UNITED STATES
				SECURITIES AND EXCHANGE COMMISSION
					WASHINGTON, D.C. 20549


						FORM N-CSR

		CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
					INVESTMENT COMPANIES

			Investment Company Act file number 811-5047

				    Tax-Free Fund of Colorado
			(Exact name of Registrant as specified in charter)

					   380 Madison Avenue
					New York, New York 10017
			(Address of principal executive offices)  (Zip code)

					  Joseph P. DiMaggio
					  380 Madison Avenue
					New York, New York 10017
				(Name and address of agent for service)

		Registrant's telephone number, including area code:	(212) 697-6666


				Date of fiscal year end:	12/31

				Date of reporting period:	12/31/03

						FORM N-CSR

ITEM 1.  REPORTS TO STOCKHOLDERS.
[Logo of the Tax-Free Fund of Colorado: a square with silhouettes of two
mountains and a rising sun]

                SERVING COLORADO INVESTORS FOR MORE THAN 15 YEARS

                            TAX-FREE FUND OF COLORADO

                                  ANNUAL REPORT

                              MANAGEMENT DISCUSSION


2003 REVIEW

     Investing  in  the  fixed-income  markets  in  2003  proved  to  be a  very
interesting  proposition.  The year began innocently  enough with a low interest
rate environment,  concerns about the strength of the economic recovery,  and an
orderly supply and demand  relationship  for bonds.  Interest rates continued to
decline  slightly  until  June,  when  investor  expectations  seemed  to change
dramatically.  The yield on the 10-year Treasury reached a low of about 3.10% in
June as investors appeared to be concerned about deflation and the potential for
non-traditional  actions  by the  Federal  Reserve to keep rates low and spur on
economic  activity.   When  the  economic  gloom  and  doom  scenarios  did  not
materialize,  we saw a very sharp rise in  interest  rates in the June to August
period. Stronger economic statistics and the realization that our budget deficit
will  likely grow as the  Treasury  issues  more debt to fund  various  domestic
projects  as  well  as  supporting  military  conflicts  overseas  and  possible
declining domestic tax collections caused interest rates on the 10-year Treasury
to rise by more than 1.5% in a very short period of time. This marked one of the
sharpest rises in interest rates in a two-month period on record.

      The last four months of the year showed a more orderly trend of declining
interest rates as it became apparent that the overall national economy was
     improving and that the pickup in manufacturing activity was being offset by
increased productivity, a lower number of jobs and very moderate inflation.

     According  to The BOND BUYER  newspaper,  the  municipal  bond market set a
record in 2003 in terms of net volume.  Total long-term bond issuance  increased
to $382 billion, a 6.7% jump from the record issuance the previous year.

     We have made mention in the past few years of the lower price volatility of
municipal bonds versus Treasury securities. This relationship continued in 2003.
While we saw extreme price  savings in the Treasury  market,  10 year  municipal
bond  rates  only rose by about 0.70 to 0.80 of 1%, or about half as much as the
corresponding    Treasury.   We   believe   that   the   favorable   risk/return
characteristics  of municipal bonds have, and will,  continue to serve investors
well.

     We have seen some signs of recovery in the Colorado economy. The employment
levels in Colorado  were hurt a little worse than the rest of the country due to
our concentration of telecommunications  and high tech industries in this state.
The Governor's Office of State Planning and Budgeting is forecasting  employment
growth  of  1.9%  for  2004.  Construction  activity  in  both  residential  and
non-residential  sectors has, in fact,  slowed its descent but will, we believe,
still  probably be lower in 2004 versus 2003.  Retail sales have grown  slightly
from the previous year and are forecast to improve in 2004.  New municipal  bond
issuance  declined by about 11% from 2002 as higher interest rates in the middle
of  the  year  and  fiscal  concerns  by  local  issuers  curtailed   additional
borrowings.

     The portfolio  characteristics of Tax-Free Fund of Colorado remained fairly
defensive  throughout the year. A year ago we described our investment  strategy
as "wait and see" and it seems that we are still waiting.  On December 31, 2003,
the portfolio of Tax-Free Fund of Colorado was still very high in credit quality
with  approximately  98% invested in AAA or AA securities.  The weighted average
maturity of 8.9 years on that date tended to be on the shorter side than what it
has  been in the  past.  The Fund  continued  to hold on to  bonds  with  higher
interest rates, which were purchased when market rates were higher than they are
today. The Fund maintained broad  diversification with over 160 different issues
spread  among 20 counties in Colorado.  Our  strategy  resulted in a 4.32% total
return for our Class A investors in 2003.


2004 STRATEGY

     Last  year the  general  consensus  at the  beginning  of the year was that
interest  rates would move higher during the year.  This  consensus was correct,
but only for a short period of time.  Interest  rates spiked  higher  during two
months in the middle of the year and then  ended up at about the same  levels as
they began the year.  This year,  the general belief is that interest rates will
increase  slightly  later on in the year. We believe that it is still prudent to
limit risk in any way that we can.  The  Fund's  intermediate  maturity,  higher
coupon securities should hold their value very well even if interest rates begin
to rise.

     We also plan to maintain our position in high credit  quality  bonds.  This
will help us avoid issuers with temporary  budget  problems while we are waiting
for the state  economy to  recover.  In  addition,  the fact that  yields on the
highest quality municipal bonds are still very similar to lower investment grade
bonds,  allows us to provide  excellent risk adjusted  returns.  As we enter our
18th year of operation, it will remain our goal to seek to provide above average
double-exempt income and stable share price to our investors.

PERFORMANCE REPORT

     The following graph  illustrates the value of $10,000 invested in the Class
A shares of Tax-Free Fund of Colorado for the 10-year  period ended December 31,
2003 as compared with the Lehman Brothers  Quality  Intermediate  Municipal Bond
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 Lehman Index does not include any  operating
expenses nor sales charges and being nationally oriented, does not reflect state
specific bond market performance.


[Graphic of a line chart with the following information:]



   Lehman Brothers
Quality Intermediate                              Fund's Class a Shares
Municipal Bond Index       With Sales Charge       Without Sales Charge     Cost of Living Index
                                                                            
      $10,000                   $ 9,600                   $10,000                    $10,000
      $ 9,727                   $ 9,230                   $ 9,615                    $10,267
      $11,069                   $10,445                   $10,881                    $10,528
      $11,541                   $10,869                   $11,323                    $10,878
      $12,386                   $11,639                   $12,126                    $11,063
      $13,129                   $12,206                   $12,716                    $11,241
      $13,167                   $12,092                   $12,598                    $11,543
      $14,303                   $13,096                   $13,643                    $11,934
      $15,092                   $13,692                   $14,264                    $12,119
      $16,485                   $14,891                   $15,514                    $12,407
      $17,250                   $15,650                   $16,304                    $12,641




                                      AVERAGE ANNUAL TOTAL RETURN
                                   FOR PERIODS ENDED DECEMBER 31, 2003
                                 ---------------------------------------
                                                                 SINCE
                                 1 YEAR   5 YEARS   10 YEARS   INCEPTION
                                 ------   -------   --------   ---------
                                                  
Class A (5/21/87)
   With Sales Charge .........    0.15%    4.24%      4.58%      6.17%
   Without Sales Charge ......    4.32%    5.09%      5.01%      6.43%
Class C (4/30/96)
   With CDSC .................    2.33%    4.10%       n/a       4.46%
   Without CDSC ..............    3.33%    4.10%       n/a       4.46%
Class Y (4/30/96)
   No Sales Charge ...........    4.37%    5.14%       n/a       5.78%
Lehman Index .................    4.64%    5.61%      5.60%      6.56%(Class A)
                                  4.64%    5.61%       n/a       5.97%(Class C&Y)


Total return  figures  shown for the Fund reflect any change in price and assume
all distributions within the period were invested in additional shares.  Returns
for Class A shares are calculated  with and without the effect of the initial 4%
maximum sales charge. Returns for Class C shares are calculated with and without
the  effect of the 1%  contingent  deferred  sales  charge  (CDSC),  imposed  on
redemptions  made within the first 12 months after purchase.  Class Y shares are
sold without any sales  charge.  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
classes'  income  may be  subject  to  federal  and  state  income  taxes.  Past
performance is not predictive of future investment results.

PRIVACY NOTICE (UNAUDITED)

OUR PRIVACY POLICY. In providing services to you as an individual who owns or is
considering  investing in shares of a fund of the Aquila(SM)  Group of Funds, we
collect certain nonpublic 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 a fund.

INFORMATION  WE  COLLECT.   "Nonpublic   personal   information"  is  personally
identifiable  financial  information  about you as an individual or your family.
The kinds of nonpublic  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 nonpublic personal information about you to
companies  that  provide  necessary  services  to your fund,  such as the fund's
transfer  agent,  distributor,  investment  adviser  or  sub-adviser  and to our
affiliates,  as permitted or required by law, or as  authorized  by you. We also
may disclose this  information to another fund of the Aquila(SM)  Group of Funds
or its distributor,  or to the broker-dealer that holds your fund shares,  under
agreements  that  permit  them  to use  the  information  only  to  provide  you
information about your fund, other funds in the Aquila(SM) Group of Funds or new
services  we are  offering  which may be of  interest  to you.  Any other use is
strictly  prohibited.  We do not sell  information  about you or any of our fund
shareholders to anyone.

HOW WE SAFEGUARD  YOUR  INFORMATION.  We restrict  access to nonpublic  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  nonpublic
personal information we have about you.

If you have any questions  regarding our Privacy  Policy,  please  contact us at
1-800-437-1020.

[Logo of KPMG LLP: four solid rectangles with the letters KPMG in front of them]

                          INDEPENDENT AUDITORS' REPORT

To the Board of Trustees and Shareholders of
Tax-Free Fund of Colorado:

     We have audited the  accompanying  statement of assets and  liabilities  of
Tax-Free  Fund of  Colorado,  including  the  statement  of  investments,  as of
December 31, 2003,  and the related  statement of  operations  for the year then
ended,  the statements of changes in net assets for each of the two years in the
period then ended,  and the financial  highlights  for each of the five years in
the period then ended. These financial  statements and financial  highlights are
the responsibility of the Fund's management. Our responsibility is to express an
opinion on these  financial  statements  and financial  highlights  based on our
audits.

     We conducted our audits in accordance  with  auditing  standards  generally
accepted in the United States of America.  Those standards  require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements and financial highlights are free of material misstatement.  An audit
includes  examining,  on a test  basis,  evidence  supporting  the  amounts  and
disclosures in the financial statements and financial highlights. Our procedures
included   confirmation  of  securities  owned  as  of  December  31,  2003,  by
correspondence with the custodian.  As to securities sold but not yet delivered,
we performed  other  appropriate  auditing  procedures.  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 Fund of Colorado as of December 31, 2003, the results of its operations
for the year then ended, the changes in its net assets for each of the two years
in the period  then ended,  and the  financial  highlights  for each of the five
years in the  period  then  ended,  in  conformity  with  accounting  principles
generally accepted in the United States of America.

