreciation
                       
on investments
    (5,674,924 )     16,001,761       (5,092,691 )
Change in net assets resulting
                       
from operations
    2,728,899       35,047,277       11,540,850  
   
DISTRIBUTIONS TO SHAREHOLDERS (note 10):
                 
Class A Shares:
                       
Net investment income
    (6,503,519 )     (13,021,908 )     (13,260,251 )
Net realized gain on
                       
investments
    (1,699,647 )            
   
Class C Shares:
                       
Net investment income
    (431,433 )     (778,958 )     (713,975 )
Net realized gain on
                       
investments
    (156,809 )            
   
Class Y Shares:
                       
Net investment income
    (1,374,077 )     (2,679,809 )     (2,852,438 )
Net realized gain on
                       
investments
    (336,740 )            
Change in net assets from
                       
distributions
    (10,502,225 )     (16,480,675 )     (16,826,664 )
   
CAPITAL SHARE TRANSACTIONS (note 8):
                 
Proceeds from shares sold
    44,481,773       84,694,490       51,950,817  
Reinvested dividends and
                       
distributions
    7,473,829       10,296,809       10,362,686  
Cost of shares redeemed
    (31,722,298 )     (52,022,893 )     (103,034,039 )
Change in net assets from
                       
capital share transactions
    20,233,304       42,968,406       (40,720,536 )
   
Change in net assets
    12,459,978       61,535,008       (46,006,350 )
   
NET ASSETS:
                       
Beginning of period
    540,494,528       478,959,520       524,965,870  
End of period*
  $ 552,954,506     $ 540,494,528     $ 478,959,520  
* Includes undistributed net
                       
investment income of:
  $ 242,877     $ 230,091     $ 245,539  
 
Effective December 1, 2012, the Trust changed its fiscal year end from September 30 to March 31.
The information presented is for the period October 1, 2012 to March 31, 2013.
 
See accompanying notes to financial statements.
 
 
23 | Tax-Free Trust of Oregon

 
 
TAX-FREE TRUST OF OREGON
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2013
 
1. Organization
 
     Tax-Free Trust of Oregon (the “Trust”) is the sole portfolio of The Cascades Trust. The Cascades Trust (the “Business Trust”) is an open-end investment company, which was organized on October 17, 1985, as a Massachusetts business trust and is authorized to issue an unlimited number of shares. The Trust is a non-diversified portfolio which commenced operations on June 16, 1986 and until April 5, 1996, offered only one class of shares. On that date, the Trust began offering two additional classes of shares, Class C and Class Y Shares. All shares outstanding prior to that date were designated as Class A Shares and are sold at net asset value plus a sales charge of varying size (depending upon a variety of factors) paid at the time of purchase and bear a distribution fee. Class C Shares are sold at net asset value with no sales charge payable at the time of purchase but with a level charge for service and distribution fees for six years thereafter. Class C Shares automatically convert to Class A Shares after six years. Class Y Shares are sold only through authorized financial institutions acting for investors in a fiduciary, advisory, agency, custodial or similar capacity, and are not offered directly to retail customers. Class Y Shares are sold at net asset value with no sales charge, no redemption fee, no contingent deferred sales charge (“CDSC”) and no distribution fee. On January 31, 1998, the Trust established Class I Shares which are offered and sold only through financial intermediaries and are not offered directly to retail customers. Class I Shares are sold at net asset value with no sales charge and no redemption fee or CDSC, although a financial intermediary may charge a fee for effecting a purchase or other transaction on behalf of its customers. Class I Shares carry a distribution and a service fee. As of the report date, there were no Class I Shares outstanding. All classes of shares represent interests in the same portfolio of investments and are identical as to rights and privileges but differ with respect to the effect of sales charges, the distribution and/or service fees borne by each class, expenses specific to each class, voting rights on matters affecting a single class and the exchange privileges of each class. On December 1, 2012, the Board of Trustees approved a change in the Trust’s fiscal and tax year end from September to March.
 
2. Significant Accounting Policies
 
     The following is a summary of significant accounting policies followed by the Trust in the preparation of its financial statements. The policies are in conformity with accounting principles generally accepted in the United States of America for investment companies.
 
a)
Portfolio valuation: Municipal securities which have remaining maturities of more than 60 days are valued each business day based upon information provided by a nationally prominent independent pricing service and periodically verified through other pricing services. In the case of securities for which market quotations are readily available, securities are valued by the pricing service at the mean of bid and asked quotations. If a market quotation or a valuation from the pricing service is not readily available, the security is valued at fair value determined in good faith under procedures established by and under the general supervision of the Board of Trustees. Securities which mature in 60 days or less are generally valued at amortized cost if their term to maturity at purchase is 60 days or less, or by amortizing their unrealized appreciation or depreciation on the 61st day prior to maturity, if their term to maturity at purchase exceeds 60 days.
 
 
24 | Tax-Free Trust of Oregon

 
 
TAX-FREE TRUST OF OREGON
NOTES TO FINANCIAL STATEMENTS (continued)
MARCH 31, 2013
 
b)
Fair value measurements: The Trust follows a fair value hierarchy that distinguishes between market data obtained from independent sources (observable inputs) and the Trust’s own market assumptions (unobservable inputs). These inputs are used in determining the value of the Trust’s investments and are summarized in the following fair value hierarchy:
 
Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities that the Trust has the ability to access.
 
Level 2 – Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
 
Level 3 – Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Trust’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, based on the best information available.
 
The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities.
 
The following is a summary of the valuation inputs, representing 100% of the Trust’s investments, used to value the Trust’s net assets as of March 31, 2013:
 
Valuation Inputs
 
 
Investments in Securities
 
Level 1 – Quoted Prices
  $  
Level 2 – Other Significant Observable Inputs –Municipal Bonds*
    543,063,188  
Level 3 – Significant Unobservable Inputs
     
Total
  $ 543,063,188  
 
*See schedule of investments for a detailed listing of securities.
 
c)
Subsequent events: In preparing these financial statements, the Trust has evaluated events and transactions for potential recognition or disclosure through the date these financial statements were issued.
 
d)
Securities transactions and related investment income: Securities transactions are recorded on the trade date. Realized gains and losses from securities transactions are reported on the identified cost basis. Interest income is recorded daily on the accrual basis and is adjusted for amortization of premium and accretion of original issue and market discount.
 
e)
Federal income taxes: It is the policy of the Trust to continue to qualify as a regulated investment company by complying with the provisions of the Internal Revenue Code applicable to certain investment companies. The Trust intends to make distributions of income and securities profits sufficient to relieve it from all, or substantially all, Federal income and excise taxes.
 
 
25 | Tax-Free Trust of Oregon

 
 
 TAX-FREE TRUST OF OREGON
NOTES TO FINANCIAL STATEMENTS (continued)
MARCH 31, 2013
 
 
Management has reviewed the tax positions for each of the open tax years (2010-2012) or expected to be taken in the Trust’s 2013 tax returns and has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements.
 
f)
Multiple class allocations: All income, expenses (other than class-specific expenses), and realized and unrealized gains or losses are allocated daily to each class of shares based on the relative net assets of each class. Class-specific expenses, which include distribution and service fees and any other items that are specifically attributed to a particular class, are also charged directly to such class on a daily basis.
 
g)
Use of estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.
 
h)
Reclassification of capital accounts: Accounting principles generally accepted in the United States of America require that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. On March 31, 2013, the Trust increased undistributed net investment income by $25 and decreased paid-in capital by $25 due primarily to differing book/tax treatment of distributions and bond amortization. These reclassifications had no effect on net assets or net asset value per share.
 
i)
Accounting pronouncement: In January 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2013-01 Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities. This update gives additional clarification to the FASB ASU No. 2011-11 Disclosures about Offsetting Assets and Liabilities. The amendments in this ASU require an entity to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position. The ASU is effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. The guidance requires retrospective application for all comparative periods presented. Management expects ASU 2013-01 to have no impact on the financial statement disclosures.
 
