October 29, 2007

                   PROSPECTUS
                            First American Investment Funds, Inc.
                            ASSET CLASS - BOND FUNDS

TAX FREE INCOME FUNDS

Class A, Class C, and Class Y Shares

ARIZONA TAX FREE FUND

CALIFORNIA TAX FREE FUND
COLORADO TAX FREE FUND
MINNESOTA TAX FREE FUND
MISSOURI TAX FREE FUND
NEBRASKA TAX FREE FUND
OHIO TAX FREE FUND
TAX FREE FUND

As with all mutual funds, the Securities and
Exchange Commission has not approved or
disapproved the shares of these funds, or
determined if the information in this prospectus
is accurate or complete. Any statement to the
contrary is a criminal offense.

(FIRST AMERICAN FUNDS LOGO)




                      FIRST AMERICAN INVESTMENT FUNDS, INC.
                   PROSPECTUS SUPPLEMENT DATED AUGUST 18, 2008

This information supplements the Tax Free Income Funds Prospectus of First
American Investment Funds, Inc., dated October 29, 2007 (the "Prospectus"). This
supplement and the Prospectus constitute a current Prospectus. To request a copy
of the Prospectus, please call 800-677-FUND.

THE FOLLOWING REPLACES "POLICIES AND SERVICES--PURCHASING, REDEEMING, AND
EXCHANGING SHARES--DETERMINING YOUR SHARE PRICE--CLASS A SHARES--PURCHASING
CLASS A SHARES WITHOUT A SALES CHARGE" ON PAGE 17:

The following persons may purchase a fund's Class A shares at net asset value
without a sales charge:

- -    directors, advisory board members, full-time employees and retirees of the
     advisor and its affiliates.

- -    current and retired officers and directors of the funds.

- -    full-time employees of any broker-dealer authorized to sell fund shares.

- -    full-time employees of the fund's counsel.

- -    members of the immediate families of any of the foregoing (i.e., a spouse
     or domestic partner and any dependent children).

- -    persons who purchase the funds through "one-stop" mutual fund networks
     through which the funds are made available.

- -    persons participating in a fee-based program sponsored and maintained by a
     registered broker-dealer.

- -    trust companies and bank trust departments acting in a fiduciary, advisory,
     agency, custodial or similar capacity.

- -    persons who hold shares of a First American money market fund pursuant to
     an arrangement, which has subsequently terminated, under which the money
     market fund had served as a cash investment option for another mutual fund
     family, but only with respect to exchanges of those shares (including
     shares representing reinvested dividends) for shares of other First
     American funds.

- -    group retirement and employee benefit plans.

You must notify the funds or your financial intermediary if you are eligible to
purchase Class A shares without a sales charge.



                                                                    FAIF-TAXFREE


TABLE OF
CONTENTS

<Table>
                                                           
FUND SUMMARIES
         Objectives, Principal Investment Strategies, and
             Principal Risks                                           2
         Fund Performance
         Arizona Tax Free Fund                                         4
         California Tax Free Fund                                      5
         Colorado Tax Free Fund                                        6
         Minnesota Tax Free Fund                                       7
         Missouri Tax Free Fund                                        8
         Nebraska Tax Free Fund                                        9
         Ohio Tax Free Fund                                           10
         Tax Free Fund                                                11
         Fees and Expenses                                            12
MORE ABOUT THE FUNDS
         Investment Strategies and Other Investment Matters           15
POLICIES AND SERVICES
         Purchasing, Redeeming, and Exchanging Shares                 16
         Managing Your Investment                                     25
ADDITIONAL INFORMATION
         Management                                                   27
         Financial Highlights                                         29
FOR MORE INFORMATION                                          Back Cover
</Table>


Fund Summaries

Introduction

          This section of the prospectus describes the objectives of
          the First American Tax Free Funds, summarizes the principal
          investment strategies used by each fund in trying to achieve
          its objective, and highlights the risks involved with these
          strategies. It also provides you with information about the
          performance, fees, and expenses of the funds.

          AN INVESTMENT IN THE FUNDS IS NOT A DEPOSIT OF U.S. BANK
          NATIONAL ASSOCIATION AND IS NOT INSURED OR GUARANTEED BY THE
          FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER
          GOVERNMENT AGENCY.

          THIS PROSPECTUS AND THE RELATED STATEMENT OF ADDITIONAL
          INFORMATION (SAI) DO NOT CONSTITUTE AN OFFER TO SELL OR A
          SOLICITATION OF AN OFFER TO BUY SHARES IN THE FUNDS, NOR
          SHALL ANY SUCH SHARES BE OFFERED OR SOLD TO ANY PERSON IN
          ANY JURISDICTION IN WHICH AN OFFER, SOLICITATION, PURCHASE,
          OR SALE WOULD BE UNLAWFUL UNDER THE SECURITIES LAWS OF SUCH
          JURISDICTION.


                              1
                           Prospectus - First American Tax Free Income Funds


Fund Summaries
Objectives, Principal Investment Strategies, and Principal Risks

This section summarizes the investment objectives and principal strategies and
risks of investing in First American Tax Free Funds. Each fund, except Tax Free
Fund, is referred to in this prospectus as a "state-specific fund." You will
find more specific information about each fund in the pages that follow.

INVESTMENT OBJECTIVES

The funds have the following investment objectives:

STATE-SPECIFIC FUNDS -- providing maximum current income that is exempt from
both federal income tax and from the income tax of the state specified in the
fund's name, to the extent consistent with prudent investment risk.

TAX FREE FUND -- providing maximum current income that is exempt from federal
income tax to the extent consistent with prudent investment risk.

PRINCIPAL INVESTMENT STRATEGIES

Under normal market conditions, each fund invests at least 80% of its net assets
(plus the amount of any borrowings for investment purposes) in municipal
securities that pay interest that is exempt from federal and, for the
state-specific funds, applicable state income tax, including the federal
alternative minimum tax and, in the case of California Tax Free Fund, Colorado
Tax Free Fund, and Minnesota Tax Free Fund, the applicable state alternative
minimum tax.

Each fund normally may invest up to 20% of its net assets in taxable
obligations, including obligations the interest on which is subject to the
federal alternative minimum tax and applicable state alternative minimum tax, if
any.

Each fund may invest in:

- - "general obligation" bonds;

- - "revenue" bonds;

- - participation interests in municipal leases; and

- - zero coupon municipal securities.

Each fund invests mainly in securities that, at the time of purchase, are either
rated investment grade or are unrated and determined to be of comparable quality
by the fund's advisor. However, each fund may invest up to 20% of its total
assets in securities that, at the time of purchase, are rated lower than
investment grade or are unrated and of comparable quality (securities commonly
referred to as "high-yield" securities or "junk bonds"). If the rating of a
security is reduced or discontinued after purchase, the fund is not required to
sell the security, but may consider doing so.

Each fund will attempt to maintain the weighted average maturity of its
portfolio securities at 10 to 25 years under normal market conditions.

The fund may utilize futures contracts and options on futures contracts in an
attempt to manage market risk, credit risk and yield curve risk, and to manage
the effective maturity or duration of securities in the fund's portfolio. The
fund may not use such instruments to gain exposure to a security or type of
security that it would be prohibited by its investment restrictions from
purchasing directly.

PRINCIPAL RISKS

The price and yield of each fund will change daily due to changes in interest
rates and other factors, which means you could lose money. The principal risks
of investing in these funds are described below:

Active Management Risk.   Each fund is actively managed and its performance
therefore will reflect in part the advisor's ability to make investment
decisions which are suited to achieving the fund's investment objective. Due to
its active management, a fund could underperform its benchmark or other mutual
funds with similar investment objectives.

Call Risk.   Many municipal bonds may be redeemed at the option of the issuer,
or "called," before their stated maturity date. In general, an issuer will call
its bonds if they can be refinanced by issuing new bonds which bear a lower
interest rate. The funds are subject to the possibility that during periods of
falling interest rates, a municipal bond issuer will call its high-yielding
bonds. A fund would then be forced to invest the unanticipated proceeds at lower
interest rates, resulting in a decline in the fund's income.

Credit Risk.   Each fund is subject to the risk that the issuers of debt
securities held by the fund will not make payments on the securities. There is
also the risk that an issuer could suffer adverse changes in financial condition
that could lower the credit quality of a security. This could lead to greater
volatility in the price of the security and in shares of the fund. Also, a
change in the credit quality rating of a bond could affect the bond's liquidity
and make it more difficult for the fund to sell. In adverse economic or other
circumstances, issuers of lower rated securities are more likely to have
difficulty making principal and interest payments than issuers of higher rated
securities. When a fund purchases unrated securities, it will depend on the
advisor's analysis of credit risk without the assessment of an independent
rating organization, such as Moody's or S&P.

Futures Risk.   The use of futures contracts exposes a fund to additional risks
and transaction costs. Risks inherent in the use of futures contracts include:
the risk that securities prices,


                              2
                      Prospectus - First American Tax Free Income Funds


Fund Summaries
Objectives, Principal Investment Strategies, and Principal Risks  CONTINUED

index prices, or interest rates will not move in the direction that the advisor
anticipates; an imperfect correlation between the price of the futures contract
and movements in the prices of the securities being hedged; the possible absence
of a liquid secondary market for any particular instrument and possible exchange
imposed price fluctuation limits, either of which may make it difficult or
impossible to close out a position when desired; leverage risk, which is the
risk that adverse price movements in a futures contract can result in a loss
substantially greater than the fund's initial investment in that futures
contract; and the risk that the counterparty will fail to perform its
obligations, which could leave the fund worse off than if it had not entered
into the position. If a fund uses futures contracts and the advisor's judgment
proves incorrect, the fund's performance could be worse than if it had not used
these instruments.

High-Yield Securities Risk.   Each fund may invest in high-yield securities.
Although these securities usually offer higher yields than investment grade
securities, they also involve more risk. High-yield securities may be more
susceptible to real or perceived adverse economic conditions than investment
grade securities. In addition, the secondary trading market may be less liquid.
High-yield securities generally have more volatile prices and carry more risk to
principal than investment grade securities.

Income Risk.   Each fund's income could decline due to falling market interest
rates. This is because, in a falling interest rate environment, the funds
generally will have to invest the proceeds from sales of fund shares, as well as
the proceeds from maturing portfolio securities (or portfolio securities that
have been called, see "Call Risk" above), in lower-yielding securities.

Interest Rate Risk.   Debt securities in the funds will fluctuate in value with
changes in interest rates. In general, debt securities will increase in value
when interest rates fall and decrease in value when interest rates rise.
Longer-term debt securities are generally more sensitive to interest rate
changes. Each fund may invest in zero coupon securities, which do not pay
interest on a current basis and which may be highly volatile as interest rates
rise or fall.

Liquidity Risk.   Each fund is exposed to liquidity risk because of its
investment in high-yield securities. Trading opportunities are more limited for
debt securities that have received ratings below investment grade. These
features may make it more difficult to sell or buy a security at a favorable
price or time. Consequently, these funds may have to accept a lower price to
sell a security, sell other securities to raise cash, or give up an investment
opportunity, any of which could have a negative effect on a fund's performance.
Infrequent trading may also lead to greater price volatility.

Municipal Lease Obligations Risk.   Each fund may purchase participation
interests in municipal leases. These are undivided interests in a lease,
installment purchase contract, or conditional sale contract entered into by a
state or local government unit to acquire equipment or facilities. Participation
interests in municipal leases pose special risks because many leases and
contracts contain "non-appropriation" clauses that provide that the governmental
issuer has no obligation to make future payments under the lease or contract
unless money is appropriated for this purpose by the appropriate legislative
body. Although these kinds of obligations are secured by the leased equipment or
facilities, it might be difficult and time consuming to dispose of the equipment
or facilities in the event of non-appropriation, and the fund might not recover
the full principal amount of the obligation.

Non-Diversification Risk.   Each fund other than Tax Free Fund is
non-diversified. A non-diversified fund may invest a larger portion of its
assets in a fewer number of issuers than a diversified fund. Because a
relatively high percentage of the fund's assets may be invested in the
securities of a limited number of issuers, the fund's portfolio may be more
susceptible to any single economic, political or regulatory occurrence than the
portfolio of a diversified fund.

Political and Economic Risks.   The values of municipal securities may be
adversely affected by local political and economic conditions and developments.
Adverse conditions in an industry significant to a local economy could have a
correspondingly adverse effect on the financial condition of local issuers.
Other factors that could affect municipal securities include a change in the
local, state, or national economy, demographic factors, ecological or
environmental concerns, statutory limitations on the issuer's ability to
increase taxes, and other developments generally affecting the revenue of
issuers (for example, legislation or court decisions reducing state aid to local
governments or mandating additional services). To the extent a fund invests in
the securities of issuers located in a single state, it will be
disproportionately affected by political and economic conditions and
developments in that state. The value of municipal securities also may be
adversely affected by future changes in federal or state income tax laws,
including rate reductions, the imposition of a flat tax, or the loss of a
current state income tax exemption.


                              3
                      Prospectus - First American Tax Free Income Funds


Fund Summaries
Arizona Tax Free Fund
FUND PERFORMANCE

The following illustrations provide you with information on the fund's
volatility and performance. Of course, the fund's past performance (before and
after taxes) is not necessarily an indication of how the fund will perform in
the future.

The bar chart shows you how performance of the fund's Class A shares has varied
from year to year. The performance of Class C shares will be lower due to their
higher expenses. The performance of Class Y shares will be higher due to their
lower expenses. Sales charges are not reflected in the chart; if they were,
returns would be lower.

The table compares the performance for each share class of the fund over
different time periods to that of the fund's benchmark index, which is a broad
measure of market performance, and to an index of funds with similar investment
strategies. The performance information reflects sales charges and fund
expenses; the benchmark is unmanaged, has no expenses, and is unavailable for
investment. For Class A shares, the table includes returns both before and after
taxes. For Class C and Class Y shares, the table only includes returns before
taxes. After-tax returns for Class C and Class Y shares will vary. After-tax
returns are calculated using the historical highest individual federal marginal
income tax rates and do not reflect the impact of state and local taxes. Actual
after-tax returns depend on an investor's tax situation and may differ from
those shown.

Both the chart and the table assume that all distributions have been reinvested.
Performance reflects fee waivers in effect. If these fee waivers were not in
place, performance would be reduced.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR (CLASS A)(1)

                                  (BAR CHART)

<Table>
                                                                                           
       4.74%       9.36%       5.23%       5.40%       2.83%       4.33%
       2001        2002        2003        2004        2005        2006

  
     Best Quarter:
     Quarter ended  September 30, 2002    5.00%
     Worst Quarter:
     Quarter ended  June 30, 2004         (2.54)%
</Table>

<Table>
<Caption>
AVERAGE ANNUAL TOTAL RETURNS                                   Inception                                        Since
AS OF 12/31/06                                                      Date      One Year      Five Years      Inception
                                                                                                
- ---------------------------------------------------------------------------------------------------------------------
Arizona Tax Free Fund
- ---------------------------------------------------------------------------------------------------------------------
  Class A (return before taxes)                                   2/1/00       (0.10)%           4.48%          5.83%
- ---------------------------------------------------------------------------------------------------------------------
  Class A (return after taxes on distributions)                                (0.18)%           4.36%          5.73%
- ---------------------------------------------------------------------------------------------------------------------
  Class A (return after taxes on distributions and sale of
  fund shares)                                                                   1.36%           4.42%          5.64%
- ---------------------------------------------------------------------------------------------------------------------
  Class C (return before taxes)                                   2/1/00         2.82%           4.96%          6.06%
- ---------------------------------------------------------------------------------------------------------------------
  Class Y (return before taxes)                                   2/1/00         4.49%           5.66%          6.75%
- ---------------------------------------------------------------------------------------------------------------------
Lehman Municipal Bond Index(2)
(reflects no deduction for fees, expenses, or taxes)                             4.84%           5.53%          6.48%
- ---------------------------------------------------------------------------------------------------------------------
Lipper Arizona Municipal Debt Funds Category Average(3)
(reflects no deduction for sales charges or taxes)                               4.21%           4.80%          6.83%
</Table>

(1)Total return for the period from 1/1/07 through 9/30/07 was 0.91%.

(2)An unmanaged index comprised of fixed-rate, investment-grade tax-exempt bonds
   with remaining maturities of one year or more.

(3)Represents funds that invest primarily in those securities that provide
   income that is exempt from taxation in Arizona. The since inception
   performance of the average is calculated from 1/31/00.


                              4
                      Prospectus - First American Tax Free Income Funds


Fund Summaries
California Tax Free Fund

FUND PERFORMANCE

The following illustrations provide you with information on the fund's
volatility and performance. Of course, the fund's past performance (before and
after taxes) is not necessarily an indication of how the fund will perform in
the future.

The bar chart shows you how performance of the fund's Class A shares has varied
from year to year. The performance of Class C shares will be lower due to their
higher expenses. The performance of Class Y shares will be higher due to their
lower expenses. Sales charges are not reflected in the chart; if they were,
returns would be lower.

The table compares the performance for each share class of the fund over
different time periods to that of the fund's benchmark index, which is a broad
measure of market performance, and to an index of funds with similar investment
strategies. The performance information reflects sales charges and fund
expenses; the benchmark is unmanaged, has no expenses, and is unavailable for
investment. For Class A shares, the table includes returns both before and after
taxes. For Class C and Class Y shares, the table only includes returns before
taxes. After-tax returns for Class C and Class Y shares will vary. After-tax
returns are calculated using the historical highest individual federal marginal
income tax rates and do not reflect the impact of state and local taxes. Actual
after-tax returns depend on an investor's tax situation and may differ from
those shown.

Both the chart and the table assume that all distributions have been reinvested.
Performance reflects fee waivers in effect. If these fee waivers were not in
place, performance would be reduced.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR (CLASS A)(1)

                                  (BAR CHART)

<Table>
                                                                                           
       4.31%       9.33%       4.98%       4.76%       2.93%       4.44%
       2001        2002        2003        2004        2005        2006

  
     Best Quarter:
     Quarter ended  September 30, 2002    5.92%
     Worst Quarter:
     Quarter ended  June 30, 2004         (2.34)%
</Table>

<Table>
<Caption>
AVERAGE ANNUAL TOTAL RETURNS                                   Inception                                        Since
AS OF 12/31/06                                                      Date      One Year      Five Years      Inception
                                                                                                
- ---------------------------------------------------------------------------------------------------------------------
California Tax Free Fund
- ---------------------------------------------------------------------------------------------------------------------
  Class A (return before taxes)                                   2/1/00       (0.03)%           4.35%          5.89%
- ---------------------------------------------------------------------------------------------------------------------
  Class A (return after taxes on distributions)                                (0.08)%           4.23%          5.77%
- ---------------------------------------------------------------------------------------------------------------------
  Class A (return after taxes on distributions and sale of
  fund shares)                                                                   1.35%           4.27%          5.65%
- ---------------------------------------------------------------------------------------------------------------------
  Class C (return before taxes)                                   2/1/00         2.99%           4.85%          6.15%
- ---------------------------------------------------------------------------------------------------------------------
  Class Y (return before taxes)                                   2/1/00         4.70%           5.54%          6.82%
- ---------------------------------------------------------------------------------------------------------------------
Lehman Municipal Bond Index(2)
(reflects no deduction for fees, expenses, or taxes)                             4.84%           5.53%          6.48%
- ---------------------------------------------------------------------------------------------------------------------
Lipper California Municipal Debt Funds Category Average(3)
(reflects no deduction for sales charges or taxes)                               4.59%           5.01%          5.43%
</Table>

(1)Total return for the period from 1/1/07 through 9/30/07 was 1.57%.

(2)An unmanaged index comprised of fixed-rate, investment-grade tax-exempt bonds
   with remaining maturities of one year or more.

(3)Represents funds that invest primarily in those securities that provide
   income that is exempt from taxation in California. The since inception
   performance of the average is calculated from 1/31/00.


                              5
                      Prospectus - First American Tax Free Income Funds


Fund Summaries
Colorado Tax Free Fund

FUND PERFORMANCE

The following illustrations provide you with information on the fund's
volatility and performance. Of course, the fund's past performance (before and
after taxes) is not necessarily an indication of how the fund will perform in
the future.

The bar chart shows you how performance of the fund's Class A shares has varied
from year to year. The performance of Class C shares will be lower due to their
higher expenses. The performance of Class Y shares will be higher due to their
lower expenses. Sales charges are not reflected in the chart; if they were,
returns would be lower.

The table compares the performance for each share class of the fund over
different time periods to that of the fund's benchmark index, which is a broad
measure of market performance, and to an index of funds with similar investment
strategies. The performance information reflects sales charges and fund
expenses; the benchmark is unmanaged, has no expenses, and is unavailable for
investment. For Class A shares, the table includes returns both before and after
taxes. For Class C and Class Y shares, the table only includes returns before
taxes. After-tax returns for Class C and Class Y shares will vary. After-tax
returns are calculated using the historical highest individual federal marginal
income tax rates and do not reflect the impact of state and local taxes. Actual
after-tax returns depend on an investor's tax situation and may differ from
those shown.