                                                                        KPMG LLP

New York, New York
February 13, 2004

                            TAX-FREE FUND OF COLORADO
                            STATEMENT OF INVESTMENTS
                                DECEMBER 31, 2003



                                                                        RATING
   FACE                                                                MOODY'S/
  AMOUNT     GENERAL OBLIGATION BONDS (36.3%)                             S&P         VALUE
- ----------   -------------------------------------------------------   --------   ------------
                                                                   
             CITY & COUNTY (2.2%)
             -------------------------------------------------------
             Denver, Colorado City and County Art Museum
$2,000,000      5.00%, 08/01/15 ....................................    Aa1/AA+   $  2,190,000
             Denver, Colorado City & County Excise Tax Revenue
 1,000,000      5.00%, 09/01/11 FSA Insured ........................    Aaa/AAA      1,120,000
 2,260,000      5.00%, 09/01/12 FSA Insured ........................    Aaa/AAA      2,500,125
                                                                                  ------------
                                                                                     5,810,125
                                                                                  ------------

             METROPOLITAN DISTRICT (6.5%)
             -------------------------------------------------------
             Arapahoe, Colorado Park & Recreation District
 1,070,000      5.00%, 12/01/17 FGIC Insured .......................    Aaa/NR       1,154,263
             Castle Pines, Colorado Metropolitan District
 1,060,000      5.50%, 12/01/07 FSA Insured ........................    Aaa/AAA      1,195,150
             Foothills, Colorado Park & Recreational District
 1,310,000      5.00%, 12/01/12 FSA Insured ........................    Aaa/NR       1,462,287
 1,325,000      5.00%, 12/01/13 FSA Insured ........................    Aaa/NR       1,467,438
 1,850,000      5.00%, 12/01/17 MBIA Insured .......................    Aaa/NR       1,995,687
             Highlands Ranch, Colorado Metropolitan District
                #1, Refunding
 1,530,000      6.25%, 09/01/06 MBIA Insured .......................    Aaa/AAA      1,541,337
 1,000,000      5.75%, 09/01/08 AMBAC Insured ......................    Aaa/AAA      1,143,750
 1,730,000      5.75%, 09/01/09 AMBAC Insured ......................    Aaa/AAA      2,006,800
             Interstate South, Colorado Metropolitan District
 2,165,000      5.75%, 12/01/09 LOC: US Bank .......................     NR/AA-      2,265,131
             South Suburban, Colorado Park & Recreational District
 1,365,000      5.125%, 12/15/09 FGIC Insured ......................    Aaa/AAA      1,518,563
             Westglenn, Colorado Metropolitan District
 1,000,000      6.25%, 12/01/08 Pre-Refunded .......................     NR/A+       1,020,830
             Westglenn, Colorado Metropolitan District Jefferson
                County Refunding
   450,000      5.65%, 12/01/04 ETM ................................     NR/A+         457,425
                                                                                  ------------
                                                                                    17,228,661
                                                                                  ------------

             SCHOOL DISTRICTS (27.6%)
             -------------------------------------------------------
             Adams & Arapahoe Counties, Colorado School
                District 28J
4,000,000       5.00%, 12/01/16 FSA Insured ........................    Aaa/AAA      4,380,000
             Adams County, Colorado School District #12
$1,255,000      5.625%, 12/15/08 FGIC Insured ......................    Aaa/AAA   $  1,436,975
 2,000,000      5.00%, 12/15/12 MBIA Insured .......................    Aaa/AAA      2,232,500
             Adams County, Colorado School District #14
 1,275,000      5.75%, 12/01/08 FSA Insured ........................    Aaa/AAA      1,461,469
             Arapahoe County, Colorado Cherry Creek School
                District #5
 1,000,000      5.50%, 12/15/08 ....................................    Aa2/AA       1,142,500
 2,760,000      5.50%, 12/15/11 ....................................    Aa2/AA       3,156,750
 2,750,000      5.50%, 12/15/12 ....................................    Aa2/AA       3,128,125
             Boulder Valley, Colorado School District
 1,215,000      5.50%, 12/01/08 FGIC Insured .......................    Aaa/AAA      1,365,356
             Clear Creek, Colorado School District
 1,000,000      5.00%, 12/01/16 FSA Insured ........................    Aaa/AAA      1,086,250
             Denver, Colorado City & County School District #1
 1,000,000      5.60%, 06/01/08 ....................................    Aa3/AA-      1,133,750
             Douglas & Elbert Counties, Colorado School District
                # Re-1, Series 1992
 2,000,000      5.25%, 12/15/11 FGIC Insured .......................    Aaa/AAA      2,252,500
             El Paso County, Colorado School District #2 Harrison
 1,000,000      5.00%, 12/01/15, MBIA Insured ......................    Aaa/NR       1,097,500
             El Paso County, Colorado School District #11
 1,330,000      6.25%, 12/01/08 ....................................    Aa3/AA-      1,567,738
             El Paso County, Colorado School District #20
 1,000,000      6.15%, 12/15/08 MBIA Insured .......................    Aaa/AAA      1,171,250
 1,500,000      5.00%, 12/15/14 FGIC Insured .......................    Aaa/NR       1,661,250
             El Paso County, Colorado School District #38
 1,110,000      5.70%, 12/01/12 ....................................    Aa3/NR       1,307,025
             El Paso County, Colorado School District #49
 1,500,000      5.50%, 12/01/13 FSA Insured ........................    Aaa/AAA      1,749,375
 1,000,000      5.25%, 12/01/14 FGIC Insured .......................    Aaa/AAA      1,117,500
 1,795,000      5.00%, 12/01/15 FSA Insured ........................    Aaa/AAA      1,987,962
             Fremont County, Colorado School District #001
                Canon City
 1,680,000      5.00%, 12/01/17 MBIA Insured .......................    Aaa/NR       1,827,000
             Garfield County, Colorado School District
 1,250,000      5.00%, 12/01/17 FSA Insured ........................    Aaa/NR       1,348,438
             Jefferson County, Colorado School District # R-1
$3,000,000      5.50%, 12/15/09 FGIC Insured .......................    Aaa/AAA   $  3,468,750
 2,340,000      5.25%, 12/15/11 FGIC Insured .......................    Aaa/AAA      2,632,500
 1,000,000      5.50%, 12/15/13 FGIC Insured .......................    Aaa/AAA      1,156,250
 2,500,000      4.00%, 12/15/14 FSA Insured ........................    Aaa/AAA      2,603,125
             La Plata County, Colorado School District #9
 1,500,000      5.00%, 11/01/18 MBIA Insured .......................    Aaa/NR       1,605,000
             Larimer County, Colorado School District #R1
                Poudre Refunding Series A
 2,100,000      5.25%, 12/15/11 ....................................    Aa3/AA-      2,336,250
             Larimer, Weld & Boulder Counties, Colorado School
                District #R-2J Thompson Refunding Series 2003
 2,000,000      4.375%, 12/15/14 FSA Insured .......................    Aaa/NR       2,150,000
             Larimer, Weld & Boulder Counties, Colorado
                Thompson S.D.
 2,000,000      5.90%, 12/15/05 ....................................    A1/AA-       2,084,260
             Mesa County, Colorado School District #51
 1,065,000      6.00%, 12/01/06 MBIA Insured .......................    Aaa/AAA      1,192,800
 1,000,000      5.20%, 12/01/09 MBIA Insured .......................    Aaa/AAA      1,110,000
             Pueblo County, Colorado School District # 70
 1,040,000      5.50%, 12/01/09 AMBAC Insured ......................    Aaa/AAA      1,159,600
 1,000,000      5.00%, 12/01/15 FGIC Insured .......................    Aaa/AAA      1,088,750
 3,440,000      5.00%, 12/01/16 FGIC Insured .......................    Aaa/AAA      3,710,900
             Weld & Adams Counties, Colorado School District 3J
 1,000,000      5.50%, 12/15/10 AMBAC Insured Pre-Refunded .........    Aaa/AAA      1,158,750
             Weld County, Colorado School District # 2
 1,315,000      5.00%, 12/01/15 FSA Insured ........................    Aaa/AAA      1,443,213
             Weld County, Colorado School District # 6
 1,195,000      5.00%, 12/01/15 FSA Insured ........................    Aaa/AAA      1,301,056
             Weld County, Colorado School District #6 Greeley
                Refunding
 1,695,000      5.00%, 12/01/16 FSA Insured ........................    Aaa/AAA      1,853,906
             Weld County, Colorado School District #8
 1,115,000      5.00%, 12/01/15 FSA Insured ........................    Aaa/AAA      1,223,713
 1,385,000      5.25%, 12/01/17 FSA Insured ........................    Aaa/AAA      1,537,350
                                                                                  ------------
                                                                                    72,427,386
                                                                                  ------------
                   Total General Obligation Bonds ..................                95,466,172
                                                                                  ------------

             REVENUE BOND (62.5%)
             -------------------------------------------------------

             ELECTRIC (3.1%)
             -------------------------------------------------------
             Colorado Springs, Colorado Utilities Revenue
$1,660,000      5.00%, 11/15/17 ....................................    Aa2/AA    $  1,794,875
             Colorado Springs, Colorado Utilities Revenue
                Subordinated Lien Improvement Series A
 1,095,000      5.00%, 11/15/16 ....................................    Aa2/AA       1,196,288
 1,000,000      5.00%, 11/15/17 ....................................    Aa2/AA       1,080,000
             Moffat County, Colorado Pollution Control
 2,125,000      5.625%, 11/01/06 AMBAC Insured .....................    Aaa/AAA      2,350,781
             Platte River, Colorado Power Authority
 1,500,000      6.00%, 06/01/07 MBIA Insured .......................    Aaa/AAA      1,698,750
                                                                                  ------------
                                                                                     8,120,694
                                                                                  ------------

             HIGHER EDUCATION (9.8%)
             -------------------------------------------------------
             Boulder County, Colorado Development
                Revenue UCAR
 1,130,000      5.00%, 09/01/17 AMBAC Insured ......................    Aaa/AAA      1,226,050
             Boulder County, Colorado UCAR Revenue
 1,760,000      5.00%, 09/01/16 MBIA Insured .......................    Aaa/AAA      1,909,600
             City of Aurora, Colorado Educational Development
                Refunding Bonds Series 1994
 1,580,000      6.00%, 10/15/07 ....................................    NR/BBB       1,634,621
             Colorado Educational & Cultural Facility Authority
                Johnson & Wales
   860,000      5.00%, 04/01/18 XLCI Insured .......................    Aaa/AAA        908,375
             Colorado Educational & Cultural Facility Authority
                University of Colorado Foundation Project
 2,110,000      5.00%, 07/01/17 AMBAC Insured ......................    Aaa/AAA      2,270,887
 1,865,000      5.375%, 07/01/18 AMBAC Insured .....................    Aaa/AAA      2,063,156
             Colorado Post Secondary Educational Facility
 1,170,000      5.50%, 03/01/08 MBIA Insured .......................    Aaa/AAA      1,319,175
             Colorado State Colleges Board Trustees Auxiliary
                System Revenue Refunding Series B
 1,035,000      5.00%, 05/15/15 MBIA Insured .......................    Aaa/AAA      1,141,088
             Colorado State University System
 1,530,000      5.00%, 03/01/17 AMBAC Insured ......................    Aaa/NR       1,654,313
             University of Colorado Enterprise System
 1,000,000      5.00%, 06/01/11 ....................................    Aa3/AA-      1,122,500
 2,325,000      5.00%, 06/01/15 AMBAC Insured ......................    Aaa/AAA      2,540,062
 1,735,000      5.00%, 06/01/16 ....................................    Aa3/AA-      1,888,981
 1,000,000      5.25%, 06/01/17 FGIC Insured .......................    Aaa/AAA      1,115,000
             University of Northern Colorado Auxiliary Facilities
$1,500,000      5.75%, 06/01/07 MBIA Insured Pre-Refunded ..........    Aaa/AAA   $  1,543,485
 1,745,000      5.75%, 06/01/08 MBIA Insured .......................    Aaa/AAA      1,963,125
 1,390,000      5.00%, 06/01/15 AMBAC Insured .....................     Aaa/AAA      1,506,413
                                                                                  ------------
                                                                                    25,806,831
                                                                                  ------------