3. Fees and Related Party Transactions
 
a) Management Arrangements:
 
     Aquila Investment Management LLC (the “Manager”), a wholly-owned subsidiary of Aquila Management Corporation, the Trust’s founder and sponsor, serves as the Manager for the Trust under an Advisory and Administration Agreement with the Trust. The portfolio management of the Trust has been delegated to a Sub-Adviser as described below. Under the Advisory and Administrative Agreement, the Manager provides all administrative services to the Trust, other than those relating to the day-today portfolio management. The Manager’s services include providing the office of the Trust and all related services as well as overseeing the activities of the Sub-Adviser and managing relationships with all the various support organizations to the Trust such as the shareholder servicing agent, custodian, legal counsel, auditors and distributor and additionally maintaining the Trust’s accounting books and records. For its services, the Manager is entitled to receive a fee which is payable monthly and computed as of the close of business each day at the annual rate of 0.40 of 1% of net assets of the Trust. The Manager determined to contractually waive its fees to the extent necessary in order to pass savings through to the shareholders recognized under the Sub-Advisory Agreement (as described below) such that its fees are as follows: the annual rate shall be equivalent to 0.40 of 1% of net assets of the Trust up to $400 million; 0.38 of 1% of the Trust’s net assets above that amount to $1 billion and 0.36 of 1% of the Trust’s net assets above $1 billion. For the six months ended March 31, 2013, the Trust incurred management fees of $1,093,507, of which $14,839 was waived. For the year ended September 30, 2012, the Trust incurred management fees of $2,030,450, of which $21,466 was waived.
 
 
26 | Tax-Free Trust of Oregon

 
 
TAX-FREE TRUST OF OREGON NOTES TO
FINANCIAL STATEMENTS (continued)
MARCH 31, 2013
 
     Kirkpatrick Pettis Capital Management (the “Sub-Adviser”) serves as the Investment Sub-Adviser for the Trust under a Sub-Advisory Agreement between the Manager and the Sub-Adviser. Under this agreement, the Sub-Adviser continuously provides, subject to oversight of the Manager and the Board of Trustees of the Trust, the investment program of the Trust and the composition of its portfolio, arranges for the purchases and sales of portfolio securities, and provides for daily pricing of the Trust’s portfolio. For its services, the Sub-Adviser is entitled to receive a fee from the Manager which is payable monthly and computed as of the close of business each day at the annual rate of 0.18 of 1% of net assets of the Trust up to $400 million; 0.16 of 1% of net assets above $400 million up to $1 billion; and 0.14 of 1% of net assets above $1 billlion.
 
     Under a Compliance Agreement with the Manager, the Manager is compensated by the Trust for Chief Compliance Officer related services provided to enable the Trust to comply with Rule 38a-1 of the Investment Company Act of 1940.
 
     Specific details as to the nature and extent of the services provided by the Manager and the Sub-Adviser are more fully defined in the Trust’s Prospectus and Statement of Additional Information.
 
b) Distribution and Service Fees:
 
     The Trust has adopted a Distribution Plan (the “Plan”) pursuant to Rule 12b-1 (the “Rule”) under the Investment Company Act of 1940. Under one part of the Plan, with respect to Class A Shares, the Trust is authorized to make distribution fee payments to broker-dealers or others (“Qualified Recipients”) selected by Aquila Distributors, Inc. (the “Distributor”), including, but not limited to, any principal underwriter of the Trust, with which the Distributor has entered into written agreements contemplated by the Rule and which have rendered assistance in the distribution and/or retention of the Trust’s shares or servicing of shareholder accounts. The Trust makes payment of this distribution fee at the annual rate of 0.15% of the Trust’s average net assets represented by Class A Shares. For the six months ended March 31, 2013, distribution fees on Class A Shares amounted to $317,120 of which the Distributor retained $14,080. For the year ended September 30, 2012, distribution fees on Class A Shares amounted to $595,726 of which the Distributor retained $30,292.
 
 
27 | Tax-Free Trust of Oregon

 
 
TAX-FREE TRUST OF OREGON
NOTES TO FINANCIAL STATEMENTS (continued)
MARCH 31, 2013
 
     Under another part of the Plan, the Trust is authorized to make payments with respect to Class C Shares to Qualified Recipients which have rendered assistance in the distribution and/or retention of the Trust’s Class C shares or servicing of shareholder accounts. These payments are made at the annual rate of 0.75% of the Trust’s average net assets represented by Class C Shares. For the six months ended March 31, 2013, these payments amounted to $145,427 and for the year ended September 30, 2012, amounted to $241,946. In addition, under a Shareholder Services Plan, the Trust is authorized to make service fee payments with respect to Class C Shares to Qualified Recipients for providing personal services and/or maintenance of shareholder accounts. These payments are made at the annual rate of 0.25% of the Trust’s average net assets represented by Class C Shares. For the six months ended March 31, 2013, these payments amounted to $48,476 and for the year ended September 30, 2012, amounted to $80,649. For the six months ended March 31, 2013, the total of these payments made with respect to Class C Shares amounted to $193,903 of which the Distributor retained $35,208. For the year ended September 30, 2012, the total of these payments with respect to Class C Shares amounted to $322,595 of which the Distributor retained $57,461.
 
     Specific details about the Plans are more fully defined in the Trust’s Prospectus and Statement of Additional Information.
 
     Under a Distribution Agreement, the Distributor serves as the exclusive distributor of the Trust’s shares. Through agreements between the Distributor and various brokerage and advisory firms (“intermediaries”), the Trust’s shares are sold primarily through the facilities of these intermediaries having offices within Oregon, with the bulk of any sales commissions inuring to such intermediaries. For the six months ended March 31, 2013, total commissions on sales of Class A Shares amounted to $625,929 of which the Distributor received $110,463. For the year ended September 30, 2012, total commissions on sales of Class A Shares amounted to $1,250,842 of which the Distributor received $226,793.
 
4. Purchases and Sales of Securities
 
     During the six months ended March 31, 2013, purchases of securities and proceeds from the sales of securities aggregated $34,000,506 and $17,373,766, respectively.
 
     At March 31, 2013, the aggregate tax cost for all securities was $502,519,318. At March 31, 2013, the aggregate gross unrealized appreciation for all securities in which there is an excess of value over tax cost amounted to $41,294,702 and aggregate gross unrealized depreciation for all securities in which there is an excess of tax cost over value amounted to $750,832 for a net unrealized appreciation of $40,543,870.
 
 
28 | Tax-Free Trust of Oregon

 
 
TAX-FREE TRUST OF OREGON
NOTES TO FINANCIAL STATEMENTS (continued)
MARCH 31, 2013
 
5. Portfolio Orientation
 
     Since the Trust invests principally and may invest entirely in double tax-free municipal obligations of issuers within Oregon, it is subject to possible risks associated with economic, political, or legal developments or industrial or regional matters specifically affecting Oregon and whatever effects these may have upon Oregon issuers’ ability to meet their obligations. Two such developments, Measure 5, a 1990 amendment to the Oregon Constitution, as well as Measures 47 and 50, limit the taxing and spending authority of certain Oregon governmental entities. These amendments could have an adverse effect on the general financial condition of certain municipal entities that would impair the ability of certain Oregon issuers to pay interest and principal on their obligations.
 
6. Expenses
 
     The Trust has negotiated an expense offset arrangement with its custodian, wherein it receives credit toward the reduction of custodian fees and other Trust expenses whenever there are uninvested cash balances. The Statement of Operations reflects the total expenses before any offset, the amount of offset and the net expenses.
 
7. Trustees’ Fees and Expenses
 
     At March 31, 2013 there were 7 Trustees, one of whom is affiliated with the Manager and is not paid any fees. The total amount of Trustees’ service fees (for carrying out their responsibilities) and attendance fees paid during the six months ended March 31, 2013 was $104,006 and for the year ended September 30, 2012, the amount was $202,873. Attendance fees are paid to those in attendance at regularly scheduled quarterly Board Meetings and meetings of the Independent Trustees held prior to each quarterly Board Meeting, as well as additional meetings (such as Audit, Nominating, Shareholder and special meetings). Trustees are reimbursed for their expenses such as travel, accommodations, and meals incurred in connection with attendance at Board Meetings and at the Annual Meeting of Shareholders. For the six months ended March 31, 2013, such meeting-related expenses amounted to $19,717. For the year ended September 30, 2012, such meeting-related expenses amounted to $52,990.
 
