1933 Act No. 333-37227
1940 Act No. 811-08405
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [ ]
Pre-Effective Amendment No. [ ]
Post-Effective Amendment No. 12 [X]
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [ ]
Amendment No. 13 [X]
EVERGREEN SELECT MONEY MARKET TRUST
(As successor to certain series of Mentor Institutional Trust)
(Exact Name of Registrant as Specified in Charter)
200 Berkeley Street, Boston, Massachusetts 02116-5034
(Address of Principal Executive Offices)
(617) 210-3200
(Registrant's Telephone Number)
The Corporation Trust Company
1209 Orange Street
Wilmington, Delaware 19801
(Name and Address of Agent for Service)
It is proposed that this filing will become effective:
[x] immediately upon filing pursuant to paragraph (b)
[ ] on (date) pursuant to paragraph (b)
[ ] 60 days after filing pursuant to paragraph (a)(1)
[ ] on (date) pursuant to paragraph (a)(11
[ ] 75 days after filing pursuant to paragraph (a)(2)
[ ] on (date) pursuant to paragraph (a)(2) of Rule 485
If appropriate, check the following box:
[ ] this post-effective amendment designates a new effective date for a
previously filed post-effective amendment
[ ] 60 days after filing pursuant to paragraph (a)(1)
[ ] on (date) pursuant to paragraph (a)(1)
<PAGE>
EVERGREEN SELECT MONEY MARKET TRUST
CONTENTS OF
POST-EFFECTIVE AMENDMENT NO. 12
to
REGISTRATION STATEMENT
This Post-Effective Amendment No. 12 to Registrant's Registration Statement
No. 333-37227/811-08405 consists of the following pages, items of information
and documents:
The Facing Sheet
PART A
------
Prospectus for SNAP Fund is contained herein.
Prospectuses for Evergreen Cash Management Money Market Fund, Evergreen
Cash Management Municipal Money Market Fund, and Evergreen Cash Management
U.S. Government Money Market Fund are contained in Post-Effective Amendment
No. 11 to Registration Statement Nos. 333-37227/811-08405
filed on September 1, 2000 and is incorporated by reference herein.
Prospectuses for Evergreen Select Money Market Fund, Evergreen Select
Municipal Money Market Fund, Evergreen Select Treasury Money Market Fund,
Evergreen Select U.S. Government Money Market Fund and Evergreen Select 100%
Treasury Money Market Fund are contained in Post-Effective Amendment No. 10 to
Registration Statement Nos. 333-37227/811-08405 filed on June 26, 2000 and is
incorporated by reference herein.
PART B
------
Statement of Additional Information for SNAP Fund is contained herein.
Statement of Additional Information for Evergreen Cash Management
Money Market Fund, Evergreen Cash Management Municipal
Money Market Fund, and Evergreen Cash Management U.S. Government
Money Market Fund is contained in Post-Effective Amendment No. 11
to Registration Statement Nos. 333-37227/811-08405 filed on
September 1, 2000, and is incorporated by reference herein.
Statement of Additional Information for Evergreen Select Money Market Fund,
Evergreen Select Municipal Money Market Fund, Evergreen Select Treasury Money
Market Fund, Evergreen Select U.S. Government Money Market Fund and Evergreen
Select 100% Treasury Money Market Fund is contained in Post-Effective Amendment
No. 10 to Registration Statement Nos. 333-37227/811-08405 filed on June 26, 2000
and is incorporated by reference herein.
PART C
------
Exhibits
Indemnification
Business and Other Connections of Investment Advisors
Principal Underwriter
Location of Accounts and Records
Undertakings
Signatures
<PAGE>
EVERGREEN SELECT MONEY MARKET TRUST
PART A
PROSPECTUS - SNAP FUND
<PAGE>
PROSPECTUS November 1, 2000
SNAP (sm) FUND
Evergreen Family of Funds
This Prospectus contains information you should know before
you invest. Please read it carefully and keep it with
your investment records. The SNAP(SM) Fund is a money
market fund.
The Securities and Exchange Commission has not approved or disapproved
these Securities or passed upon the adequacy of this Prospectus.
Any statement to the contrary is a criminal offense.
1
<PAGE>
<TABLE>
Contents
<C> <S>
Fund Summary ............................................................................................................. 3
I. Objective, Principal Investment Strategies, and Principal Risks......................................... 3
Objective .................................................. ....................... 3
Principal Investment Strategies .......................... .................................... 3
Principal Risks ........................... ................................................... 3
II. Performance Information, Fees, and Expenses ............................................................ 4
Performance Information ....................................................................... 4
Fees and Expenses ............................................................................. 4
III. Other Investment Strategies and Risks .................................................................. 5
General Information ...................................................................................................... 7
Investment Advisor............................................................................................... 7
How to Participate in the Fund............................................................................................ 7
Pricing of Fund Shares ................................... ...................................................... 7
Purchasing Shares .................................................. ............................................ 7
Redeeming Shares .......................................... ..................................................... 7
Redemptions by Check ........................................ ................................................... 8
Fund Distributions and Taxes............................................................................................. 8
Distributions ................................................................................................... 8
Taxes ........................................................................................................... 8
Financial Highlights ..................................................................................................... 10
Custodian and Transfer and Dividend Agent ................................................................................ 10
</TABLE>
2
<PAGE>
FUND SUMMARY
I. Objective, Principal Investment Strategies, and Principal Risks.
Objective. SNAP(SM) Fund (the "Fund") seeks as high a rate of current
income as Evergreen Investment Management ("EIM"), the Fund's investment
advisor, believes is consistent with preservation of capital and maintenance of
liquidity.