             HOSPITAL (4.7%)
             -------------------------------------------------------
             Colorado Health Facilities Authority Revenue,
                Boulder Community Hospital Refunding
 1,410,000      5.65%, 10/01/06 MBIA Insured .......................    Aaa/AAA      1,478,921
             Colorado Health Facility Authority Hospital
                Revenue, Catholic Health
 1,000,000      5.375%, 12/01/09 ...................................    Aa2/AA       1,091,250
             Colorado Health Facility Authority Hospital
                Revenue, North Colorado Medical Center
 1,440,000      5.60%, 05/15/05 MBIA Insured .......................    Aaa/AAA      1,476,490
             Colorado Health Facility Authority Hospital
                Revenue, Sisters of Charity-Leavenworth
 1,000,000      5.50%, 12/01/08 MBIA Insured .......................    Aaa/AAA      1,128,750
 1,500,000      5.25%, 12/01/10 MBIA Insured .......................    Aaa/AAA      1,666,875
             Colorado Health Facility Authority Sisters of Charity
                Health Care
 1,000,000      6.25%, 05/15/09 AMBAC Insured, ETM .................    Aaa/AAA      1,175,000
             Colorado Health Facility Community Provider
                Pooled Loan Revenue
   195,000      7.20%, 07/15/05 FSA Insured ........................    Aaa/AAA        195,546
             Colorado Springs, Colorado Hospital Revenue
 1,460,000      5.50%, 12/15/06 MBIA Insured .......................    Aaa/AAA      1,591,400
             Poudre Valley, Colorado Hospital District, Refunding
 1,000,000      5.375%, 11/15/07 ...................................     Aa/NR       1,004,400
             University Colorado Hospital Authority
                Hospital Revenue
 1,475,000      5.50%, 11/15/07 AMBAC Insured ......................    Aaa/NR       1,655,687
                                                                                  ------------
                                                                                    12,464,319
                                                                                  ------------

             HOUSING (3.0%)
             -------------------------------------------------------
             Adams County, Colorado Multi-Family Housing
                Revenue, Brittany Station Series A
 1,600,000      5.40%, 09/01/25 FNMA Insured .......................    NR/AAA       1,684,000
             Colorado Housing Finance Authority
$  915,000      5.00%, 08/01/13 Series 2001 ........................     A1/A+    $    947,025
 1,380,000      6.05%, 10/01/16 Series 1999A3 ......................    Aa2/AA+      1,420,889
    45,000      6.125%, 11/01/23 Series 1998D3 .....................    Aa2/NR          48,431
             Colorado Housing Finance Authority, SFM
    10,000      6.00%, 12/01/04 Series 1994C .......................    Aa2/NR          10,054
   360,000      5.625%, 06/01/10 Series 1995D ......................    Aa2/NR         369,000
   135,000      5.75%, 11/01/10 Series 1996A .......................    Aa2/A+         135,861
    75,000      6.25%, 12/01/12 Series 1994C .......................    Aa2/NR          75,068
             Colorado Housing Finance Authority, Single Family
                Program 2000C3
   245,000      5.70%, 10/01/22 ....................................    Aa2/AA         257,556
             Colorado Housing Finance Authority, Single Family
                Program Sub. 2000D
   425,000      5.40%, 10/01/12 ....................................     A1/A+         444,656
             Denver, Colorado Single Family Mortgage Revenue
   285,000      5.00%, 11/01/15 GNMA Insured .......................    NR/AAA         297,825
             Littleton, Colorado Assisted Living Building Authority,
                Amity Plaza Project Multi-Family Housing
                Revenue Bond Series 1994
   540,000      6.10%, 03/01/06 ....................................     NR/A+         548,462
             Snowmass Village, Colorado Multi-Family Revenue
                Refunding
 1,500,000      6.30%, 12/15/08 FSA Insured ........................    Aaa/AAA      1,520,550
                                                                                  ------------
                                                                                     7,759,377
                                                                                  ------------

             LEASE (7.0%)
             -------------------------------------------------------
             Aurora, Colorado COP
 2,105,000      5.25%, 12/01/13 AMBAC Insured ......................    Aaa/AAA      2,344,444
             Broomfield, Colorado COP
 2,500,000      5.10%, 12/01/12 AMBAC Insured ......................    Aaa/NR       2,771,875
             Denver, Colorado City and County COP Roslyn Fire
 1,835,000      5.00%, 12/01/15 ....................................    Aa2/AA       2,000,150
             El Paso County, Colorado COP
 1,100,000      5.25%, 12/01/09 MBIA Insured .......................    Aaa/AAA      1,254,000
             El Paso County, Colorado COP Judicial Building
 1,760,000      5.00%, 12/01/16 AMBAC Insured ......................    Aaa/AAA      1,911,800
             El Paso County, Colorado COP Pikes Peak Regional
                Development Authority
 1,925,000      5.00%, 12/01/18 AMBAC Insured ......................    Aaa/AAA      2,071,781
             Fremont County, Colorado COP Refunding and
                Improvement Series A
$2,075,000      5.00%, 12/15/18 MBIA Insured .......................    Aaa/AAA   $  2,235,812
             Lakewood, Colorado COP
 1,440,000      5.20%, 12/01/13 AMBAC Insured ......................    Aaa/AAA      1,594,800
             Northern Colorado Water Conservancy District
 1,000,000      5.00%, 10/01/15 MBIA Insured .......................    Aaa/AAA      1,096,250
             Westminster, Colorado COP
 1,055,000      5.35%, 09/01/11 MBIA Insured .......................    Aaa/AAA      1,197,425
                                                                                  ------------
                                                                                    18,478,337
                                                                                  ------------

             SALES TAX (11.7%)
             -------------------------------------------------------
             City of Boulder, Colorado
 1,045,000      5.25%, 08/15/10 AMBAC Insured ......................    Aaa/AAA      1,173,013
             Boulder, Colorado Open Space Acquisition
 1,250,000      5.50%, 08/15/12 ....................................    Aa1/AA+      1,414,062
             Boulder County, Colorado Open Space
                Capital Improvement
 3,065,000      5.00%, 07/15/16 MBIA Insured .......................    Aaa/AAA      3,321,694
 1,630,000      5.00%, 07/15/17 MBIA Insured .......................    Aaa/AAA      1,754,288
             Boulder County, Colorado Open Space & Use Tax
                Revenue Bonds Series 1994
 1,740,000      5.75%, 12/15/04, FGIC Insured ......................    Aaa/AAA      1,815,568
             Boulder County, Colorado Sales & Use Tax Open
                Space Series A
 1,000,000      5.45%, 12/15/12 FGIC Insured .......................    Aaa/AAA      1,133,750
             City & County of Denver, Colorado Excise Tax Revenue
 2,000,000      5.375%, 09/01/10 FSA Insured .......................    Aaa/AAA      2,265,000
             Colorado Springs, Colorado Sales & Use Tax
                Revenue Service Sales
 1,320,000      5.00%, 12/01/12 ....................................     A1/AA       1,447,050
             Douglas County, Colorado Sales & Use Tax Open
                Space Revenue
 1,780,000      5.50%, 10/15/12 FSA Insured ........................    Aaa/AAA      2,013,625
             Golden, Colorado Sales & Use Tax
 1,265,000      5.00%, 12/01/12 AMBAC Insured ......................    Aaa/AAA      1,412,056
             Jefferson County, Colorado Open Space Sales Tax
 1,245,000      5.00%, 11/01/11 FGIC Insured .......................    Aaa/AAA      1,383,506
 1,600,000      5.00%, 11/01/13 AMBAC Insured ......................    Aaa/AAA      1,770,000
 1,080,000      5.00%, 11/01/14 AMBAC Insured ......................    Aaa/AAA      1,183,950
             Lakewood, Colorado Sales & Use Tax Revenue
$1,040,000      5.25%, 12/01/09 ....................................     NR/AA    $  1,180,400
             Larimer County, Colorado Sales Tax Revenue Bond
 1,000,000      5.50%, 12/15/12 AMBAC Insured ......................    Aaa/AAA      1,133,750
             Longmont, Colorado Sales & Use Tax
 1,875,000      5.50%, 11/15/14 ....................................     NR/AA       2,137,500
             Thornton, Colorado Sales Tax
 1,000,000      5.00%, 09/01/14 FSA Insured ........................    Aaa/AAA      1,093,750
             Westminster, Colorado Sales Tax Revenue
 1,175,000      5.50%, 12/01/07 FGIC Insured .......................    Aaa/AAA      1,324,813
 1,710,000      5.00%, 12/01/17 AMBAC Insured ......................     NR/AAA      1,844,662
                                                                                  ------------
                                                                                    30,802,437
                                                                                  ------------

             TRANSPORTATION (5.0%)
             -------------------------------------------------------
             Arapahoe County, Colorado E-470 Vehicle
                Registration Revenue Bonds
 1,000,000      5.45%, 08/31/07 MBIA Insured Pre-Refunded ..........    Aaa/AAA      1,097,500
             Colorado Department of Transportation Revenue
 1,565,000      5.00%, 06/15/15 MBIA Insured .......................    Aaa/AAA      1,758,669
             Colorado Department of Transportation-
                Transportation Revenue Anticipation Note
 1,000,000      6.00%, 06/15/13 AMBAC Insured Pre-Refunded .........    Aaa/AAA      1,195,000
             Northwest Parkway, Colorado Public Highway
                Authority Series A
 2,515,000      5.15%, 06/15/14 AMBAC Insured ......................    Aaa/AAA      2,810,512
             Regional Transportation District Colorado COP
 1,190,000      5.00%, 06/01/15 AMBAC Insured ......................    Aaa/AAA      1,298,588
 1,510,000      4.85%, 06/01/18 AMBAC Insured ......................    Aaa/AAA      1,594,937
             Regional Transportation District Colorado Sales
                Tax Revenue
 2,000,000      5.00%, 11/01/13 FGIC Insured .......................    Aaa/AAA      2,205,000
 1,000,000      5.00%, 11/01/16 FGIC Insured .......................    Aaa/AAA      1,076,250
                                                                                  ------------
                                                                                    13,036,456
                                                                                  ------------