 
29 | Tax-Free Trust of Oregon

 
 
TAX-FREE TRUST OF OREGON
NOTES TO FINANCIAL STATEMENTS (continued)
MARCH 31, 2013
8. Capital Share Transactions
 
     Transactions in Capital Shares of the Trust were as follows:
 
   
Six Months
             
   
Ended
   
Year Ended
   
Year Ended
 
   
March 31, 2013
   
September 30, 2012
   
September 30, 2011
 
SHARES
                 
Class A Shares:
                 
Shares sold
    2,403,021       4,298,384       2,898,388  
Reinvested dividends and
                       
distributions
    517,684       733,155       787,415  
Shares redeemed
    (1,916,583 )     (2,893,087 )     (5,278,453 )
Net change
    1,004,122       2,138,452       (1,592,650 )
Class C Shares:
                       
Shares sold
    418,499       1,283,173       549,608  
Reinvested dividends and
                       
distributions
    40,490       49,403       47,902  
Shares redeemed
    (286,525 )     (517,711 )     (758,285 )
Net change
    172,464       814,865       (160,775 )
Class Y Shares:
                       
Shares sold
    1,048,609       1,888,049       1,352,255  
Reinvested dividends and
                       
distributions
    92,977       125,029       123,185  
Shares redeemed
    (557,959 )     (1,186,848 )     (3,577,404 )
Net change
    583,627       826,230       (2,101,964 )
Total transactions in
                       
Trust shares
    1,760,213       3,779,547       (3,855,389 )
DOLLARS
                       
Class A Shares:
                       
Proceeds from shares sold
  $ 27,641,772     $ 48,821,795     $ 31,437,611  
Reinvested dividends and
                       
distributions
    5,942,752       8,316,442       8,515,528  
Cost of shares redeemed
    (22,009,651 )     (32,761,551 )     (56,779,136 )
Net change
    11,574,873       24,376,686       (16,825,997 )
Class C Shares:
                       
Proceeds from shares sold
    4,818,034       14,532,028       5,952,506  
Reinvested dividends and
                       
distributions
    464,411       560,212       517,523  
Cost of shares redeemed
    (3,287,373 )     (5,849,065 )     (8,101,298 )
Net change
    1,995,072       9,243,175       (1,631,269 )
Class Y Shares:
                       
Proceeds from shares sold
    12,021,967       21,340,667       14,560,700  
Reinvested dividends and
                       
distributions
    1,066,666       1,420,155       1,329,635  
Cost of shares redeemed
    (6,425,274 )     (13,412,277 )     (38,153,605 )
Net change
    6,663,359       9,348,545       (22,263,270 )
Total transactions in
                       
Trust shares
  $ 20,233,304     $ 42,968,406     $ (40,720,536 )
 
 
30 | Tax-Free Trust of Oregon

 
 
TAX-FREE TRUST OF OREGON
NOTES TO FINANCIAL STATEMENTS (continued)
MARCH 31, 2013
 
9. Securities Traded on a When-Issued Basis
 
     The Trust may purchase or sell securities on a when-issued basis. When-issued transactions arise when securities are purchased or sold by the Trust with payment and delivery taking place in the future in order to secure what is considered to be an advantageous price and yield to the Trust at the time of entering into the transaction. Beginning on the date the Trust enters into a when-issued transaction, cash or other liquid securities are segregated in an amount equal to or greater than the value of the when-issued transaction. These transactions are subject to market fluctuations and their current value is determined in the same manner as for other securities.
 
10. Income Tax Information and Distributions
 
     The Trust declares dividends daily from net investment income and makes payments monthly. Net realized capital gains, if any, are distributed annually and are taxable. These distributions are paid in additional shares at the net asset value per share, in cash, or in a combination of both, at the shareholder’s option.
 
     The Trust intends to maintain, to the maximum extent possible, the tax-exempt status of interest payments received from portfolio municipal securities in order to allow dividends paid to shareholders from net investment income to be exempt from regular Federal and State of Oregon income taxes. Due to differences between financial statement reporting and Federal income tax reporting requirements, distributions made by the Trust may not be the same as the Trust’s net investment income, and/ or net realized securities gains. Further, a portion of the dividends may, under some circumstances, be subject to taxes at ordinary income and/or capital gain rates. As a result of the passage of the Regulated Investment Company Act of 2010 (“the Act”), losses incurred in this fiscal year and beyond retain their character as short-term or long-term, have no expiration date and are utilized before capital losses incurred prior to the enactment of the Act.
 
     As of March 31, 2013, there were no post October capital loss deferrals.
 
     The tax character of distributions:
 
   
Six Months
Ended
   
Year Ended September 30,
 
   
March 31, 2013
   
2012
   
2011
 
Net tax-exempt income
  $ 8,309,029     $ 16,425,024     $ 16,826,664  
Ordinary income
          55,651        
Capital gain
    2,193,196              
    $ 10,502,225     $ 16,480,675     $ 16,826,444  
 
     As of March 31, 2013, the components of distributable earnings on a tax basis were as follows:
 
Unrealized appreciation
  $ 40,543,870  
Undistributed tax-exempt income
    248,863  
Accumulated net gain on investments
    81,625  
Other temporary differences
    (248,863 )
    $ 40,625,495  
 
 
31 | Tax-Free Trust of Oregon

 
 
TAX-FREE TRUST OF OREGON
NOTES TO FINANCIAL STATEMENTS (continued)
MARCH 31, 2013
 
     The difference between book basis and tax basis undistributed income is due to the timing difference in recognizing dividends paid and the tax treatment of discount amortization.
 
11. Ongoing Development
 
     Beginning in December 2007, the three major rating agencies (Standard & Poor’s, Moody’s and Fitch) downgraded or eliminated ratings of the municipal bond insurance companies due to loss of capital from investments in subprime mortgages. Only a few insurers are now deemed to be investment grade. Thus, while certain bonds have insurance, some are no longer rated based upon the ratings of their insurers. Furthermore, because the ability of many of the Trust’s insurers to pay claims has been downgraded, the protection of such insurance has been diminished, and there is no assurance that some of them may be relied upon for payment.
 
 
32 | Tax-Free Trust of Oregon

 
 
TAX-FREE TRUST OF OREGON
FINANCIAL HIGHLIGHTS
 
For a share outstanding throughout each period
 
          Class A  
   
Six Months
  Year Ended September 30,  
   
3/31/13 Ended
 
2012
   
2011
   
2010
   
2009
   
2008
 
Net asset value, beginning of period
  $ 11.53     $ 11.12     $ 11.18     $ 11.05     $ 10.11     $ 10.68  
Income (loss) from investment operations:
                                               
Net investment income(1)
    0.18       0.37       0.38       0.40       0.42       0.42  
Net gain (loss) on securities (both
                                               
realized and unrealized)
    (0.11 )     0.41       (0.06 )     0.13       0.94       (0.58 )
Total from investment operations
    0.07       0.78       0.32       0.53       1.36       (0.16 )
Less distributions (note 10):
                                               
Dividends from net investment income
    (0.18 )     (0.37 )     (0.38 )     (0.40 )     (0.42 )     (0.41 )
Distributions from capital gains
    (0.05 )                              
Total distributions
    (0.23 )     (0.37 )     (0.38 )     (0.40 )     (0.42 )     (0.41 )
Net asset value, end of period
  $ 11.37     $ 11.53     $ 11.12     $ 11.18     $ 11.05     $ 10.11  
Total return(not reflecting sales charge)
    0.54 %(2)     7.14 %     3.05 %     4.95 %     13.74 %     (1.58 )%
Ratios/supplemental data
                                               
Net assets, end of period (in millions)
  $ 425     $ 419     $ 380     $ 400     $ 370     $ 324  
Ratio of expenses to average net assets
    0.71 %(3)     0.74 %     0.76 %     0.72 %     0.73 %     0.76 %
Ratio of net investment income to
                                               
average net assets
    3.08 %(3)     3.29 %     3.55 %     3.65 %     4.02 %     3.89 %
Portfolio turnover rate
    3 %(2)     8 %     15 %     9 %     15 %     15 %
   
The expense and net investment income ratios without the effect of the contractual waiver of management fees were (note 3):
 
 
                                               
Ratio of expenses to average net assets
    0.72 %(3)     0.75 %     0.76 %                  
Ratio of net investment income to
                                               
average net assets
    3.07 %(3)     3.28 %     3.55 %                  
   
The expense ratios after giving effect to the contractual waiver of management fees and expense offset for uninvested cash balances were:
 
 
                                               
Ratio of expenses to average net assets
    0.71 %(3)     0.74 %     0.76 %     0.72 %     0.73 %     0.74 %
_________________
(1)
Per share amounts have been calculated using the daily average shares method.
(2)
Not annualized.
(3)
Annualized.
Note:
On January 1, 2011, Kirkpatrick Pettis Capital Management became the Trust’s InvestmentSub-Adviser, replacing FAF Advisors, Inc.
Effective December 1, 2012, the Trust changed its fiscal year end from September 30 to March 31.
The information presented is for the period October 1, 2012 to March 31, 2013.
 