Principal Investment Strategies. The Fund attempts to maximize yields,
consistent with its investment objective, by buying and selling portfolio
investments in anticipation of or in response to changing economic and money
market conditions and trends. The Fund may also invest to take advantage of what
EIM believes to be temporary disparities in yields either in those segments of
the securities markets in which the Fund invests or among particular instruments
within those segments.
The Fund is a money market fund and follows investment and valuation
policies designed to maintain a stable net asset value of $1.00 per share,
although there is no assurance that these policies will be successful. The Fund
will maintain a dollar-weighted average maturity of 90 days or less and will not
invest in securities with remaining maturities of greater than 397 days.
In order to meet its investment objective, the Fund will invest in a
portfolio of high-quality short-term instruments consisting of any or all of the
following: U.S. government securities; high quality debt instruments of the
Commonwealth of Virginia, and obligations of any county, city, town, district,
authority, or other public body of the Commonwealth of Virginia; high quality
obligations of any other state or of any county, city, town, district located in
any other state; bankers' acceptances issued by a bank organized in the U.S. or
a foreign bank with an agency domiciled in the U.S.; certificates of deposit and
interest bearing time deposits of U.S. banks or U.S. branches of foreign banks
if the issuer has outstanding short-term debt obligations rated not lower than
P-1 by Moody's Investors Service, Inc. ("Moody's") and A-1 by Standard & Poor's
Ratings Services ("S&P"); prime commercial paper consisting of high quality,
short-term obligations issued by banks, corporations, and other issuers
organized under U.S. law; other high-quality, short-term obligations of
corporate issuers; and repurchase agreements with respect to U.S. government
securities.
Principal Risks. While money market funds are designed to be relatively low
risk investments, they are not entirely free of risk. The main risks that could
adversely affect the value of the Fund's shares and the total return on your
investment include:
Interest Rate Risk. The value of bonds and other debt instruments
generally rise and fall in response to changes in interest rates. The
value of the Fund's investments in such securities can be expected to
vary inversely to the changes in prevailing interest rates. Thus, as
market interest rates rise, there is a risk that the value of the Fund's
investments in debt instruments may fall. Interest rate risk is generally
lower for investments with short maturities, and the short-term nature of
money market investments is designed to reduce interest rate risk.
Credit Risk. The values of many of the Fund's investments, including
debt instruments and repurchase agreements, may depend in part on the
credit quality of issuers and counterparties. While the Fund invests only
in high-quality debt instruments and transacts with parties which EIM
believes to be of high creditworthiness, there is always a risk that
issuers and counterparties may be unable or unwilling to honor their
obligations to the Fund.
3
<PAGE>
Concentration Risk. The Fund's investments in securities of issuers
located in Virginia are subject to the risk that regional economic and
other factors could cause a general decline in the values of such
securities.
Variable or Floating-Rate Securities Investment Risk. Variable or
floating-rate securities bear interest at rates subject to periodic
adjustment or provide for periodic recovery of principal on demand. The
value of the Fund's investment in certain of these securities may depend
on the Fund's right to demand that a specified bank, broker-dealer, or
other financial institution either purchase such securities from the Fund
at par or make payment on short notice to the Fund of unpaid principal
and/or interest on the securities. These securities are subject to the
risk that the financial institution in question may be unable or
unwilling to make timely payments, or otherwise to honor its obligations.
An investment in the Fund is not a deposit in a bank and is not insured,
endorsed or guaranteed by the FDIC or any other government agency. Although the
Fund seeks to preserve the value of your investment at $1.00 per share, it is
possible to lose money by investing in the Fund. The Fund is not guaranteed to
achieve its investment goal.
II. Performance Information, Fees, and Expenses.
Performance Information. The following information provides some indication
of the Fund's risks. The bar chart shows changes in the Fund's performance in
each calendar year since the Fund's inception on 7/24/1995. The Fund's past
performance is not an indication of future performance.
CALENDAR YEAR TOTAL RETURNS
[BAR CHART APPEARS HERE]
1996 1997 1998 1999
5.47% 5.61% 5.62% 5.28%
The year-to-date return through 9/30/2000 was 4.76%. During the periods
shown in the bar chart, the highest return for a quarter was 1.41% (quarter
ending 12/1999), and the lowest return for a quarter was 1.22% (quarter ending
6/1999).