Both the chart and the table assume that all distributions have been reinvested.
Performance reflects fee waivers in effect. If these fee waivers were not in
place, performance would be reduced.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR (CLASS A)(1)

                                  (BAR CHART)

<Table>
                                                                                           
       5.35%      10.35%       5.26%       4.27%       3.09%       4.12%
       2001        2002        2003        2004        2005        2006

  
     Best Quarter:
     Quarter ended  September 30, 2002     5.55%
     Worst Quarter:
     Quarter ended  June 30, 2004         (2.28)%
</Table>

<Table>
<Caption>
AVERAGE ANNUAL TOTAL RETURNS                                      Inception                                        Since
AS OF 12/31/06                                                         Date      One Year      Five Years      Inception
                                                                                                   
- ------------------------------------------------------------------------------------------------------------------------
Colorado Tax Free Fund
- ------------------------------------------------------------------------------------------------------------------------
  Class A (return before taxes)                                      2/1/00       (0.34)%           4.47%          5.92%
- ------------------------------------------------------------------------------------------------------------------------
  Class A (return after taxes on distributions)                                   (0.46)%           4.28%          5.78%
- ------------------------------------------------------------------------------------------------------------------------
  Class A (return after taxes on distributions and sale of
  fund shares)                                                                      1.32%           4.42%          5.73%
- ------------------------------------------------------------------------------------------------------------------------
  Class C (return before taxes)                                      2/1/00         2.72%           4.96%          6.17%
- ------------------------------------------------------------------------------------------------------------------------
  Class Y (return before taxes)                                      2/1/00         4.38%           5.64%          6.86%
- ------------------------------------------------------------------------------------------------------------------------
Lehman Municipal Bond Index(2)
(reflects no deduction for fees, expenses, or taxes)                                4.84%           5.53%          6.48%
- ------------------------------------------------------------------------------------------------------------------------
Lipper Colorado Municipal Debt Funds Category Average(3)
(reflects no deduction for sales charges or taxes)                                  4.28%           4.91%          5.49%
</Table>

(1)Total return for the period from 1/1/07 through 9/30/07 was 0.38%.

(2)An unmanaged index comprised of fixed-rate, investment-grade tax-exempt bonds
   with remaining maturities of one year or more.

(3)Represents funds that invest primarily in those securities that provide
   income that is exempt from taxation in Colorado. The since inception
   performance of the average is calculated from 1/31/00.


                              6
                      Prospectus - First American Tax Free Income Funds


Fund Summaries
Minnesota Tax Free Fund

FUND PERFORMANCE

The following illustrations provide you with information on the fund's
volatility and performance. Of course, the fund's past performance (before and
after taxes) is not necessarily an indication of how the fund will perform in
the future.

The bar chart shows you how performance of the fund's Class A shares has varied
from year to year. The performance of Class C shares will be lower due to their
higher expenses. The performance of Class Y shares will be higher due to their
lower expenses. Sales charges are not reflected in the chart; if they were,
returns would be lower.

The table compares the performance for each share class of the fund over
different time periods to that of the fund's benchmark index, which is a broad
measure of market performance, and to an index of funds with similar investment
strategies. The performance information reflects sales charges and fund
expenses; the benchmark is unmanaged, has no expenses, and is unavailable for
investment. For Class A shares, the table includes returns both before and after
taxes. For Class C and Class Y shares, the table only includes returns before
taxes. After-tax returns for Class C and Class Y shares will vary. After-tax
returns are calculated using the historical highest individual federal marginal
income tax rates and do not reflect the impact of state and local taxes. Actual
after-tax returns depend on an investor's tax situation and may differ from
those shown.

Both the chart and the table assume that all distributions have been reinvested.
Performance reflects fee waivers in effect. If these fee waivers were not in
place, performance would be reduced.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR (CLASS A)(1,2)

                                  (BAR CHART)

<Table>
                                                                                           
       8.77%       6.40%      (2.92)%      9.60%       4.62%       8.56%       5.18%       3.73%       4.26%       4.61%
       1997        1998        1999        2000        2001        2002        2003        2004        2005        2006

  
     Best Quarter:
     Quarter ended  September 30, 2002     4.23%
     Worst Quarter:
     Quarter ended  June 30, 2004         (2.26)%
</Table>

<Table>
<Caption>
                                                                                                             Since          Since
AVERAGE ANNUAL TOTAL RETURNS                 Inception                                                   Inception      Inception
AS OF 12/31/06(2)                                 Date      One Year      Five Years      Ten Years      (Class C)      (Class Y)
                                                                                                      
- ---------------------------------------------------------------------------------------------------------------------------------
Minnesota Tax Free Fund
- ---------------------------------------------------------------------------------------------------------------------------------
  Class A (return before taxes)                7/11/88         0.13%           4.34%          4.76%            N/A            N/A
- ---------------------------------------------------------------------------------------------------------------------------------
  Class A (return after taxes on
  distributions)                                               0.09%           4.26%          4.68%            N/A            N/A
- ---------------------------------------------------------------------------------------------------------------------------------
  Class A (return after taxes on
  distributions and sale of fund shares)                       1.49%           4.29%          4.70%            N/A            N/A
- ---------------------------------------------------------------------------------------------------------------------------------
  Class C (return before taxes)                 2/1/99         3.12%           4.81%            N/A          4.15%            N/A
- ---------------------------------------------------------------------------------------------------------------------------------
  Class Y (return before taxes)                 8/1/97         4.78%           5.50%            N/A            N/A          5.24%
- ---------------------------------------------------------------------------------------------------------------------------------
Lehman Municipal Bond Index(3)
(reflects no deduction for fees, expenses,
or taxes)                                                      4.84%           5.53%          5.76%          5.14%          5.46%
- ---------------------------------------------------------------------------------------------------------------------------------
Lipper Minnesota Municipal Debt Funds
Category Average(4)
(reflects no deduction for sales charges
or taxes)                                                      4.15%           4.81%          4.80%          4.21%          4.68%
</Table>

(1)Total return for the period from 1/1/07 through 9/30/07 was 0.01%.

(2)Performance presented prior to 7/31/98 represents that of the Piper Minnesota
   Tax-Exempt Fund, a series of Piper Funds Inc., which merged into the fund on
   that date.

(3)An unmanaged index comprised of fixed-rate, investment-grade tax-exempt bonds
   with remaining maturities of one year or more.

(4)Represents funds that invest primarily in those securities that provide
   income that is exempt from taxation in Minnesota. The since inception
   performance of the average is calculated from 1/31/99 and 7/31/97 for Class C
   and Class Y shares, respectively.


                              7
                      Prospectus - First American Tax Free Income Funds


Fund Summaries
Missouri Tax Free Fund

FUND PERFORMANCE

The following illustrations provide you with information on the fund's
volatility and performance. Of course, the fund's past performance (before and
after taxes) is not necessarily an indication of how the fund will perform in
the future.

The bar chart shows you how performance of the fund's Class Y shares has varied
from year to year. The performance of Class A and Class C shares will be lower
due to their higher expenses.

The table compares the performance for each share class of the fund over
different time periods to that of the fund's benchmark index, which is a broad
measure of market performance, and to an index of funds with similar investment
strategies. The performance information reflects sales charges and fund
expenses; the benchmark is unmanaged, has no expenses, and is unavailable for
investment. For Class Y shares, the table includes returns both before and after
taxes. For Class A and Class C shares, the table only includes returns before
taxes. After-tax returns for Class A and Class C shares will vary. After-tax
returns are calculated using the historical highest individual federal marginal
income tax rates and do not reflect the impact of state and local taxes. Actual
after-tax returns depend on an investor's tax situation and may differ from
those shown.

Both the chart and the table assume that all distributions have been reinvested.
Performance reflects fee waivers in effect. If these fee waivers were not in
place, performance would be reduced.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR (CLASS Y)(1,2)

                                  (BAR CHART)

<Table>
                                                                                           
       8.29%       5.41%      (2.85)%     10.88%       4.10%       9.42%       5.11%       3.54%       2.76%       4.14%
       1997        1998        1999        2000        2001        2002        2003        2004        2005        2006

  
     Best Quarter:
     Quarter ended  September 30, 2002    4.86%
     Worst Quarter:
     Quarter ended  June 30, 2004         (2.25)%
</Table>

<Table>
<Caption>
                                                                                                                            Since
AVERAGE ANNUAL TOTAL RETURNS                                Inception                                                   Inception
AS OF 12/31/06(2)                                                Date      One Year      Five Years      Ten Years      (Class C)
                                                                                                         
- ---------------------------------------------------------------------------------------------------------------------------------
Missouri Tax Free Fund
- ---------------------------------------------------------------------------------------------------------------------------------
  Class A (return before taxes)                               9/28/90       (0.42)%           3.82%          4.32%            N/A
- ---------------------------------------------------------------------------------------------------------------------------------
  Class C (return before taxes)                               9/24/01         2.51%           4.29%            N/A          3.85%
- ---------------------------------------------------------------------------------------------------------------------------------
  Class Y (return before taxes)                               7/15/88         4.14%           4.96%          5.05%            N/A
- ---------------------------------------------------------------------------------------------------------------------------------
  Class Y (return after taxes on distributions)                               4.03%           4.87%          4.98%            N/A
- ---------------------------------------------------------------------------------------------------------------------------------
  Class Y (return after taxes on distributions and sale
  of fund shares)                                                             4.24%           4.83%          4.95%            N/A
- ---------------------------------------------------------------------------------------------------------------------------------
Lehman Municipal Bond Index(3)
(reflects no deduction for fees, expenses, or taxes)                          4.84%           5.53%          5.76%          5.14%
- ---------------------------------------------------------------------------------------------------------------------------------
Lipper Missouri Municipal Debt Funds Category Average(4)
(reflects no deduction for sales charges or taxes)                            4.22%           4.87%          5.00%          4.48%
</Table>

(1)Total return for the period from 1/1/07 through 9/30/07 was 1.29%.

(2)Performance presented prior to 9/24/01 represents that of the Firstar
   Missouri Tax-Exempt Bond Fund, a series of Firstar Funds, Inc., which merged
   into the fund on that date. The Firstar Missouri Tax-Exempt Bond Fund was
   organized on 12/11/00 and, prior to that, was a separate series of Mercantile
   Mutual Funds, Inc. The Mercantile fund was organized on 10/2/95 and, prior to
   that, was a separate portfolio of the ARCH Tax-Exempt Trust, which sold
   shares of the portfolio that were similar to the current Class Y shares of
   the fund.

(3)An unmanaged index comprised of fixed-rate, investment-grade tax-exempt bonds
   with remaining maturities of one year or more.

(4)Represents funds that invest primarily in those securities that provide
   income that is exempt from taxation in Missouri. The since inception
   performance of the average is calculated from 9/30/01 for Class C shares.


                              8
                      Prospectus - First American Tax Free Income Funds


Fund Summaries
Nebraska Tax Free Fund

FUND PERFORMANCE

The following illustrations provide you with information on the fund's
volatility and performance. Of course, the fund's past performance (before and
after taxes) is not necessarily an indication of how the fund will perform in
the future.

The bar chart shows you how performance of the fund's Class A shares has varied
from year to year. The performance of Class C shares will be lower due to their
higher expenses. The performance of Class Y shares will be higher due to their
lower expenses. Sales charges are not reflected in the chart; if they were,
returns would be lower.

The table compares the performance for each share class of the fund over
different time periods to that of the fund's benchmark index, which is a broad
measure of market performance, and to an index of funds with similar investment
strategies. The performance information reflects sales charges and fund
expenses; the benchmark is unmanaged, has no expenses, and is unavailable for
investment. For Class A shares, the table includes returns both before and after
taxes. For Class C and Class Y shares, the table only includes returns before
taxes. After-tax returns for Class C and Class Y shares will vary. After-tax
returns are calculated using the historical highest individual federal marginal
income tax rates and do not reflect the impact of state and local taxes. Actual
after-tax returns depend on an investor's tax situation and may differ from
those shown.

Both the chart and the table assume that all distributions have been reinvested.
Performance reflects fee waivers in effect. If these fee waivers were not in
place, performance would be reduced.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR (CLASS A)(1)

                                  (BAR CHART)

<Table>
                                                                                           
      10.19%       4.97%       3.96%       3.02%       4.07%
       2002        2003        2004        2005        2006

  
     Best Quarter:
     Quarter ended  September 30, 2002    4.97%
     Worst Quarter:
     Quarter ended  June 30, 2004         (2.34)%
</Table>

<Table>
<Caption>
AVERAGE ANNUAL TOTAL RETURNS                                   Inception                                        Since
AS OF 12/31/06                                                      Date      One Year      Five Years      Inception
                                                                                                
- ---------------------------------------------------------------------------------------------------------------------
Nebraska Tax Free Fund
- ---------------------------------------------------------------------------------------------------------------------
  Class A (return before taxes)                                  2/28/01       (0.38)%           4.30%          4.25%
- ---------------------------------------------------------------------------------------------------------------------
  Class A (return after taxes on distributions)                                (0.44)%           4.26%          4.21%
- ---------------------------------------------------------------------------------------------------------------------
  Class A (return after taxes on distributions and sale of
  fund shares)                                                                   1.14%           4.24%          4.20%
- ---------------------------------------------------------------------------------------------------------------------
  Class C (return before taxes)                                  2/28/01         2.78%           4.79%          4.53%
- ---------------------------------------------------------------------------------------------------------------------
  Class Y (return before taxes)                                  2/28/01         4.23%           5.45%          5.26%
- ---------------------------------------------------------------------------------------------------------------------
Lehman Municipal Bond Index(2)
(reflects no deduction for fees, expenses, or taxes)                             4.84%           5.53%          5.39%
- ---------------------------------------------------------------------------------------------------------------------
Lipper Other States Municipal Debt Funds Category Average(3)
(reflects no deduction for sales charges or taxes)                               4.41%           4.78%          4.83%
</Table>

(1)Total return for the period from 1/1/07 through 9/30/07 was 1.01%.

(2)An unmanaged index comprised of fixed-rate, investment-grade tax-exempt bonds
   with remaining maturities of one year or more.

(3)Represents funds that invest primarily in those securities that provide
   income that is exempt from taxation in a specified state.


                              9
                      Prospectus - First American Tax Free Income Funds


Fund Summaries
Ohio Tax Free Fund

FUND PERFORMANCE

The following illustrations provide you with information on the fund's
volatility and performance. Of course, the fund's past performance (before and
after taxes) is not necessarily an indication of how the fund will perform in
the future.

The bar chart shows you how performance of the fund's Class A shares has varied
from year to year. The performance of Class C shares will be lower due to their
higher expenses. The performance of Class Y shares will be higher due to their
lower expenses. Sales charges are not reflected in the chart; if they were,
returns would be lower.

The table compares the performance for each share class of the fund over
different time periods to that of the fund's benchmark index, which is a broad
measure of market performance, and to an index of funds with similar investment
strategies. The performance information reflects sales charges and fund
expenses; the benchmark is unmanaged, has no expenses, and is unavailable for
investment. For Class A shares, the table includes returns both before and after
taxes. For Class C and Class Y shares, the table only includes returns before
taxes. After-tax returns for Class C and Class Y shares will vary. After-tax
returns are calculated using the historical highest individual federal marginal
income tax rates and do not reflect the impact of state and local taxes. Actual
after-tax returns depend on an investor's tax situation and may differ from
those shown.

Both the chart and the table assume that all distributions have been reinvested.
Performance reflects fee waivers in effect. If these fee waivers were not in
place, performance would be reduced.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR (CLASS A)(1)

                                  (BAR CHART)

<Table>
                                                                                           
       4.89%       3.77%       2.64%       4.11%
       2003        2004        2005        2006

  
     Best Quarter:
     Quarter ended  September 30, 2004    4.12%
     Worst Quarter:
     Quarter ended  June 30, 2004         (2.50)%
</Table>

<Table>
<Caption>
AVERAGE ANNUAL TOTAL RETURNS                                   Inception                        Since
AS OF 12/31/06                                                      Date      One Year      Inception
                                                                                   
- -----------------------------------------------------------------------------------------------------
Ohio Tax Free Fund
- -----------------------------------------------------------------------------------------------------
  Class A (return before taxes)                                  4/30/02       (0.30)%          3.84%
- -----------------------------------------------------------------------------------------------------
  Class A (return after taxes on distributions)                                (0.34)%          3.76%
- -----------------------------------------------------------------------------------------------------
  Class A (return after taxes on distributions and sale of
  fund shares)                                                                   1.04%          3.77%
- -----------------------------------------------------------------------------------------------------
  Class C (return before taxes)                                  4/30/02         2.55%          4.14%
- -----------------------------------------------------------------------------------------------------
  Class Y (return before taxes)                                  4/30/02         4.18%          5.04%
- -----------------------------------------------------------------------------------------------------
Lehman Municipal Bond Index(2)
(reflects no deduction for fees, expenses, or taxes)                             4.84%          5.29%
- -----------------------------------------------------------------------------------------------------
Lipper Ohio Municipal Debt Funds Category Average(3)
(reflects no deduction for sales charges or taxes)                               3.84%          5.80%
</Table>

(1)Total return for the period from 1/1/07 through 9/30/07 was 1.46%.

(2)An unmanaged index comprised of fixed-rate, investment-grade tax-exempt bonds
   with remaining maturities of one year or more.

(3)Represents funds that invest primarily in those securities that provide
   income that is exempt from taxation in Ohio.


                              10
                      Prospectus - First American Tax Free Income Funds


Fund Summaries
Tax Free Fund

FUND PERFORMANCE

The following illustrations provide you with information on the fund's
volatility and performance. Of course, the fund's past performance (before and
after taxes) is not necessarily an indication of how the fund will perform in
the future.

The bar chart shows you how performance of the fund's Class A shares has varied
from year to year. The performance of Class C shares will be lower due to their
higher expenses. The performance of Class Y shares will be higher due to their
lower expenses. Sales charges are not reflected in the chart; if they were,
returns would be lower.

The table compares the performance for each share class of the fund over
different time periods to that of the fund's benchmark index, which is a broad
measure of market performance, and to an index of funds with similar investment
strategies. The performance information reflects sales charges and fund
expenses; the benchmark is unmanaged, has no expenses, and is unavailable for
investment. For Class A shares, the table includes returns both before and after
taxes. For Class C and Class Y shares, the table only includes returns before
taxes. After-tax returns for Class C and Class Y shares will vary. After-tax
returns are calculated using the historical highest individual federal marginal
income tax rates and do not reflect the impact of state and local taxes. Actual
after-tax returns depend on an investor's tax situation and may differ from
those shown.

Both the chart and the table assume that all distributions have been reinvested.
Performance reflects fee waivers in effect. If these fee waivers were not in
place, performance would be reduced.

ANNUAL TOTAL RETURNS AS OF 12/31 EACH YEAR (CLASS A)(1,2)

                                  (BAR CHART)

<Table>
                                                                                           
       9.94%       5.94%      (4.33)%     12.31%       3.73%       9.46%       5.83%       4.23%       4.19%       4.74%
       1997        1998        1999        2000        2001        2002        2003        2004        2005        2006

  
     Best Quarter:
     Quarter ended  September 30, 2002    5.16%
     Worst Quarter:
     Quarter ended  June 30, 1997         (2.76)%
</Table>

<Table>
<Caption>
                                                                                                                            Since
AVERAGE ANNUAL TOTAL RETURNS                                Inception                                                   Inception
AS OF 12/31/06(2)                                                Date      One Year      Five Years      Ten Years      (Class C)
                                                                                                         
- ---------------------------------------------------------------------------------------------------------------------------------
Tax Free Fund
- ---------------------------------------------------------------------------------------------------------------------------------
  Class A (return before taxes)                              11/18/96       0.29%             4.75%          5.05%            N/A
- ---------------------------------------------------------------------------------------------------------------------------------
  Class A (return after taxes on distributions)                             0.16%             4.59%          4.81%            N/A
- ---------------------------------------------------------------------------------------------------------------------------------
  Class A (return after taxes on distributions and sale
  of fund shares)                                                           1.77%             4.65%          4.83%            N/A
- ---------------------------------------------------------------------------------------------------------------------------------
  Class C (return before taxes)                               9/24/01       3.34%             5.25%            N/A          4.79%
- ---------------------------------------------------------------------------------------------------------------------------------
  Class Y (return before taxes)                              11/18/96       4.99%             5.93%          5.75%            N/A
- ---------------------------------------------------------------------------------------------------------------------------------
Lehman Municipal Bond Index(3)
(reflects no deduction for fees, expenses, or taxes)                        4.84%             5.53%          5.76%          5.14%
- ---------------------------------------------------------------------------------------------------------------------------------
Lipper General Municipal Debt Funds Category Average(4)
(reflects no deduction for sales charges or taxes)                          4.55%             4.89%          5.52%          4.47%
</Table>

(1)Total return for the period from 1/1/07 through 9/30/07 was 0.40%.

(2)Performance presented prior to 9/24/01 represents that of the Firstar
   National Municipal Bond Fund, a series of Firstar Funds, Inc., which merged
   with the fund on that date.

(3)An unmanaged index comprised of fixed-rate, investment-grade tax-exempt bonds
   with remaining maturities of one year or more.

(4)Represents funds that invest primarily in municipal debt issues in the top
   four credit ratings. The since inception performance of the average for Class
   A, Class C, and Class Y shares is calculated from 11/30/96, 9/30/01, and
   11/30/96, respectively.


                              11
                      Prospectus - First American Tax Free Income Funds


Fund Summaries
Fees and Expenses


As an investor, you pay fees and expenses to buy and hold shares of the funds.
You pay shareholder fees directly when you buy or sell shares. You pay annual
fund operating expenses indirectly since they are deducted from fund assets.
Fund shareholders also indirectly bear a portion of the expenses of each
investment company in which the funds invest (the "acquired funds").

Management Fees, Distribution and/or Service (12b-1) Fees, and Other Expenses
are based on each fund's most recently completed fiscal year, absent any expense
reimbursements or fee waivers, restated to reflect current fees. Acquired Fund
Fees and Expenses are based on each fund's average invested balance in each
acquired fund during the last fiscal year and on the net expense ratios
(reflecting fee waivers and expense reimbursements) of the acquired funds, as
disclosed in the acquired funds' most recent shareholder reports. Acquired Fund
Fees and Expenses will vary with changes in allocations and acquired fund
expenses, including any change in an acquired fund's fee waiver and expense
reimbursement arrangements.

The tables below describe the fees and expenses that you may pay if you buy and
hold shares of the funds.