See accompanying notes to financial statements.
 
 
33 | Tax-Free Trust of Oregon

 
 
TAX-FREE TRUST OF OREGON
FINANCIAL HIGHLIGHTS (continued)
 
For a share outstanding throughout each period
 
          Class C  
   
Six Months
  Year Ended September 30,  
   
3/31/13 Ended
 
2012
   
2011
   
2010
   
2009
   
2008
 
Net asset value, beginning of period
  $ 11.52     $ 11.11     $ 11.17     $ 11.04     $ 10.10     $ 10.68  
Income (loss) from investment operations:
                                               
Net investment income(1)
    0.13       0.27       0.29       0.30       0.33       0.33  
Net gain (loss) on securities (both
                                               
realized and unrealized)
    (0.11 )     0.42       (0.06 )     0.14       0.94       (0.59 )
Total from investment operations
    0.02       0.69       0.23       0.44       1.27       (0.26 )
Less distributions (note 10):
                                               
Dividends from net investment income
    (0.13 )     (0.28 )     (0.29 )     (0.31 )     (0.33 )     (0.32 )
Distributions from capital gains
    (0.05 )                              
Total distributions
    (0.18 )     (0.28 )     (0.29 )     (0.31 )     (0.33 )     (0.32 )
Net asset value, end of period
  $ 11.36     $ 11.52     $ 11.11     $ 11.17     $ 11.04     $ 10.10  
Total return(not reflecting CDSC)
    0.11 %(2)     6.24 %     2.18 %     4.07 %     12.79 %     (2.51 )%
Ratios/supplemental data
                                               
Net assets, end of period (in millions)
  $ 39     $ 38     $ 27     $ 29     $ 22     $ 18  
Ratio of expenses to average net assets
    1.56 %(3)     1.59 %     1.61 %     1.57 %     1.58 %     1.61 %
Ratio of net investment income to
                                               
average net assets
    2.23 %(3)     2.42 %     2.70 %     2.78 %     3.15 %     3.04 %
Portfolio turnover rate
    3 %(2)     8 %     15 %     9 %     15 %     15 %
   
The expense and net investment income ratios without the effect of the contractual waiver of management fees were (note 3):
 
 
                                               
Ratio of expenses to average net assets
    1.57 %(3)     1.59 %     1.61 %                  
Ratio of net investment income to
                                               
average net assets
    2.22 %(3)     2.42 %     2.70 %                  
   
The expense ratios after giving effect to the contractual waiver of management fees and expense offset for uninvested cash balances were:
 
 
                                               
Ratio of expenses to average net assets
    1.56 %(3)     1.59 %     1.61 %     1.57 %     1.58 %     1.59 %
_________________
(1)
Per share amounts have been calculated using the daily average shares method.
(2)
Not annualized.
(3)
Annualized.
Note:
On January 1, 2011, Kirkpatrick Pettis Capital Management became the Trust’s InvestmentSub-Adviser, replacing FAF Advisors, Inc.
Effective December 1, 2012, the Trust changed its fiscal year end from September 30 to March 31.
The information presented is for the period October 1, 2012 to March 31, 2013.
 
See accompanying notes to financial statements.
 
 
34 | Tax-Free Trust of Oregon

 
 
TAX-FREE TRUST OF OREGON
FINANCIAL HIGHLIGHTS (continued)
 
For a share outstanding throughout each period
 
          ClassY  
   
Six Months
  Year Ended September 30,  
   
3/31/13 Ended
 
2012
   
2011
   
2010
   
2009
   
2008
 
Net asset value, beginning of period
  $ 11.52     $ 11.11     $ 11.18     $ 11.04     $ 10.10     $ 10.68  
Income (loss) from investment operations:
                                               
Net investment income(1)
    0.18       0.39       0.40       0.42       0.44       0.43  
Net gain (loss) on securities (both
                                               
realized and unrealized)
    (0.11 )     0.41       (0.07 )     0.14       0.93       (0.58 )
Total from investment operations
    0.07       0.80       0.33       0.56       1.37       (0.15 )
Less distributions (note 10):
                                               
Dividends from net investment income
    (0.18 )     (0.39 )     (0.40 )     (0.42 )     (0.43 )     (0.43 )
Distributions from capital gains
    (0.05 )                              
Total distributions
    (0.23 )     (0.39 )     (0.40 )     (0.42 )     (0.43 )     (0.43 )
Net asset value, end of period
  $ 11.36     $ 11.52     $ 11.11     $ 11.18     $ 11.04     $ 10.10  
Total return
    0.61 %(2)     7.30 %     3.11 %     5.21 %     13.92 %     (1.52 )%
Ratios/supplemental data
                                               
Net assets, end of period (in millions)
  $ 89     $ 84     $ 71     $ 95     $ 85     $ 58  
Ratio of expenses to average net assets
    0.56 %(3)     0.59 %     0.61 %     0.57 %     0.58 %     0.61 %
Ratio of net investment income to
                                               
average net assets
    3.23 %(3)     3.44 %     3.70 %     3.80 %     4.16 %     4.04 %
Portfolio turnover rate
    3 %(2)     8 %     15 %     9 %     15 %     15 %
   
The expense and net investment income ratios without the effect of the contractual waiver of management fees were (note 3):
 
 
                                               
Ratio of expenses to average net assets
    0.57 %(3)     0.60 %     0.61 %                  
Ratio of net investment income to
                                               
average net assets
    3.22 %(3)     3.43 %     3.70 %                  
   
The expense ratios after giving effect to the contractual waiver of management fees and expense offset for uninvested cash balances were:
 
 
                                               
Ratio of expenses to average net assets
    0.56 %(3)     0.59 %     0.61 %     0.57 %     0.58 %     0.59 %
_________________
(1)
Per share amounts have been calculated using the daily average shares method.
(2)
Not annualized.
(3)
Annualized.
Note:
On January 1, 2011, Kirkpatrick Pettis Capital Management became the Trust’s InvestmentSub-Adviser, replacing FAF Advisors, Inc.
Effective December 1, 2012, the Trust changed its fiscal year end from September 30 to March 31.
The information presented is for the period October 1, 2012 to March 31, 2013.
 
See accompanying notes to financial statements.
 