4
<PAGE>
AVERAGE ANNUAL TOTAL RETURNS
(for periods ending December 31, 1999)
SINCE INCEPTION
PAST ONE YEAR (7/24/1995)
------------------------ ---------------------------
SNAP(SM) Fund ......... 5.28% 5.53%
Fees And Expenses. The information in the expense table below is designed to
give you an idea of what you should expect to pay in expenses as an investor in
the Fund. Shares of the Fund are currently being offered only to investors
through the Commonwealth of Virginia State Non-Arbitrage Program (the "SNAP(SM)
Program"). Only expenses incurred by the Fund are reflected in the "Annual Fund
Expenses" table and "Example" below; other expenses incurred by the SNAP(SM)
Program, or by participants in the SNAP(SM) Program, are not reflected.
Shareholder Fees (fees paid directly from your investment)
None
Annual Fund Expenses (expenses deducted from Fund assets as a percentage of
average net assets)
Management Fee .......................... 0.08%
Other Expenses .......................... 0.03%
------
Total Annual Operating Expenses ......... 0.11%
======
The "Example" below translates the "Total Annual Operating Expenses" shown
in the preceding table into dollar amounts. This allows you to more easily
compare the costs of investing in the Fund with those of other mutual funds. The
example assumes that you invested $10,000 in the Fund for the time periods
indicated, reinvested all dividends and distributions, and earned a hypothetical
5% annual return.
Investors should keep in mind that the examples are for comparison purposes
only. The Fund's actual performance and expenses may be higher or lower.
Expenses are based on the Fund's last fiscal year.
Example
Year
-------
1 ................ $ 11
3 ................. $ 35
5 ................. $ 62
10 ................. $141
III. Other Investment Strategies And Risks.
This section provides greater detail with regard to the Fund's principal
investment strategies and risks that are summarized in section I. As a matter of
policy, the Trustees will not change the Fund's investment objective without
shareholder approval.
The Fund will invest only in high quality money market instruments and
other U.S. dollar-denominated instruments of issuers that EIM believes present
minimal credit risk. With regard to certificates of deposit and time deposits,
this means that the Fund will only invest where the issuer has outstanding
short-term debt
5
<PAGE>
obligations rated not lower than P-1 by Moody's or A-1 by S&P.
The Fund will only invest in commercial paper or other short-term obligations
with a similar rating and will only invest in other obligations rated AAA or AA
by S&P and Aaa or Aa by Moody's. All ratings will be evaluated at the time of
the investment by the Fund.
The Fund will not purchase securities of any issuer (other than U.S.
government securities) if, immediately thereafter, more than 5% of the Fund's
total assets would be invested in securities of that issuer (or 1% of the Fund's
total assets, or $1 million, whichever is greater, if the securities of such
issuer owned by the Fund are not rated in the highest rating category by a
nationally recognized statistical rating organization), nor will the Fund make
an investment in commercial paper if, immediately thereafter, more than 35% of
its total assets would be invested in commercial paper. All percentage
limitations on investments will apply at the time of investment and shall not be
considered violated unless an excess or deficiency occurs or exists immediately
after and as a result of such investment.
The Fund will not lend money, other than by investment in the instruments
described above and through entry into repurchase agreements, nor will it borrow
money or pledge, hypothecate, or mortgage its assets. The Fund will not invest
in securities of an issuer if any employee of the Fund or EIM (or, to the
knowledge of the Fund or EIM, any affiliated person of the Fund or EIM) is an
officer or director of that issuer or holds 10% of the outstanding voting
securities of that issuer, unless the investment is approved or ratified by the
Trustees.
The Fund's investment strategies may involve the risks previously described
under "Fund Summary."In addition, the Fund may be subject to the following risk:
Repurchase Agreement Investment Risk. Although the Fund will enter into
repurchase agreements with respect to U.S. government securities only
with commercial banks having assets of more than $1 billion and with
"primary dealers" in U.S. government securities, the value of such
investments may be diminished in the case of the default, insolvency, or
bankruptcy of the Fund's counterparty to the agreement. EIM will monitor
repurchase agreement transactions to ensure that they will be fully
collateralized at all times. Nevertheless, the Fund bears a risk of loss
if its counterparty defaults on its obligations and the Fund is delayed
or prevented from exercising its rights to dispose of the collateral. If
the Fund's counterparty should become involved in bankruptcy or
insolvency proceedings, it is possible that the Fund may be treated as an
unsecured creditor and be required to return the underlying collateral to
the counter-party's estate.
6
<PAGE>
GENERAL INFORMATION
Investment Advisor. The Trustees of Evergreen Select Money Market Trust, a
Delaware business trust of which the Fund is a series, are responsible for
generally overseeing the conduct of the Fund's business. The Trustees have hired
EIM, located at 201 South College Street, Charlotte, North Carolina 28288, to
act as investment advisor to the Fund. EIM is an division of First Union
National Bank ("FUNB"); FUNB and its other affiliates serve as investment
advisors to the Evergreen Family of Funds. EIM currently has over $30.1 billion
in assets under management for 36 of the Evergreen Funds.