             WATER & SEWER (15.3%)
             -------------------------------------------------------
             Aurora, Colorado Water Improvement Revenue First
                Lien Series A
 1,155,000      5.00%, 08/01/16 MBIA Insured .......................     Aaa/NR      1,261,838
             Boulder, Colorado Water & Sewer Revenue
 1,000,000      5.40%, 12/01/14 ....................................    Aa2/AA+      1,122,500
             Broomfield, Colorado Sewer and Waste Water Revenue
 1,985,000      5.00%, 12/01/15 AMBAC Insured ......................     Aaa/NR      2,176,056
 1,000,000      5.00%, 12/01/16 AMBAC Insured ......................     Aaa/NR      1,086,250
             Broomfield, Colorado Water Activity Enterprise
$1,500,000      5.30%, 12/01/12 MBIA Insured .......................     Aaa/NR   $  1,693,125
 1,730,000      5.25%, 12/01/13 MBIA Insured .......................     Aaa/NR      1,939,762
 2,190,000      5.00%, 12/01/16 MBIA Insured .......................     Aaa/NR      2,378,887
 2,290,000      5.00%, 12/01/17 ....................................     Aaa/NR      2,470,337
             Centennial, Colorado Water & Sewer District
 1,750,000      5.80%, 12/01/07 FSA Insured ........................    Aaa/AAA      1,903,125
             Colorado Clean Water Revenue
 1,000,000      5.375%, 09/01/10 ...................................    Aaa/AAA      1,125,000
             Colorado Metro Wastewater Reclamation District
 1,270,000      5.25%, 04/01/09 ....................................     Aa2/AA      1,409,700
             Colorado Water Resource & Power Development
                Authority
   215,000      6.00%, 09/01/06 ....................................    Aaa/AAA        217,217
 1,000,000      5.50%, 09/01/09 ....................................    Aaa/AAA      1,123,750
 1,635,000      5.00%, 09/01/12 ....................................    Aaa/AAA      1,820,981
 1,000,000      5.55%, 11/01/13 FGIC Insured .......................    Aaa/AAA      1,137,500
             Denver, Colorado City and County Wastewater
                Revenue
 1,560,000      5.00%, 11/01/15 FGIC Insured .......................    Aaa/AAA      1,712,100
             Denver, Colorado City & County Water Board
 2,570,000      4.75%, 12/01/17 FSA Insured ........................    Aaa/AAA      2,730,625
 1,885,000      4.75%, 12/01/18 FSA Insured ........................    Aaa/AAA      1,986,319
             Lafayette, Colorado Water Revenue
 1,625,000      5.00%, 12/01/17 MBIA Insured .......................    Aaa/AAA      1,765,156
             Left Hand, Colorado Water District, Series 1996
 1,530,000      5.75%, 11/15/08 MBIA Insured .......................    Aaa/AAA      1,688,738
             Northglenn, Colorado Water & Sewer
 1,010,000      5.75%, 12/01/06 FSA Insured ........................    Aaa/AAA      1,123,625
             Pueblo, Colorado Board Water Works
 1,000,000      5.50%, 11/01/10 FSA Insured ........................    Aaa/AAA      1,161,250
             Thornton, Colorado, Refunding
 2,000,000      5.60%, 12/01/06 FSA Insured ........................    Aaa/AAA      2,217,500
             Ute, Colorado Water Conservancy District
 1,570,000      5.50, 06/15/12 MBIA Insured ........................    Aaa/AAA      1,766,250
             Westminster, Colorado Water & Wastewater Utility
                Revenue
 1,000,000      5.70%, 12/01/04 AMBAC Insured ......................    Aaa/AAA      1,041,200
                                                                                  ------------
                                                                                    40,058,791
                                                                                  ------------

             MISCELLANEOUS REVENUE (2.9%)
             -------------------------------------------------------
             Denver, Colorado City & County Helen Bonfils Project
$2,275,000      5.875%, 12/01/09 ...................................     NR/AA-   $  2,556,531
             Denver, Colorado Convention Center Hotel
 1,500,000      4.00%, 12/01/14 XLCI Insured .......................    Aaa/AAA      1,533,750
             South Suburban, Colorado Park & Recreational District
 1,000,000      6.00%, 11/01/07 ....................................    Baa3/NR      1,103,750
             Thornton, Colorado Development Authority
 1,230,000      5.75%, 12/01/06 MBIA Insured .......................    Aaa/AAA      1,368,375
             Westminster, Colorado Golf Course Activity
 1,000,000      5.40%, 12/01/13 Asset Guaranty Insured .............     NR/AA       1,085,000
                                                                                  ------------
                                                                                     7,647,406
                                                                                  ------------
                   Total Revenue Bonds .............................               164,174,648
                                                                                  ------------
             Total Investments (cost $242,504,571**) ...............      98.8%    259,640,820
             Other assets less liabilities .........................       1.2       3,048,345
                                                                         ------   ------------
             Net Assets ............................................     100.0%   $262,689,165
                                                                         ======   ============


               *    Any  security  not  rated  (NR) 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 was
                    to be assigned by a rating service.

               **   See note 4.

                        PORTFOLIO ABBREVIATIONS:
             ------------------------------------------------
             AMBAC - American Municipal Bond Assurance Corp.
             COP   - Certificates of Participation
             ETM   - Escrowed to Maturity
             FGIC  - Financial Guaranty Insurance Co.
             FNMA  - Federal Housing Administration
             FSA   - Financial Security Assurance
             GNMA  - Government National Mortgage Association
             LOC   - Letter of Credit
             MBIA  - Municipal Bond Investors Assurance
             SFM   - Single Family Mortgage
             UCAR  - University Corporation for Atmospheric Research
             XLCI  - XL Capital Assurance, Inc.


                 See accompanying notes to financial statements.

                           TAX-FREE FUND OF COLORADO
                      STATEMENT OF ASSETS AND LIABILITIES
                               DECEMBER 31, 2003

ASSETS
   Investments at value (cost $242,504,571) ....................   $259,640,820
   Cash ........................................................      1,506,962
   Interest receivable .........................................      1,718,980
   Receivable for Fund shares sold .............................        310,702
   Receivable for investment securities sold ...................        138,099
                                                                   ------------
   Total assets ................................................    263,315,563
                                                                   ------------
LIABILITIES
   Payable for Fund shares redeemed ............................        187,198
   Dividends payable ...........................................        236,840
   Management fee payable ......................................        110,760
   Distribution fees payable ...................................         48,410
   Accrued expenses ............................................         43,190
                                                                   ------------
   Total liabilities ...........................................        626,398
                                                                   ------------
NET ASSETS .....................................................   $262,689,165
                                                                   ============
   Net Assets consist of:
   Capital Stock - Authorized an unlimited number of
      shares, par value $.01 per share .........................   $    242,384
   Additional paid-in capital ..................................    245,294,530
   Net unrealized appreciation on investments (note 4) .........     17,136,249
   Overdistributed net realized gain on investments ............           (146)
   Undistributed net investment income .........................         16,148
                                                                   ------------
                                                                   $262,689,165
                                                                   ============
CLASS A
   Net Assets ..................................................   $233,109,356
                                                                   ============
   Capital shares outstanding ..................................     21,508,866
                                                                   ============
   Net asset value and redemption price per share ..............   $      10.84
                                                                   ============
   Offering price per share (100/98 of $10.84 adjusted
      to nearest cent) (note 3) ................................   $      11.06
                                                                   ============
CLASS C
   Net Assets ..................................................   $ 15,819,817
                                                                   ============
   Capital shares outstanding ..................................      1,462,526
                                                                   ============
   Net asset value and offering price per share ................   $      10.82
                                                                   ============
   Redemption price per share (*a charge of 1% is imposed on
      the redemption proceeds of the shares, or on the
      original price, whichever is lower, if redeemed during
      the first 12 months after purchase) ......................   $      10.82*
                                                                   ============
CLASS Y
   Net Assets ..................................................   $ 13,759,992
                                                                   ============
   Capital shares outstanding ..................................      1,266,964
                                                                   ============
   Net asset value, offering and redemption price per share ....   $      10.86
                                                                   ============

                 See accompanying notes to financial statements.

                            TAX-FREE FUND OF COLORADO
                             STATEMENT OF OPERATIONS
                      FOR THE YEAR ENDED DECEMBER 31, 2003


                                                                   
INVESTMENT INCOME:

   Interest income .........................................                $11,287,249

Expenses:

   Management fee (note 3) .................................   $1,240,722
   Distribution and service fees (note 3) ..................      242,842
   Transfer and shareholder servicing agent fees ...........      142,645
   Trustees' fees and expenses (note 8) ....................       82,462
   Shareholders' reports and proxy statements ..............       66,189
   Legal fees ..............................................       61,597
   Auditing and tax fees ...................................       25,912
   Custodian fees ..........................................       25,742
   Registration fees and dues ..............................       19,154
   Insurance ...............................................       11,758
   Miscellaneous ...........................................       39,172
                                                               ----------
   Total expenses ..........................................    1,958,195

   Expenses paid indirectly (note 6) .......................       (7,635)
                                                               ----------
   Net expenses ............................................                  1,950,560
                                                                            -----------
   Net investment income ...................................                  9,336,689

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:

   Net realized gain (loss) from securities transactions ...       18,155
   Change in unrealized appreciation on investments ........      941,222
                                                               ----------
   Net realized and unrealized gain (loss) on investments...                    959,377
                                                                            -----------
   Net change in net assets resulting from operations.......                $10,296,066
                                                                            ===========


                 See accompanying notes to financial statements.

                            TAX-FREE FUND OF COLORADO
                       STATEMENTS OF CHANGES IN NET ASSETS



                                                                   YEAR ENDED         YEAR ENDED
                                                               DECEMBER 31, 2003   DECEMBER 31, 2002
                                                               -----------------   -----------------
                                                                          
OPERATIONS:
   Net investment income ...................................     $  9,336,689         $  8,460,610
   Net realized gain (loss) from securities transactions ...           18,155              156,615
   Change in unrealized appreciation on investments ........          941,222           10,045,867
                                                                 ------------         ------------
      Change in net assets from operations .................       10,296,066           18,663,092
                                                                 ------------         ------------

DISTRIBUTIONS TO SHAREHOLDERS (NOTE 10):
   Class A Shares:
   Net investment income ...................................       (9,078,557)          (8,388,584)

   Class C Shares:
   Net investment income ...................................         (401,241)            (161,987)

   Class I Shares:
   Net investment income ...................................              (50)+                 --

   Class Y Shares:
   Net investment income ...................................         (432,274)            (276,796)
                                                                 ------------         ------------
      Change in net assets from distributions ..............       (9,912,122)          (8,827,367)
                                                                 ------------         ------------

CAPITAL SHARE TRANSACTIONS (NOTE 7):
   Proceeds from shares sold ...............................       52,284,613           45,269,037
   Reinvested dividends and distributions ..................        5,865,102            5,281,641
   Cost of shares redeemed .................................      (27,630,404)         (21,843,527)
                                                                 ------------         ------------
   Change in net assets from capital share transactions ....       30,519,311           28,707,151
                                                                 ------------         ------------
      Change in net assets .................................       30,903,255           38,542,876

NET ASSETS:
   Beginning of period .....................................      231,785,910          193,243,034
                                                                 ------------         ------------
   End of period* ..........................................     $262,689,165         $231,785,910
                                                                 ============         ============
   * Includes undistributed net investment income of:            $     16,148         $     11,470
                                                                 ============         ============


- ----------
+    For the period April 2, 2003 to July 8, 2003.