<Table>
<Caption>
- ------------------------------------------------------------------------------------------------------
SHAREHOLDER FEES(1)
(fees paid directly from your investment)                         Class A(2)      Class C      Class Y
- ------------------------------------------------------------------------------------------------------
                                                                                      
  MAXIMUM SALES CHARGE (LOAD) IMPOSED ON PURCHASES
  (as a percentage of offering price)                                 4.25%         0.00%         None
  MAXIMUM DEFERRED SALES CHARGE (LOAD)
  (as a percentage of original purchase price or redemption
  proceeds, whichever is less)                                        0.00%         1.00%         None
- ------------------------------------------------------------------------------------------------------
</Table>

(1)An annual account maintenance fee of $50 may be charged under certain
   circumstances. See "Policies and Services -- Purchasing, Redeeming, and
   Exchanging Shares -- Additional Information on Purchasing, Redeeming, and
   Exchanging Shares -- Accounts with Low Balances."
(2)Investors may qualify for reduced sales charges. Investments of $1 million or
   more on which no front-end sales charge is paid may be subject to a 1%
   contingent deferred sales charge.
<Table>
<Caption>
- --------------------------------------------------------------------------------------------
ANNUAL FUND OPERATING EXPENSES
(expenses that are deducted from fund assets)
(as a percentage of average net assets)
- --------------------------------------------------------------------------------------------
                                                                                   Acquired
                                            Distribution and/or                    Fund Fees
                            Management        Service (12b-1)         Other           and
CLASS A                        Fees               Fees(1)            Expenses      Expenses
- --------------------------------------------------------------------------------------------
                                                                       
  Arizona Tax Free Fund       0.50%                0.25%              0.89%          0.01%
  California Tax Free
  Fund                        0.50%                0.25%              0.71%          --
  Colorado Tax Free
  Fund                        0.50%                0.25%              1.00%          0.01%
  Minnesota Tax Free
  Fund                        0.50%                0.25%              0.35%          0.01%
  Missouri Tax Free
  Fund                        0.50%                0.25%              0.35%          --
  Nebraska Tax Free
  Fund                        0.50%                0.25%              0.69%          --
  Ohio Tax Free Fund          0.50%                0.25%              0.66%          --
  Tax Free Fund               0.50%                0.25%              0.28%          --
- --------------------------------------------------------------------------------------------

<Caption>
- -----------------------  -----------------------------------------------
ANNUAL FUND OPERATING E  ANNUAL FUND OPERATING EXPENSES
(expenses that are dedu  (expenses that are deducted from fund assets)
(as a percentage of ave  (as a percentage of average net assets)
- -----------------------  -----------------------------------------------

                          Total Annual
                         Fund Operating       Less Fee           Net
CLASS A                   Expenses(2)        Waivers(3)      Expenses(3)
- -----------------------  -----------------------------------------------
                                                             
  Arizona Tax Free Fund      1.65%             (0.89)%          0.76%
  California Tax Free
  Fund                       1.46%             (0.81)%          0.65%
  Colorado Tax Free
  Fund                       1.76%             (1.00)%          0.76%
  Minnesota Tax Free
  Fund                       1.11%             (0.25)%          0.86%
  Missouri Tax Free
  Fund                       1.10%             (0.15)%          0.95%
  Nebraska Tax Free
  Fund                       1.44%             (0.69)%          0.75%
  Ohio Tax Free Fund         1.41%             (0.66)%          0.75%
  Tax Free Fund              1.03%             (0.28)%          0.75%
- --------------------------------------------------------------------------------------------
</Table>

(1)The advisor has contractually agreed, in addition to other fee waivers and
   expense reimbursements, to reimburse an amount of Class A share 12b-1 fees
   equal to 0.10%, 0.10% and 0.20% of average daily net assets for California
   Tax Free Fund, Minnesota Tax Free Fund and Tax Free Fund, respectively,
   through October 31, 2008.

(2)Total Annual Fund Operating Expenses are based on the funds' most recently
   completed fiscal year, absent any expense reimbursements or fee waivers,
   restated to reflect current fees. The funds' most recent annual report and
   financial highlights reflect the operating expenses of the funds and do not
   include Acquired Fund Fees and Expenses.

(3)The advisor has contractually agreed to waive fees and reimburse other fund
   expenses through October 31, 2008, so that total annual fund operating
   expenses, after waivers and excluding Acquired Fund Fees and Expenses, do not
   exceed 0.65% for California Tax Free Fund, 0.75% for Arizona Tax Free Fund,
   Colorado Tax Free Fund, Nebraska Tax Free Fund, Ohio Tax Free Fund, and Tax
   Free Fund, 0.85% for Minnesota Tax Free Fund, and 0.95% for Missouri Tax Free
   Fund. These fee waivers and expense reimbursements may be terminated at any
   time after October 31, 2008, at the discretion of the advisor. Prior to that
   time, such waivers and reimbursements may not be terminated without the
   approval of the funds' board of directors.


                              12
                      Prospectus - First American Tax Free Income Funds


Fund Summaries
Fees and Expenses CONTINUED
<Table>
<Caption>
- --------------------------------------------------------------------------------------------------------------------------------
                                                                                   Acquired
                                                                                   Fund Fees       Total Annual
                           Management      Distribution and/or        Other           and         Fund Operating       Less Fee
CLASS C                       Fees         Service (12b-1) Fees      Expenses      Expenses        Expenses(1)        Waivers(2)
- --------------------------------------------------------------------------------------------------------------------------------
                                                                                                    
  Arizona Tax Free
  Fund                       0.50%                0.65%               0.97%         0.01%             2.13%             (0.97)%
  California Tax Free
  Fund                       0.50%                0.65%               0.83%           --              1.98%             (0.83)%
  Colorado Tax Free
  Fund                       0.50%                0.65%               1.09%         0.01%             2.25%             (1.09)%
  Minnesota Tax Free
  Fund                       0.50%                0.65%               0.43%         0.01%             1.59%             (0.23)%
  Missouri Tax Free
  Fund                       0.50%                0.65%               0.42%           --              1.57%             (0.22)%
  Nebraska Tax Free
  Fund                       0.50%                0.65%               0.77%           --              1.92%             (0.77)%
  Ohio Tax Free Fund         0.50%                0.65%               0.75%           --              1.90%             (0.75)%
  Tax Free Fund              0.50%                0.65%               0.36%           --              1.51%             (0.16)%
- --------------------------------------------------------------------------------------------------------------------------------

<Caption>
- ---------------------  -----------

                           Net
CLASS C                Expenses(2)
- ---------------------  -----------
                             
  Arizona Tax Free
  Fund                    1.16%
  California Tax Free
  Fund                    1.15%
  Colorado Tax Free
  Fund                    1.16%
  Minnesota Tax Free
  Fund                    1.36%
  Missouri Tax Free
  Fund                    1.35%
  Nebraska Tax Free
  Fund                    1.15%
  Ohio Tax Free Fund      1.15%
  Tax Free Fund           1.35%
- -------------------------------------------------------------------------------------------------
</Table>

(1)Total Annual Fund Operating Expenses are based on the funds' most recently
   completed fiscal year, absent any expense reimbursements or fee waivers. The
   funds' most recent annual report and financial highlights reflect the
   operating expenses of the funds and do not include Acquired Fund Fees and
   Expenses.

(2)The advisor has contractually agreed to waive fees and reimburse other fund
   expenses through October 31, 2008, so that total annual fund operating
   expenses, after waivers and excluding Acquired Fund Fees and Expenses, do not
   exceed 1.15% for Arizona Tax Free Fund, California Tax Free Fund, Colorado
   Tax Free Fund, Nebraska Tax Free Fund, and Ohio Tax Free Fund, and 1.35% for
   Minnesota Tax Free Fund, Missouri Tax Free Fund, and Tax Free Fund. These fee
   waivers and expense reimbursements may be terminated at any time after
   October 31, 2008, at the discretion of the advisor. Prior to that time, such
   waivers and reimbursements may not be terminated without the approval of the
   funds' board of directors.
<Table>
<Caption>
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                    Acquired
                                             Distribution and/or                    Fund Fees       Total Annual
                             Management        Service (12b-1)         Other           and         Fund Operating       Less Fee
CLASS Y                         Fees                Fees              Expenses      Expenses        Expenses(1)        Waivers(2)
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                     
  Arizona Tax Free Fund        0.50%                 None              0.89%         0.01%             1.40%             (0.89)%
  California Tax Free
  Fund                         0.50%                 None              0.71%           --              1.21%             (0.71)%
  Colorado Tax Free
  Fund                         0.50%                 None              1.00%         0.01%             1.51%             (1.00)%
  Minnesota Tax Free
  Fund                         0.50%                 None              0.35%         0.01%             0.86%             (0.15)%
  Missouri Tax Free
  Fund                         0.50%                 None              0.35%           --              0.85%             (0.15)%
  Nebraska Tax Free
  Fund                         0.50%                 None              0.69%           --              1.19%             (0.69)%
  Ohio Tax Free Fund           0.50%                 None              0.66%           --              1.16%             (0.66)%
  Tax Free Fund                0.50%                 None              0.28%           --              0.78%             (0.08)%
- ---------------------------------------------------------------------------------------------------------------------------------

<Caption>
- -----------------------  -----------

                             Net
CLASS Y                  Expenses(2)
- -----------------------  -----------
                               
  Arizona Tax Free Fund     0.51%
  California Tax Free
  Fund                      0.50%
  Colorado Tax Free
  Fund                      0.51%
  Minnesota Tax Free
  Fund                      0.71%
  Missouri Tax Free
  Fund                      0.70%
  Nebraska Tax Free
  Fund                      0.50%
  Ohio Tax Free Fund        0.50%
  Tax Free Fund             0.70%
- ------------------------------------------------------------------------------------------------------
</Table>

(1)Total Annual Fund Operating Expenses are based on the funds' most recently
   completed fiscal year, absent any expense reimbursements or fee waivers. The
   funds' most recent annual report and financial highlights reflect the
   operating expenses of the funds and do not include Acquired Fund Fees and
   Expenses.

(2)The advisor has contractually agreed to waive fees and reimburse other fund
   expenses through October 31, 2008, so that total annual fund operating
   expenses, after waivers and excluding Acquired Fund Fees and Expenses, do not
   exceed 0.50% for Arizona Tax Free Fund, California Tax Free Fund, Colorado
   Tax Free Fund, Nebraska Tax Free Fund, and Ohio Tax Free Fund, and 0.70% for
   Minnesota Tax Free Fund, Missouri Tax Free Fund, and Tax Free Fund. These fee
   waivers and expense reimbursements may be terminated at any time after
   October 31, 2008, at the discretion of the advisor. Prior to that time, such
   waivers and reimbursements may not be terminated without the approval of the
   funds' board of directors.


                              13
                      Prospectus - First American Tax Free Income Funds


Fund Summaries
Fees and Expenses CONTINUED

EXAMPLES  These examples are intended to help you compare the cost of investing
in each fund with the cost of investing in other mutual funds. It assumes that
you invest $10,000 for the time periods indicated, that your investment has a 5%
return each year, and that each fund's operating expenses remain the same.
Although your actual costs and returns may differ, based on these assumptions
your costs would be:

<Table>
<Caption>
CLASS A                                                        One Year      Three Years      Five Years      Ten Years
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                         
  Arizona Tax Free Fund                                         $  499         $  840          $  1,204       $  2,225
- ---------------------------------------------------------------------------------------------------------------------------
  California Tax Free Fund                                      $  489         $  791          $  1,115       $  2,030
- ---------------------------------------------------------------------------------------------------------------------------
  Colorado Tax Free Fund                                        $  499         $  862          $  1,249       $  2,331
- ---------------------------------------------------------------------------------------------------------------------------
  Minnesota Tax Free Fund                                       $  509         $  739          $    987       $  1,698
- ---------------------------------------------------------------------------------------------------------------------------
  Missouri Tax Free Fund                                        $  518         $  746          $    992       $  1,695
- ---------------------------------------------------------------------------------------------------------------------------
  Nebraska Tax Free Fund                                        $  498         $  796          $  1,116       $  2,019
- ---------------------------------------------------------------------------------------------------------------------------
  Ohio Tax Free Fund                                            $  498         $  790          $  1,103       $  1,989
- ---------------------------------------------------------------------------------------------------------------------------
  Tax Free Fund                                                 $  498         $  712          $    943       $  1,607
</Table>

<Table>
<Caption>
CLASS C (ASSUMING REDEMPTION AT END OF EACH PERIOD)            One Year      Three Years      Five Years      Ten Years
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                         
  Arizona Tax Free Fund                                         $  218         $  573          $  1,055       $  2,385
- ---------------------------------------------------------------------------------------------------------------------------
  California Tax Free Fund                                      $  217         $  541          $    991       $  2,239
- ---------------------------------------------------------------------------------------------------------------------------
  Colorado Tax Free Fund                                        $  218         $  598          $  1,105       $  2,500
- ---------------------------------------------------------------------------------------------------------------------------
  Minnesota Tax Free Fund                                       $  238         $  479          $    844       $  1,870
- ---------------------------------------------------------------------------------------------------------------------------
  Missouri Tax Free Fund                                        $  237         $  474          $    834       $  1,849
- ---------------------------------------------------------------------------------------------------------------------------
  Nebraska Tax Free Fund                                        $  217         $  528          $    965       $  2,181
- ---------------------------------------------------------------------------------------------------------------------------
  Ohio Tax Free Fund                                            $  217         $  524          $    957       $  2,161
- ---------------------------------------------------------------------------------------------------------------------------
  Tax Free Fund                                                 $  237         $  462          $    809       $  1,788
</Table>

<Table>
<Caption>
CLASS C (ASSUMING NO REDEMPTION AT END OF EACH PERIOD)         One Year      Three Years      Five Years      Ten Years
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                         
  Arizona Tax Free Fund                                         $  118         $  573          $  1,055       $  2,385
- ---------------------------------------------------------------------------------------------------------------------------
  California Tax Free Fund                                      $  117         $  541          $    991       $  2,239
- ---------------------------------------------------------------------------------------------------------------------------
  Colorado Tax Free Fund                                        $  118         $  598          $  1,105       $  2,500
- ---------------------------------------------------------------------------------------------------------------------------
  Minnesota Tax Free Fund                                       $  138         $  479          $    844       $  1,870
- ---------------------------------------------------------------------------------------------------------------------------
  Missouri Tax Free Fund                                        $  137         $  474          $    834       $  1,849
- ---------------------------------------------------------------------------------------------------------------------------
  Nebraska Tax Free Fund                                        $  117         $  528          $    965       $  2,181
- ---------------------------------------------------------------------------------------------------------------------------
  Ohio Tax Free Fund                                            $  117         $  524          $    957       $  2,161
- ---------------------------------------------------------------------------------------------------------------------------
  Tax Free Fund                                                 $  137         $  462          $    809       $  1,788
</Table>

<Table>
<Caption>
CLASS Y                                                        One Year      Three Years      Five Years      Ten Years
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                         
  Arizona Tax Free Fund                                         $   52         $  355          $    681       $  1,603
- ---------------------------------------------------------------------------------------------------------------------------
  California Tax Free Fund                                      $   51         $  314          $    597       $  1,403
- ---------------------------------------------------------------------------------------------------------------------------
  Colorado Tax Free Fund                                        $   52         $  379          $    729       $  1,716
- ---------------------------------------------------------------------------------------------------------------------------
  Minnesota Tax Free Fund                                       $   73         $  259          $    462       $  1,047
- ---------------------------------------------------------------------------------------------------------------------------
  Missouri Tax Free Fund                                        $   72         $  256          $    457       $  1,035
- ---------------------------------------------------------------------------------------------------------------------------
  Nebraska Tax Free Fund                                        $   51         $  309          $    588       $  1,382
- ---------------------------------------------------------------------------------------------------------------------------
  Ohio Tax Free Fund                                            $   51         $  303          $    575       $  1,350
- ---------------------------------------------------------------------------------------------------------------------------
  Tax Free Fund                                                 $   72         $  241          $    425       $    959
</Table>


                              14
                      Prospectus - First American Tax Free Income Funds


More About the Funds
Investment Strategies and Other Investment Matters

OBJECTIVES

The funds' objectives, which are described in the "Fund Summaries" section, may
be changed without shareholder approval. If a fund's objective changes, you will
be notified at least 60 days in advance. Please remember, there is no guarantee
that any fund will achieve its objective.

INVESTMENT STRATEGIES

The funds' principal investment strategies are discussed in the "Fund Summaries"
section. These are the strategies that the funds' investment advisor believes
are most likely to be important in trying to achieve the funds' objectives. This
section provides more information about some of the funds' principal and
non-principal investment strategies. You should be aware that each fund may also
use strategies and invest in securities that are not described in this
prospectus, but that are described in the Statement of Additional Information
(SAI). For a copy of the SAI, call Investor Services at 800 677-FUND.

Investment Approach.   In selecting securities for the funds, fund managers
first determine their economic outlook and the direction in which inflation and
interest rates are expected to move. In selecting individual securities
consistent with this outlook, the fund managers evaluate factors such as credit
quality, yield, maturity, liquidity, and portfolio diversification. In the case
of Tax Free Fund, geographical diversification is also a factor. Fund managers
conduct research on potential and current holdings in the funds to determine
whether a fund should purchase or retain a security. This is a continuing
process the focus of which changes according to market conditions, the
availability of various permitted investments, and cash flows into and out of
the funds.

Municipal Securities.   Municipal securities are issued to finance public
infrastructure projects such as streets and highways, schools, water and sewer
systems, hospitals, and airports. They also may be issued to refinance
outstanding obligations as well as to obtain funds for general operating
expenses and for loans to other public institutions and facilities.

The funds may invest in municipal securities such as "general obligation" bonds,
"revenue" bonds, and participation interests in municipal leases. General
obligation bonds are backed by the full faith, credit, and taxing power of the
issuer. Revenue bonds are payable only from the revenues generated by a specific
project or from another specific revenue source. Participation interests in
municipal leases are undivided interests in a lease, installment purchase
contract, or conditional sale contract entered into by a state or local
government unit to acquire equipment or facilities.

The municipal securities in which the funds invest may include refunded bonds
and zero coupon bonds. Refunded bonds may have originally been issued as general
obligation or revenue bonds, but become "refunded" when they are secured by an
escrow fund, usually consisting entirely of direct U.S. government obligations
and/or U.S. government agency obligations. Zero coupon bonds are issued at
substantial discounts from their value at maturity and pay no cash income to
their holders until they mature. When held to maturity, their entire return
comes from the difference between their purchase price and their maturity value.

Ratings.   The funds have investment strategies requiring them to invest in
municipal securities that have received a particular rating from a rating
service such as Moody's or Standard & Poor's. Any reference in this prospectus
to a specific rating encompasses all gradations of that rating. For example, if
the prospectus says that a fund may invest in securities rated as low as B, the
fund may invest in securities rated B-.

Temporary Investments.   In an attempt to respond to adverse market, economic,
political, or other conditions, each fund may temporarily invest without limit
in cash and in U.S. dollar-denominated high-quality money market instruments and
other short-term securities, including securities which pay income that is
subject to federal and state income tax. These investments may include money
market funds advised by the funds' advisor. Because these investments may be
taxable, and may result in a lower yield than would be available from
investments with a lower quality or longer term, they may prevent a fund from
achieving its investment objective.

Portfolio Turnover.   Fund managers may trade securities frequently, resulting,
from time to time, in an annual portfolio turnover rate of over 100%. Trading of
securities may produce capital gains, which are taxable to shareholders when
distributed. Active trading may also increase the amount of commissions or
mark-ups to broker-dealers that the fund pays when it buys and sells securities.
The "Financial Highlights" section of this prospectus shows each fund's
historical portfolio turnover rate.

DISCLOSURE OF PORTFOLIO HOLDINGS

A description of the funds' policies and procedures with respect to the
disclosure of each fund's portfolio securities is available in the funds' SAI.


                              15
                      Prospectus - First American Tax Free Income Funds


Policies and Services
Purchasing, Redeeming, and Exchanging Shares

GENERAL

You may purchase, redeem, or exchange shares of the funds on any day when the
New York Stock Exchange (NYSE) is open, except that shares cannot be purchased
by wire transfer on days that federally chartered banks are closed. Purchases,
redemptions and exchanges may be restricted in the event of an early or
unscheduled close of the NYSE.

The funds have authorized certain investment professionals and financial
institutions ("financial intermediaries") to accept purchase, redemption, or
exchange orders on their behalf. Your purchase or redemption price will be based
on that day's net asset value (NAV) per share if your order is received by the
funds or an authorized financial intermediary in proper form prior to the time
the funds calculate their NAV. See "Additional Information on Purchasing,
Redeeming and Exchanging Shares -- Calculating Net Asset Value" below. Contact
your financial intermediary to determine the time by which it must receive your
order to be assured same day processing. To make sure your order is in proper
form, you must follow the instructions set forth below under "Purchase,
Redemption and Exchange Procedures."

Some financial intermediaries may charge a transaction-based fee for helping you
purchase, redeem or exchange shares or an asset-based fee. Contact your
financial intermediary for more information. No such fee will be imposed if you
purchase shares directly from the funds.

The funds may be offered only to persons in the United States. This prospectus
should not be considered a solicitation or offering of fund shares outside the
United States.

CHOOSING A SHARE CLASS

The funds issue their shares in three classes -- Class A, Class C and Class Y
shares -- with each class having a different cost structure. Class A and Class C
shares (the "Retail Share Classes") are generally available to investors. You
should decide which share class best suits your needs.
ELIGIBILITY TO INVEST IN CLASS Y SHARES

Class Y shares are offered to group retirement plans and to certain persons who
are charged fees for advisory, investment, consulting or similar services by a
financial intermediary or other service provider. Such persons may include, but
are not limited to, individuals, corporations, and endowments.

Class Share Overview

<Table>
<Caption>
                        Front-End       Contingent
                       Sales Charge   Deferred Sales     Annual 12b-1 Fees
                          (FESC)      Charge (CDSC)    (as a % of net assets)
- -----------------------------------------------------------------------------
                                              
Class A                    4.25%(1)        0.00%(2)             0.25%
Class C(3)                 None            1.00%(4)             0.65%
Class Y                    None            None                 None
- -----------------------------------------------------------------------------
</Table>

(1)The FESC is reduced for larger purchases. See "Determining Your Share
   Price -- Class A Shares" below.