Until November 1, 2000, Mentor Investment Advisors, LLC ("Mentor Advisors")
served as investment advisor to the Fund. On that date, EIM, an affiliate of
Mentor Advisors, became the investment advisor to the Fund.
Subject to the general oversight of the Trustees, EIM manages the Fund's
portfolio in accordance with the stated policies of the Fund, makes investment
decisions for the Fund, and places the purchase and sale orders for the Fund's
portfolio transactions. A team of investment professionals manages the Fund for
EIM. For the fiscal year ended June 30, 2000, the Fund paid EIM an aggregate
fee, accrued daily and paid monthly, of 0.08% of the Fund's average net assets.
HOW TO PARTICIPATE IN THE FUND
Pricing of Fund Shares. The Fund offers its shares continuously at a price
of $1.00 per share. Shares of the Fund are sold at the net asset value next
determined after a purchase order is received in good order by the Fund from the
SNAP(SM) Program. The Fund determines its net asset value twice each day the New
York Stock Exchange (the "Exchange") is open, at 12:00 noon and as of the close
of the Exchange. The Fund's investments are valued at amortized cost. The Fund
will not normally have unrealized gains or losses so long as it values its
investments by the amortized cost method.
Purchasing Shares. Shares of the Fund are currently being offered only to
participants in the SNAP(SM) Program. Participants in the SNAP(SM) Program
wishing to purchase shares of the Fund should consult the Information Statement
of the SNAP(SM) Program (the "Information Statement"), as it may be amended from
time to time, or should contact the SNAP(SM) Program directly, for information
as to the procedures they should follow in order to purchase shares of the Fund
through the SNAP(SM) Program.
All Fund shares owned beneficially by participants in the SNAP(SM) Program
are owned of record by the Treasury Board, an agency of the Commonwealth of
Virginia, for the benefit of participants. Because the Treasury Board will be
the record owner of all shares of the Fund owned beneficially by SNAP(SM)
Program participants, a Program participant should follow the procedures
described in the Information Statement to ensure that all instructions as to any
investment by it in the Fund - including instructions as to the purchase or sale
of shares of the Fund - are timely carried out by the SNAP(SM) Program.
In the interest of economy and convenience, the Fund will not issue
certificates for its shares except at the shareholder's request.
Because the Fund seeks to be fully invested at all times, investments must
be in Same Day Funds to be accepted. "Same Day Funds" are funds credited by the
applicable regional Federal Reserve Bank to the account of the Fund at Wachovia
Bank. A participant in the SNAP(SM) Program wishing to invest in the Fund must
ensure that Wachovia Bank, as Depository for the SNAP(SM) Program, receives Same
Day Funds at or prior to the time the participant wishes to invest in the Fund.
7
<PAGE>
Redeeming Shares. Shares of the Fund may be redeemed on any day when the
Exchange is open. Redemptions will be effected at the net asset value per share
of the Fund next determined after receipt of the redemption request in good
order. Shares redeemed at the Fund's 12:00 noon price do not earn the income
dividend declared on the day of redemption. Participants should consult the
Information Statement or contact the SNAP(SM) Program directly to ensure that
all necessary steps are taken to effect the timely redemption of their shares.
Under unusual circumstances, the Fund may suspend repurchases, or postpone
payment for more than seven days, as permitted by federal securities laws.
The Fund will normally redeem shares for cash; however, the Fund reserves
the right to pay the redemption price wholly or partly in kind if the Trustees
determine it to be advisable in the interest of the remaining shareholders. If
portfolio securities are distributed in lieu of cash, the shareholder will
normally incur brokerage commissions upon subsequent disposition of any such
securities.
The Fund reserves the right not to transmit redemption proceeds to the
shareholder for up to 15 days after an initial purchase date.
Redemptions by Check. SNAP(SM) Program participants may elect to have a
special checking account with Wachovia Bank. Checks may be drawn on the account
for any amount. Upon receipt of a completed signature card, Wachovia Bank will
provide the participant with a supply of checks which can be drawn on the
account. Additional supplies of checks are available, upon request. When a check
is presented to Wachovia Bank, a number of shares in the Fund owned beneficially
by the check writer will be redeemed in order to pay the full amount of the
check.
Redemption by check is not appropriate for a complete liquidation of an
account. If the amount of a redemption check is greater than the value of the
shares owned beneficially by the check writer, the check will be returned to the
depositor due to an insufficient account balance. The check writing privilege
may be suspended at any time.
8
<PAGE>
FUND DISTRIBUTIONS AND TAXES
Distributions. The Fund declares all of its net interest income as a
distribution on each day the Exchange is open for business, as a dividend to
shareholders of record immediately prior to the close of regular trading on the
Exchange. Shareholders who purchase shares of the Fund prior to 12:00 noon on
any day will receive the dividend declared by the Fund for that day;
shareholders who purchase shares after 12:00 noon will begin earning dividends
on the day after the Fund accepts their order. The Fund's net income for
Saturdays, Sundays, and holidays is declared as a dividend on the preceding
business day.
