WINTHROP OPPORTUNITY FUNDS--NOTES TO FINANCIAL STATEMENTS April 30, 1996
NOTE (A) SIGNIFICANT ACCOUNTING POLICIES. Winthrop Opportunity Funds (the "Fund"
or "Funds") operates as a series company currently consisting of two portfolios (the "Portfolios"): Winthrop
International Equity Fund and Winthrop Developing Markets Fund. The Fund constitutes a diversified, open-end
investment company which is registered under the Investment Company Act of 1940, as amended.
The Fund was organized as a Delaware business trust under the laws of Delaware on May 31, 1995. Prior to
commencing operations on September 8, 1995, the Fund had no operations other than the sale and issuance to
each of Wood, Struthers & Winthrop Management Corp. (the "Advisor") and AXA Asset Management Europe,
an affiliate of AXA Asset Management Partenaires (the "Subadvisor"), of 1,250 Class A shares and 1,250 Class
B shares of beneficial interest in each of the two Portfolios.
Each Portfolio offers two classes of shares, Class A shares are sold with a front-end sales charge of up to
5.75%. Class B shares are sold with a contingent deferred sales charge which declines from 4% to zero
depending on the period of time the shares are held. Both classes have identical voting, dividend, liquidation and
other rights, except that each class bears different distribution expenses and has exclusive voting rights with
respect to its distribution plan. The Adviser is a wholly-owned subsidiary of Donaldson, Lufkin and Jenrette, Inc.
which is an indirect subsidiary of the Equitable Life Assurance Society of the United States, (the "Equitable"). The
following is a summary of significant accounting policies consistently followed by Winthrop.
(1) SECURITY VALUATION: All securities for which current market quotations are readily available are
valued at the last sale price prior to the time of determination, or, if there is no sales price on such date, and if bid
and ask quotations are available, at the mean between the last current bid