(2)Class A share investments of $1 million or more on which no FESC is paid may
   be subject to a 1% CDSC.

(3)Class C shares do not convert to Class A shares so they will continue to have
   higher annual expenses than Class A shares for as long as you hold them.

(4)A 1.00% CDSC applies if you redeem your Class C shares within 12 months of
   purchase.

Between the Retail Share Classes, Class A shares may be a better choice if your
investment qualifies for a reduced sales charge. You should not place Class C
share orders that would cause your total investment in First American Funds
Class A, Class B and Class C shares (not including First American money market
funds) to equal or exceed $1 million dollars, using the aggregation principles
discussed below under "Determining Your Share Price -- Class A
Shares -- Reducing Your Sales Charge on Class A Shares." To the extent
operationally possible, these orders will be automatically rejected.

Class Y shares are generally a better choice than a Retail Share Class if you
are eligible to purchase this share class.

DETERMINING YOUR SHARE PRICE

Class A Shares

Your purchase price for Class A shares is typically the net asset value of your
shares, plus a front-end sales charge. Sales charges vary depending on the
amount of your purchase. The sales charge you pay may differ slightly from the
amount set forth below because of rounding that occurs in the calculation used
to determine your sales charge.

<Table>
<Caption>
                                Sales Charge
                       -------------------------------
                         As a %                As a %
                           of                  of Net
                        Offering               Amount
PURCHASE AMOUNT           Price               Invested
- ------------------------------------------------------
                                        
Less than $50,000         4.25%                4.44%
$50,000 - $99,999         4.00%                4.17%
$100,000 - $249,999       3.50%                3.63%
$250,000 - $499,999       2.50%                2.56%
$500,000 - $999,999       2.00%                2.04%
$1 million and over       0.00%                0.00%
</Table>


                              16
                      Prospectus - First American Tax Free Income Funds


Policies and Services
Purchasing, Redeeming, and Exchanging Shares  CONTINUED

Reducing Your Sales Charge on Class A Shares. As shown in the preceding table,
larger purchases of Class A shares reduce the percentage sales charge you pay.
In determining whether you are entitled to pay a reduced sales charge, you may
aggregate certain other purchases with your current purchase, as follows.

Prior Purchases.  Prior purchases of Class A, Class B, and Class C shares of any
First American Fund (except a money market fund) will be factored into your
sales charge calculation. You will receive credit for the current net asset
value of the other Class A, Class B, and Class C shares you hold at the time of
your purchase, including shares held in individual retirement, custodial or
personal trust accounts. For example, let's say you're making a $10,000
investment and you already own other First American Fund Class A shares that are
currently valued at $45,000. You will receive credit for the current value of
these shares and your sales charge will be based on a total purchase amount of
$55,000. If the current net asset value of your shares is less than their
original purchase price, you may receive credit for their original purchase
price instead, but only if you provide a written request to the funds and
provide them with the records necessary to demonstrate the shares' purchase
price.

Purchases by Related Accounts.  Concurrent and prior purchases by certain other
accounts of Class A, Class B, and Class C shares of any First American Fund
(except a money market fund) also will be combined with your purchase to
determine your sales charge. The fund will combine purchases made by you, your
spouse or domestic partner, and your dependent children when it calculates the
sales charge, including purchases in individual retirement, custodial and
personal trust accounts.

Letter of Intent.  If you plan to invest $50,000 or more over a 13-month period
in Class A, Class B, or Class C shares of any First American Fund except the
money market funds, in the aggregate, you may reduce your sales charge for Class
A purchases by signing a non-binding letter of intent. If you do not fulfill the
letter of intent, you must pay the applicable sales charge. In addition, if you
reduce your sales charge to zero under a letter of intent and then sell your
Class A shares within 18 months of their purchase, you may be charged a
contingent deferred sales charge of 1%. See "Class A Share Investments of Over
$1 Million" below.

It is your responsibility to determine whether you are entitled to pay a reduced
sales charge. The fund is not responsible for making this determination. To
receive a reduced sales charge, you must notify the fund at the time of the
purchase order that a quantity discount may apply to your current purchase. If
you purchase shares by mail, you must notify the fund in writing. Otherwise,
simply inform your financial intermediary, or Investor Services if you are
purchasing shares directly from the funds, and they will notify the fund.

You should provide your financial intermediary with information or records
regarding any other accounts in which there are holdings eligible to be
aggregated, including:

- - all of your accounts at your financial intermediary.

- - all of your accounts at any other financial intermediary.


- - all accounts of any related party (such as a spouse or dependent child) held
  with any financial intermediary.

You should keep the records necessary to demonstrate the purchase price of
shares held in these accounts since neither the fund and its transfer agent nor
your financial intermediary may have this information.

More information on these ways to reduce your sales charge appears in the SAI.

Purchasing Class A Shares Without a Sales Charge. The following persons may
purchase a fund's Class A shares at net asset value without a sales charge:

- - directors, advisory board members, full-time employees and retirees of the
  advisor and its affiliates.

- - current and retired officers and directors of the funds.

- - full-time employees of any broker-dealer authorized to sell fund shares.

- - full-time employees of the fund's counsel.

- - members of the immediate families of any of the foregoing (i.e., a spouse or
  domestic partner and any dependent children).

- - persons who purchase the funds through "one-stop" mutual fund networks through
  which the funds are made available.

- - persons participating in a fee-based program sponsored and maintained by a
  registered broker-dealer.

- - trust companies and bank trust departments acting in a fiduciary, advisory,
  agency, custodial or similar capacity.

- - group retirement plans.

You must notify the funds or your financial intermediary if you are eligible to
purchase Class A shares without a sales charge.

Reinvesting After a Redemption.   If you redeem Class A shares of a First
American Fund (except money market fund shares on which you have not paid a
sales charge), you may reinvest in Class A shares of that fund or another First
American fund within 180 days without a sales charge. To reinvest in Class A
shares at net asset value (without paying a sales charge), you must notify the
fund directly in writing or notify your financial intermediary.


                              17
                      Prospectus - First American Tax Free Income Funds


Policies and Services
Purchasing, Redeeming, and Exchanging Shares  CONTINUED

Class A Share Investments of Over $1 Million. There is no initial sales charge
on Class A share purchases of $1 million or more (including purchases that reach
the $1 million level as a result of aggregating prior purchases and purchases by
related accounts). However, your financial intermediary may receive a commission
of up to 1% on your purchase. If such a commission is paid, you will be assessed
a contingent deferred sales charge (CDSC) of 1% if you sell your shares within
18 months. The CDSC you pay may differ slightly from this amount because of
rounding that occurs in the calculation used to determine your CDSC. To find out
whether you will be assessed a CDSC, ask your financial intermediary.

The CDSC is based on the value of your shares at the time of purchase in the
case of a partial redemption. If you redeem all of your shares, the CDSC is
based on the value of your shares at the time of purchase or at the time of
redemption, whichever is less. The charge does not apply to shares you acquired
by reinvesting your dividend or capital gain distributions. To help lower your
costs, Class A shares that are not subject to a CDSC will be redeemed first. The
CDSC will be waived in the circumstances described below under "Waiving
Contingent Deferred Sales Charges."

Additional Information on Reducing Sales Charges. A link to information
regarding the funds' Class A sales charge breakpoints is available on the funds'
web site at www.firstamericanfunds.com.

Class C Shares

Your purchase price for Class C shares is their net asset value -- there is no
front-end sales charge. However, if you redeem your shares within 12 months of
purchase, you will be assessed a CDSC of 1% of the value of your shares at the
time of purchase or at the time of sale, whichever is less. The CDSC you pay may
differ slightly from this amount because of rounding that occurs in the
calculation used to determine your CDSC. The CDSC does not apply to shares you
acquired by reinvesting your dividend or capital gain distributions. To help
lower your costs, Class C shares that are not subject to a CDSC will be redeemed
first. The CDSC will be waived in the circumstances described below under
"Waiving Contingent Deferred Sales Charges."

Waiving Contingent Deferred Sales Charges

CDSCs on Class A and Class C share redemptions will be waived for:

- - redemptions following the death or disability (as defined in the Internal
  Revenue Code) of a shareholder.

- - redemptions that equal the minimum required distribution from an IRA or other
  retirement plan to a shareholder who has reached the age of 70 1/2.

- - redemptions through a systematic withdrawal plan, at a rate of up to 12% a
  year of your account's value. The systematic withdrawal limit will be based on
  the market value of your account at the time of each withdrawal.

- - redemptions required as a result of over-contribution to an IRA plan.

Class Y Shares

Your purchase price for Class Y shares is their net asset value. This share
class does not have a front-end sales charge or a CDSC.

12B-1 FEES

Each fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company
Act that allows each fund to pay the fund's distributor an annual fee for the
distribution and sale of its shares and/or for services provided to
shareholders. The funds do not pay 12b-1 fees on Class Y shares. The 12b-1 fees
paid by the funds are designated as distribution fees and/or shareholder
servicing fees, as described here.

<Table>
<Caption>
                                     Annual 12b-1 Fees
                                ---------------------------
                                                Shareholder
                                Distribution     Servicing
                                    Fee             Fee
- -----------------------------------------------------------
                                          
Class A                             None           0.25%
Class C                             0.40%          0.25%
Class Y                             None           None
- -----------------------------------------------------------
</Table>

Because 12b-1 fees are paid out of a fund's assets on an ongoing basis, over
time these fees will increase the cost of your investment and may cost you more
than paying other types of sales charges.

COMPENSATION PAID TO FINANCIAL INTERMEDIARIES

The funds' distributor receives any front-end sales charge or CDSC that you pay
and any 12b-1 fees paid by the funds. From this revenue, the distributor will
pay financial intermediaries for the services they provide. The funds' advisor
and/or distributor may make additional payments to intermediaries from their own
assets, as described below under "Additional Payments to Financial
Intermediaries."


                              18
                      Prospectus - First American Tax Free Income Funds


Policies and Services
Purchasing, Redeeming, and Exchanging Shares  CONTINUED

Sales Charge Reallowance

The distributor pays (or "reallows") a portion of the front-end sales charge on
Class A shares to your financial intermediary, as follows:

<Table>
<Caption>
                                                                          Maximum Reallowance
                                                                               as a % of
Purchase Amount                                                             Purchase Price
- -----------------------------------------------------------------------------------------------
                                                                     
Less than $50,000                                                                4.00%
$50,000 - $99,999                                                                3.75%
$100,000 - $249,999                                                              3.25%
$250,000 - $499,999                                                              2.25%
$500,000 - $999,999                                                              1.75%
$1 million and over                                                              0.00%
</Table>

Sales Commissions

There is no initial sales charge on Class A share purchases of $1 million or
more; however, your financial intermediary may receive a commission of up to 1%
on your purchase. Although you pay no front-end sales charge when you buy Class
C shares, the funds' distributor pays a sales commission of 1.00% of the amount
invested to intermediaries selling Class C shares.

12b-1 Fees

The funds' distributor uses the 12b-1 shareholder servicing fee to compensate
financial intermediaries for administrative services performed on behalf of the
intermediaries' customers. These intermediaries receive shareholder servicing
fees of 0.25% of a fund's Class A share and 0.15% of a fund's Class C share
average daily net assets attributable to shares sold through them. For Class A
shares, the distributor begins to pay shareholder servicing fees to these
intermediaries immediately after you purchase shares. For Class C shares, the
distributor begins to pay shareholder servicing fees to these intermediaries one
year after you purchase shares, but only if you continue to hold the shares at
that time. In both cases, the intermediaries continue to receive these fees for
as long as you hold fund shares.

The funds' distributor uses the 12b-1 distribution fee to compensate financial
intermediaries for the sale of fund shares to their customers. The funds'
distributor pays intermediaries that sell Class C shares a 0.50% annual
distribution fee beginning one year after the shares are sold.

Additional Payments to Financial Intermediaries

The advisor and/or the distributor may pay additional compensation to financial
intermediaries out of their own legitimate profits in connection with the sale
or retention of fund shares and/or in exchange for sales and/or administrative
services performed on behalf of the intermediaries' customers. The amount of
these payments may be significant, and may create an incentive for an
intermediary or its employees or associated persons to recommend or sell shares
of the funds to you. These payments are not reflected in the fees and expenses
listed in the "Fund Summaries" section of the prospectus because they are not
paid by the funds.

These payments are negotiated and may be based on such factors as the number or
value of shares that the financial intermediary sells or may sell; the value of
the assets invested in the funds by the intermediary's customers; reimbursement
of ticket or operational charges (fees that an intermediary charges its
representatives for effecting transactions in fund shares); lump sum payment for
services provided; the type and nature of services or support furnished by the
intermediary; and/or other measures as determined from time to time by the
advisor and/or distributor.

The advisor and/or distributor may make other payments or allow other
promotional incentives to financial intermediaries to the extent permitted by
SEC and NASD rules and by other applicable laws and regulations. Certain
intermediaries also receive payments in recognition of sub-accounting,
recordkeeping or other services they provide to shareholders or plan
participants who invest in the fund or other First American Funds through their
retirement plan.

You can ask your financial intermediary for information about any payments it
receives from the advisor and/or the distributor and from the funds, and any
services your intermediary provides, as well as about fees and/or commissions
your intermediary charges. You can also find more details about payments made by
the advisor, and/or the distributor in the funds' SAI.

PURCHASE, REDEMPTION, AND EXCHANGE PROCEDURES

To help the government fight the funding of terrorism and money laundering
activities, Federal law requires all financial institutions to obtain, verify,
and record information that identifies each person who opens an account.

As a result, when you open an account, we will ask for your name, permanent
street address, date of birth, and social security or taxpayer identification
number. Addresses containing a P.O. Box only will not be accepted. We may also
ask for other identifying documents or information.


                              19
                      Prospectus - First American Tax Free Income Funds


Policies and Services
Purchasing, Redeeming, and Exchanging Shares  CONTINUED

Purchasing Class A and Class C Shares

You can become a shareholder in any of the funds by making the following minimum
initial or additional investments.

<Table>
<Caption>
                                Minimum      Minimum
                                Initial     Additional
Account Types                  Investment   Investment
- ------------------------------------------------------
                                      
Uniform Gift to Minors Act
(UGMA)/Uniform Transfers to
Minors Act (UTMA) accounts       $  500        $ 25
All other accounts               $1,000        $100
</Table>

The funds have the right to waive these minimum investment requirements for
shares offered through certain institutions and for employees of the funds'
advisor and its affiliates. The funds also have the right to reject any purchase
order.

By Phone.   You can purchase shares by calling your financial intermediary, if
they have a sales agreement with the funds' distributor. You can also place
purchase orders of $100 or more by calling Investor Services at 800 677-FUND.
Funds will be transferred electronically from your bank account through the
Automated Clearing House (ACH) network. Before making a purchase by electronic
funds transfer, you must submit a new account form to the funds and elect this
option. Be sure to include all of your banking information on the form.

By Wire.   You can purchase shares by making a wire transfer from your bank.
Before making an initial investment by wire, you must submit a new account form
to the funds. After receiving your form, a service representative will contact
you with your account number and wiring instructions. Your order will be priced
at the next NAV calculated after the funds' custodian receives your payment by
wire. Before making any additional purchases by wire, you should call Investor
Services at 800 677-FUND. You cannot purchase shares by wire on days when
federally chartered banks are closed.

By Mail.   To purchase shares by mail, simply complete and sign a new account
form, enclose a check made payable to the fund you wish to invest in, and mail
both to:

<Table>
<Caption>
REGULAR U.S. MAIL:         OVERNIGHT EXPRESS MAIL:
- ------------------------   ------------------------
                        
First American Funds       First American Funds
P.O. Box 3011              615 East Michigan Street
Milwaukee, WI 53201-3011   Milwaukee, WI 53202
</Table>

After you have established an account, you may continue to purchase shares by
mailing your check to First American Funds at the same address.

Please note the following:

- - All purchases must be drawn on a bank located within the United States and
  payable in U.S. dollars to First American Funds.

- - Cash, money orders, cashier's checks in amounts less than $10,000, third-party
  checks, Treasury checks, credit card checks, traveler's checks, starter
  checks, credit cards, and any checks that are post dated will not be accepted.

- - If a check or ACH does not clear your bank, the funds reserve the right to
  cancel the purchase, and you may be charged a fee of $25 per check or
  transaction. You could be liable for any losses or fees incurred by the fund
  as a result of your check or ACH transaction failing to clear.

By Systematic Investment Plan.   To purchase shares as part of a savings
discipline, you may add to your investment on a regular basis:

- - by having $100 or more ($25 for a retirement plan or a Uniform Gifts to Minors
  Act/Uniform Transfers to Minors Act account) automatically withdrawn from your
  bank account on a periodic basis and invested in fund shares, or

- - through automatic monthly exchanges of your fund into another First American
  fund of the same class.

You may apply for participation in either of these programs through your
financial intermediary or by calling Investor Services at 800 677-FUND.

Redeeming Class A and Class C Shares

When you redeem shares, the proceeds are normally sent on the next business day,
but in no event more than seven days, after your request is received in proper
form.

By Phone.   If you purchased shares through a financial intermediary, simply
call them to redeem your shares.

If you did not purchase shares through a financial intermediary, you may redeem
your shares by calling Investor Services at 800 677-FUND. Proceeds can be wired
to your bank account (if you have previously supplied your bank account
information to the fund) or sent to you by check. The funds charge a $15 fee for
wire redemptions. The funds have the right to waive this fee for shares redeemed
through certain financial intermediaries and by certain individuals. Proceeds
also can be sent directly to your bank or brokerage account via electronic funds
transfer if your bank or brokerage firm is a member of the ACH network. Credit
is usually available within 2-3 business days. The First American Funds reserve
the right to limit telephone redemptions to $50,000 per account per day.

If you recently purchased your shares by check or through the ACH network,
proceeds from the sale of those shares may not be available until your check or
ACH payment has cleared, which may take up to 15 calendar days from the date of
purchase.


                              20
                      Prospectus - First American Tax Free Income Funds


Policies and Services
Purchasing, Redeeming, and Exchanging Shares  CONTINUED

By Mail.   To redeem shares by mail, send a written request to your financial
intermediary, or to the fund at the following address:

<Table>
<Caption>
REGULAR U.S. MAIL:         OVERNIGHT EXPRESS MAIL:
- ------------------------   ------------------------
                        
First American Funds       First American Funds
P.O. Box 3011              615 East Michigan Street
Milwaukee, WI 53201-3011   Milwaukee, WI 53202
</Table>

Your request should include the following information:

- - name of the fund

- - account number

- - dollar amount or number of shares redeemed

- - name on the account

- - signatures of all registered account owners

Signatures on a written request must be guaranteed if:

- - you would like redemption proceeds to be paid to anyone other than to the
  shareholder of record.

- - you would like the redemption check mailed to an address other than the
  address on the fund's records, or you have changed the address on the fund's
  records within the last 30 days.

- - your redemption request is in excess of $50,000.

- - bank information related to an automatic investment plan, telephone purchase
  or telephone redemption is changed.

In addition to the situations described above, the funds reserve the right to
require a signature guarantee in other instances based on the circumstances of a
particular situation.

A signature guarantee assures that a signature is genuine and protects
shareholders from unauthorized account transfers. Banks, savings and loan
associations, trust companies, credit unions, broker-dealers, and member firms
of a national securities exchange may guarantee signatures. Call your financial
intermediary to determine if it has this capability. A notary public is not an
acceptable signature guarantor.

Proceeds from a written redemption request will be sent to you by check unless
another form of payment is requested.

By Wire.   You can call or write to have redemption proceeds sent to a bank
account. See the policies for redeeming shares by phone or by mail. Before
requesting to have redemption proceeds sent to a bank account, please make sure
the funds have your bank account information on file. If the funds do not have
this information, you will need to send written instructions with your bank's
name and a voided check or savings account deposit slip. If the bank and fund
accounts do not have at least one common owner, you must provide written
instructions signed by all fund and bank account owners, and each individual
must have their signature guaranteed.

By Systematic Withdrawal Plan.   If your account has a value of $5,000 or more,
you may redeem a specific dollar amount from your account on a regular basis.
You may set up systematic withdrawals when you complete a new account form or by
calling your financial intermediary.

You should not make systematic withdrawals if you plan to continue investing in
a fund, due to sales charges and tax liabilities.

Exchanging Class A and Class C Shares

If your investment goals or your financial needs change, you may move from one
First American Fund to another First American Fund. There is no fee to exchange
shares.

Generally, you may exchange your shares only for the same class of shares of the
other fund, with certain exceptions, including:

- - You may exchange your Class A shares for Class Y shares of the same or another
  First American Fund if you subsequently become eligible to purchase Class Y
  shares.

- - If you are no longer eligible to hold Class Y shares, you may exchange your
  shares for Class A shares at net asset value. Class A shares have higher
  expenses than Class Y shares.

Exchanges are made based on the net asset value per share of each fund at the
time of the exchange. When you exchange your Class A shares of one of the funds
for Class A shares of another First American Fund, you do not have to pay a
sales charge. When you exchange your Class C shares for Class C shares of
another First American Fund, the time you held the shares of the "old" fund will
be added to the time you hold the shares of the "new" fund for purposes of
determining your CDSC.

Before exchanging into any fund, be sure to read its prospectus carefully. A
fund may change or cancel its exchange policies at any time. You will be
notified of any changes. The funds have the right to limit exchanges that are
deemed to constitute short-term trading. See "Additional Information on
Purchasing, Redeeming and Exchanging Shares -- Short-Term Trading of Fund
Shares" below.

By Phone.   If both funds have identical shareholder registrations, you may
exchange shares by calling your financial intermediary or by calling the funds
directly at 800 677-FUND.

By Mail.   To exchange shares by written request, please follow the procedures
under "Redeeming Class A and Class C Shares" above. Be sure to include the names
of both funds involved in the exchange.


                              21
                      Prospectus - First American Tax Free Income Funds


Policies and Services
Purchasing, Redeeming, and Exchanging Shares  CONTINUED

By Systematic Exchange Plan.   You may add to your investment on a regular basis
through automatic monthly exchanges of your fund into another First American
fund of the same class. You may apply for participation in this program through
your financial intermediary or by calling Investor Services at 800 677-FUND.