Dividends for any month will be paid on the last day of that month (or, if
that day is not a business day, on the preceding business day), except that the
Fund's schedule for payment of dividends during the month of December may be
adjusted to assist in the Fund's tax reporting and distribution requirements.
All distributions will be reinvested automatically in Fund shares as of the
payment date, unless the shareholder instructs the Fund to pay out distributions
to it in cash. To change your distribution arrangements, call 1-800-570-SNAP.
Since the net income of the Fund is declared as dividend income each time it is
determined, the net asset value per share of the Fund normally remains at $1 per
share immediately after each determination and dividend declaration.
Taxes. The Fund intends to qualify as a "regulated investment company" for
federal income tax purposes to be relieved of federal taxes on income and gains
it distributes to shareholders. The Fund will distribute substantially all of
its net investment income and capital gain net income on a current basis.
Distributions from the Fund will be taxable to a shareholder whether received in
cash or additional shares. Such distributions that are designated as capital
gains distributions will be taxable as such, regardless of how long Fund shares
are held, while other taxable distributions will be taxed as ordinary income.
Loss on the sale of Fund shares held for less than six months will be treated as
a long term capital loss to the extent of any capital gain distribution received
with respect to such shares. Early in each year, the Fund will notify
shareholders of the amount and tax status of distributions paid to the
shareholders by the Fund for the preceding year.
The Fund will not be responsible for determining whether income or gains
from any investment by the Fund will be excludable from the income of
participants in the SNAP(SM) Program for tax purposes, or will otherwise be
subject to or exempt from taxation under federal or state law or be subject to
rebate by participants under federal law.
The foregoing is a summary of certain federal income tax consequences of
investing in the Fund. Shareholders should consult with their tax advisers for
more information concerning the federal, state, and local tax consequences of
investing in, redeeming, or exchanging Fund shares.
9
<PAGE>
FINANCIAL HIGHLIGHTS
The financial highlights table is intended to help you understand the
Fund's financial performance for the past five fiscal years or periods. Certain
information reflects financial results for a single Fund share. The total
returns in the table represent the rate that an investor would have earned or
lost on an investment in the Fund (assuming reinvestment of all dividends and
distributions). The financial highlights have been audited by KPMG LLP, whose
report along with the Fund's financial statements are included in the Fund's
Annual Report, which is available upon request.
<TABLE>
<CAPTION>
-------------------------------- -------------------------------------------------------------------- -------------------
Year Ended June 30, Period Ended
-------------------------------------------------------------------- June 30, 1996(a)
2000 1999 1998 1997
-------------------------------- -------------------------------------------------------------------- -------------------
-------------------------------- ---------------- ---------------- ----------------- ---------------- -------------------
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
period
-------------------------------- ---------------- ---------------- ----------------- ---------------- -------------------
-------------------------------- ---------------- ---------------- ----------------- ---------------- -------------------
Income from investment
operations
-------------------------------- ---------------- ---------------- ----------------- ---------------- -------------------
-------------------------------- ---------------- ---------------- ----------------- ---------------- -------------------
Net investment income 0.06** 0.05** 0.06** 0.05** 0.05**
-------------------------------- ---------------- ---------------- ----------------- ---------------- -------------------
-------------------------------- ---------------- ---------------- ----------------- ---------------- -------------------
Less distributions to
shareholders (0.06)** (0.05)** (0.06)** (0.05)** (0.05)**
From net investment income
-------------------------------- ---------------- ---------------- ----------------- ---------------- -------------------
-------------------------------- ---------------- ---------------- ----------------- ---------------- -------------------
Net asset value, end of period $1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
========== ========== ========== ========== ==========
-------------------------------- ---------------- ---------------- ----------------- ---------------- -------------------
-------------------------------- ---------------- ---------------- ----------------- ---------------- -------------------
Total Return 5.86% 5.30% 5.71% 5.51% 5.29 %
========== ========== ========== ========== ==========
-------------------------------- ---------------- ---------------- ----------------- ---------------- -------------------
-------------------------------- ---------------- ---------------- ----------------- ---------------- -------------------
Ratios and Supplemental Data
-------------------------------- ---------------- ---------------- ----------------- ---------------- -------------------
-------------------------------- ---------------- ---------------- ----------------- ---------------- -------------------
Net assets, end of period $1,259,299 $1,265,137 $1,083,364 $1,045,583 $ 954,777
(thousands)
-------------------------------- ---------------- ---------------- ----------------- ---------------- -------------------
-------------------------------- ---------------- ---------------- ----------------- ---------------- -------------------
Ratios to average net assets
Expenses 0.11% 0.11% 0.11% 0.11% 0.12 %+
-------------------------------- ---------------- ---------------- ----------------- ---------------- -------------------
-------------------------------- ---------------- ---------------- ----------------- ---------------- -------------------
Net investment income 5.73% 5.17% 5.56% 5.38% 5.53 %+
========== ========== ========== ========== ==========
-------------------------------- ---------------- ---------------- ----------------- ---------------- -------------------
</TABLE>
(a) For the period from July 24, 1995 (commencement of operations as a
registrant under the Investment Company Act of 1940) to June 30, 1996.