 
35 | Tax-Free Trust of Oregon

 
 
Additional Information (unaudited)
           
             
Trustees(1)
               
and Officers
               
           
Number of
   
   
Positions
     
Portfolios
   
   
Held with
     
in Fund
   
Name,
 
Trust and
 
Principal
 
Complex(4)
 
Other Directorships
Address(2)
 
Length of
 
Occupation(s)
 
Overseen
 
Held by Trustee
and Year of Birth
 
Service(3)
 
During Past 5 Years
 
by Trustee
 
During Past 5 Years
                 
Interested Trustee(5)
               
                 
Diana P. Herrmann
New York, NY
(1958)
 
Vice Chair
of the Board
of Trustees
since 2003, President
since 1998
and Trustee
since 1994
 
Vice Chair and Chief Executive Officer of Aquila Management Corporation, Founder and Sponsor of the Aquila Group of Funds(6) and parent of Aquila Investment Management LLC, Manager, since 2004, President since 1997, Chief Operating Officer, 1997-2008, a 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, President and Manager since 2003, and Chief Operating Officer (2003-2008), of the Manager; Chair, Vice Chair, President, Executive Vice President and/or Senior Vice President of funds in the Aquila Group of Funds since 1986; Director of the Distributor since 1997; Governor, Investment Company Institute (the U.S. mutual fund industry trade organization dedicated to protecting shareholder interests and educating the public about investing) for various periods since 2004, and head of its Small Funds Committee, 2004-2009; active in charitable and volunteer organizations.
   11  
ICI Mutual Insurance Company, a Risk Retention Group (2006-2009 and since 2010); Vice Chair and Trustee of Pacific Capital Funds of Cash Assets Trust (three Aquila money-market funds) 2004-2012
                 
Non-interested Trustees
               
                 
James A. Gardner
Terrebonne, OR
(1943)
 
Chair of
the Board
of Trustees
since 2005
and Trustee
since 1986
 
President, Gardner Associates, an investment and real estate firm, since 1989; Owner and Developer of Vandevert Ranch, Sunriver, Oregon since 1989; Founding Partner, Chairman Emeritus and previously Chairman (1991-2010), Ranch at the Canyons, Terrebonne, Oregon; President Emeritus and previously President (1981-1989), Lewis and Clark College and Law School; director, Oregon High Desert Museum, 1989-2003; active in civic, business and educational organizations in Oregon; writer on Native American and settlement history of Oregon.
 
1
  None
 
 
36 | Tax-Free Trust of Oregon

 
 
           
Number of
   
   
Positions
     
Portfolios
   
   
Held with
     
in Fund
   
Name,
 
Trust and
 
Principal
 
Complex(4)
 
Other Directorships
Address(2)
 
Length of
 
Occupation(s)
 
Overseen
 
Held by Trustee
and Year of Birth
 
Service(3)
 
During Past 5 Years
 
by Trustee
 
During Past 5 Years
                 
Gary C. Cornia
Orem, UT
(1948)
 
Trustee
since 2002
 
Dean, Marriott School of Management, Brigham Young University, since 2008; Director, Romney Institute of Public Management, Marriott School of Management, 2004-2008; Professor, Marriott School of Management, 1980-present; Past President, National Tax Association; Fellow, Lincoln Institute of Land Policy, 2002-present; Associate Dean, Marriott School of Management, Brigham Young University, 1991-2000; member, Utah Governor’s Tax Review Committee, 1993-2009.
  6  
Utah Foundation, Salt Lake City, UT; formerly director, Lincoln Institute of Land Policy, Cambridge, MA
                 
Edmund P. Jensen
Portland, OR
(1937)
 
Trustee
since 2003
 
President and CEO, VISA International, 1994-1999; Vice Chairman and Chief Operating Officer, US Bancorp, 1974-1994.
  1  
Five Cubits, Inc. (formerly BMG Seltec), a software company; Lewis and Clark College, Portland, OR
                 
John W. Mitchell
Lake Oswego, OR
(1944)
 
Trustee
since 1999
 
Principal of M & H Economic Consultants; Economist, Western Region, for U.S. Bancorp 1998-2007; 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.
  1  
Oregon Mutual Insurance; Western Capital Corporation; Northwest Bank.
                 
Ralph R. Shaw
Portland, OR
(1938)
 
Trustee
since 2000
 
President, Shaw Management Company, an investment counseling firm, 1980-present; General Partner, Shaw Venture Partners, 1983-2005; Shaw Venture Partners II, 1987-2005; and Shaw Venture Partners III, 1994-2005.
  1  
Schnitzer Steel Industries, Inc., Telestream, Inc., Five Cubits, Inc. (formerly BMG Seltec), a software company, Rentrak Corporation, One-to-One Interactive, Optimum Energy Co.
 
 
37 | Tax-Free Trust of Oregon

 
           
Number of
   
   
Positions
     
Portfolios
   
   
Held with
     
in Fund
   
Name,
 
Trust and
 
Principal
 
Complex(4)
 
Other Directorships
Address(2)
 
Length of
 
Occupation(s)
 
Overseen
 
Held by Trustee
and Year of Birth
 
Service(3)
 
During Past 5 Years
 
by Trustee
 
During Past 5 Years
                 
Nancy Wilgenbusch
Marylhurst, OR
(1947)
 
Trustee since 2002
 
President Emerita since 2008 and President 1984-2008, Marylhurst University; member, former Chair, Portland Branch of the Federal Reserve Bank of San Francisco; active board member of a number of civic organizations.
  1  
West Coast Bank; Cascade Corporation, a leading international manufacturer of lift truck attachments
 
         
   
Positions
   
   
Held with
   
Name,
 
Trust and
   
Address(2)
 
Length of
   
and Year of Birth
 
Service(3)
 
Principal Occupation(s) During Past 5 Years
         
Trustees Emeritus(7)
       
         
Vernon R. Alden
Boston, MA
(1923)
 
Trustee Emeritus since 2006
 
Retired; former director or trustee of various Fortune 500 companies, including Colgate-Palmolive and McGraw Hill; formerly President of Ohio University and Associate Dean of the Harvard University Graduate School of Business Administration; Trustee, Aquila Narragansett Tax-Free Income Fund, 1992-2006, Tax-Free Trust of Oregon, 1988-2001, Hawaiian Tax-Free Trust, 1989-2001, and Pacific Capital Funds of Cash Assets Trust (three Aquila money-market funds, consisting of Pacific Capital Cash Assets Trust, Pacific Capital Tax-Free Cash Assets Trust and Pacific Capital U.S. Government Securities Cash Assets Trust), 1989-2001; Trustee Emeritus, Aquila Narragansett Tax-Free Income Fund and Tax-Free Trust of Oregon since 2006; member of several Japan-related advisory councils, including Chairman of the Japan Society of Boston; trustee of various cultural, educational and civic organizations.
         
David B. Frohnmayer
Eugene, OR
(1940)
 
Trustee Emeritus since 2003
 
President Emeritus and formerly President (1994-2009), University of Oregon; former Dean of the University of Oregon Law School and former Attorney General of the State of Oregon; Trustee, Tax-Free Trust of Oregon, 1997-2003.
         
Patricia L. Moss
Bend, OR
(1953)
 
Trustee Emerita since 2005
 
President and Chief Executive Officer, Cascade Bancorp and Bank of the Cascades since 1998; Director, Cascade Bancorp; Director, MDU Resources; Trustee, Tax-Free Trust of Oregon, 2002-2005; active in community and educational organizations.
 
 
38 | Tax-Free Trust of Oregon

 
 
         
   
Positions
   
   
Held with
   
Name,
 
Trust and
   
Address(2)
 
Length of
   
and Year of Birth
 
Service(3)
 
Principal Occupation(s) During Past 5 Years
         
Officers
       
         
Charles E. Childs, III
New York, NY
(1957)
 
Executive Vice President since 2003 and Secretary since 2011
 
Executive Vice President of all funds in the Aquila Group of Funds and the Manager and the Manager’s parent since 2003; Chief Operating Officer of the Manager and the Manager’s parent since 2008; Secretary of all funds in the Aquila Group of Funds since 2011; formerly Senior Vice President, corporate development, Vice President, Assistant Vice President and Associate of the Manager’s parent since 1987; Executive Vice President, Senior Vice President, Vice President or Assistant Vice President of the Aquila money-market funds, 1988-2012; Director of the Distributor since 2012.
         
Marie E. Aro
Denver, CO
(1955)
 
Senior Vice President since 2010
 
Co-President of the Distributor since 2010, Vice President, 1993-1997; Senior Vice President, Aquila Three Peaks Opportunity Growth Fund since 2004; Senior Vice President, Tax-Free Trust of Arizona since 2010 and Vice President, 2004-2010; Senior Vice President, Aquila Three Peaks High Income Fund since 2006; Senior Vice President, Churchill Tax-Free Fund of Kentucky, Hawaiian Tax-Free Trust, Aquila Narragansett Tax-Free Income Fund, Tax-Free Fund For Utah, Tax-Free Fund of Colorado and Tax-Free Trust of Oregon since 2010; Vice President, INVESCO Funds Group, 1998-2003.
         