Purchasing, Redeeming, and Exchanging Class Y Shares

You may purchase or redeem shares by calling your financial intermediary. When
purchasing shares, payment must be made by wire transfer, which can be arranged
by your financial intermediary. You cannot purchase shares by wire on days when
federally chartered banks are closed. The funds reserve the right to impose
minimum investment amounts on clients of financial intermediaries that charge
the funds or the advisor transaction or recordkeeping fees.

If the fund or an authorized financial intermediary receives your redemption
request by 3:00 p.m. Central time, payment of your redemption proceeds will
ordinarily be made by wire on the next business day. It is possible, however,
that payment could be delayed by up to seven days.

Exchanging Class Y Shares.   If your investment goals or your financial needs
change, you may exchange your shares for Class Y shares of another First
American Fund. Exchanges are made at the net asset value per share of each fund
at the time of the exchange. There is no fee to exchange shares. If you are no
longer eligible to hold Class Y shares, you may exchange your shares for Class A
shares at net asset value. Class A shares have higher expenses than Class Y
shares.

To exchange your shares, call your financial intermediary.

Before exchanging into any fund, be sure to read its prospectus carefully. A
fund may change or cancel its exchange policies at any time. You will be
notified of any changes. The funds have the right to limit exchanges that are
deemed to constitute short-term trading. See "Additional Information on
Purchasing, Redeeming and Exchanging Shares -- Short-Term Trading of Fund
Shares" below.

Systematic Transactions.   You may add to your investment, or redeem a specific
dollar amount from your account, on a regular, automatic basis through a
systematic investment or withdrawal plan. You may also move from one First
American Fund to another First American Fund of the same class on a regular
basis through automatic monthly exchanges. You may apply for participation in
these programs through your financial intermediary.

You should not make systematic withdrawals if you plan to continue investing in
a fund, due to sales charges and tax liabilities.

ADDITIONAL INFORMATION ON PURCHASING, REDEEMING, AND EXCHANGING SHARES

Calculating Net Asset Value

The funds generally calculate their NAV as of 3:00 p.m. Central time every day
the New York Stock Exchange is open.

A fund's NAV is equal to the market value of its investments and other assets,
less any liabilities, divided by the number of fund shares. Security valuations
for the funds' investments are furnished by one or more independent pricing
services that have been approved by the funds' board of directors. If market
prices are not readily available for an investment or if the advisor believes
they are unreliable, fair value prices may be determined in good faith using
procedures approved by the funds' board of directors. Under these procedures,
fair values are generally determined by a pricing committee appointed by the
board of directors. The types of securities for which such fair value pricing
might be required include, but are not limited to:

- - Securities, including securities traded in foreign markets, where an event
  occurs after the close of the market in which such security principally
  trades, but before NAV is determined, that will affect the value of such
  security, or the closing value is otherwise deemed unreliable;

- - Securities whose trading has been halted or suspended;

- - Fixed-income securities that have gone into default and for which there is no
  current market value quotation; and

- - Securities with limited liquidity, including certain high-yield securities or
  securities that are restricted as to transfer or resale.

Valuing securities at fair value involves greater reliance on judgment than
valuing securities that have readily available market quotations. There can be
no assurance that a fund could obtain the fair value assigned to a security if
it were to sell the security at approximately the time at which the fund
determines its NAV per share.

Short-Term Trading of Fund Shares

The funds discourage purchases and redemptions of their shares in response to
short-term fluctuations in the securities markets. The funds' Board of Directors
has adopted policies and procedures designed to detect and deter short-term
trading in the funds' shares that may disadvantage long-term fund shareholders.
These policies are described below. The funds will not knowingly accommodate
trading in the funds' shares in violation of these policies. As discussed below,
however, there is no guarantee that the funds will be able to detect such
trading in all accounts. See "Omnibus Accounts" below. These policies do not
apply to purchases and sales of fund shares by other First American Funds.

Risks Associated with Short-Term Trading.   Short-term trading in a fund's
shares, particularly in larger amounts, may be detrimental to long-term
shareholders of the fund.


                              22
                      Prospectus - First American Tax Free Income Funds


Policies and Services
Purchasing, Redeeming, and Exchanging Shares  CONTINUED

Depending on various factors, including the size of a fund, the amount of assets
the fund typically maintains in cash or cash equivalents, the dollar amount and
number and frequency of trades, and the types of securities in which the fund
typically invests, short-term trading may interfere with the efficient
management of the fund's portfolio, increase the fund's transaction costs,
administrative costs and taxes, and/or impact the fund's performance.

In addition, the nature of a fund's portfolio holdings may allow a shareholder
engaging in a short-term trading strategy to take advantage of possible delays
between the change in the value of a fund's portfolio holdings and the
reflection of that change in the net asset value of the fund's shares. Such a
delay may occur in funds that have significant investments in foreign
securities, where the value of those securities is established some time before
the fund calculates its own share price, or in funds that hold significant
investments in small-cap securities, high-yield (junk) bonds and other types of
investments that may not be frequently traded. This type of short-term trading
is sometimes referred to as "arbitrage market timing," and there is the
possibility that such trading may dilute the value of fund shares if redeeming
shareholders receive proceeds (and buying shareholders receive shares) based
upon net asset values which do not reflect appropriate fair value prices.

Short-Term Trading Policies.   The funds' advisor monitors trading in fund
shares in an effort to identify short-term trading activity that may
disadvantage long-term shareholders. Only transactions that exceed a certain
dollar threshold that has been determined to be potentially disruptive to the
management of a fund are subject to monitoring. It is the policy of the funds to
permit no more than one round trip by an investor during any 90-calendar-day
period. A round trip is defined as a purchase into or redemption out of a fund
(including purchases or redemptions accomplished by an exchange) paired with an
opposite direction redemption out of or purchase into the same fund within 10
calendar days, in a dollar amount that exceeds the monitoring threshold. If the
advisor determines that a shareholder has made more than one round trip during
any 90-calendar-day period, the shareholder conducting such trading will, in
less serious instances, be given an initial warning to discontinue such trading.
In more serious instances (generally involving larger dollar amounts), or in the
case of a second violation after an initial warning has been given, the
shareholder may be temporarily or permanently barred from making future
purchases into one or all of the funds or, alternatively, the funds may limit
the amount, number or frequency of any future purchases and/or the method by
which the shareholder may request future purchases (including purchases by an
exchange or transfer between a fund and any other fund). In addition to the
foregoing sanctions, the funds reserve the right to reject any purchase order at
any time and for any reason, without prior written notice. The funds also
reserve the right to revoke the exchange privileges of any person at any time
and for any reason. In making determinations concerning the rejection of
purchase orders and the revocation of exchange privileges, and in considering
which sanctions to impose, the funds may consider an investor's trading history
in any of the First American Funds, in non-First American mutual funds, or in
accounts under a person's common ownership or control.

Certain transactions are not subject to the funds' short-term trading policies.
These include transactions such as systematic redemptions and purchases;
retirement plan contributions, loans and distributions (including hardship
withdrawals); purchase transactions involving transfers of assets, rollovers,
Roth IRA conversions and IRA re-characterizations; regular portfolio re-
balancings in fee-based programs of registered investment advisors, financial
planners and registered broker-dealers; and similar transactions.

Omnibus Accounts.   Fund shares are frequently held through omnibus account
arrangements, whereby a broker-dealer, investment advisor, retirement plan
sponsor or other financial intermediary maintains an omnibus account with a fund
for trading on behalf of its customers. The funds seek to apply their short-term
trading policies and procedures to these omnibus account arrangements and will
request that the intermediary provide individual account level detail (or
participant level detail in the case of retirement plans) to the funds if more
than one round trip in any 90 day period is detected at the omnibus or plan
level and such round trips appear to be (a) attributable to an individual
shareholder or plan participant and (b) potentially detrimental to the
respective fund and its shareholders based on such factors as the time between
transactions, the size of the transactions and the type of fund involved. If
short-term trading is detected at the individual account or participant level,
the funds will request that the financial intermediary take appropriate action
to curtail the activity. If the financial intermediary does not take action, the
funds will take such steps as are reasonably practicable to curtail the
excessive trading, including terminating the relationship with the intermediary
if necessary.

The funds have entered into shareholder information agreements with certain
financial intermediaries pursuant to Rule 22c-2 of the Investment Company Act of
1940 under which the financial intermediaries have agreed to assist the funds in
monitoring trading activity and enforcing the funds' short-term trading policies
with respect to the financial intermediaries' customers.

Telephone Transactions

The funds and their agents will not be responsible for any losses that may
result from acting on wire or telephone instructions that they reasonably
believe to be genuine. The funds and their agents will each follow reasonable
procedures to confirm that instructions received by telephone are genuine, which
may include taping telephone conversations.

It may be difficult to reach the funds by telephone during periods of unusual
market activity. If you are unable to reach


                              23
                      Prospectus - First American Tax Free Income Funds


Policies and Services
Purchasing, Redeeming, and Exchanging Shares  CONTINUED

the funds or their agents by telephone, please consider sending written
instructions.

Accounts with Low Balances

If your account balance falls below $500, the funds reserve the right to either:

- - deduct a $50 annual account maintenance fee, or

- - close your account and send you the proceeds, less any applicable contingent
  deferred sales charge.

Before taking any action, however, you will be sent a written notice of the
action they intend to take and give you 30 days to re-establish a minimum
account balance of $500.

Redemption in Kind

Generally, proceeds from redemption requests will be paid in cash. However, to
minimize the effect of large redemption requests on a fund and its remaining
shareholders, if you redeem more than $250,000 of a fund's assets within a
30-day period, each fund reserves the right to pay part or all of the proceeds
from a redemption request in a proportionate share of securities from the fund's
portfolio instead of cash. In selecting securities for a redemption in kind, the
advisor will consider the best interests of the fund and the remaining fund
shareholders, and will value these securities in accordance with the pricing
methods employed to calculate the fund's net asset value per share. If you
receive redemption proceeds in kind, you should expect to incur transaction
costs upon disposition of the securities received in the redemption. In
addition, you will bear the market risk associated with these securities until
their disposition.


                              24
                      Prospectus - First American Tax Free Income Funds


Policies and Services
Managing Your Investment
STAYING INFORMED

Shareholder Reports

Shareholder reports are mailed twice a year. They include financial statements
and performance information, and, on an annual basis, a message from your
portfolio managers and the report of independent registered public accounting
firm.

In an attempt to reduce shareholder costs and help eliminate duplication, the
funds will try to limit their mailings to one report for each address that lists
one or more shareholders with the same last name. If you would like additional
copies, please call Investor Services at 800 677-FUND.

Statements and Confirmations

Statements summarizing activity in your account are mailed quarterly.
Confirmations generally are mailed following each purchase or sale of fund
shares, but some transactions, such as systematic purchases and dividend
reinvestments, are reported on your account statement. Generally, the funds do
not send statements for shares held in a brokerage account or to individuals who
have their shares held in an omnibus account, such as retirement plan
participants. Please review your statements and confirmations as soon as you
receive them and promptly report any discrepancies to your financial
intermediary or to Investor Services at 800 677-FUND.

DIVIDENDS AND DISTRIBUTIONS

Dividends from a fund's net investment income are declared daily and paid
monthly. Any capital gains are distributed at least once each year. If you place
a purchase order or an exchange order for fund shares by the time the fund
determines its NAV, you will begin to accrue dividends on the next business day.

Dividend and capital gain distributions will be reinvested in additional shares
of the fund paying the distribution, unless you request that distributions be
reinvested in another First American Fund or paid in cash. This request may be
made on your new account form, by contacting your financial intermediary, or by
calling Investor Services at 800 677-FUND. If you request that your
distributions be paid in cash but those distributions cannot be delivered
because of an incorrect mailing address, or if a distribution check remains
uncashed for six months, the undelivered or uncashed distributions and all
future distributions will be reinvested in fund shares at the current NAV.

TAXES

Some of the tax consequences of investing in the funds are discussed below. More
information about taxes is in the SAI. However, because everyone's tax situation
is unique, always consult your tax professional about federal, state, and local
tax consequences.

Federal Taxes on Distributions

Each fund intends to meet certain federal tax requirements so that distributions
of tax-exempt interest income may be treated as "exempt-interest dividends."
These dividends are not subject to regular federal income tax. However, each
fund may invest up to 20% of its net assets in municipal securities the interest
on which is subject to the federal alternative minimum tax. Any portion of
exempt-interest dividends attributable to interest on these securities may
increase some shareholders' alternative minimum tax. The funds expect that their
distributions will consist primarily of exempt-interest dividends. Tax Free
Fund's exempt-interest dividends generally will be subject to state or local
income taxes.

Distributions paid from any interest income that is not tax-exempt and from any
net realized capital gains will be taxable whether you reinvest those
distributions or take them in cash. Distributions paid from taxable interest
income will be taxed as ordinary income and not as "qualifying dividends" that
are taxed at the same rate as long-term capital gains. Distributions of a fund's
net long-term capital gains are taxable as long-term gains, regardless of how
long you have held your shares.

Federal Taxes on Transactions

The sale of fund shares, or the exchange of one fund's shares for shares of
another fund, will be a taxable event and may result in a capital gain or loss.
The gain or loss will be considered long-term if you have held your shares for
more than one year. A gain or loss on shares held for one year or less is
considered short-term and is taxed at the same rates as ordinary income.

If, in redemption of his or her shares, a shareholder receives a distribution of
securities instead of cash, the shareholder will be treated as receiving an
amount equal to the fair market value of the securities at the time of the
distribution for purposes of determining capital gain or loss on the redemption,
and will also acquire a basis in the shares for federal income tax purposes
equal to their fair market value.

The exchange of one class of shares for another class of shares in the same fund
will not be taxable.

State Taxes on Distributions

A recent decision by the Kentucky Court of Appeals held that Kentucky's tax
exemption of interest on its own bonds and its taxation of interest on the bonds
of other states is illegal, and the United States Supreme Court has agreed to
review the decision. Oral argument is scheduled for November 5, 2007. If the
Supreme Court were to affirm the decision, there could be adverse implications
for the tax treatment and market value of the bonds held by the funds. For
additional information, please see "Taxation" in the SAI.


                              25
                      Prospectus - First American Tax Free Income Funds


Policies and Services
Managing Your Investment CONTINUED

Arizona Income Taxation.   Dividends paid by Arizona Tax Free Fund will be
exempt from Arizona income taxes for individuals, trust, estates, and
corporations to the extent they are derived from interest on Arizona municipal
securities.

California Income Taxation.   California Tax Free Fund intends to comply with
certain state tax requirements so that dividends it pays that are attributable
to interest on California municipal securities will be excluded from the
California taxable income of individuals, trusts, and estates. To meet these
requirements, at least 50% of the value of the fund's total assets must consist
of obligations which pay interest that is exempt from California personal income
tax. Exempt-interest dividends are not excluded from the California taxable
income of corporations and financial institutions. In addition, dividends
derived from interest paid on California municipal bonds (including securities
treated for federal purposes as private activity bonds) will not be subject to
the alternative minimum tax that California imposes on individuals, trusts, and
estates.

Colorado Income Taxation.   Dividends paid by Colorado Tax Free Fund will be
exempt from Colorado income taxes for individuals, trusts, estates, and
corporations to the extent that they are derived from interest on Colorado
municipal securities. In addition, dividends derived from interest on Colorado
municipal securities (including securities treated for federal purposes as
private activity bonds) will not be subject to the alternative minimum tax that
Colorado imposes on individuals, trusts, and estates.

Minnesota Income Taxation.   Minnesota Tax Free Fund intends to comply with
certain state tax requirements so that dividends it pays that are attributable
to interest on Minnesota municipal securities will be excluded from the
Minnesota taxable net income of individuals, estates, and trusts. To meet these
requirements, at least 95% of the exempt-interest dividends paid by the fund
must be derived from interest income on Minnesota municipal securities. A
portion of the fund's dividends may be subject to the Minnesota alternative
minimum tax. Exempt-interest dividends are not excluded from the Minnesota
taxable income of corporations and financial institutions.

Missouri Income Taxation.   Dividends paid by Missouri Tax Free Fund will be
exempt from Missouri income taxes for individuals, estates, trusts, and
corporations to the extent they are derived from interest on Missouri municipal
obligations.

Nebraska Income Taxation.   Dividends paid by Nebraska Tax Free Fund will be
exempt from Nebraska income taxes for individuals, trusts, estates, and
corporations to the extent they are derived from interest on Nebraska municipal
obligations. A portion of the fund's dividends may be subject to the Nebraska
minimum tax.

Ohio Income Taxation.   Dividends paid by Ohio Tax Free Fund will be exempt from
Ohio income taxes for individuals, trusts, estates, and corporations to the
extent they are derived from interest on Ohio municipal obligations.


                              26
                      Prospectus - First American Tax Free Income Funds


Additional Information
Management

FAF Advisors, Inc. is the funds' investment advisor. FAF Advisors provides
investment management services to individuals and institutions, including
corporations, foundations, pensions, and retirement plans. As of September 30,
2007, FAF Advisors and its affiliates had more than $105 billion in assets under
management, including investment company assets of more than $86 billion. As
investment advisor, FAF Advisors manages the funds' business and investment
activities, subject to the authority of the funds' board of directors.

Each fund pays the investment advisor a monthly management fee for providing
investment advisory services. The table below reflects management fees paid to
the investment advisor, after taking into account any fee waivers, for the
funds' most recently completed fiscal year.

<Table>
<Caption>
                                          Management fee
                                       as a % of average
                                        daily net assets
- --------------------------------------------------------
                                    
ARIZONA TAX FREE FUND                        0.00%
CALIFORNIA TAX FREE FUND                     0.00%
COLORADO TAX FREE FUND                       0.00%
MINNESOTA TAX FREE FUND                      0.35%
MISSOURI TAX FREE FUND                       0.35%
NEBRASKA TAX FREE FUND                       0.00%
OHIO TAX FREE FUND                           0.00%
TAX FREE FUND                                0.42%
- --------------------------------------------------------
</Table>

A discussion regarding the basis for the board of directors' approval of the
funds' investment advisory agreement appears in the funds' annual report to
shareholders for the fiscal year ended June 30, 2007.

Direct Correspondence to:

First American Funds
P.O. Box 1330
Minneapolis, MN 55440-1330

Investment Advisor

FAF Advisors, Inc.
800 Nicollet Mall
Minneapolis, MN 55402

Distributor

Quasar Distributors, LLC
615 E. Michigan Street
Milwaukee, WI 53202

ADDITIONAL COMPENSATION

FAF Advisors, U.S. Bank National Association (U.S. Bank) and other affiliates of
U.S. Bancorp may act as fiduciary with respect to plans subject to the Employee
Retirement Income Security Act of 1974 (ERISA) and other trust and agency
accounts that invest in the First American Funds. As described above, FAF
Advisors receives compensation for acting as the funds' investment advisor. FAF
Advisors, U.S. Bank and their affiliates also receive compensation in connection
with the following:

Custody Services.   U.S. Bank provides custody services to the funds. U.S. Bank
is paid monthly fees equal, on an annual basis, to 0.005% of each fund's average
daily net assets.

Administration Services.   FAF Advisors and its affiliate, U.S. Bancorp Fund
Services, LLC (Fund Services), act as the funds' administrator and
sub-administrator, respectively, providing administration services that include
general administrative and accounting services, blue sky services and
shareholder services. For such services, each fund pays FAF Advisors the fund's
pro rata portion of up to 0.25% of the aggregate average daily net assets of all
open-end funds in the First American family of funds. FAF Advisors pays Fund
Services a portion of its fee, as agreed to from time to time. In addition to
these fees, the funds may reimburse FAF Advisors for any out-of-pocket expenses
incurred in providing administration services.

Transfer Agency Services.   Fund Services provides transfer agency and dividend
disbursing services, as well as certain shareholder services, to the funds. Fund
Services receives fees for transfer agency and dividend disbursing services on a
per shareholder account basis, subject to a minimum per share class fee. In
addition, the funds may reimburse Fund Services for any out-of-pocket expenses
incurred in providing transfer agency services.

Distribution Services.   Quasar Distributors, LLC (Quasar), an affiliate of FAF
Advisors, receives distribution and shareholder servicing fees for acting as the
funds' distributor.

Other Compensation.   To the extent that fund shares are held through U.S. Bank
or its broker-dealer affiliate, U.S. Bancorp Investments, Inc., those entities
may receive distribution and/or shareholder servicing fees from the funds'
distributor as well as other payments from the funds' distributor and/or advisor
as described above under "Policies and Services -- Purchasing, Redeeming, and
Exchanging Shares -- Additional Payments to Financial Intermediaries."


                              27
                      Prospectus - First American Tax Free Income Funds


Additional Information
Management CONTINUED

PORTFOLIO MANAGEMENT

The portfolio managers primarily responsible for the funds' management are set
forth below, followed by the portfolio managers' biographies.

Arizona Tax Free Fund.   Michael S. Hamilton has served as the primary portfolio
manager for the fund since June 2007 and Douglas J. White has co-managed the
fund since February 2000.

California Tax Free Fund.   Christopher L. Drahn has served as the primary
portfolio manager for the fund since May 2005, and prior to that he co-managed
the fund from February 2000 to May 2005. Michael S. Hamilton has co-managed the
fund since May 2005, and prior to that he served as the primary portfolio
manager for the fund from December 2002 to May 2005.

Colorado Tax Free Fund.   Christopher L. Drahn has served as the primary
portfolio manager for the fund since June 2007, and, prior to that, co-managed
the fund since February 2000. Michael L. Welle has co-managed the fund since
June 2007.

Minnesota Tax Free Fund.   Douglas J. White has served as the primary portfolio
manager for the fund since July 1988 and Christopher L. Drahn has co-managed the
fund since February 2001.