+ Annualized
** Includes net realized capital gains (losses) which were less than $0.005
per share.
CUSTODIAN AND TRANSFER AND DIVIDEND AGENT
State Street Bank and Trust Company serves as the Fund's custodian and
transfer and dividend agent. The address of State Street Bank and Trust Company
is 225 Franklin Street, Boston, Massachusetts 02110.
10
<PAGE>
The Fund's Statement of Additional Information (SAI) and Annual and
Semi-annual Reports to shareholders include additional information about the
Fund. The SAI and the financial statements included in the Fund's most recent
Annual Report to shareholders are incorporated by reference into this
prospectus, which means they are part of this prospectus for legal purposes. The
Fund's Annual Report discusses the market conditions and investment strategies
that significantly affected its performance during its last fiscal year. You may
obtain free copies of these materials, request other information about the Fund,
or make shareholder inquiries by calling 1-800-570-SNAP.
You may review and copy information about the Fund, including its SAI, at
the Securities and Exchange Commission's Public Reference Room in Washington,
D.C. You may call the Commission at 1-202-942-8090 for information about the
operation of the Public Reference Room. You may also access reports and other
information about the Fund on the Commission's Internet website at
http://www.sec.gov. You may obtain copies of this information, with payment of a
duplication fee, by writing the Public Reference Section of the Commission,
Washington, D.C. 20549-6009. You may need to refer to the Fund's file number
under the Investment Company Act, which is 811-08405.
SNAP(SM) Fund
P.O. Box 1357
Richmond, Virginia
23286-0109
(800) 570-SNAP
(SEC File No. 811-08405)
<PAGE>
EVERGREEN SELECT MONEY MARKET TRUST
PART B
STATEMENT OF ADDITIONAL INFORMATION - SNAP FUND
<PAGE>
SNAP(SM) FUND
Form N-1A
Part B
Statement Of Additional Information
November 1, 2000
SNAP(SM) Fund (the "Fund") is a series of shares of beneficial interest of
Evergreen Select Money Market Trust (the "Trust"). This Statement of Additional
Information ("SAI") is not a prospectus and should be read in conjunction with
the prospectus of the Fund dated November 1, 2000. A copy of the prospectus can
be obtained by calling 1-800-570-SNAP. You may obtain the prospectus and this
SAI without charge by downloading it off the SNAP(SM) Fund website at
www.vasnap.com.
Certain disclosure has been incorporated by reference from the Fund's
Annual Report, a free copy of which can be obtained by calling 1-800-570-SNAP.
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
--------
<S> <C>
General ......................................... .................................... 2
Investment Restrictions ......................... .................................... 2
Management of the Trust............................................................... 3
Principal Holders of Securities ... .................................................. 6
Investment Advisory and Other Services ...... ........................................ 7
Brokerage ....................................... .................................... 8
Determination of Net Asset Value .......... .......................................... 9
Tax Status ............................. ............................................. 10
Independent Accountants .............. ............................................... 11
Custodian .................................... ....................................... 11
Fund Accounting Agent ................. .............................................. 11
Performance Information ....................... ...................................... 11
Shareholder Liability .................. ............................................. 12
Ratings ....................................... ...................................... 13
Financial Statements ....................... ......................................... 13
</TABLE>
1
<PAGE>
GENERAL
The Trust is an open-end investment management company organized as a
Delaware business trust on September 18, 1997. The Fund is a diversified
money-market fund
The Trust has an unlimited number of authorized shares of beneficial
interest. Shares of the Trust may, without shareholder approval, be divided into
two or more series of shares representing separate investment portfolios. Any
such series of shares may be further divided without shareholder approval into
two or more classes of shares having such preferences and special or relative
rights and privileges as the Trustees determine. The Trust's shares are
currently divided into six series, one representing the Fund, the others
representing other funds with varying investment objectives and policies. Each
share has one vote, with fractional shares voting proportionally. Shares of each
class will vote together as a single class except when required by law or
determined by the Trustees. Shares of the Fund are freely transferable, are
entitled to dividends as declared by the Trustees, and, if the Fund were
liquidated, would receive the net assets of the Fund. The Trust may suspend the
sale of shares at any time and may refuse any order to purchase shares. Although
the Trust is not required to hold annual meetings of its shareholders,
shareholders have the right to call a meeting to elect or remove Trustees, or to
take other actions as provided in the Agreement and Declaration of Trust.
INVESTMENT RESTRICTIONS
The Fund has adopted the fundamental investment restrictions set forth below
which may not be changed without the vote of a majority of the Fund's
outstanding shares. The Fund may not:
1. Purchase any security (other than U.S. government securities) if as a
result: (i) as to 75% of the Fund's total assets, more than 5% of the Fund's
total assets (taken at current value) would then be invested in securities of a
single issuer, or (ii) more than 25% of the Fund's total assets would be
invested in a single industry, except that the Fund may invest up to 100% of its
assets in securities of issuers in the banking industry.