                See accompanying notes to financial statements.


                            TAX-FREE FUND OF COLORADO
                         NOTES TO FINANCIAL STATEMENTS

1. ORGANIZATION

     Tax-Free  Fund  of  Colorado  (the  "Fund"),  a  non-diversified,  open-end
investment company, was organized in February,  1987 as a Massachusetts business
trust and commenced  operations on May 21, 1987. The Fund is authorized to issue
an  unlimited  number of shares  and,  since its  inception  to April 30,  1996,
offered  only one class of shares.  On that date,  the Fund 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  with a
front-payment  sales charge and bear an annual  distribution fee. Class C shares
are sold with a  level-payment  sales charge with no payment at time of purchase
but level service and  distribution  fees from date of purchase through a period
of six years thereafter. A contingent deferred sales charge of 1% is assessed to
any Class C  shareholder  who redeems  shares of this Class within one year from
the date of purchase.  Class C Shares,  together with a pro-rata  portion of all
Class  C  Shares   acquired   through   reinvestment   of  dividends  and  other
distributions paid in additional Class C Shares,  automatically convert to Class
A Shares  after 6 years.  The Class Y shares are only  offered  to  institutions
acting for an investor in a fiduciary,  advisory,  agency,  custodian or similar
capacity and are not offered  directly to retail  investors.  Class Y shares are
sold at net asset value without any sales charge,  redemption  fees,  contingent
deferred  sales charge or  distribution  or service fees. On April 30, 1998, the
Fund  established  Class I shares,  which  are  offered  and sold  only  through
financial intermediaries and are not offered directly to retail investors. Class
I Shares are sold at net asset value without any sales charge,  redemption fees,
or contingent  deferred sales charge.  Class I Shares carry a  distribution  and
service  fee.  As of the report  date no Class I Shares  were  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.


2. SIGNIFICANT ACCOUNTING POLICIES

     The following is a summary of significant  accounting  policies followed by
the Fund 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 at fair value 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 at the mean of bid and  asked  quotations  and,  in the case of
     other securities,  at fair value determined under procedures established by
     and under the  general  supervision  of the Board of  Trustees.  Securities
     which mature in 60 days or less are 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.

b)   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.

c)   FEDERAL  INCOME  TAXES:  It is the  policy  of the  Fund  to  qualify  as a
     regulated  investment  company  by  complying  with the  provisions  of the
     Internal Revenue Code applicable to certain investment companies.  The Fund
     intends to make  distributions of income and securities  profits sufficient
     to relieve it from all, or  substantially  all,  Federal  income and excise
     taxes.

d)   ALLOCATION OF EXPENSES:  Expenses,  other than class-specific expenses, 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 charged directly to such class.

e)   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.


3. FEES AND RELATED PARTY TRANSACTIONS

a) MANAGEMENT ARRANGEMENTS:

     Aquila  Management  Corporation  (the  "Manager"),  the Fund's  founder and
sponsor, serves as the Manager for the Fund under an Advisory and Administration
Agreement with the Fund.  Refer to note 11 for Subsequent  Event  footnote.  The
portfolio  management  of the  Fund  has  been  delegated  to a  Sub-Adviser  as
described below.  Under the Advisory and Administration  Agreement,  the Manager
provides all  administrative  services to the Fund, other than those relating to
the day-to-day  portfolio  management.  The Manager's services include providing
the  office  of the Fund and all  related  services  as well as  overseeing  the
activities of the Sub-Adviser and all the various support  organizations  to the
Fund such as the shareholder servicing agent, custodian, legal counsel, auditors
and distributor and  additionally  maintaining the Fund'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 0.50% on the Fund's net assets.

     Kirkpatrick  Pettis  Investment  Management,  Inc. (the  "Sub-Adviser"),  a
wholly-owned subsidiary of KFS Corporation,  a wholly-owned subsidiary of Mutual
of Omaha Insurance  Company,  serves as the Investment  Sub-Adviser for the Fund
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 Fund, the investment program of the
Fund and the composition of its portfolio,  arranges for the purchases and sales
of portfolio securities, and provides for daily pricing of the Fund'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 0.20 of 1% on the Fund's average net assets.

     Specific  details  as to  the  effect  of the  Fund's  payments  under  its
Distribution  Plan, as described  below, on the above  management fees and as to
the  nature  and  extent  of the  services  provided  by  the  Manager  and  the
Sub-Adviser  are more fully  defined in the Fund's  Prospectus  and Statement of
Additional Information.


b) DISTRIBUTION AND SERVICE FEES:

     The Fund 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 Fund is authorized to make service
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 Fund,  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  Fund's  shares  or
servicing of  shareholder  accounts.  The Fund  currently  makes payment of this
distribution  fee at the annual  rate of 0.05% of the Fund's  average net assets
represented by Class A Shares.  The Board of Trustees and shareholders  approved
an amendment to the Fund's  Distribution Plan applicable to Class A Shares which
will permit the Fund to make  service fee  payments at the rate of up to 0.15 of
1% on the entire net assets  represented  by Class A Shares.  For the year ended
December 31, 2003,  distribution  fees on Class A Shares amounted to $112,266 of
which the Distributor retained $4,333.

     Under  another part of the Plan,  the Fund 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 Fund's Class C shares or
servicing of shareholder accounts. These payments are made at the annual rate of
0.75% of the Fund's average net assets represented by Class C Shares and for the
year ended  December  31,  2003,  amounted  to  $97,930.  In  addition,  under a
Shareholder  Services  Plan, the Fund 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 Fund's average net assets represented by Class C
Shares and for the year ended  December 31, 2003 amounted to $32,643.  The total
of these  payments with respect to Class C Shares  amounted to $130,573 of which
the Distributor retained $15,359.

     Under  another part of the Plan,  the Fund is  authorized  to make payments
with respect to Class I Shares to Qualified Recipients.  Class I payments, under
the Plan,  may not  exceed  for any  fiscal  year of the Fund a rate  (currently
0.25%),  set from time to time by the Board of Trustees,  of not more than 0.25%
of the average annual net assets represented by the Class I Shares. In addition,
Class I has a  Shareholder  Services  Plan under which it may pay  service  fees
(currently  0.15%) of not more  than  0.25% of the  average  annual  net  assets
represented by Class I Shares. That is, the total payments under both plans will
not exceed  0.50% of such net assets.  For the period April 2, 2003 through July
8, 2003,  these  payments were made at the average  annual rate of 0.40% of such
net assets and  amounted to $5 of which $3 related to the Plan and $2 related to
the Shareholder Services Plan.

     Specific  details  about the Plans are more  fully  defined  in the  Fund's
Prospectus and Statement of Additional Information.

     Under a Distribution  Agreement,  the  Distributor  serves as the exclusive
distributor of the Fund's shares. Through agreements between the Distributor and
various  broker-dealer  firms ("dealers"),  the Fund's shares are sold primarily
through the facilities of these dealers having offices within Colorado, with the
bulk of sales commissions  inuring to such dealers.  For the year ended December
31, 2003,  total  commissions on sales of Class A Shares amounted to $895,062 of
which the Distributor received $161,446.  For the period January 1, 2003 through
October 20,  2003,  the maximum  sales  charge on Class A Shares was 4%. For the
period  October 21, 2003 through  December 31, 2003, the maximum sales charge on
Class A Shares was 2%.  Beginning  January 1, 2004,  the maximum sales charge on
Class A Shares is 4%.


C) OTHER RELATED PARTY TRANSACTIONS:

     For the year ended  December 31, 2003,  the Fund incurred  $60,094 of legal
fees  allocable  to Hollyer  Brady Smith & Hines LLP,  counsel to the Fund,  for
legal services in conjunction with the Fund's ongoing operations.  The Secretary
of the Fund is a Partner of Hollyer Brady Smith & Hines LLP.


4. PURCHASES AND SALES OF SECURITIES

     During the year ended  December  31,  2003,  purchases  of  securities  and
proceeds from the sales of securities  aggregated  $45,474,562 and  $15,123,159,
respectively.

     At  December  31,  2003,  the  aggregate  tax cost for all  securities  was
$242,488,569.  At December 31, 2003 the aggregate gross unrealized  appreciation
for all  securities  in which  there is an excess of market  value over tax cost
amounted to $17,337,551  and aggregate  gross  unrealized  depreciation  for all
securities in which there is an excess of tax cost over market value amounted to
$185,300 for a net unrealized appreciation of $17,152,251.


5. PORTFOLIO ORIENTATION

     Since  the Fund  invests  principally  and may  invest  entirely  in double
tax-free  municipal  obligations  of issuers within  Colorado,  it is subject to
possible risks  associated with economic,  political,  or legal  developments or
industrial  or regional  matters  specifically  affecting  Colorado and whatever
effects these may have upon Colorado issuers' ability to meet their obligations.


6. EXPENSES

     The Fund has  negotiated an expense offset  arrangement  with its custodian
wherein it receives credit toward the reduction of custodian fees and other Fund
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.  It is the general intention of the Fund to invest, to the
extent  practicable,  some or all of cash  balances in  income-producing  assets
rather than leave cash on deposit.


7. CAPITAL SHARE TRANSACTIONS

     Transactions in Capital Shares of the Fund were as follows:



                                                YEAR ENDED                   YEAR ENDED
                                            DECEMBER 31, 2003            DECEMBER 31, 2002
                                        -------------------------    -------------------------
                                          SHARES        AMOUNT         SHARES        AMOUNT
                                        ----------   ------------    ----------   ------------
                                                                
CLASS A SHARES:
   Proceeds from shares sold ........    3,047,540   $ 33,045,064     2,861,228   $ 30,423,801
   Reinvested distributions .........      509,390      5,502,495       486,558      5,156,250
   Cost of shares redeemed ..........   (1,943,417)   (20,966,281)   (1,582,400)   (16,725,358)
                                        ----------   ------------    ----------   ------------
      Net change ....................    1,613,513     17,581,278     1,765,386     18,854,693
                                        ----------   ------------    ----------   ------------
CLASS C SHARES:
   Proceeds from shares sold ........      789,815      8,539,708       696,460      7,376,485
   Reinvested distributions .........       22,651        244,197        10,218        108,404
   Cost of shares redeemed ..........     (193,704)    (2,076,304)      (48,328)      (514,095)
                                        ----------   ------------    ----------   ------------
      Net change ....................      618,762      6,707,601       658,350      6,970,794
                                        ----------   ------------    ----------   ------------
CLASS I SHARES:
   Proceeds from shares sold ........          463          5,000            --             --
   Reinvested distributions .........            4             46            --             --
   Cost of shares redeemed ..........         (467)        (5,101)           --             --
                                        ----------   ------------    ----------   ------------
      Net change ....................           --*           (55)*          --             --
                                        ----------   ------------    ----------   ------------
CLASS Y SHARES:
   Proceeds from shares sold ........      990,596     10,694,841       701,513      7,468,751
   Reinvested distributions .........       10,962        118,364         1,591         16,987
   Cost of shares redeemed ..........     (424,903)    (4,582,718)     (430,013)    (4,604,074)
                                        ----------   ------------    ----------   ------------
      Net change ....................      576,655      6,230,487       273,091      2,881,664
                                        ----------   ------------    ----------   ------------
Total transactions in Fund shares ...    2,808,930   $ 30,519,311     2,696,827   $ 28,707,151
                                        ==========   ============    ==========   ============


*    For the period April 2, 2003 to July 8, 2003.