Missouri Tax Free Fund.   Christopher L. Drahn has served as the primary
portfolio manager for the fund since December 2002 and Douglas J. White has
co-managed the fund since September 2001.

Nebraska Tax Free Fund.   Michael L. Welle has served as the primary portfolio
manager for the fund since June 2007 and Christopher L. Drahn has co-managed the
fund since February 2001.

Ohio Tax Free Fund.   Michael S. Hamilton has served as the primary portfolio
manager for the fund since December 2002 and Christopher L. Drahn has co-managed
the Fund since April 2002.

Tax Free Fund.   Douglas J. White has served as the primary portfolio manager
for the fund since September 2001 and Christopher L. Drahn has co-managed the
fund since June 2007.

PORTFOLIO MANAGER BIOGRAPHIES

Christopher L. Drahn, CFA, Senior Fixed-Income Portfolio Manager, entered the
financial services industry when he joined FAF Advisors in 1980.

Michael S. Hamilton, Senior Fixed-Income Portfolio Manager, entered the
financial services industry when he joined FAF Advisors in 1989.

Michael L. Welle, CFA, Fixed-Income Trader, Portfolio Manager, entered the
financial services industry when he joined FAF Advisors in 1992.

Douglas J. White, CFA, Head of Tax Exempt Fixed Income, entered the financial
services industry in 1983 and joined FAF Advisors in 1987.

The SAI provides additional information about the portfolio managers'
compensation, other accounts managed by the portfolio managers, and the
portfolio managers' ownership of securities in the funds.


                              28
                      Prospectus - First American Tax Free Income Funds


Additional Information
Financial Highlights
The tables that follow present performance information about the Class A, Class
C, and Class Y shares of each fund. This information is intended to help you
understand each fund's financial performance for the past five years or, if
shorter, the period of the fund's operations. Some of this information reflects
financial results for a single fund share held throughout the period. Total
returns in the tables represent the rate that you would have earned or lost on
an investment in the fund, excluding sales charges and assuming you reinvested
all of your dividends and distributions.

The information below has been derived from the financial statements audited by
Ernst & Young LLP, an independent registered public accounting firm, whose
report, along with the funds' financial statements, is included in the funds'
annual report, which is available upon request.

ARIZONA TAX FREE FUND

<Table>
<Caption>
                                                      Fiscal year       Fiscal period
                                                         ended              ended             Fiscal year ended September 30,
CLASS A SHARES                                       June 30, 2007     June 30, 2006(1)     2005      2004      2003       2002
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                        
PER SHARE DATA
Net Asset Value, Beginning of Period                     $10.85             $11.19         $11.42    $11.33    $ 11.41    $ 10.99
                                                         ------             ------         ------    ------    -------    -------
Investment Operations:
 Net Investment Income                                     0.46               0.33           0.46      0.49       0.46       0.48
 Realized and Unrealized Gains (Losses) on
  Investments                                             (0.01)             (0.25)         (0.07)     0.12      (0.06)      0.44
                                                         ------             ------         ------    ------    -------    -------
 Total From Investment Operations                          0.45               0.08           0.39      0.61       0.40       0.92
                                                         ------             ------         ------    ------    -------    -------

Less Distributions:
 Dividends (from net investment income)                   (0.45)             (0.33)         (0.49)    (0.47)     (0.45)     (0.48)
 Distributions (from net realized gains)                  (0.06)             (0.09)         (0.13)    (0.05)     (0.03)     (0.02)
                                                         ------             ------         ------    ------    -------    -------
 Total Distributions                                      (0.51)             (0.42)         (0.62)    (0.52)     (0.48)     (0.50)
                                                         ------             ------         ------    ------    -------    -------
Net Asset Value, End of Period                           $10.79             $10.85         $11.19    $11.42    $ 11.33    $ 11.41
                                                         ======             ======         ======    ======    =======    =======
Total Return(2)                                            4.12%              0.73%          3.49%     5.50%      3.61%      8.69%

RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)                          $8,359             $9,041         $9,547    $9,008    $11,928    $12,413
Ratio of Expenses to Average Net Assets                    0.75%              0.75%          0.75%     0.75%      0.75%      0.75%
Ratio of Net Investment Income to Average Net
 Assets                                                    4.11%              4.02%          4.14%     4.16%      4.03%      4.40%
Ratio of Expenses to Average Net Assets
 (excluding waivers)                                       1.64%              1.47%          1.18%     1.12%      1.09%      1.37%
Ratio of Net Investment Income to Average Net
 Assets (excluding waivers)                                3.22%              3.30%          3.71%     3.79%      3.69%      3.78%
Portfolio Turnover Rate                                      25%                47%            20%       21%        37%        30%
- ---------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.

(2)Total return does not reflect sales charges. Total return would have been
   lower had certain expenses not been waived.


                              29
                      Prospectus - First American Tax Free Income Funds


Additional Information
Financial Highlights CONTINUED

Arizona Tax Free Fund (CONTINUED)


<Table>
<Caption>
                                                        Fiscal year      Fiscal period
                                                           ended             ended            Fiscal year ended September 30,
CLASS C SHARES                                         June 30, 2007    June 30, 2006(1)     2005      2004      2003      2002
- --------------------------------------------------------------------------------------------------------------------------------
                                                                                                        
PER SHARE DATA
Net Asset Value, Beginning of Period                      $10.84             $11.18         $11.41    $11.31    $11.40    $10.98
                                                          ------             ------         ------    ------    ------    ------
Investment Operations:
 Net Investment Income                                      0.41               0.30           0.42      0.43      0.42      0.44
 Realized and Unrealized Gains (Losses) on
  Investments                                              (0.01)             (0.25)         (0.08)     0.14     (0.08)     0.44
                                                          ------             ------         ------    ------    ------    ------
 Total From Investment Operations                           0.40               0.05           0.34      0.57      0.34      0.88
                                                          ------             ------         ------    ------    ------    ------

Less Distributions:
 Dividends (from net investment income)                    (0.40)             (0.30)         (0.44)    (0.42)    (0.40)    (0.44)
 Distributions (from net realized gains)                   (0.06)             (0.09)         (0.13)    (0.05)    (0.03)    (0.02)
                                                          ------             ------         ------    ------    ------    ------
 Total Distributions                                       (0.46)             (0.39)         (0.57)    (0.47)    (0.43)    (0.46)
                                                          ------             ------         ------    ------    ------    ------
Net Asset Value, End of Period                            $10.78             $10.84         $11.18    $11.41    $11.31    $11.40
                                                          ======             ======         ======    ======    ======    ======
Total Return(2)                                             3.71%              0.42%          3.08%     5.17%     3.10%     8.28%

RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)                           $1,541             $1,358         $1,628    $1,588    $1,857    $2,910
Ratio of Expenses to Average Net Assets                     1.15%              1.15%          1.15%     1.15%     1.15%     1.15%
Ratio of Net Investment Income to Average Net
 Assets                                                     3.70%              3.62%          3.74%     3.76%     3.63%     4.00%
Ratio of Expenses to Average Net Assets (excluding
 waivers)                                                   2.12%              2.22%          1.93%     1.87%     1.84%     2.12%
Ratio of Net Investment Income to Average Net
 Assets (excluding waivers)                                 2.73%              2.55%          2.96%     3.04%     2.94%     3.03%
Portfolio Turnover Rate                                       25%                47%            20%       21%       37%       30%
- --------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.

(2)Total return does not reflect sales charges. Total return would have been
   lower had certain expenses not been waived.

<Table>
<Caption>
                                             Fiscal year        Fiscal period
                                                ended               ended                  Fiscal year ended September 30,
CLASS Y SHARES                              June 30, 2007      June 30, 2006(1)       2005         2004        2003        2002
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                        
PER SHARE DATA
Net Asset Value, Beginning of Period           $ 10.85              $ 11.19          $ 11.43      $11.33      $11.41      $ 10.99
                                               -------              -------          -------      ------      ------      -------
Investment Operations:
 Net Investment Income                            0.48                 0.35             0.50        0.50        0.48         0.51
 Realized and Unrealized Gains
  (Losses) on Investments                           --                (0.25)           (0.09)       0.15       (0.06)        0.44
                                               -------              -------          -------      ------      ------      -------
 Total From Investment Operations                 0.48                 0.10             0.41        0.65        0.42         0.95
                                               -------              -------          -------      ------      ------      -------
Less Distributions:
 Dividends (from net investment
  income)                                        (0.47)               (0.35)           (0.52)      (0.50)      (0.47)       (0.51)
 Distributions (from net realized
  gains)                                         (0.06)               (0.09)           (0.13)      (0.05)      (0.03)       (0.02)
                                               -------              -------          -------      ------      ------      -------
 Total Distributions                             (0.53)               (0.44)           (0.65)      (0.55)      (0.50)       (0.53)
                                               -------              -------          -------      ------      ------      -------
Net Asset Value, End of Period                 $ 10.80              $ 10.85          $ 11.19      $11.43      $11.33      $ 11.41
                                               =======              =======          =======      ======      ======      =======
Total Return(2)                                   4.48%                0.92%            3.65%       5.85%       3.86%        8.95%
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)                $19,329              $15,614          $14,035      $9,520      $9,244      $10,656
Ratio of Expenses to Average Net
 Assets                                           0.50%                0.50%            0.50%       0.50%       0.50%        0.50%
Ratio of Net Investment Income to
 Average Net Assets                               4.36%                4.27%            4.39%       4.42%       4.28%        4.64%
Ratio of Expenses to Average Net
 Assets (excluding waivers)                       1.39%                1.22%            0.93%       0.87%       0.84%        1.12%
Ratio of Net Investment Income to
 Average Net Assets (excluding
 waivers)                                         3.47%                3.55%            3.96%       4.05%       3.94%        4.02%
Portfolio Turnover Rate                             25%                  47%              20%         21%         37%          30%
- ---------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.

(2)Total return would have been lower had certain expenses not been waived.


                              30
                      Prospectus - First American Tax Free Income Funds


Additional Information
Financial Highlights CONTINUED

CALIFORNIA TAX FREE FUND

<Table>
<Caption>
                                           Fiscal year         Fiscal period
                                              ended                ended                   Fiscal year ended September 30,
CLASS A SHARES                            June 30, 2007       June 30, 2006(1)       2005         2004        2003         2002
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                        
PER SHARE DATA
Net Asset Value, Beginning of Period         $ 10.96               $ 11.24          $ 11.40      $11.40      $ 11.63      $ 11.17
                                             -------               -------          -------      ------      -------      -------
Investment Operations:
 Net Investment Income                          0.45                  0.33             0.44        0.46         0.47         0.48
 Realized and Unrealized Gains
  (Losses) on Investments                       0.06                 (0.26)           (0.05)       0.08        (0.16)        0.50
                                             -------               -------          -------      ------      -------      -------
 Total From Investment Operations               0.51                  0.07             0.39        0.54         0.31         0.98
                                             -------               -------          -------      ------      -------      -------
Less Distributions:
 Dividends (from net investment
  income)                                      (0.45)                (0.33)           (0.44)      (0.46)       (0.47)       (0.47)
 Distributions (from net realized
  gains)                                       (0.04)                (0.02)           (0.11)      (0.08)       (0.07)       (0.05)
                                             -------               -------          -------      ------      -------      -------
 Total Distributions                           (0.49)                (0.35)           (0.55)      (0.54)       (0.54)       (0.52)
                                             -------               -------          -------      ------      -------      -------
Net Asset Value, End of Period               $ 10.98               $ 10.96          $ 11.24      $11.40      $ 11.40      $ 11.63
                                             =======               =======          =======      ======      =======      =======
Total Return(2)                                 4.62%                 0.63%            3.50%       4.93%        2.85%        9.10%
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)              $11,375               $10,783          $11,888      $9,513      $11,143      $12,954
Ratio of Expenses to Average Net
 Assets                                         0.75%                 0.75%            0.75%       0.75%        0.75%        0.75%
Ratio of Net Investment Income to
 Average Net Assets                             4.00%                 3.99%            3.88%       4.03%        4.16%        4.26%
Ratio of Expenses to Average Net
 Assets (excluding waivers)                     1.46%                 1.34%            1.15%       1.09%        1.08%        1.31%
Ratio of Net Investment Income to
 Average Net Assets (excluding
 waivers)                                       3.29%                 3.40%            3.48%       3.69%        3.83%        3.70%
Portfolio Turnover Rate                           36%                   24%              14%         16%          20%          33%
- ---------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.

(2)Total return does not reflect sales charges. Total return would have been
   lower had certain expenses not been waived.

<Table>
<Caption>
                                              Fiscal year         Fiscal period
                                                 ended                ended                 Fiscal year ended September 30,
CLASS C SHARES                               June 30, 2007       June 30, 2006(1)       2005        2004        2003        2002
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                         
PER SHARE DATA
Net Asset Value, Beginning of Period             $10.97               $11.25           $11.41      $11.41      $11.64      $11.18
                                                 ------               ------           ------      ------      ------      ------
Investment Operations:
 Net Investment Income                             0.41                 0.30             0.40        0.41        0.43        0.42
 Realized and Unrealized Gains (Losses)
  on Investments                                   0.05                (0.26)           (0.05)       0.09       (0.16)       0.52
                                                 ------               ------           ------      ------      ------      ------
 Total From Investment Operations                  0.46                 0.04             0.35        0.50        0.27        0.94
                                                 ------               ------           ------      ------      ------      ------
Less Distributions:
 Dividends (from net investment income)           (0.40)               (0.30)           (0.40)      (0.42)      (0.43)      (0.43)
 Distributions (from net realized
  gains)                                          (0.04)               (0.02)           (0.11)      (0.08)      (0.07)      (0.05)
                                                 ------               ------           ------      ------      ------      ------
 Total Distributions                              (0.44)               (0.32)           (0.51)      (0.50)      (0.50)      (0.48)
                                                 ------               ------           ------      ------      ------      ------
Net Asset Value, End of Period                   $10.99               $10.97           $11.25      $11.41      $11.41      $11.64
                                                 ======               ======           ======      ======      ======      ======
Total Return(2)                                    4.17%                0.33%            3.11%       4.52%       2.45%       8.69%

RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)                  $1,507               $3,592           $3,068      $1,294      $1,101      $1,115
Ratio of Expenses to Average Net Assets            1.15%                1.15%            1.15%       1.15%       1.15%       1.15%
Ratio of Net Investment Income to
 Average Net Assets                                3.60%                3.60%            3.47%       3.65%       3.75%       3.86%
Ratio of Expenses to Average Net Assets
 (excluding waivers)                               1.98%                2.09%            1.90%       1.84%       1.83%       2.06%
Ratio of Net Investment Income to
 Average Net Assets (excluding waivers)            2.77%                2.66%            2.72%       2.96%       3.07%       2.95%
Portfolio Turnover Rate                              36%                  24%              14%         16%         20%         33%
- ---------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.
(2)Total return does not reflect sales charges. Total return would have been
   lower had certain expenses not been waived.


                              31
                      Prospectus - First American Tax Free Income Funds


Additional Information
Financial Highlights CONTINUED

CALIFORNIA TAX FREE FUND (CONTINUED)


<Table>
<Caption>
                                        Fiscal year        Fiscal period
                                           ended               ended                   Fiscal year ended September 30,
CLASS Y SHARES                         June 30, 2007      June 30, 2006(1)       2005         2004         2003         2002
- ------------------------------------------------------------------------------------------------------------------------------
                                                                                                     
PER SHARE DATA
Net Asset Value, Beginning of
 Period                                   $ 10.97              $ 11.25          $ 11.40      $ 11.40      $ 11.63      $ 11.17
                                          -------              -------          -------      -------      -------      -------
Investment Operations:
 Net Investment Income                       0.47                 0.35             0.47         0.48         0.49         0.49
 Realized and Unrealized Gains
  (Losses) on Investments                    0.05                (0.26)           (0.04)        0.09        (0.15)        0.52
                                          -------              -------          -------      -------      -------      -------
 Total From Investment Operations            0.52                 0.09             0.43         0.57         0.34         1.01
                                          -------              -------          -------      -------      -------      -------

Less Distributions:
 Dividends (from net investment
  income)                                   (0.47)               (0.35)           (0.47)       (0.49)       (0.50)       (0.50)
 Distributions (from net realized
  gains)                                    (0.04)               (0.02)           (0.11)       (0.08)       (0.07)       (0.05)
                                          -------              -------          -------      -------      -------      -------
 Total Distributions                        (0.51)               (0.37)           (0.58)       (0.57)       (0.57)       (0.55)
                                          -------              -------          -------      -------      -------      -------
Net Asset Value, End of Period            $ 10.98              $ 10.97          $ 11.25      $ 11.40      $ 11.40      $ 11.63
                                          =======              =======          =======      =======      =======      =======
Total Return(2)                              4.78%                0.82%            3.85%        5.19%        3.11%        9.36%

RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)           $24,835              $21,767          $19,556      $16,047      $15,243      $11,853
Ratio of Expenses to Average Net
 Assets                                      0.50%                0.50%            0.50%        0.50%        0.50%        0.50%
Ratio of Net Investment Income to
 Average Net Assets                          4.25%                4.24%            4.12%        4.29%        4.40%        4.51%
Ratio of Expenses to Average Net
 Assets (excluding waivers)                  1.21%                1.09%            0.90%        0.84%        0.83%        1.06%
Ratio of Net Investment Income to
 Average Net Assets (excluding
 waivers)                                    3.54%                3.65%            3.72%        3.95%        4.07%        3.95%
Portfolio Turnover Rate                        36%                  24%              14%          16%          20%          33%
- ------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.

(2)Total return would have been lower had certain expenses not been waived.


                              32
                      Prospectus - First American Tax Free Income Funds


Additional Information
Financial Highlights CONTINUED

COLORADO TAX FREE FUND

<Table>
<Caption>
                                            Fiscal year        Fiscal period
                                               ended               ended                   Fiscal year ended September 30,
CLASS A SHARES                             June 30, 2007      June 30, 2006(1)       2005        2004         2003         2002
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                        
PER SHARE DATA
Net Asset Value, Beginning of Period          $10.73               $11.30           $11.52      $ 11.57      $ 11.65      $ 11.09
                                              ------               ------           ------      -------      -------      -------
Investment Operations:
 Net Investment Income                          0.46                 0.35             0.49         0.51         0.50         0.48
 Realized and Unrealized Gains
  (Losses) on Investments                      (0.02)               (0.26)           (0.11)        0.02        (0.10)        0.56
                                              ------               ------           ------      -------      -------      -------
 Total From Investment Operations               0.44                 0.09             0.38         0.53         0.40         1.04
                                              ------               ------           ------      -------      -------      -------
Less Distributions:
 Dividends (from net investment
  income)                                      (0.48)               (0.34)           (0.51)       (0.50)       (0.48)       (0.47)
 Distributions (from net realized
  gains)                                       (0.08)               (0.32)           (0.09)       (0.08)          --        (0.01)
                                              ------               ------           ------      -------      -------      -------
 Total Distributions                           (0.56)               (0.66)           (0.60)       (0.58)       (0.48)       (0.48)
                                              ------               ------           ------      -------      -------      -------
Net Asset Value, End of Period                $10.61               $10.73           $11.30      $ 11.52      $ 11.57      $ 11.65
                                              ======               ======           ======      =======      =======      =======
Total Return(2)                                 4.13%                0.77%            3.36%        4.71%        3.53%        9.72%

RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)               $8,788               $8,507           $8,362      $10,598      $13,843      $19,633
Ratio of Expenses to Average Net
 Assets                                         0.75%                0.75%            0.75%        0.75%        0.75%        0.75%
Ratio of Net Investment Income to
 Average Net Assets                             4.27%                4.30%            4.23%        4.25%        4.23%        4.32%
Ratio of Expenses to Average Net
 Assets (excluding waivers)                     1.75%                1.52%            1.18%        1.09%        1.07%        1.30%
Ratio of Net Investment Income to
 Average Net Assets (excluding
 waivers)                                       3.27%                3.53%            3.80%        3.91%        3.91%        3.77%
Portfolio Turnover Rate                           47%                  35%              30%          12%          14%          22%
- ---------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.

(2)Total return does not reflect sales charges. Total return would have been
   lower had certain expenses not been waived.

<Table>
<Caption>
                                              Fiscal year         Fiscal period
                                                 ended                ended                 Fiscal year ended September 30,
CLASS C SHARES                               June 30, 2007       June 30, 2006(1)       2005        2004        2003        2002
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                         
PER SHARE DATA
Net Asset Value, Beginning of Period            $10.71                $11.28           $11.50      $11.56      $11.63      $11.08
                                                ------                ------           ------      ------      ------      ------
Investment Operations:
 Net Investment Income                            0.42                  0.32             0.43        0.44        0.44        0.44
 Realized and Unrealized Gains
  (Losses) on Investments                        (0.02)                (0.27)           (0.10)       0.03       (0.08)       0.56
                                                ------                ------           ------      ------      ------      ------
 Total From Investment Operations                 0.40                  0.05             0.33        0.47        0.36        1.00
                                                ------                ------           ------      ------      ------      ------
Less Distributions:
 Dividends (from net investment
  income)                                        (0.44)                (0.30)           (0.46)      (0.45)      (0.43)      (0.44)
 Distributions (from net realized
  gains)                                         (0.08)                (0.32)           (0.09)      (0.08)         --       (0.01)
                                                ------                ------           ------      ------      ------      ------
 Total Distributions                             (0.52)                (0.62)           (0.55)      (0.53)      (0.43)      (0.45)
                                                ------                ------           ------      ------      ------      ------
Net Asset Value, End of Period                  $10.59                $10.71           $11.28      $11.50      $11.56      $11.63
                                                ======                ======           ======      ======      ======      ======
Total Return(2)                                   3.72%                 0.47%            2.95%       4.21%       3.23%       9.23%

RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)                 $2,888                $3,007           $3,423      $3,787      $4,284      $3,705
Ratio of Expenses to Average Net
 Assets                                           1.15%                 1.15%            1.15%       1.15%       1.15%       1.15%
Ratio of Net Investment Income to
 Average Net Assets                               3.87%                 3.90%            3.83%       3.85%       3.83%       3.95%
Ratio of Expenses to Average Net
 Assets (excluding waivers)                       2.24%                 2.27%            1.93%       1.84%       1.82%       2.05%
Ratio of Net Investment Income to
 Average Net Assets (excluding
 waivers)                                         2.78%                 2.78%            3.05%       3.16%       3.16%       3.05%
Portfolio Turnover Rate                             47%                   35%              30%         12%         14%         22%
- ---------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.
(2)Total return does not reflect sales charges. Total return would have been
   lower had certain expenses not been waived.