2. Acquire more than 10% of the voting securities of any issuer.
3. Act as underwriter of securities of other issuers except to the extent
that, in connection with the disposition of portfolio securities, it may be
deemed to be an underwriter under certain federal securities laws.
4. Issue any class of securities which is senior to the Fund's shares of
beneficial interest.
5. Purchase or sell securities on margin (but the Fund may obtain such
short-term credits as may be necessary for the clearance of transactions).
(Margin payments in connection with transactions in futures contracts, options,
and other financial instruments are not considered to constitute the purchase of
securities on margin for this purpose.)
6. Purchase or sell real estate or interests in real estate, including real
estate mortgage loans, although it may purchase and sell securities which are
secured by real estate and securities of companies that invest or deal in real
estate or real estate limited partnership interests. (For purposes of this
restriction, investments by the Fund in mortgage-backed securities and other
securities representing interests in mortgage pools shall not constitute the
purchase or sale of real estate or interests in real estate or real estate
mortgage loans.)
7. Borrow money in excess of 5% of the value (taken at the lower of cost or
current value) of its total assets (not including the amount borrowed) at the
time the borrowing is made, and then only from banks as a temporary measure to
facilitate the meeting of redemption requests (not for leverage) which might
otherwise require the untimely disposition of portfolio investments or for
extraordinary or emergency purposes.
8. Pledge, hypothecate, mortgage, or otherwise encumber its assets in excess
of 15% of its total assets (taken at the lower of cost or current value) and
then only to secure borrowings permitted by these investment restrictions.
2
<PAGE>
9. Purchase or sell commodities or commodity contracts, except that the
Fund may purchase or sell financial futures contracts, options on futures
contracts, and futures contracts, forward contracts, and options with respect to
foreign currencies, and may enter into swap transactions.
10. Make loans, except by purchase of debt obligations or other instruments
in which the Fund may invest consistent with its investment policies or by
entering into repurchase agreements.
In addition, the Fund has adopted the non-fundamental policies set forth
below which may be changed without shareholder approval:
1. Invest in (a) securities which at the time of such investment are not
readily marketable, (b) securities restricted as to resale, and (c) repurchase
agreements maturing in more than seven days, if, as a result, more than 10% of
the Fund's net assets (taken at current value) would then be invested in
securities described in (a), (b), and (c).
2. Invest in securities of other registered investment companies, except by
purchases in the open market involving only customary brokerage commissions and
as a result of which not more than 5% of its total assets (taken at current
value) would be invested in such securities, or except as part of a merger,
consolidation, or other acquisition.
All percentage limitations on investments will apply at the time of
investment and shall not be considered violated unless an excess or deficiency
occurs or exists immediately after and as a result of such investment. Except
for the investment restrictions listed above as fundamental or to the extent
designated as such in a prospectus with respect to the Fund, the other
investment policies described in this SAI or in a prospectus are not fundamental
and may be changed by approval of the Trustees. As a matter of policy, the
Trustees would not materially change the Fund's investment objective without
shareholder approval.
The Investment Company Act of 1940, as amended (the "1940 Act"), provides
that a "vote of a majority of the outstanding voting securities" of the Fund
means the affirmative vote of the lesser of (1) more than 50% of the outstanding
shares of the Fund, and (2) 67% or more of the shares present at a meeting if
more than 50% of the outstanding shares are represented at the meeting in person
or by proxy.
MANAGEMENT OF THE TRUST
The Trust is supervised by a Board of Trustees that is responsible for
representing the interest of the shareholders. The Trustees meet periodically
throughout the year to oversee the Fund's activities, reviewing, among other
things, the Fund's performance and its contractual arrangements with various
service providers. Each Trustee is paid a fee for his or her services.
The Trust has an Executive Committee which consists of the Chairman of the
Board, Michael S. Scofield, K. Dun Gifford and Russell Salton, each of whom is
an Independent Trustee. The Executive Committee recommends Trustees to fill
vacancies, prepares the agenda for Board Meetings and acts on routine matters
between scheduled Board meetings.
Set forth below are the Trustees and officers of the Trust and their
principal occupations and affiliations over the last five years. Unless
otherwise indicated, the address for each Trustee and officer is 200 Berkeley
Street, Boston, Massachusetts 02116. Each Trustee is also a Trustee of each of
the other Trusts in the Evergreen Fund complex.
<TABLE>
<C> <S>
POSITION HELD
NAME AND ADDRESS AND AGE WITH THE TRUST PRINCIPAL OCCUPATION DURING PAST 5 YEARS
-------------------------- ----------------- -----------------------------------------------------------
Laurence B. Ashkin Trustee Real estate developer and construction consultant;
(DOB: 2/28/28) and President of Centrum Equities (real estate
development) and Centrum Properties, Inc.
(real estate development).
Charles A. Austin III Trustee Investment Counselor to Appleton Partners,Inc.