8. TRUSTEES' FEES AND EXPENSES

     During  the  fiscal  year  there  were  seven  Trustees,  two of  whom  are
affiliated  with the Manager and are not paid any trustee fees.  Each  Trustees'
fees paid during the year were at the average annual rate of $7,250 for carrying
out  responsibilities  and attendance at regularly  scheduled Board Meetings.  A
meeting  of the  independent  trustees  is held  prior to each  quarterly  Board
Meeting for which each  attendee was paid an average fee of $125.  If additional
or special  meetings are scheduled for the Fund,  separate meeting fees are paid
for each such meeting to those Trustees in attendance.  The Fund also reimburses
the Trustees for expenses such as travel,  accomodations,  and meals incurred in
connection with attendance at regularly  scheduled or special Board Meetings and
at the Annual Meeting and Outreach Meeting of Shareholders.  For the fiscal year
ended December 31, 2003 such reimbursements  averaged  approximately  $5,400 per
Trustee.


9. SECURITIES TRADED ON A WHEN-ISSUED BASIS

     The  Fund  may  purchase  or  sell  securities  on  a  when-issued   basis.
When-issued transactions arise when securities are purchased or sold by the Fund
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 Fund at the time of
entering  into the  transaction.  Beginning  on the date the Fund  enters into a
when-issued  transaction,  cash or other liquid  securities are segregated in an
amount equal to or greater than the amount 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. DISTRIBUTIONS

     The Fund  declares  dividends  daily from net  investment  income and makes
payments monthly in additional shares at the net asset value per share, in cash,
or in a combination of both, at the shareholder's  option.  Net realized capital
gains, if any, are distributed annually and are taxable.

     The  Fund  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 Colorado  income  taxes.
However,  due  to  the  distribution  levels  maintained  by the  Fund  and  the
differences  between  financial  statement  reporting  and  Federal  income  tax
reporting  requirements,  distributions  made by the Fund may not be the same as
the Fund's net investment income,  and/or net realized securities gains. In this
regard,  the Fund credited  distributions in excess of net investment  income in
the  amount of  $580,112,  debited  additional  paid in capital in the amount of
$561,957 and  accumulated  net realized gain on investments  $18,155 at December
31, 2003.  This  adjustment had no impact on the Fund's  aggregate net assets at
December 31, 2003.  Further,  a small portion of the dividends  may,  under some
circumstances, be subject to taxes at ordinary income and/or capital gain rates.

     Tax character of distributions paid by the Fund:

                                YEAR ENDED DECEMBER 31,
                                  2003          2002
                               ----------   -----------
     Net tax-exempt income     $9,331,870   $ 8,460,078
     Ordinary income              562,097       210,674
     Capital gain                  18,155       156,615
                               ----------   -----------
                               $9,912,122   $ 8,827,367
                               ==========   ===========

     As of December 31, 2003, the components of distributable  earnings on a tax
basis were as follows:

     Unrealized appreciation                $17,152,251

     The difference between book basis and tax basis unrealized  appreciation is
attributable primarily to premium/discount adjustments.


11. SUBSEQUENT EVENT

     Effective January 1, 2004, Aquila  Management  Corporation,  founder of the
Fund,  assigned its  Advisory  and  Administration  Agreement  and  Sub-Advisory
Agreement to its  wholly-owned  subsidiary,  Aquila  Investment  Management LLC,
which will  continue  the  management  of the Fund.  The  transfer  was made for
reasons of corporate and tax planning and will have no effect on the  management
of the  Fund  or the  fees  being  paid.  These  changes  will  not  affect  the
sub-advisory  arrangements  with  the  Fund's  Sub-Adviser,  Kirkpatrick  Pettis
Investment  Management,  Inc.,  which  provides  the Fund  with  local  advisory
services.

                            TAX-FREE FUND OF COLORADO
                              FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD



                                                                                 CLASS A
                                                             ----------------------------------------------
                                                                          YEAR ENDED DECEMBER 31,
                                                             ----------------------------------------------
                                                              2003      2002      2001      2000      1999
                                                             ------    ------    ------    ------    ------
                                                                                
Net asset value, beginning of period .....................   $10.82    $10.32    $10.31     $9.98    $10.63
                                                             ------    ------    ------    ------    ------
Income (loss) from investment operations:
   Net investment income+ ................................    0.41      0.43      0.45      0.46      0.46
   Net gain (loss) on securities (both realized
      and unrealized) ....................................    0.05      0.52      0.02      0.35     (0.55)
                                                             ------    ------    ------    ------    ------
   Total from investment operations ......................    0.46      0.95      0.47      0.81     (0.09)
                                                             ------    ------    ------    ------    ------
Less distributions (note 10):
   Dividends from net investment income ..................   (0.44)    (0.45)    (0.46)    (0.48)    (0.48)
   Distributions from capital gains ......................     --        --        --        --      (0.08)
                                                             ------    ------    ------    ------    ------
Total distributions ......................................   (0.44)    (0.45)    (0.46)    (0.48)    (0.56)
                                                             ------    ------    ------    ------    ------
Net asset value, end of period ...........................   $10.84    $10.82    $10.32    $10.31    $ 9.98
                                                             ======    ======    ======    ======    ======
Total return (not reflecting sales charge) ...............    4.32%     9.36%     4.64%     8.30%    (0.84)%

Ratios/supplemental data
   Net assets, end of period (in thousands)  .............  $233,109  $215,195  $187,022  $179,816  $190,698
   Ratio of expenses to average net assets ...............    0.74%     0.75%     0.76%     0.78%     0.76%
   Ratio of net investment income to average net assets ..    3.81%     4.05%     4.27%     4.53%     4.41%
   Portfolio turnover rate ...............................    6.16%     6.95%    14.56%    22.45%    13.08%

The expense ratios after giving effect to the expense offset for uninvested cash
   balances were:

   Ratio of expenses to average net assets ...............    0.74%     0.74%     0.75%     0.77%     0.75%


- ----------
+    Per share amounts have been calculated using the monthly average shares
     method.


                 See accompanying notes to financial statements.

                            TAX-FREE FUND OF COLORADO
                        FINANCIAL HIGHLIGHTS (CONTINUED)

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD



                                                                   CLASS C
                                                  ------------------------------------------
                                                           YEAR ENDED DECEMBER 31,
                                                  ------------------------------------------
                                                   2003     2002     2001     2000     1999
                                                  ------   ------   ------   ------   ------
                                                                 
Net asset value, beginning of period ..........   $10.80   $10.30   $10.29   $ 9.97   $10.61
                                                  ------   ------   ------   ------   ------
Income (loss) from investment operations:
   Net investment income+ .....................    0.31     0.31     0.34     0.37     0.36
   Net gain (loss) on securities (both
      realized and unrealized) ................    0.04     0.53     0.03     0.33    (0.54)
                                                  ------   ------   ------   ------   ------
   Total from investment operations ...........    0.35     0.84     0.37     0.70    (0.18)
                                                  ------   ------   ------   ------   ------
Less distributions (note 10):
   Dividends from net investment income .......   (0.33)   (0.34)   (0.36)   (0.38)   (0.38)
   Distributions from capital gains ...........     --       --       --       --     (0.08)
                                                  ------   ------   ------   ------   ------
   Total distributions ........................   (0.33)   (0.34)   (0.36)   (0.38)   (0.46)
                                                  ------   ------   ------   ------   ------
Net asset value, end of period ................   $10.82   $10.80   $10.30   $10.29   $ 9.97
                                                  ======   ======   ======   ======   ======
Total return (not reflecting sales charge) ....    3.33%    8.32%    3.64%    7.18%   (1.70)%

Ratios/supplemental data
   Net assets, end of period (in thousands) ...  $15,820   $9,109   $1,909    $897   $1,932
   Ratio of expenses to average net assets ....    1.69%    1.68%    1.69%    1.73%    1.70%
   Ratio of net investment income to average
      net assets ..............................    2.83%    2.99%    3.25%    3.60%    3.44%
   Portfolio turnover rate ....................    6.16%    6.95%   14.56%   22.45%   13.08%

The expense ratios after giving effect to the expense offset for uninvested cash
   balances were:

   Ratio of expenses to average net assets ....    1.68%    1.67%    1.68%    1.72%    1.69%




                                                                 CLASS Y
                                                  ------------------------------------------
                                                           YEAR ENDED DECEMBER 31,
                                                  ------------------------------------------
                                                   2003     2002     2001     2000     1999
                                                  ------   ------   ------   ------   ------
                                                                 
Net asset value, beginning of period ..........   $10.84   $10.33   $10.33   $10.00   $10.65
                                                  ------   ------   ------   ------   ------
Income (loss) from investment operations:
   Net investment income+ .....................    0.42     0.44     0.45     0.46     0.46
   Net gain (loss) on securities (both
      realized and unrealized) ................    0.04     0.52     0.02     0.35    (0.54)
                                                  ------   ------   ------   ------   ------
   Total from investment operations ...........    0.46     0.96     0.47     0.81    (0.08)
                                                  ------   ------   ------   ------   ------
Less distributions (note 10):
   Dividends from net investment income .......   (0.44)   (0.45)   (0.47)   (0.48)   (0.49)
   Distributions from capital gains ...........     --       --       --       --     (0.08)
                                                  ------   ------   ------   ------   ------
   Total distributions ........................   (0.44)   (0.45)   (0.47)   (0.48)   (0.57)
                                                  ------   ------   ------   ------   ------
Net asset value, end of period ................   $10.86   $10.84   $10.33   $10.33   $10.00
                                                  ======   ======   ======   ======   ======
Total return (not reflecting sales charge) ....    4.37%    9.50%    4.59%    8.36%   (0.79)%

Ratios/supplemental data
   Net assets, end of period (in thousands) ...  $13,760   $7,482   $4,312   $4,417   $5,416
   Ratio of expenses to average net assets ....    0.69%    0.69%    0.71%    0.73%    0.71%
   Ratio of net investment income to average
      net assets ..............................    3.85%    4.07%    4.32%    4.58%    4.45%
   Portfolio turnover rate ....................    6.16%    6.95%   14.56%   22.45%   13.08%

The expense ratios after giving effect to the expense offset for uninvested cash
   balances were:

   Ratio of expenses to average net assets ....    0.69%    0.69%    0.70%    0.72%    0.70%


- ----------
+    Per share amounts have been calculated using the monthly average shares
     method.