                              33
                      Prospectus - First American Tax Free Income Funds


Additional Information
Financial Highlights CONTINUED

COLORADO TAX FREE FUND (CONTINUED)


<Table>
<Caption>
                                           Fiscal year         Fiscal period
                                              ended                ended                 Fiscal year ended September 30,
CLASS Y SHARES                            June 30, 2007       June 30, 2006(1)       2005        2004        2003        2002
- ------------------------------------------------------------------------------------------------------------------------------
                                                                                                      
PER SHARE DATA
Net Asset Value, Beginning of Period         $ 10.75               $ 11.32          $11.53      $11.59      $11.67      $11.10
                                             -------               -------          ------      ------      ------      ------
Investment Operations:
 Net Investment Income                          0.50                  0.37            0.51        0.52        0.51        0.48
 Realized and Unrealized Gains
  (Losses) on Investments                      (0.03)                (0.26)          (0.09)       0.03       (0.09)       0.60
                                             -------               -------          ------      ------      ------      ------
 Total From Investment Operations               0.47                  0.11            0.42        0.55        0.42        1.08
                                             -------               -------          ------      ------      ------      ------
Less Distributions:
 Dividends (from net investment
  income)                                      (0.51)                (0.36)          (0.54)      (0.53)      (0.50)      (0.50)
 Distributions (from net realized
  gains)                                       (0.08)                (0.32)          (0.09)      (0.08)         --       (0.01)
                                             -------               -------          ------      ------      ------      ------
 Total Distributions                           (0.59)                (0.68)          (0.63)      (0.61)      (0.50)      (0.51)
                                             -------               -------          ------      ------      ------      ------
Net Asset Value, End of Period               $ 10.63               $ 10.75          $11.32      $11.53      $11.59      $11.67
                                             =======               =======          ======      ======      ======      ======
Total Return(2)                                 4.39%                 0.96%           3.70%       4.87%       3.78%      10.07%

RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)              $13,477               $10,181          $8,363      $9,439      $9,516      $9,244
Ratio of Expenses to Average Net
 Assets                                         0.50%                 0.50%           0.50%       0.50%       0.50%       0.50%
Ratio of Net Investment Income to
 Average Net Assets                             4.51%                 4.58%           4.48%       4.51%       4.49%       4.59%
Ratio of Expenses to Average Net
 Assets (excluding waivers)                     1.50%                 1.27%           0.93%       0.84%       0.82%       1.05%
Ratio of Net Investment Income to
 Average Net Assets (excluding
 waivers)                                       3.51%                 3.81%           4.05%       4.17%       4.17%       4.04%
Portfolio Turnover Rate                           47%                   35%             30%         12%         14%         22%
- ------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.

(2)Total return would have been lower had certain expenses not been waived.


                              34
                      Prospectus - First American Tax Free Income Funds


Additional Information
Financial Highlights CONTINUED

MINNESOTA TAX FREE FUND

<Table>
<Caption>
                                      Fiscal year         Fiscal period
                                         ended                ended                     Fiscal year ended September 30,
CLASS A SHARES                       June 30, 2007       June 30, 2006(1)        2005          2004          2003          2002
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                       
PER SHARE DATA
Net Asset Value, Beginning of
 Period                                $  10.97              $  11.21          $  11.23      $  11.34      $  11.39      $  11.06
                                       --------              --------          --------      --------      --------      --------
Investment Operations:
 Net Investment Income                     0.46                  0.35              0.45          0.44          0.48          0.47
 Realized and Unrealized Gains
  (Losses) on Investments                 (0.02)                (0.21)             0.03         (0.01)        (0.05)         0.34
                                       --------              --------          --------      --------      --------      --------
 Total From Investment
  Operations                               0.44                  0.14              0.48          0.43          0.43          0.81
                                       --------              --------          --------      --------      --------      --------
Less Distributions:
 Dividends (from net
  investment income)                      (0.45)                (0.35)            (0.45)        (0.45)        (0.45)        (0.47)
 Distributions (from net
  realized gains)                         (0.03)                (0.03)            (0.05)        (0.09)        (0.03)        (0.01)
                                       --------              --------          --------      --------      --------      --------
 Total Distributions                      (0.48)                (0.38)            (0.50)        (0.54)        (0.48)        (0.48)
                                       --------              --------          --------      --------      --------      --------
Net Asset Value, End of Period         $  10.93              $  10.97          $  11.21      $  11.23      $  11.34      $  11.39
                                       ========              ========          ========      ========      ========      ========
Total Return(2)                            4.05%                 1.28%             4.42%         3.94%         3.90%         7.23%

RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period
 (000)                                 $106,732              $101,142          $106,783      $114,981      $125,916      $135,607
Ratio of Expenses to Average
 Net Assets                                0.95%                 0.95%             0.95%         0.95%         0.95%         0.95%
Ratio of Net Investment Income
 to Average Net Assets                     4.10%                 4.15%             4.04%         3.87%         4.25%         4.22%
Ratio of Expenses to Average
 Net Assets (excluding
 waivers)                                  1.10%                 1.10%             1.06%         1.05%         1.06%         1.09%
Ratio of Net Investment Income
 to Average Net Assets
 (excluding waivers)                       3.95%                 4.00%             3.93%         3.77%         4.14%         4.08%
Portfolio Turnover Rate                      20%                   11%               16%           25%           23%           26%
- ---------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.

(2)Total return does not reflect sales charges. Total return would have been
   lower had certain expenses not been waived.


                              35
                      Prospectus - First American Tax Free Income Funds


Additional Information
Financial Highlights CONTINUED

MINNESOTA TAX FREE FUND (CONTINUED)


<Table>
<Caption>
                                             Fiscal year       Fiscal period
                                                ended              ended                Fiscal year ended September 30,
CLASS C SHARES                              June 30, 2007     June 30, 2006(1)      2005       2004        2003        2002
- -----------------------------------------------------------------------------------------------------------------------------
                                                                                                    
PER SHARE DATA
Net Asset Value, Beginning of Period           $ 10.93            $ 11.17          $11.19     $ 11.31     $ 11.36     $ 11.04
                                               -------            -------          ------     -------     -------     -------
Investment Operations:
 Net Investment Income                            0.42               0.31            0.41        0.39        0.43        0.43
 Realized and Unrealized Gains (Losses)
  on Investments                                 (0.02)             (0.20)           0.03       (0.01)      (0.04)       0.33
                                               -------            -------          ------     -------     -------     -------
 Total From Investment Operations                 0.40               0.11            0.44        0.38        0.39        0.76
                                               -------            -------          ------     -------     -------     -------
Less Distributions:
 Dividends (from net investment income)          (0.41)             (0.32)          (0.41)      (0.41)      (0.41)      (0.43)
 Distributions (from net realized
  gains)                                         (0.03)             (0.03)          (0.05)      (0.09)      (0.03)      (0.01)
                                               -------            -------          ------     -------     -------     -------
 Total Distributions                             (0.44)             (0.35)          (0.46)      (0.50)      (0.44)      (0.44)
                                               -------            -------          ------     -------     -------     -------
Net Asset Value, End of Period                 $ 10.89            $ 10.93          $11.17     $ 11.19     $ 11.31     $ 11.36
                                               =======            =======          ======     =======     =======     =======
Total Return(2)                                   3.65%              0.98%           4.02%       3.45%       3.51%       7.10%
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)                $14,221            $10,359          $9,841     $10,387     $11,951     $11,703
Ratio of Expenses to Average Net Assets           1.35%              1.35%           1.35%       1.35%       1.35%       1.35%
Ratio of Net Investment Income to
 Average Net Assets                               3.69%              3.75%           3.64%       3.47%       3.85%       3.80%
Ratio of Expenses to Average Net Assets
 (excluding waivers)                              1.58%              1.85%           1.81%       1.80%       1.81%       1.84%
Ratio of Net Investment Income to
 Average Net Assets (excluding waivers)           3.46%              3.25%           3.18%       3.02%       3.39%       3.31%
Portfolio Turnover Rate                             20%                11%             16%         25%         23%         26%
- -----------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.

(2)Total return does not reflect sales charges. Total return would have been
   lower had certain expenses not been waived.

<Table>
<Caption>
                                           Fiscal year        Fiscal period
                                              ended               ended                   Fiscal year ended September 30,
CLASS Y SHARES                            June 30, 2007      June 30, 2006(1)       2005         2004         2003         2002
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                        
PER SHARE DATA
Net Asset Value, Beginning of Period         $ 10.96              $ 11.20          $ 11.22      $ 11.33      $ 11.38      $ 11.05
                                             -------              -------          -------      -------      -------      -------
Investment Operations:
 Net Investment Income                          0.48                 0.36             0.48         0.47         0.51         0.49
 Realized and Unrealized Gains
  (Losses) on Investments                      (0.01)               (0.20)            0.03        (0.01)       (0.05)        0.35
                                             -------              -------          -------      -------      -------      -------
 Total From Investment Operations               0.47                 0.16             0.51         0.46         0.46         0.84
                                             -------              -------          -------      -------      -------      -------
Less Distributions:
 Dividends (from net investment
  income)                                      (0.48)               (0.37)           (0.48)       (0.48)       (0.48)       (0.50)
 Distributions (from net realized
  gains)                                       (0.03)               (0.03)           (0.05)       (0.09)       (0.03)       (0.01)
                                             -------              -------          -------      -------      -------      -------
 Total Distributions                           (0.51)               (0.40)           (0.53)       (0.57)       (0.51)       (0.51)
                                             -------              -------          -------      -------      -------      -------
Net Asset Value, End of Period               $ 10.92              $ 10.96          $ 11.20      $ 11.22      $ 11.33      $ 11.38
                                             =======              =======          =======      =======      =======      =======
Total Return(2)                                 4.31%                1.47%            4.69%        4.20%        4.16%        7.84%

RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)              $56,181              $48,760          $46,471      $42,900      $47,858      $54,638
Ratio of Expenses to Average Net
 Assets                                         0.70%                0.70%            0.70%        0.70%        0.70%        0.70%
Ratio of Net Investment Income to
 Average Net Assets                             4.35%                4.40%            4.29%        4.12%        4.50%        4.47%
Ratio of Expenses to Average Net
 Assets (excluding waivers)                     0.85%                0.85%            0.81%        0.80%        0.81%        0.84%
Ratio of Net Investment Income to
 Average Net Assets (excluding
 waivers)                                       4.20%                4.25%            4.18%        4.02%        4.39%        4.33%
Portfolio Turnover Rate                           20%                  11%              16%          25%          23%          26%
- ---------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.

(2)Total return would have been lower had certain expenses not been waived.


                              36
                      Prospectus - First American Tax Free Income Funds


Additional Information
Financial Highlights CONTINUED

MISSOURI TAX FREE FUND

<Table>
<Caption>
                                               Fiscal year        Fiscal period
                                                  ended               ended                Fiscal period ended September 30,
CLASS A SHARES                                June 30, 2007      June 30, 2006(1)      2005        2004        2003        2002
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                        
PER SHARE DATA
Net Asset Value, Beginning of Period             $ 11.76             $ 12.14          $ 12.32     $ 12.37     $ 12.47     $ 12.05
                                                 -------             -------          -------     -------     -------     -------
Investment Operations:
 Net Investment Income                              0.45                0.34             0.45        0.45        0.45        0.46
 Realized and Unrealized gains (Losses)
  on Investments                                    0.05               (0.29)           (0.12)      (0.02)      (0.04)       0.47
                                                 -------             -------          -------     -------     -------     -------
 Total From Investment Operations                   0.50                0.05             0.33        0.43        0.41        0.93
                                                 -------             -------          -------     -------     -------     -------
Less Distributions:
 Dividends (from net investment income)            (0.45)              (0.34)           (0.45)      (0.45)      (0.45)      (0.47)
 Distributions (from net realized gains)           (0.09)              (0.09)           (0.06)      (0.03)      (0.06)      (0.04)
                                                 -------             -------          -------     -------     -------     -------
 Total Distributions                               (0.54)              (0.43)           (0.51)      (0.48)      (0.51)      (0.51)
                                                 -------             -------          -------     -------     -------     -------
Net Asset Value, End of Period                   $ 11.72             $ 11.76          $ 12.14     $ 12.32     $ 12.37     $ 12.47
                                                 =======             =======          =======     =======     =======     =======
Total Return(2)                                     4.23%               0.38%            2.74%       3.60%       3.45%       7.99%
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)                  $24,945             $26,972          $30,188     $27,114     $28,141     $26,496
Ratio of Expenses to Average Net Assets             0.95%               0.95%            0.95%       0.95%       0.95%       0.95%
Ratio of Net Investment Income to Average
 Net Assets                                         3.78%               3.74%            3.65%       3.68%       3.69%       3.81%
Ratio of Expenses to Average Net Assets
 (excluding waivers)                                1.10%               1.09%            1.06%       1.05%       1.06%       1.06%
Ratio of Net Investment Income to Average
 Net Assets (excluding waivers)                     3.63%               3.60%            3.54%       3.58%       3.58%       3.70%
Portfolio Turnover Rate                               33%                 20%              19%         15%         20%         25%
- ---------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.

(2)Total return does not reflect sales charges. Total return would have been
   lower had certain expenses not been waived.

<Table>
<Caption>
                                               Fiscal year        Fiscal period
                                                  ended               ended                Fiscal period ended September 30,
CLASS C SHARES                                June 30, 2007      June 30, 2006(1)       2005        2004        2003        2002
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                         
PER SHARE DATA
Net Asset Value, Beginning of Period             $11.73               $12.12           $12.29      $12.35      $12.46      $12.05
                                                 ------               ------           ------      ------      ------      ------
Investment Operations:
 Net Investment Income                             0.41                 0.30             0.40        0.40        0.40        0.41
 Realized and Unrealized Gains (Losses)
  on Investments                                   0.04                (0.30)           (0.11)      (0.03)      (0.04)       0.48
                                                 ------               ------           ------      ------      ------      ------
 Total From Investment Operations                  0.45                 0.00             0.29        0.37        0.36        0.89
                                                 ------               ------           ------      ------      ------      ------
Less Distributions:
 Dividends (from net investment income)           (0.40)               (0.30)           (0.40)      (0.40)      (0.41)      (0.44)
 Distributions (from net realized gains)          (0.09)               (0.09)           (0.06)      (0.03)      (0.06)      (0.04)
                                                 ------               ------           ------      ------      ------      ------
 Total Distributions                              (0.49)               (0.39)           (0.46)      (0.43)      (0.47)      (0.48)
                                                 ------               ------           ------      ------      ------      ------
Net Asset Value, End of Period                   $11.69               $11.73           $12.12      $12.29      $12.35      $12.46
                                                 ======               ======           ======      ======      ======      ======
Total Return(2)                                    3.84%                0.00%            2.42%       3.11%       3.05%       7.58%

RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)                  $  518               $  214           $  190      $  218      $  279      $   21
Ratio of Expenses to Average Net Assets            1.35%                1.35%            1.35%       1.35%       1.35%       1.35%
Ratio of Net Investment Income to
 Average Net Assets                                3.35%                3.34%            3.25%       3.28%       3.30%       3.28%
Ratio of Expenses to Average Net Assets
 (excluding waivers)                               1.57%                1.84%            1.81%       1.80%       1.81%       1.81%
Ratio of Net Investment Income to
 Average Net Assets (excluding waivers)            3.13%                2.85%            2.79%       2.83%       2.84%       2.82%
Portfolio Turnover Rate                              33%                  20%              19%         15%         20%         25%
- ---------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.

(2)Total return does not reflect sales charges. Total return would have been
   lower had certain expenses not been waived.


                              37
                      Prospectus - First American Tax Free Income Funds


Additional Information
Financial Highlights CONTINUED

MISSOURI TAX FREE FUND (CONTINUED)


<Table>
<Caption>
                                       Fiscal year        Fiscal period
                                          ended               ended                    Fiscal period ended September 30,
CLASS Y SHARES                        June 30, 2007      June 30, 2006(1)        2005          2004          2003          2002
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                       
PER SHARE DATA
Net Asset Value, Beginning of
 Period                                 $  11.76             $  12.15          $  12.32      $  12.38      $  12.48      $  12.06
                                        --------             --------          --------      --------      --------      --------

Investment Operations:
 Net Investment Income                      0.48                 0.36              0.48          0.48          0.49          0.48
 Realized and Unrealized Gains
  (Losses) on Investments                   0.06                (0.30)            (0.11)        (0.03)        (0.05)         0.48
                                        --------             --------          --------      --------      --------      --------
 Total From Investment
  Operations                                0.54                 0.06              0.37          0.45          0.44          0.96
                                        --------             --------          --------      --------      --------      --------

Less Distributions:
 Dividends (from net investment
  income)                                  (0.48)               (0.36)            (0.48)        (0.48)        (0.48)        (0.50)
 Distributions (from net
  realized gains)                          (0.09)               (0.09)            (0.06)        (0.03)        (0.06)        (0.04)
                                        --------             --------          --------      --------      --------      --------
 Total Distributions                       (0.57)               (0.45)            (0.54)        (0.51)        (0.54)        (0.54)
                                        --------             --------          --------      --------      --------      --------
Net Asset Value, End of Period          $  11.73             $  11.76          $  12.15      $  12.32      $  12.38      $  12.48
                                        ========             ========          ========      ========      ========      ========
Total Return(2)                             4.58%                0.49%             3.08%         3.77%         3.71%         8.25%

RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)         $130,644             $138,394          $151,710      $152,676      $168,094      $142,344
Ratio of Expenses to Average Net
 Assets                                     0.70%                0.70%             0.70%         0.70%         0.70%         0.70%
Ratio of Net Investment Income
 to Average Net Assets                      4.03%                3.99%             3.90%         3.93%         3.94%         4.06%
Ratio of Expenses to Average Net
 Assets (excluding waivers)                 0.85%                0.84%             0.81%         0.80%         0.81%         0.81%
Ratio of Net Investment Income
 to Average Net Assets
 (excluding waivers)                        3.88%                3.85%             3.79%         3.83%         3.83%         3.95%
Portfolio Turnover Rate                       33%                  20%               19%           15%           20%           25%
- ---------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.

(2)Total return would have been lower had certain expenses not been waived.


                              38
                      Prospectus - First American Tax Free Income Funds


Additional Information
Financial Highlights CONTINUED

NEBRASKA TAX FREE FUND

<Table>
<Caption>
                                              Fiscal year         Fiscal period
                                                 ended                ended                Fiscal period ended September 30,
CLASS A SHARES                               June 30, 2007       June 30, 2006(1)       2005        2004        2003        2002
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                         
PER SHARE DATA
Net Asset Value, Beginning of Period             $10.33               $10.58           $10.66      $10.66      $10.70      $10.20
                                                 ------               ------           ------      ------      ------      ------
Investment Operations:
 Net Investment Income                             0.42                 0.31             0.39        0.41        0.41        0.41
 Realized and Unrealized Gains (Losses)
  on Investments                                   0.02                (0.24)           (0.05)       0.03       (0.04)       0.49
                                                 ------               ------           ------      ------      ------      ------
 Total From Investment Operations                  0.44                 0.07             0.34        0.44        0.37        0.90
                                                 ------               ------           ------      ------      ------      ------

Less Distributions:
 Dividends (from net investment income)           (0.42)               (0.30)           (0.42)      (0.40)      (0.40)      (0.40)
 Distributions (from net realized
  gains)                                          (0.05)               (0.02)              --       (0.04)      (0.01)         --
                                                 ------               ------           ------      ------      ------      ------
 Total Distributions                              (0.47)               (0.32)           (0.42)      (0.44)      (0.41)      (0.40)
                                                 ------               ------           ------      ------      ------      ------
Net Asset Value, End of Period                   $10.30               $10.33           $10.58      $10.66      $10.66      $10.70
                                                 ======               ======           ======      ======      ======      ======
Total Return(2)                                    4.24%                0.65%            3.20%       4.18%       3.57%       9.09%

RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)                  $7,091               $6,910           $7,136      $4,925      $4,869      $4,904
Ratio of Expenses to Average Net Assets            0.75%                0.75%            0.75%       0.75%       0.75%       0.75%
Ratio of Net Investment Income to
 Average Net Assets                                3.97%                3.89%            3.78%       3.82%       3.87%       3.98%
Ratio of Expenses to Average Net Assets
 (excluding waivers)                               1.44%                1.30%            1.12%       1.08%       1.07%       1.29%
Ratio of Net Investment Income to
 Average Net Assets (excluding waivers)            3.28%                3.34%            3.41%       3.49%       3.55%       3.44%
Portfolio Turnover Rate                              39%                  35%              21%         17%         15%         35%
- ---------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.

(2)Total return does not reflect sales charges. Total return would have been
   lower had certain expenses not been waived.