Paul G. O’Brien
Charlotte, NC
(1959)
 
Senior Vice President since 2010
 
Co-President, Aquila Distributors, Inc. since 2010, Managing Director, 2009-2010; Senior Vice President of Aquila Three Peaks High Income Fund, Aquila Three Peaks Opportunity Growth Fund, and each of the Aquila Municipal Bond Funds since 2010; held various positions to Senior Vice President and Chief Administrative Officer of Evergreen Investments Services, Inc., 1997-2008; Mergers and Acquisitions Coordinator for Wachovia Corporation, 1994-1997.
         
Christine L. Neimeth
Portland, OR
(1964)
 
Vice President since 1998
 
Vice President of Aquila Three Peaks Opportunity Growth Fund and Tax-Free Trust of Oregon.
         
Randall S. Fillmore
New York, NY
(1960)
 
Chief Compliance Officer since 2012
 
Chief Compliance Officer of each fund in the Aquila Group of Funds, the Manager and the Distributor since 2012; Managing Director, Fillmore & Associates, 2009-2012; Fund and Adviser Chief Compliance Officer (2002-2009), Senior Vice President - Broker Dealer Compliance (2004-2009), Schwab Funds Anti Money Laundering Officer and Identity Theft Prevention Officer (2004-2009), Vice President - Internal Audit (2000-2002), Charles Schwab Corporation; National Director, Information Systems Risk Management - Consulting Services (1999-2000), National Director, Investment Management Audit and Business Advisory Services (1992-1999), Senior Manager, Manager, Senior and Staff Roles (1983-1992), PricewaterhouseCoopers LLP.
 
 
39 | Tax-Free Trust of Oregon

 
 
         
   
Positions
   
   
Held with
   
Name,
 
Trust and
   
Address(2)
 
Length of
   
and Year of Birth
 
Service(3)
 
Principal Occupation(s) During Past 5 Years
         
Joseph P. DiMaggio
New York, NY
(1956)
 
Chief Financial Officer since 2003 and Treasurer since 2000
 
Chief Financial Officer of each fund in the Aquila Group of Funds since 2003 and Treasurer since 2000.
         
Yolonda S. Reynolds
New York, NY
(1960)
 
Assistant Treasurer since 2010
 
Assistant Treasurer of each fund in the Aquila Group of Funds since 2010; Director of Fund Accounting for the Aquila Group of Funds since 2007; Investment Accountant, TIAA-CREF, 2007; Senior Fund Accountant, JP Morgan Chase, 2003-2006.
         
Lori A. Vindigni
New York, NY
(1966)
 
Assistant Treasurer since 2000
 
Assistant Treasurer of each fund in the Aquila Group of Funds since 2000; Assistant Vice President of the Manager or its predecessor and current parent since 1998; Fund Accountant for the Aquila Group of Funds, 1995-1998.
_______________
(1) The Trust’s Statement of Additional Information includes additional information about the Trustees and officers and is available, without charge, upon request by calling 800-437-1020 (toll-free) or by visiting www.aquilafunds.com or the EDGAR Database at the SEC’s internet site at www.sec.gov.
(2) The mailing address of each Trustee and officer is c/o Tax-Free Trust of Oregon, 380 Madison Avenue, Suite 2300, New York, NY 10017.
(3) 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.
(4) Includes certain Aquila-sponsored funds that are dormant and have no public shareholders.
(5) 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. Ms. Herrmann is the daughter of Lacy B. Herrmann, the Founder and former Trustee, Chairman and Chairman Emeritus of the Trust.
(6) The “Aquila Group of Funds” includes: Tax-Free Trust of Arizona, Tax-Free Fund of Colorado, Hawaiian Tax-Free Trust, Churchill Tax-Free Fund of Kentucky, Tax-Free Trust of Oregon, Aquila Narragansett Tax-Free Income Fund (Rhode Island) and Tax-Free Fund For Utah, each of which is a tax-free municipal bond fund and are called the “Aquila Municipal Bond Funds”; Aquila Three Peaks Opportunity Growth Fund, which is an equity fund; and Aquila Three Peaks High Income Fund, which is a high-income corporate bond fund.
(7) A Trustee Emeritus or Emerita may attend Board meetings but has no voting power.
 
 
40 | Tax-Free Trust of Oregon

 
 
Analysis of Expenses (unaudited)
 
     As a shareholder of the Trust, you may incur two types of costs: (1) transaction costs, including front-end sales charges with respect to Class A shares or contingent deferred sales charges (“CDSC”) with respect to Class C shares; and (2) ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other Trust expenses. The table below is intended to help you understand your ongoing costs (in dollars) of investing in the Trust and to compare these costs with the ongoing costs of investing in other mutual funds.
 
     The table below is based on an investment of $1,000 invested on October 1, 2012 and held for the six months ended March 31, 2013.
 
Actual Expenses
 
     This table provides information about actual account values and actual expenses. You may use the information provided in this table, together with the amount you invested, to estimate the expenses that you paid over the period. To estimate the expenses you paid on your account, divide your ending account value by $1,000 (for example, an $8,600 ending account value divided by $1,000 = 8.6), then multiply the result by the number under the heading “Expenses Paid During the Period”.
 
Six months ended March 31, 2013
 
 
Actual
     
 
Total Return
Beginning
Ending
Expenses
 
Without
Account
Account
Paid During
 
Sales Charges(1)
Value
Value
the Period(2)
Class A
0.54%
$1,000.00
$1,005.40
$3.55
Class C
0.11%
$1,000.00
$1,001.10
$7.78
Class Y
0.61%
$1,000.00
$1,006.10
$2.80
 
(1)
Assumes reinvestment of all dividends and capital gain distributions, if any, at net asset value and does not reflect the deduction of the applicable sales charges with respect to Class A shares or the applicable CDSC with respect to Class C shares. Total return is not annualized, as it may not be representative of the total return for the year.
 
(2)
Expenses are equal to the annualized expense ratio of 0.71%, 1.56% and 0.56% for the Trust’s Class A, C and Y shares, respectively, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).
 
 
41 | Tax-Free Trust of Oregon

 
 
Analysis of Expenses (unaudited) (continued)
 
Hypothetical Example for Comparison Purposes
 
     The table below provides information about hypothetical account values and hypothetical expenses based on the actual expense ratio and an assumed rate of return of 5.00% per year before expenses, which is not the Trust’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use the information provided in this table to compare the ongoing costs of investing in the Trust and other mutual funds. To do so, compare this 5.00% hypothetical example relating to the Trust with the 5.00% hypothetical examples that appear in the shareholder reports of other mutual funds.
 
     Please note that the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs, with respect to Class A shares. The example does not reflect the deduction of CDSC with respect to Class C shares. Therefore, the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different mutual funds. In addition, if these transaction costs were included, your costs would have been higher.
 
Six months ended March 31, 2013
 
 
Hypothetical
     
 
Annualized
Beginning
Ending
Expenses
 
Total
Account
Account
Paid During
 
Return
Value
Value
the Period(1)
Class A
5.00%
$1,000.00
$1,021.39
$3.58
Class C
5.00%
$1,000.00
$1,017.15
$7.85
Class Y
5.00%
$1,000.00
$1,022.14
$2.82
 
(1)
Expenses are equal to the annualized expense ratio of 0.71%, 1.56% and 0.56% for the Trust’s Class A, C and Y shares, respectively, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).
 
 
42 | Tax-Free Trust of Oregon

 
 
Shareholder Meeting Results (unaudited)
 
     The Annual Meeting of Shareholders of Tax-Free Trust of Oregon (the “Trust”) was held on April 18, 2013. The holders of shares representing 98% of the total net asset value of the shares entitled to vote were present in person or by proxy. At the meeting, the following matters were voted upon and approved by the shareholders (the resulting votes are presented below).
 