                 See accompanying notes to financial statements.

ADDITIONAL INFORMATION (UNAUDITED)

TRUSTEES(1)
AND OFFICERS



                                                                                             NUMBER OF
                          POSITIONS                                                          PORTFOLIOS   OTHER DIRECTORSHIPS
                          HELD WITH                                                          IN FUND      HELD BY TRUSTEE
NAME,                     FUND AND            PRINCIPAL                                      COMPLEX      (THE POSITION HELD IS
ADDRESS(2)                LENGTH OF           OCCUPATION(S)                                  OVERSEEN     A DIRECTORSHIP UNLESS
AND DATE OF BIRTH         SERVICE(3)          DURING PAST 5 YEARS                            BY TRUSTEE   INDICATED OTHERWISE.)
- -----------------         ----------          -------------------                            ----------   ---------------------
                                                                                              
INTERESTED TRUSTEES(4)

Lacy B. Herrmann          Chairman of the     Founder and Chairman of the Board, Aquila          11       Director or trustee,
New York, NY              Board of Trustees   Management Corporation, the sponsoring                      Pimco Advisors VIT,
(05/12/29)                since 1987          organization and parent of the Manager or                   Oppenheimer Quest
                                              Administrator and/or Adviser or Sub-Adviser                 Value Funds Group,
                                              to each fund of the Aquila(SM) Group of                     Oppenheimer Small
                                              Funds,(5) Chairman and Chief Executive                      Cap Value Fund,
                                              Officer and Manager of the Manager or                       Oppenheimer Midcap
                                              Administrator and/or Advisor or Sub-Adviser                 Fund, and
                                              to each since 2003, and Founder, Chairman of                Oppenheimer
                                              the Board of Trustees and (currently or                     Rochester Group of
                                              until 1998) President of each since its                     Funds.
                                              establishment, beginning in 1984; Director
                                              of the Distributor since 1981 and formerly
                                              Vice President or Secretary, 1981-1998;
                                              Trustee Emeritus, Brown University and the
                                              Hopkins School; active in university, school
                                              and charitable organizations.

Diana P. Herrmann         Trustee since       Vice Chair of Aquila Management Corporation,        6       None
New York, NY              2000, President     Founder of the Aquila(SM) Group of Funds and
(02/25/58)                since 1999, and     parent of the Manager, since 2004, President
                          Vice Chair          and Chief Operating Officer since 1997, a
                          since 2004          Director since 1984, Secretary since 1986
                                              and previously its Executive Vice President,
                                              Senior Vice President or Vice President,
                                              1986-1997; Vice Chair since 2004 and
                                              President, Chief Operating Officer and
                                              Manager of the Manager since 2003; Vice
                                              Chair, President, Senior Vice President or
                                              Executive Vice President of funds in the
                                              Aquila(SM) Group of Funds since 1986;
                                              Director of the Distributor since 1997;
                                              trustee, Reserve Money-Market Funds, 1999-
                                              2000 and Reserve Private Equity Series,
                                              1998-2000; active in mutual fund and trade
                                              organizations and in charitable and
                                              volunteer organizations.

NON-INTERESTED TRUSTEES

Tucker Hart Adams         Trustee since       President, The Adams Group, Inc., an                2       Director, Touch
Colorado Springs, CO      1989                economic consulting firm, since 1989;                       America, Colorado
(01/11/38)                                    formerly Chief Economist, United Banks of                   Health Facilities
                                              Colorado; currently or formerly active with                 Authority, Avista
                                              numerous professional and community                         Laboratories, Inc.
                                              organizations.                                              and Mortgage
                                                                                                          Analysis Computer
                                                                                                          Corp.

Gary C. Cornia            Trustee since       Professor, Marriott School of Management,           4       None
Orem, UT                  2000                Brigham Young University, 1980 - present;
(06/24/48)                                    President, the National Tax Association;
                                              Chair of the Executive Committee, the
                                              International Center for Land Policy Studies
                                              and Training Institute, Taipei, Taiwan;
                                              formerly Senior Visiting Fellow, Lincoln
                                              Institute of Land Policy, 2003; Associate
                                              Dean, Marriott School of Management, Brigham
                                              Young University, 1991- 2000; Chair, Utah
                                              Governor's Tax Review Committee, 1993-2002;
                                              member, Governor's Tax Review Committee
                                              since 2003; Faculty Associate, the Land
                                              Reform Training Institute, Taipei, Taiwan
                                              and The Lincoln Institute of Land Policy,
                                              Cambridge, Massachusetts.

John C. Lucking           Trustee since       President, Econ-Linc, an economic consulting        2       Director, Sanu Resources
Phoenix, AZ               2000                firm, since 1995; formerly Consulting
(05/20/43)                                    Economist, Bank One Arizona and Chief
                                              Economist, Valley National Bank; member,
                                              Arizona's Joint Legislative Budget Committee
                                              Economic Advisory Panel and the Western Blue
                                              Chip Economic Forecast Panel; Board,
                                              Northern Arizona University Foundation since
                                              1997; member, various historical, civic and
                                              economic associations.

Anne J. Mills             Trustee since       President, Loring Consulting Company since          4       None
Castle Rock, CO           1987                2001; Vice President for Business Affairs,
(12/23/38)                                    Ottawa University, 1992-2001; IBM
                                              Corporation, 1965-1991; Budget Review
                                              Officer, the American Baptist Churches/USA,
                                              1994-1997; director, the American Baptist
                                              Foundation; Trustee, Ottawa University; and
                                              Trustee Emerita, Brown University.

J. William Weeks          Trustee since       Retired; limited partner and investor in            2       None
Palm Beach, FL            1995                various real estate partnerships since 1988;
(06/22/27)                                    formerly Senior Vice President or Vice
                                              President of the Aquila Bond Funds; and Vice
                                              President of the Distributor.

OFFICERS

Charles E. Childs, III    Executive Vice      Executive Vice President of all Funds since        N/A      N/A
New York, NY              President since     2003; Senior Vice President, corporate
(04/01/57)                2003                development, formerly Vice President,
                                              Assistant Vice President and Associate of
                                              the Manager's parent since 1987; Senior Vice
                                              President, Vice President or Assistant Vice
                                              President of the Money-Market Funds since
                                              1988.

Stephen J. Caridi         Senior Vice         Vice President of the Distributor since            N/A      N/A
New York, NY              President since     1995; Vice President, Hawaiian Tax-Free
(05/06/61)                2004                Trust since 1998; Senior Vice President,
                                              Narragansett Insured Tax-Free Income Fund
                                              since 1998, Vice President 1996-1997; Senior
                                              Vice President, Tax-Free Fund of Colorado
                                              since 2004; Assistant Vice President,
                                              Tax-Free Fund For Utah since 1993.

James M. McCullough       Senior Vice         Senior Vice President or Vice President of         N/A      N/A
Portland, OR              President since     Aquila Rocky Mountain Equity Fund and four
(06/11/45)                1999                Aquila Bond Funds; Senior Vice President of
                                              the Distributor since 2000; Director of
                                              Fixed Income Institutional Sales, CIBC
                                              Oppenheimer & Co. Inc., Seattle, WA,
                                              1995-1999.

Jerry G. McGrew           Senior Vice         President of the Distributor since 1998,           N/A      N/A
New York, NY              President since     Registered Principal since 1993, Senior Vice
(06/18/44)                1997                President, 1997-1998 and Vice President,
                                              1993-1997; Senior Vice President, Aquila
                                              Rocky Mountain Equity Fund and five Aquila
                                              Bond Funds since 1995; Vice President,
                                              Churchill Cash Reserves Trust, 1995-2001.

Emily T. Rae              Vice President      Vice President of Aquila Rocky Mountain            N/A      N/A
Aurora, CO                since 2002          Equity Fund and Tax-Free Fund of Colorado
(03/02/74)                                    since 2002; investment analyst, Colorado
                                              State Bank and Trust, 2001-02; financial
                                              analyst, J.P. Morgan, 2000-01, senior
                                              registered associate, Kirkpatrick Pettis,
                                              1998-2000; registered associate, FBS
                                              Investments (now U.S. Bancorp Piper
                                              Jaffray), 1997-98.

John T. Volk              Assistant Vice      Marketing representative for the Distributor       N/A      N/A
New York, NY              President since     since 1998; mutual fund services
(04/15/71)                2002                representative, Prudential Securities,
                                              1996-98.

Joseph P. DiMaggio        Chief Financial     Chief Financial Officer of the Aquila(SM)          N/A      N/A
New York, NY              Officer since       Group of Funds since 2003 and Treasurer
(11/06/56)                2003 and            since 2000; Controller, Van Eck Global
                          Treasurer since     Funds, 1993-2000.
                          2000

Edward M. W. Hines        Secretary since     Partner, Hollyer Brady Smith & Hines LLP,          N/A      N/A
New York, NY              1987                legal counsel to the Fund, since 1989;
(12/16/39)                                    Secretary of the Aquila(SM)Group of Funds.

Robert W. Anderson        Assistant           Compliance Officer of the Manager or its           N/A      N/A
New York, NY              Secretary since     predecessor and current parent since 1998
(08/23/40)                2000                and Assistant Secretary of the Aquila(SM)
                                              Group of Funds since 2000; trustee, Alpha
                                              Strategies Fund since July, 2002;
                                              Consultant, The Wadsworth Group, 1995-1998.

John M. Herndon           Assistant           Assistant Secretary of the Aquila(SM) Group        N/A      N/A
New York, NY              Secretary since     of Funds since 1995 and Vice President of
(12/17/39)                1995                the three Aquila Money-Market Funds since
                                              1990; Vice President of the Manager or its
                                              predecessor and current parent since 1990.

Lori A. Vindigni          Assistant           Assistant Treasurer of the Aquila(SM) Group        N/A      N/A
New York, NY              Treasurer since     of Funds since 2000; Assistant Vice
(11/02/66)                2000                President of the Manager or its predecessor
                                              and current parent since 1998; Fund
                                              Accountant for the Aquila(SM) Group of
                                              Funds, 1995-1998.


- ----------

(1)  The  Fund's  Statement  of  Additional   Information   includes  additional
information about the Trustees and is available, without charge, upon request by
calling 800-437-1020 (toll free).

(2) The mailing  address of each  Trustee and  officer is c/o  Tax-Free  Fund of
Colorado, 380 Madison Avenue, 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) Mr. Herrmann is an interested  person of the Fund as that term is defined in
the 1940 Act as an officer of the Fund and 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 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.  Each is also an
interested person as a member of the immediate family of the other.