<Table>
<Caption>
                                               Fiscal year        Fiscal period
                                                  ended               ended                Fiscal period ended September 30,
CLASS C SHARES                                June 30, 2007      June 30, 2006(1)       2005        2004        2003        2002
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                         
PER SHARE DATA
Net Asset Value, Beginning of Period             $10.26               $10.50           $10.58      $10.58      $10.63      $10.14
                                                 ------               ------           ------      ------      ------      ------
Investment Operations:
 Net Investment Income                             0.37                 0.27             0.35        0.35        0.36        0.36
 Realized and Unrealized Gains (Losses)
  on Investments                                   0.02                (0.22)           (0.06)       0.04       (0.04)       0.50
                                                 ------               ------           ------      ------      ------      ------
 Total From Investment Operations                  0.39                 0.05             0.29        0.39        0.32        0.86
                                                 ------               ------           ------      ------      ------      ------

Less Distributions:
 Dividends (from net investment income)           (0.37)               (0.27)           (0.37)      (0.35)      (0.36)      (0.37)
 Distributions (from net realized gains)          (0.05)               (0.02)              --       (0.04)      (0.01)         --
                                                 ------               ------           ------      ------      ------      ------
 Total Distributions                              (0.42)               (0.29)           (0.37)      (0.39)      (0.37)      (0.37)
                                                 ------               ------           ------      ------      ------      ------
Net Asset Value, End of Period                   $10.23               $10.26           $10.50      $10.58      $10.58      $10.63
                                                 ======               ======           ======      ======      ======      ======
Total Return(2)                                    3.86%                0.46%            2.81%       3.80%       3.10%       8.66%

RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)                  $1,559               $1,487           $1,565      $1,861      $1,657      $  982
Ratio of Expenses to Average Net Assets            1.15%                1.15%            1.15%       1.15%       1.15%       1.15%
Ratio of Net Investment Income to
 Average Net Assets                                3.56%                3.49%            3.38%       3.42%       3.46%       3.57%
Ratio of Expenses to Average Net Assets
 (excluding waivers)                               1.92%                2.05%            1.87%       1.83%       1.82%       2.04%
Ratio of Net Investment Income to
 Average Net Assets (excluding waivers)            2.79%                2.59%            2.66%       2.74%       2.79%       2.68%
Portfolio Turnover Rate                              39%                  35%              21%         17%         15%         35%
- ---------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.

(2)Total return does not reflect sales charges. Total return would have been
   lower had certain expenses not been waived.


                              39
                      Prospectus - First American Tax Free Income Funds


Additional Information
Financial Highlights CONTINUED

NEBRASKA TAX FREE FUND (CONTINUED)


<Table>
<Caption>
                                           Fiscal year      Fiscal period
                                              ended             ended                  Fiscal period ended September 30,
CLASS Y SHARES                            June 30, 2007    June 30, 2006(1)       2005         2004         2003         2002
- -------------------------------------------------------------------------------------------------------------------------------
                                                                                                      
PER SHARE DATA
Net Asset Value, Beginning of Period         $ 10.33           $ 10.58           $ 10.66      $ 10.65      $ 10.69      $ 10.19
                                             -------           -------           -------      -------      -------      -------
Investment Operations:
 Net Investment Income                          0.44              0.32              0.43         0.43         0.43         0.43
 Realized and Unrealized Gains (Losses)
  on Investments                                0.02             (0.23)            (0.07)        0.04        (0.03)        0.50
                                             -------           -------           -------      -------      -------      -------
 Total From Investment Operations               0.46              0.09              0.36         0.47         0.40         0.93
                                             -------           -------           -------      -------      -------      -------
Less Distributions:
 Dividends (from net investment income)        (0.44)            (0.32)            (0.44)       (0.42)       (0.43)       (0.43)
 Distributions (from net realized gains)       (0.05)            (0.02)               --        (0.04)       (0.01)          --
                                             -------           -------           -------      -------      -------      -------
 Total Distributions                           (0.49)            (0.34)            (0.44)       (0.46)       (0.44)       (0.43)
                                             -------           -------           -------      -------      -------      -------
Net Asset Value, End of Period               $ 10.30           $ 10.33           $ 10.58      $ 10.66      $ 10.65      $ 10.69
                                             =======           =======           =======      =======      =======      =======
Total Return(2)                                 4.51%             0.85%             3.45%        4.54%        3.82%        9.37%

RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)              $32,502           $31,347           $32,418      $29,722      $28,120      $27,348
Ratio of Expenses to Average Net Assets         0.50%             0.50%             0.50%        0.50%        0.50%        0.50%
Ratio of Net Investment Income to
 Average Net Assets                             4.22%             4.14%             4.03%        4.07%        4.11%        4.22%
Ratio of Expenses to Average Net Assets
 (excluding waivers)                            1.19%             1.05%             0.87%        0.83%        0.82%        1.04%
Ratio of Net Investment Income to
 Average Net Assets (excluding waivers)         3.53%             3.59%             3.66%        3.74%        3.79%        3.68%
Portfolio Turnover Rate                           39%               35%               21%          17%          15%          35%
- -------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.

(2)Total return would have been lower had certain expenses not been waived.

OHIO TAX FREE FUND

<Table>
<Caption>
                                                Fiscal year      Fiscal period
                                                   ended             ended                 Fiscal period ended September 30,
CLASS A SHARES                                 June 30, 2007    June 30, 2006(1)       2005        2004        2003       2002(2)
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                        
PER SHARE DATA
Net Asset Value, Beginning of Period              $10.17             $10.42           $10.52      $10.54      $10.58      $10.00
                                                  ------             ------           ------      ------      ------      ------
Investment Operations:
 Net Investment Income                              0.38               0.29             0.36        0.36        0.36        0.15
 Realized and Unrealized Gains (Losses) on
  Investments                                       0.05              (0.25)           (0.06)       0.07       (0.03)       0.59
                                                  ------             ------           ------      ------      ------      ------
 Total From Investment Operations                   0.43               0.04             0.30        0.43        0.33        0.74
                                                  ------             ------           ------      ------      ------      ------
Less Distributions:
 Dividends (from net investment income)            (0.38)             (0.28)           (0.36)      (0.35)      (0.37)      (0.16)
 Distributions (from net realized gains)           (0.02)             (0.01)           (0.04)      (0.10)         --          --
                                                  ------             ------           ------      ------      ------      ------
 Total Distributions                               (0.40)             (0.29)           (0.40)      (0.45)      (0.37)      (0.16)
                                                  ------             ------           ------      ------      ------      ------
Net Asset Value, End of Period                    $10.20             $10.17           $10.42      $10.52      $10.54      $10.58
                                                  ======             ======           ======      ======      ======      ======
Total Return(3)                                     4.28%              0.40%            2.86%       4.16%       3.22%       7.42%

RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)                   $  808             $  841           $  988      $1,200      $  849      $  453
Ratio of Expenses to Average Net Assets             0.75%              0.75%            0.75%       0.75%       0.75%       0.75%
Ratio of Net Investment Income to Average Net
 Assets                                             3.70%              3.60%            3.41%       3.43%       3.52%       3.25%
Ratio of Expenses to Average Net Assets
 (excluding waivers)                                1.41%              1.28%            1.11%       1.08%       1.09%       1.23%
Ratio of Net Investment Income to Average Net
 Assets (excluding waivers)                         3.04%              3.07%            3.05%       3.10%       3.18%       2.77%
Portfolio Turnover Rate                               33%                11%              13%         19%         22%          3%
- ---------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.
(2)Commenced operations on April 30, 2002. All ratios for the period have been
   annualized, except total return and portfolio turnover.
(3)Total return does not reflect sales charges. Total return would have been
   lower had certain expenses not been waived.


                              40
                      Prospectus - First American Tax Free Income Funds


Additional Information
Financial Highlights CONTINUED

OHIO TAX FREE FUND (CONTINUED)


<Table>
<Caption>
                                              Fiscal year        Fiscal period
                                                 ended               ended                 Fiscal period ended September 30,
CLASS C SHARES                               June 30, 2007      June 30, 2006(1)       2005        2004        2003       2002(2)
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                        
PER SHARE DATA
Net Asset Value, Beginning of Period            $10.05               $10.32           $10.41      $10.44      $10.57      $10.00
                                                ------               ------           ------      ------      ------      ------
Investment Operations:
 Net Investment Income                            0.33                 0.25             0.32        0.29        0.32        0.13
 Realized and Unrealized Gains (Losses) on
  Investments                                     0.05                (0.26)           (0.05)       0.09       (0.12)       0.58
                                                ------               ------           ------      ------      ------      ------
 Total From Investment Operations                 0.38                (0.01)            0.27        0.38        0.20        0.71
                                                ------               ------           ------      ------      ------      ------
Less Distributions:
 Dividends (from net investment income)          (0.34)               (0.25)           (0.32)      (0.31)      (0.33)      (0.14)
 Distributions (from net realized gains)         (0.02)               (0.01)           (0.04)      (0.10)         --          --
                                                ------               ------           ------      ------      ------      ------
 Total Distributions                             (0.36)               (0.26)           (0.36)      (0.41)      (0.33)      (0.14)
                                                ------               ------           ------      ------      ------      ------
Net Asset Value, End of Period                  $10.07               $10.05           $10.32      $10.41      $10.44      $10.57
                                                ======               ======           ======      ======      ======      ======
Total Return(3)                                   3.81%               (0.08)%           2.58%       3.69%       1.95%       7.13%

RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)                 $  187               $  209           $  174      $  120      $  215      $    1
Ratio of Expenses to Average Net Assets           1.15%                1.15%            1.15%       1.15%       1.15%       1.15%
Ratio of Net Investment Income to Average
 Net Assets                                       3.29%                3.22%            3.01%       3.03%       3.08%       3.01%
Ratio of Expenses to Average Net Assets
 (excluding waivers)                              1.90%                2.03%            1.86%       1.83%       1.84%       1.98%
Ratio of Net Investment Income to Average
 Net Assets (excluding waivers)                   2.54%                2.34%            2.30%       2.35%       2.39%       2.18%
Portfolio Turnover Rate                             33%                  11%              13%         19%         22%          3%
- ---------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.

(2)Commenced operations on April 30, 2002. All ratios for the period have been
   annualized, except total return and portfolio turnover.

(3)Total return does not reflect sales charges. Total return would have been
   lower had certain expenses not been waived.


                              41
                      Prospectus - First American Tax Free Income Funds


Additional Information
Financial Highlights CONTINUED

OHIO TAX FREE FUND (CONTINUED)


<Table>
<Caption>
                                         Fiscal year        Fiscal period
                                            ended               ended                  Fiscal period ended September 30,
CLASS Y SHARES                          June 30, 2007      June 30, 2006(1)       2005         2004         2003        2002(2)
- -------------------------------------------------------------------------------------------------------------------------------
                                                                                                      
PER SHARE DATA
Net Asset Value, Beginning of Period       $ 10.17             $ 10.43           $ 10.53      $ 10.55      $ 10.57      $ 10.00
                                           -------             -------           -------      -------      -------      -------
Investment Operations:
 Net Investment Income                        0.41                0.30              0.38         0.38         0.39         0.16
 Realized and Unrealized Gains
  (Losses) on Investments                     0.04               (0.25)            (0.05)        0.07        (0.02)        0.58
                                           -------             -------           -------      -------      -------      -------
 Total From Investment Operations             0.45                0.05              0.33         0.45         0.37         0.74
                                           -------             -------           -------      -------      -------      -------
Less Distributions:
 Dividends (from net investment
  income)                                    (0.41)              (0.30)            (0.39)       (0.37)       (0.39)       (0.17)
 Distributions (from net realized
  gains)                                     (0.02)              (0.01)            (0.04)       (0.10)          --           --
                                           -------             -------           -------      -------      -------      -------
 Total Distributions                         (0.43)              (0.31)            (0.43)       (0.47)       (0.39)       (0.17)
                                           -------             -------           -------      -------      -------      -------
Net Asset Value, End of Period             $ 10.19             $ 10.17           $ 10.43      $ 10.53      $ 10.55      $ 10.57
                                           =======             =======           =======      =======      =======      =======
Total Return(3)                               4.44%               0.49%             3.12%        4.42%        3.65%        7.41%

RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)            $42,223             $40,606           $41,104      $39,240      $39,465      $38,083
Ratio of Expenses to Average Net
 Assets                                       0.50%               0.50%             0.50%        0.50%        0.50%        0.50%
Ratio of Net Investment Income to
 Average Net Assets                           3.94%               3.85%             3.66%        3.68%        3.78%        3.74%
Ratio of Expenses to Average Net
 Assets (excluding waivers)                   1.16%               1.03%             0.86%        0.82%        0.84%        0.98%
Ratio of Net Investment Income to
 Average Net Assets (excluding
 waivers)                                     3.28%               3.32%             3.30%        3.36%        3.44%        3.26%
Portfolio Turnover Rate                         33%                 11%               13%          19%          22%           3%
- -------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.

(2)Commenced operations on April 30, 2002. All ratios for the period have been
   annualized, except total return and portfolio turnover.

(3)Total return would have been lower had certain expenses not been waived.


                              42
                      Prospectus - First American Tax Free Income Funds


Additional Information
Financial Highlights CONTINUED

TAX FREE FUND

<Table>
<Caption>
                                           Fiscal year        Fiscal period
                                              ended               ended                  Fiscal period ended September 30,
CLASS A SHARES                            June 30, 2007      June 30, 2006(1)       2005         2004         2003         2002
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                        
PER SHARE DATA
Net Asset Value, Beginning of Period         $ 10.86              $ 11.10          $ 11.18      $ 11.28      $ 11.44      $ 10.99
                                             -------              -------          -------      -------      -------      -------
Income From Investment Operations:
 Net Investment Income                          0.45                 0.35             0.47         0.47         0.47         0.47
 Realized and Unrealized Gains
  (Losses) on Investments                         --                (0.20)            0.03         0.02        (0.03)        0.44
                                             -------              -------          -------      -------      -------      -------
 Total From Investment Operations               0.45                 0.15             0.50         0.49         0.44         0.91
                                             -------              -------          -------      -------      -------      -------
Less Distributions:
 Dividends (from net investment
  income)                                      (0.45)               (0.35)           (0.47)       (0.48)       (0.47)       (0.46)
 Distributions (from net realized
  gains)                                       (0.09)               (0.04)           (0.11)       (0.11)       (0.13)          --
                                             -------              -------          -------      -------      -------      -------
 Total Distributions                           (0.54)               (0.39)           (0.58)       (0.59)       (0.60)       (0.46)
                                             -------              -------          -------      -------      -------      -------
Net Asset Value, End of Period               $ 10.77              $ 10.86          $ 11.10      $ 11.18      $ 11.28      $ 11.44
                                             =======              =======          =======      =======      =======      =======
Total Return(2)                                 4.16%                1.37%            4.51%        4.45%        4.06%        8.56%
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)              $37,760              $36,519          $38,205      $40,156      $42,942      $43,708
Ratio of Expenses to Average Net
 Assets                                         0.95%                0.95%            0.95%        0.95%        0.95%        0.95%
Ratio of Net Investment Income to
 Average Net Assets                             4.08%                4.28%            4.20%        4.18%        4.21%        4.20%
Ratio of Expenses to Average Net
 Assets (excluding waivers)                     1.03%                1.06%            1.06%        1.05%        1.05%        1.02%
Ratio of Net Investment Income to
 Average Net Assets (excluding
 waivers)                                       4.00%                4.17%            4.09%        4.08%        4.11%        4.13%
Portfolio Turnover Rate                           31%                  13%               8%          23%          23%          39%
- ---------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.

(2)Total return does not reflect sales charges. Total return would have been
   lower had certain expenses not been waived.

<Table>
<Caption>
                                               Fiscal year        Fiscal period
                                                  ended               ended                Fiscal period ended September 30,
CLASS C SHARES                                June 30, 2007      June 30, 2006(1)       2005        2004        2003        2002
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                         
PER SHARE DATA
Net Asset Value, Beginning of Period             $10.81               $11.05           $11.13      $11.24      $11.40      $10.96
                                                 ------               ------           ------      ------      ------      ------
Investment Operations:
 Net Investment Income                             0.40                 0.32             0.42        0.43        0.42        0.42
 Realized and Unrealized Gains (Losses)
  on Investments                                   0.01                (0.20)            0.03          --       (0.02)       0.45
                                                 ------               ------           ------      ------      ------      ------
 Total From Investment Operations                  0.41                 0.12             0.45        0.43        0.40        0.87
                                                 ------               ------           ------      ------      ------      ------
Less Distributions:
 Dividends (from net investment income)           (0.41)               (0.32)           (0.42)      (0.43)      (0.43)      (0.43)
 Distributions (from net realized gains)          (0.09)               (0.04)           (0.11)      (0.11)      (0.13)         --
                                                 ------               ------           ------      ------      ------      ------
 Total Distributions                              (0.50)               (0.36)           (0.53)      (0.54)      (0.56)      (0.43)
                                                 ------               ------           ------      ------      ------      ------
Net Asset Value, End of Period                   $10.72               $10.81           $11.05      $11.13      $11.24      $11.40
                                                 ======               ======           ======      ======      ======      ======
Total Return(2)                                    3.76%                1.06%            4.13%       3.92%       3.67%       8.14%
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period (000)                  $2,495               $2,210           $2,712      $2,682      $4,880      $6,199
Ratio of Expenses to Average Net Assets            1.35%                1.35%            1.35%       1.35%       1.35%       1.35%
Ratio of Net Investment Income to
 Average Net Assets                                3.67%                3.87%            3.80%       3.77%       3.81%       3.82%
Ratio of Expenses to Average Net Assets
 (excluding waivers)                               1.51%                1.81%            1.81%       1.80%       1.80%       1.77%
Ratio of Net Investment Income to
 Average Net Assets (excluding waivers)            3.51%                3.41%            3.34%       3.32%       3.36%       3.40%
Portfolio Turnover Rate                              31%                  13%               8%         23%         23%         39%
- ---------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.

(2)Total return does not reflect sales charges. Total return would have been
   lower had certain expenses not been waived.


                              43
                      Prospectus - First American Tax Free Income Funds


Additional Information
Financial Highlights CONTINUED

TAX FREE FUND (CONTINUED)


<Table>
<Caption>
                                    Fiscal year        Fiscal period
                                       ended               ended                    Fiscal period ended September 30,
CLASS Y SHARES                     June 30, 2007      June 30, 2006(1)        2005          2004          2003          2002
- ------------------------------------------------------------------------------------------------------------------------------
                                                                                                    
PER SHARE DATA
Net Asset Value, Beginning of
 Period                              $  10.87             $  11.11          $  11.19      $  11.29      $  11.45      $  11.00
                                     --------             --------          --------      --------      --------      --------
Investment Operations:
 Net Investment Income                   0.48                 0.37              0.50          0.50          0.50          0.49
 Realized and Unrealized
  Gains (Losses) on
  Investments                              --                (0.20)             0.02          0.01         (0.03)         0.45
                                     --------             --------          --------      --------      --------      --------
 Total From Investment
  Operations                             0.48                 0.17              0.52          0.51          0.47          0.94
                                     --------             --------          --------      --------      --------      --------
Less Distributions:
 Dividends (from net
  investment income)                    (0.48)               (0.37)            (0.49)        (0.50)        (0.50)        (0.49)
 Distributions (from net
  realized gains)                       (0.09)               (0.04)            (0.11)        (0.11)        (0.13)           --
                                     --------             --------          --------      --------      --------      --------
 Total Distributions                    (0.57)               (0.41)            (0.60)        (0.61)        (0.63)        (0.49)
                                     --------             --------          --------      --------      --------      --------
Net Asset Value, End of
 Period                              $  10.78             $  10.87          $  11.11      $  11.19      $  11.29      $  11.45
                                     ========             ========          ========      ========      ========      ========
Total Return(2)                          4.42%                1.57%             4.77%         4.71%         4.31%         8.84%

RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Period
 (000)                               $539,360             $455,910          $436,303      $416,651      $460,634      $497,140
Ratio of Expenses to Average
 Net Assets                              0.70%                0.70%             0.70%         0.70%         0.70%         0.70%
Ratio of Net Investment
 Income to Average Net Assets            4.32%                4.53%             4.45%         4.43%         4.46%         4.47%
Ratio of Expenses to Average
 Net Assets (excluding
 waivers)                                0.78%                0.81%             0.81%         0.80%         0.80%         0.77%
Ratio of Net Investment
 Income to Average Net Assets
 (excluding waivers)                     4.24%                4.42%             4.34%         4.33%         4.36%         4.40%
Portfolio Turnover Rate                    31%                  13%                8%           23%           23%           39%
- ------------------------------------------------------------------------------------------------------------------------------
</Table>

(1)For the period October 1, 2005 to June 30, 2006. Effective in 2006, the
   fund's fiscal year end was changed from September 30 to June 30. All ratios
   for the period have been annualized, except total return and portfolio
   turnover.

(2)Total return would have been lower had certain expenses not been waived.


                              44
                      Prospectus - First American Tax Free Income Funds


(FIRST AMERICAN FUNDS LOGO)

FOR MORE INFORMATION


More information about the First American Funds is available on the funds'
Internet site at www.firstamericanfunds.com and in the following documents:

    ANNUAL AND SEMIANNUAL REPORTS

    Additional information about the funds' investments is available in the
    funds' annual and semiannual reports to shareholders. In the funds' annual
    report, you will find a discussion of the market conditions and investment
    strategies that significantly affected the funds' performance during their
    last fiscal year.

    STATEMENT OF ADDITIONAL INFORMATION (SAI)

    The SAI provides more details about the funds and their policies and is
    incorporated into this prospectus by reference (which means that it is
    legally part of this prospectus).

You can obtain a free copy of the funds' most recent annual or semiannual
reports or the SAI, request other information about the funds, or make other
shareholder inquiries by calling Investor Services at 800 677-3863 (FUND) or by
contacting the funds at the address below. Annual or semiannual reports and the
SAI are also available on the funds' Internet site.

Information about the funds (including the SAI) can also be reviewed and copied
at the Securities and Exchange Commission's (SEC) Public Reference Room in
Washington, DC. To find out more about this public service, call the SEC at
1-202-942-8090. Reports and other information about the funds are also available
on the EDGAR database on the SEC's Internet site at www.sec.gov, or you can
receive copies of this information, for a duplicating fee, by electronic request
at the following e-mail address: publicinfo@sec.gov, or by writing the SEC's
Public Reference Section, Washington, DC 20549-0102.

SEC file number:  811-05309                                       PROTXFR  10/07
- --------------------------------------------------------------------------------

FIRST AMERICAN FUNDS
P.O. Box 1330
Minneapolis, MN 55440-1330