1. To elect Trustees.
 
  Dollar Amount of Votes:
Trustee
For
Withheld
 
Gary C. Cornia
$535,081,882
$4,081,150
 
James A. Gardner
$535,485,696
$3,677,336
 
Diana P. Herrmann
$535,754,203
$3,408,829
 
Edmund P. Jensen
$535,037,053
$4,125,979
 
John W. Mitchell
$533,779,723
$5,383,309
 
Ralph R. Shaw
$533,463,449
$5,699,583
 
Nancy Wilgenbusch
$535,526,204
$3,636,828
 
 
2. To ratify the selection of Tait, Weller & Baker LLP as the Trust’s independent registered public accounting firm.
 
  Dollar Amount of Votes:
 
For
Against
Abstain
 
$515,044,701
$995,773
$23,122,558
 
 
43 | Tax-Free Trust of Oregon

 
 
Additional Information (unaudited)
 
Renewal of the Advisory and Administration Agreement and the Sub-Advisory Agreement
 
     Aquila Investment Management LLC (the “Manager”) serves as the investment adviser to the Trust pursuant to an Advisory and Administration Agreement (the “Advisory Agreement”). The Manager has retained Davidson Fixed Income Management, Inc., doing business as Kirkpatrick Pettis Capital Management, Inc. (the “Sub-Adviser”), to serve as the sub-adviser to the Trust pursuant to a Sub-Advisory Agreement between the Manager and the Sub-Adviser (the “Sub-Advisory Agreement”). In order for the Manager and the Sub-Adviser to continue to serve in their respective roles, the Trustees of the Trust must determine annually whether to renew the Advisory Agreement and the Sub-Advisory Agreement for the Trust.
 
     Contract review materials were provided to the Trustees in February 2013. The independent Trustees met telephonically in February, 2013 and in person in March, 2013 to review and discuss the contract review materials. In addition, the Trustees took into account the information related to the Trust provided to the Trustees at each regularly scheduled meeting. The Trustees considered the Advisory Agreement and the Sub-Advisory Agreement separately as well as in conjunction with each other to determine their combined effects on the Trust.
 
     At a meeting held in March, 2013, based on their evaluation of the information provided by the Manager and the Sub-Adviser, the Trustees of the Trust, including the independent Trustees voting separately, unanimously approved the renewal of each of the Advisory Agreement and the Sub-Advisory Agreement until March 31, 2014. In considering the renewal of the Advisory Agreement and the Sub-Advisory Agreement, the Trustees considered various factors that they determined were relevant, including the factors described below. The Trustees did not identify any single factor as the controlling factor in determining to approve the renewal of the Advisory Agreement or the Sub-Advisory Agreement.
 
The nature, extent, and quality of the services provided by the Manager and the Sub-Adviser.
 
     The Trustees considered the nature, extent and quality of the services that had been provided by the Manager and the Sub-Adviser to the Trust, taking into account the investment objectives and strategies of the Trust. The Trustees reviewed the terms of the Advisory Agreement and the Sub-Advisory Agreement.
 
     The Manager has retained the Sub-Adviser to provide investment management of the Trust’s portfolio. The Trustees reviewed the Sub-Adviser’s investment approach for the Trust. The Trustees considered the personnel of the Sub-Adviser who provide investment management services to the Trust. The Trustees noted the extensive experience of the Sub-Adviser’s portfolio manager, Mr. Christopher Johns. The Sub-Adviser has provided local information regarding specific holdings in the Trust’s portfolio, a particular advantage as to holdings with less than the highest ratings from the rating agencies. The Trustees noted that compared to other Oregon state-specific municipal bond-funds, the portfolio of the Trust was of higher quality and contained no securities subject to the alternative minimum tax.
 
     The Trustees considered that the Manager and the Sub-Adviser had provided all administrative and advisory services to the Trust that the Trustees deemed necessary or appropriate, including the specific services that the Trustees have determined are required for the Trust, given that it seeks to provide shareholders with as high a level of current income exempt from Oregon state and regular Federal income taxes as is consistent with preservation of capital.
 
 
44 | Tax-Free Trust of Oregon

 
 
     The Manager has additionally provided all administrative services to the Trust and provided the Trust with personnel (including Trust officers) and other resources that are necessary for the Trust’s business management and operations. The Trustees considered the nature and extent of the Manager’s supervision of third-party service providers, including the Trust’s shareholder servicing agent and custodian.
 
     Based on these considerations, the Trustees concluded that the nature, extent and quality of services that had been provided by the Manager and the Sub-Adviser to the Trust were satisfactory and consistent with the terms of the Advisory Agreement and Sub-Advisory Agreement, as applicable.
 
The investment performance of the Trust and the Manager and the Sub-Adviser.
 
     The Trustees reviewed each aspect of the Trust’s performance and compared its performance with that of its local competitors (as identified by the Manager), its peer and its benchmark index, the Barclays Capital Quality Intermediate Municipal Bond Index.
 
     It was noted that the materials provided by the Manager indicated that the Trust had investment performance measured by average annual total returns that outperformed its benchmark index for the 1 and 3 year periods ended December 31, 2012 but that generally lagged the investment performance of its local competitors and peer group. The Trustees discussed the Trust’s performance record with the Manager and the Sub-Adviser and considered the Manager’s and Sub-Adviser’s view that the Trust’s performance, as compared to its local competitors and peer group, was explained in part by the Trust’s generally higher-quality portfolio and its current intermediate maturity structure, which limits price appreciation and depreciation as compared to funds with longer maturity structures. The Trustees noted that the Trust had average annual total returns for the 1, 3, 5 and 10 year periods ended December 31, 2012 that exceeded the investment performance of the Morningstar single-state intermediate tax-free municipal bond peer group. They also considered that, unlike the Trust’s returns, the performance of the benchmark index did not reflect any fees or expenses. The Trustees considered these results to be consistent with the investment objectives of the Trust.
 
     The Trustees concluded that the performance of the Trust was acceptable in light of market conditions, the length of its average maturities, its portfolio quality, its investment objectives and the long-standing efforts of the Sub-Adviser to minimizing risk, observing that the Trust’s Sharpe and Treynor ratios, which measure risk-adjusted return, were generally more favorable than those of the Trust’s local competitors. Evaluation of this factor indicated to the Trustees that renewal of the Advisory Agreement would be appropriate.
 
The costs of the services to be provided and profits to be realized by the Manager and the Sub-Adviser and their affiliates from their relationship with the Trust.
 
     The information provided by the Manager in connection with renewal contained advisory fee and expense data for the Trust and its peer group. The Trustees considered that the Manager, not the Trust, paid the Sub-Adviser pursuant to the Sub-Advisory Agreement. The Trustees evaluated both the fee under the Sub-Advisory Agreement and the portion of the fee under the Advisory Agreement retained by the Manager. The materials also showed the profitability to the Manager and the Sub-Adviser of their services to the Trust, as well as the profitability to Aquila Distributors, Inc. (the “Distributor”) of distribution services provided to the Trust.
 
 
45 | Tax-Free Trust of Oregon

 
 
     The Trustees compared the advisory fee and expense data with respect to the Trust to similar data about other funds that they found to be relevant. The Trustees concluded that the advisory fee and expenses of the Trust were similar to and were reasonable as compared to those advisory fees and expenses being paid by the Trust’s peer group and that the advisory and sub-advisory fees were reasonable in relation to the nature and quality of the services provided to the Trust by the Manager and the Sub-Adviser.
 
     The Trustees considered information provided by the Manager regarding the profitability of the Manager with respect to the services provided by the Manager to the Trust, including the methodology used by the Manager in allocating certain of its costs to the services provided to the Trust. The Trustees noted that the Distributor did not derive profits from its relationship with the Trust. The Trustees had retained an independent consultant to provide data on profitability. The Trustees considered that, based on the data provided by the independent consultant, the returns to the Manager were below the range and average identified by the consultant but were suitable for ongoing financial viability. The Trustees concluded that profitability to the Manager with respect to advisory services provided to the Trust was not unreasonable in light of the nature, extent and quality of the services provided to the Fund by the Manager.
 