(5) In this material  Pacific  Capital Cash Assets Trust,  Pacific  Capital U.S.
Government Securities Cash Assets Trust and Pacific Capital Tax-Free Cash Assets
Trust, each of which is a money-market fund, are called the "Aquila Money-Market
Funds";  Hawaiian Tax-Free Trust,  Tax-Free Trust of Arizona,  Tax-Free Trust of
Oregon,  Tax-Free  Fund  of  Colorado,  Churchill  Tax-Free  Fund  of  Kentucky,
Narragansett  Insured  Tax-Free  Income Fund and Tax-Free Fund For Utah, each of
which is a tax-free  municipal  bond fund,  are called the "Aquila  Bond Funds";
Aquila Rocky Mountain Equity Fund is an equity fund; considered together,  these
11 funds are called the "Aquila(SM) Group of Funds."

FEDERAL TAX STATUS OF DISTRIBUTIONS (UNAUDITED)

     This  information is presented in order to comply with a requirement of the
Internal Revenue Code AND NO ACTION ON THE PART OF SHAREHOLDERS IS REQUIRED.

     For the calendar year ended December 31, 2003, $9,331,870 of dividends paid
by Tax-Free  Fund of  Colorado,  constituting  94.134% of total  dividends  paid
during calendar 2003, were exempt-interest dividends; $18,155 of total dividends
paid during calendar 2003, were capital gain dividends  taxable at a rate of 15%
and the balance were ordinary dividend income.

     Prior to January 31, 2004, shareholders were mailed IRS Form 1099-DIV which
contained  information on the status of distributions paid for the 2003 CALENDAR
YEAR.



INFORMATION AVAILABLE (UNAUDITED)

     Much of the  information  that the funds in the  Aquila(SM)  Group of Funds
produce is automatically sent to you and all other  shareholders.  Specifically,
you are  routinely  sent the entire list of portfolio of securities of your fund
twice a year in the semi-annual and annual reports you receive. You should know,
however,  that we prepare, and have available,  portfolio listings at the end of
each quarter.

     Whenever you may be interested in seeing a listing of your fund's portfolio
other   than  in  your   shareholder   reports,   please   check   our   website
(www.aquilafunds.com) or call us at 1-800-437-1020.

FOUNDER
     AQUILA MANAGEMENT CORPORATION

MANAGER
     AQUILA INVESTMENT MANAGEMENT LLC
     380 Madison Avenue, Suite 2300
     New York, New York 10017

INVESTMENT SUB-ADVISER
     KIRKPATRICK PETTIS INVESTMENT
        MANAGEMENT, INC.
     1600 Broadway, Suite 1100
     Denver, Colorado 80202

BOARD OF TRUSTEES
     Lacy B. Herrmann, Chairman
     Tucker Hart Adams
     Gary C. Cornia
     Diana P. Herrmann
     John C. Lucking
     Anne J. Mills
     J. William Weeks

OFFICERS
     Diana P. Herrmann, Vice Chair and President
     Stephen J. Caridi, Senior Vice President
     Emily T. Rae, Vice President
     Joseph P. DiMaggio, Chief Financial Officer
        and Treasurer
     Edward M.W. Hines, Secretary

DISTRIBUTOR
     AQUILA DISTRIBUTORS, INC.
     380 Madison Avenue, Suite 2300
     New York, New York 10017

CUSTODIAN
     BANK ONE TRUST COMPANY, N.A.
     1111 Polaris Parkway
     Columbus, Ohio 43240

TRANSFER AND SHAREHOLDER SERVICING AGENT
     PFPC Inc.
     760 Moore Road
     King of Prussia, Pennsylvania 19406

INDEPENDENT AUDITORS
     KPMG LLP
     757 Third Avenue
     New York, New York 10017

Further information is contained in the Prospectus, which must precede or
accompany this report.


ANNUAL
REPORT

DECEMBER 31, 2003

                                  TAX-FREE FUND
                                       OF
                                    COLORADO

                          A TAX-FREE INCOME INVESTMENT

[Logo of Tax-Free Fund of Colorado: a square with silhouettes of two mountains
and a rising sun]

[Logo of the Aquila Group of funds: an eagle's head]

                                   ONE OF THE
                           AQUILA(SM) GROUP OF FUNDS


ITEM 2.  CODE OF ETHICS.

(a) As of December 31, 2003 (the end of the reporting period) the
Trust has adopted a code of ethics that applies to the Fund's
principal executive officer(s)and principal financial officer(s)
and persons performing similar functions ("Covered Officers") as
defined in the Aquila Group of Funds Code of Ethics for Principal
Executive and Senior Financial Officers under Section 406 of the
Sarbanes-Oxley Act of 2002.;

(f)(1) Pursuant to Item 10(a)(1), a copy of the Fund's Code of
 Ethics that applies to the Trust's principal executive officer(s)
 and principal financial officer(s) and persons performing similar
functions is included as an exhibit to its annual report on this
Form N-CSR;

(f)(2)  The text of the Fund's Code of Ethics that applies to the
Fund's principal executive officer(s) and principal financial
officer(s) and persons performing similar functions has been
posted on its Internet website which can be found at the Fund's
Internet address at aquilafunds.com.


ITEM 3.  AUDIT COMMITTEE FINANCIAL EXPERT.

(a)(1)(ii) The Board of Trustees of the Fund has determined that
it does not have at least one audit committee financial expert
serving on its audit committee.  The Fund does not have such a
 person serving on the audit committee because none of the persons
 currently serving as Trustees happens to have the technical
accounting and auditing expertise included in the definition of
"audit committee financial expert" recently adopted by the Securities
and Exchange Commission in connection with this Form N-CSR, and the
Board has not heretofore deemed it necessary to seek such a person
for election to the Board.

The primary mission of the Board, which is that of oversight over
the operations and affairs of the Fund, confronts the Trustees with
 a wide and expanding range of issues and responsibilities. The
 Trustees believe that, accordingly, it is essential that the Board's
membership consist of persons with as extensive experience as possible
in fulfilling the duties and responsibilities of mutual fund directors
and audit committee members and, ideally, with extensive experience
 and background relating to the economic and financial sectors and
securities in which the Fund invests, including exposure to the
financial and accounting matters commonly encountered with respect
to those sectors and securities.  The Board believes that its current
 membership satisfies those criteria.  It recognizes that it would
also be helpful to have a member with the relatively focused accounting
and auditing expertise reflected in the applicable definition of
"audit committee financial expert," just as additional members with
 similarly focused technical expertise in other areas relevant to
the Fund's operations and affairs would also contribute added value.
However, the Board believes that the Fund is better served, and its
assets better employed, by a policy of hiring experts in various
areas, including the specialized area of technical accounting and
auditing matters, if and as the Board identifies the need, rather
than by seeking to expand its numbers by adding technical experts
in the areas constituting its domain of responsibility.  The Fund's
Audit Committee Charter explicitly authorizes the Committee to
retain such experts as it deems necessary in fulfilling its duties
under the Charter.


ITEM 4.  PRINCIPAL ACCOUNTANT FEES AND SERVICES

a) Audit Fees - The aggregate fees billed for professional services rendered
By the principal accountant for the audit of the Registrant's annual
financial statements were $20,100 in 2003 and $19,500 in 2002.

b) Audit Related Fees - There were no amounts billed for audit-related
fees over the
past two years.

c)  Tax Fees - The Registrant was billed by the principal accountant $6,792
and $8,950 in 2003 and 2002, respectively, for return preparation.

d)  All Other Fees - There were no additional fees plaid for audit and non-
audit services other than those disclosed in a) thorough c) above.

e)(1)  Currently, the audit committee of the Registrant pre-approves audit
services and fees on an engagement-by-engagement basis

e)(2)  None of the services described in b) through d) above were approved
by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of
Regulation
S-X, all were pre-approved on an engagement-by-engagement basis.

f)  No applicable.

g) There were no non-audit services fees billed by the Registrant's accountant
 to the Registrant's investment adviser or distributor over the past two years.

h)  Not applicable.


ITEM 5.  AUDIT COMMITTEE OF LISTED REGISTRANTS.
		Not applicable.

ITEM 6.  [RESERVED]

ITEM 7.  DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR
         CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

ITEM 8. [RESERVED]

ITEM 9.  CONTROLS AND PROCEDURES.

(a)  Based on their evaluation of the registrant's disclosure controls and
procedures (as defined in Rule 30a-2(c) under the Investment Company Act of
1940) as of a date within 90 days of the fling of this report, the registrant's
chief financial and executive officers have concluded that the disclosure
controls and procedures of the registrant are appropriately designed to ensure
that information required to be disclosed in the registrant's reports that are
filed under the Securities Exchange Act of 1934 are accumulated and communicated
to registrant's management, including its principal executive officer(s) and
principal financial officer(s), to allow timely decisions regarding required
disclosure and is recorded, processed, summarized and reported, within the time
periods specified in the rules and forms adopted by the Securities and Exchange
Commission.

(b)  There have been no significant changes in registrant's internal controls or
in other factors that could significantly affect registrant's internal controls
subsequent to the date of the most recent evaluation, including no significant
deficiencies or material weaknesses that required corrective action.

ITEM 10.  EXHIBITS.

(a)(1) (a)(1) Aquila Group of Funds Code of Ethics for Principal Executive and
Senior Financial Officers under Section 406 of the Sarbanes-Oxley Act of 2002.

(a)(2) Certifications of principal executive officer and principal financial
officer as required by Rule 30a-2(a) under the Investment Company Act of
1940.

(b) Certifications of principal executive officer and principal financial
officer as required by Rule 30a-2(b) under the Investment Company Act of 1940.

SIGNATURES

	Pursuant to the requirements of the Securities Exchange Act of 1934 and
the Investment Company Act of 1940, the registrant has duly caused this report
 to be signed on its behalf by the undersigned thereunto duly authorized.

TAX-FREE FUND OF COLORADO

By:  /s/  Lacy B. Herrmann
- ---------------------------------
Chairman of the Board
March 8, 2004

By:  /s/  Diana P. Herrmann
- ---------------------------------
Vice Chair and President
March 8, 2004


By:  /s/  Joseph P. DiMaggio
- -----------------------------------
Chief Financial Officer
March 8, 2004


Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on
the dates indicated.

By:  /s/  Lacy B. Herrmann
- ---------------------------------
Lacy B. Herrmann
Chairman of the Board
March 8, 2004

By:  /s/  Diana P. Herrmann
- ---------------------------------
Diana P. Herrmann
Vice Chair and President
March 8, 2004

By:  /s/  Joseph P. DiMaggio
- -----------------------------------
Joseph P. DiMaggio
Chief Financial Officer
March  8, 2004



TAX-FREE FUND OF COLORADO


EXHIBIT INDEX

(a)(1) Aquila Group of Funds Code of Ethics for Principal Executive
and Senior Financial Officers under Section 406 of the Sarbanes-Oxley
Act of 2002.

(a) (2)	Certifications of principal executive officer and principal financial
officer as required by Rule 30a-2(a) under the Investment
Company Act of 1940.

(b)	Certification of chief executive officer and chief financial officer as
required by Rule 30a-2(b) of the Investment Company Act of 1940.