     The Trustees also considered information provided by the Sub-Adviser regarding the profitability of the Sub-Adviser with respect to the sub-advisory services provided by the Sub-Adviser to the Trust. They considered that, based on the data provided by the independent consultant, the returns to the Sub-Adviser were within the range and below the average identified by the consultant, but were suitable for ongoing financial viability. The Trustees concluded that the profitability of the Sub-Adviser with respect to sub-advisory services provided to the Trust was not unreasonable in light of the nature, extent and quality of the services provided to the Fund by the Sub-Adviser.
 
The extent to which economies of scale would be realized as the Trust grows.
 
     The Trust has in place breakpoints in the sub-advisory fee which would be realized as the Trust grows. Under the Sub-Advisory Agreement the Manager will compensate the Sub-Adviser at the annual rate of 0.18% on the Trust’s net assets up to $400 million; 0.16% on assets above that amount to $1 billion in net assets and 0.14% on net assets thereafter. In addition, the Manager has contractually agreed to waive fees to the extent necessary so that the annual rate payable under the Advisory Agreement shall be equivalent to 0.40% on the Trust’s net assets up to $400 million; 0.38% on assets above that amount to $1 billion in net assets and 0.36% on net assets thereafter. Evaluation of this factor indicated to the Trustees that the Advisory Agreement and Sub-Advisory Agreement should be renewed without any changes at this time.
 
Benefits derived or to be derived by the Manager and the Sub-Adviser and their affiliates from their relationships with the Trust.
 
     The Trustees observed that, as is generally true of most fund complexes, the Manager and Sub-Adviser and their affiliates, by providing services to a number of funds or other investment clients including the Trust, were able to spread costs as they would otherwise be unable to do. The Trustees noted that while that could produce efficiencies and increased profitability for the Manager and Sub-Adviser and their affiliates, it also makes their services available to the Trust at favorable levels of quality and cost which are more advantageous to the Trust than would otherwise have been possible.
 
 
46 | Tax-Free Trust of Oregon

 
 
Information Available (unaudited)
 
     Much of the information that the funds in the Aquila Group of Funds produce is automatically sent to you and all other shareholders. Specifically, you are routinely sent your Trust’s entire list of portfolio securities twice a year in the semi-annual and annual reports you receive. Additionally, under Trust policies, the Manager publicly discloses the complete schedule of the Trust’s portfolio holdings, as of each calendar quarter, generally by the 15th day after the end of each calendar quarter. Such information remains accessible until the next schedule is made publicly available. You may obtain a copy of the Trust’s portfolio holdings schedule for the most recently completed period by visiting the Trust’s website at www.aquilafunds.com. The Trust may also disclose other portfolio holdings as of a specified date (currently the Trust discloses its five largest holdings and/or sector holdings by value as of the close of the last business day of each calendar month in a posting to its website on approximately the 5th business day following the month end). This information remains on the website until the next such posting. Whenever you wish to see a listing of your Trust’s portfolio other than in your shareholder reports, please check our website at www. aquilafunds.com or call us at 1-800-437-1020.
 
     The Trust additionally files a complete list of its portfolio holdings with the SEC for the first and third quarter ends of each fiscal year on Form N-Q. Forms N-Q are available free of charge on the SEC website at www.sec.gov. You may also review or, for a fee, copy the forms at the SEC’s Public Reference Room in Washington, D.C. or by calling 1-800-SEC-0330.
 

 
Proxy Voting Record (unaudited)
 
     During the 12 month period ended June 30, 2012, the Trust did not hold any portfolio securities for which the Trust was entitled to participate in proxy voting. Applicable regulations require us to inform you that the Trust’s proxy voting information is available on the SEC website at www.sec.gov.
 

 
Federal Tax Status of Distributions (unaudited)
 
     This information is presented in order to comply with a requirement of the Internal Revenue Code. No action on the part of shareholders is required.
 
     For the fiscal year ended March 31, 2013, $8,309,029 of dividends paid by Tax-Free Trust of Oregon, constituting 79.12% of total dividends paid during fiscal 2013, were exempt-interest dividends; $2,193,196 of dividends paid by the Trust, constituting 20.88% of total dividends paid during the fiscal year, were capital gain distributions.
 
     Prior to February 15, 2013, shareholders were mailed the appropriate tax form(s) which contained information on the status of distributions paid for the 2012 calendar year.
 
 
47 | Tax-Free Trust of Oregon

 
 
PRIVACY NOTICE (unaudited)
 
Tax-Free Trust of Oregon
 
Our Privacy Policy. In providing services to you as an individual who owns or is considering investing in shares of the Trust, we collect certain non-public personal information about you. Our policy is to keep this information strictly safeguarded and confidential, and to use or disclose it only as necessary to provide services to you or as otherwise permitted by law. Our privacy policy applies equally to former shareholders and persons who inquire about the Trust.
 
Information We Collect. ”Non-public personal information” is personally identifiable financial information about you as an individual or your family. The kinds of non-public personal information we have about you may include the information you provide us on your share purchase application or in telephone calls or correspondence with us, and information about your fund transactions and holdings, how you voted your shares and the account where your shares are held.
 
Information We Disclose. We disclose non-public personal information about you to companies that provide necessary services to us, such as the Trust’s transfer agent, distributor, investment adviser or sub-adviser, if any, as permitted or required by law, or as authorized by you. Any other use is strictly prohibited. We do not sell information about you or any of our fund shareholders to anyone.
 
Non-California Residents: We also may disclose some of this information to another fund in the Aquila Group of Funds (or its service providers) under joint marketing agreements that permit the funds to use the information only to provide you with information about other funds in the Aquila Group of Funds or new services we are offering that may be of interest to you.
 
California Residents Only: In addition, unless you “opt-out” of the following disclosures using the form that was mailed to you under separate cover, we may disclose some of this information to another fund in the Aquila Group of Funds (or its service providers) under joint marketing agreements that permit the funds to use the information only to provide you with information about other funds in the Aquila Group of Funds or new services we are offering that may be of interest to you.
 
How We Safeguard Your Information. We restrict access to non-public personal information about you to only those persons who need it to provide services to you or who are permitted by law to receive it. We maintain physical, electronic and procedural safeguards to protect the confidentiality of all non-public personal information we have about you.
 
If you have any questions regarding our Privacy Policy, please contact us at 1-800-437-1020.
 
Aquila Investment Management LLC
Aquila Distributors, Inc.
 
This Privacy Policy also has been adopted by Aquila Investment Management LLC and Aquila Distributors, Inc. and applies to all non-public information about you that each of these companies may obtain in connection with services provided to the Trust or to you as a shareholder of the Trust.
 
 
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Founders
     Lacy B. Herrmann (1929-2012)
Aquila Management Corporation, Sponsor
 
Manager
AQUILA INVESTMENT MANAGEMENT LLC
380 Madison Avenue, Suite 2300
New York, New York 10017
 
Investment Sub-Adviser
KIRKPATRICK PETTIS CAPITAL MANAGEMENT
2 Centerpointe Drive, Suite 500
Lake Oswego, Oregon 97035
 
Board of Trustees
James A. Gardner, Chair
Diana P. Herrmann, Vice Chair
Gary C. Cornia
Edmund P. Jensen
John W. Mitchell
Ralph R. Shaw
Nancy Wilgenbusch
 
Officers
Diana P. Herrmann, President
Charles E. Childs, III, Executive Vice President and Secretary
Marie E. Aro, Senior Vice President
Paul G. O’Brien, Senior Vice President
Christine L. Neimeth, Vice President
Randall S. Fillmore, Chief Compliance Officer
Joseph P. DiMaggio, Chief Financial Officer and Treasurer
 
Distributor
AQUILA DISTRIBUTORS, INC.
380 Madison Avenue, Suite 2300
New York, New York 10017
 
Transfer and Shareholder Servicing Agent
BNY MELLON
4400 Computer Drive
Westborough, Massachusetts 01581
 
Custodian
JPMORGAN CHASE BANK, N.A.
1111 Polaris Parkway
Columbus, Ohio 43240
 
Independent Registered Public Accounting Firm
TAIT, WELLER & BAKER LLP
1818 Market Street, Suite 2400
Philadelphia, Pennsylvania 19103
 
Further information is contained in the Prospectus,
which must precede or accompany this report.