3
<PAGE>
(DOB: 10/23/34) (investment advice); former Director, Executive
Vice President and Treasurer, State Street Research &
Management Company (investment advice); Director,
The Andover Companies (insurance); and Trustee,
Arthritis Foundation of New England.
Arnold H. Dreyfuss Trustee Former Chairman, Eskimo Pie Corporation (food
(DOB: 9/2/28) manufacturer); former Trustee, Mentor Fund Complex;
former director, Mentor Income Fund, Inc.; former
Chairman and Chief Executive Officer, Hamilton
Beach/Proctor-Silex, Inc. (small appliance manufacturer).
K. Dun Gifford Trustee Trustee, Treasurer and Chairman of the Finance
(DOB: 10/23/38) Committee, Cambridge College; Chairman Emeritus and
Director, American Institute of Food and Wine;
Chairman and President, Oldways Preservation and
Exchange Trust(education); former Chairman of the
Board, Director,and Executive Vice President, The
London Harness Company (leather goods purveyor);
former Managing Partner, Roscommon Capital Corp.;
former Chief Executive Officer, Gifford Gifts of
Fine Foods; former Chairman, Gifford, Drescher &
Associates(environmental consulting).
Leroy Keith, Jr. Trustee Chairman of the Board and Chief Executive Officer,
(DOB: 2/14/39) Carson Products Company (manufacturing); Director of
Phoenix Total Return Fund and Equifax, Inc.(worldwide
information management); Trustee of Phoenix Series Fund,
Phoenix Multi-Portfolio Fund, and The Phoenix Big Edge
Series Fund; and former President, Morehouse College.
Gerald M. McDonnell Trustee Sales and Marketing Management with Nucor Steel
(DOB: 7/14/39) Company (steel producer).
Thomas L. McVerry Trustee Former Vice President and Director of Rexham
(DOB: 8/2/39) Corporation (manufacturing); and Director
of Carolina Cooperative Federal Credit Union.
Louis W. Moelchert, Jr. Trustee President, Private Advisors, LLC; Vice President for
(DOB: 12/20/41) Investments, University of Richmond; former Trustee,
Mentor Fund Complex; former Director, Mentor Income
Fund, Inc.
William Walt Pettit Trustee Partner in the law firm of William Walt Pettit, P.A.
(DOB: 8/26/55)
David M. Richardson Trustee President, Richardson, Runden & Company (new business
(DOB: 9/14/41) development/consulting company); Managing Director, Kennedy
Information (executive recruitment information and research
company); former Vice Chairman, DHR International, Inc.
(executive recruitment); former Senior Vice President, Boyden
International Inc. (executive recruitment); Director, Commerce
and Industry Association of New Jersey, 411 International, Inc.
(communications), and J&M Cumming Paper Co. (paper merchandise).
4
<PAGE>
Russell A. Salton, III MD Trustee Medical Director, U.S. Health Care/Aetna Health
(DOB: 6/2/47) Services; former Managed Health Care Consultant;
former President, Primary Physician Care.
Michael S. Scofield Chairman Attorney, Law Offices of Michael S. Scofield.
(DOB: 2/20/43) of the Board
of Trustees
Richard J. Shima Trustee Independent Consultant; former Chairman,
(DOB: 8/11/39) Environmental Warranty, Inc. (insurance agency);
former Executive Consultant, Drake Beam Morin, Inc.
(executive outplacement); Director of CTG Resources
Inc. (natural gas); Hartford Hospital, Old State
House Association, and Enhance Financial Services, Inc.
(financial guaranty insurance); former Director,
Middlesex Mutual Assurance Company; Chairman,
Board of Trustees, Hartford Graduate Center;
Trustee, Greater Hartford YMCA.
Richard K. Wagoner, CFA Trustee Former Chief Investment Officer, Executive Vice President
(DOB: 12/12/37) and Head of Capital Management Group, FUNB;former
consultant to the Board of Trustees of the Evergreen Funds;
former member, New York Stock Exchange; member, North
Carolina Securities Traders Association; member,
Financial Analysts Society.
William M. Ennis President President and Chief Executive Officer, Evergreen
(DOB: 6/26/60) Investment Company and Chief Operating Officer,
Capital Management Group, FUNB.
Carol Kosel Treasurer Senior Vice President, Evergreen Investment
(DOB: 12/25/63) Services, Inc. and Treasurer, Vestaur Securities, Inc.;
former Senior Manager, KPMG LLP.
Michael H. Koonce Secretary Senior Vice President and General Counsel, Evergreen
(DOB: 4/20/60) Investment Services, Inc.; Senior Vice President and
Assistant General Counsel, First Union Corporation;
former Senior Vice President and General Counsel,
Colonial Management Associates, Inc.
Nimish S. Bhatt* Vice President Vice President, Tax, BISYS Fund Services; former
(DOB: 6/6/63) and Assistant Assistant Vice President, EAMC/FUNB; former
Treasurer Senior Tax Consulting/Acting Manager,
Investment Companies Group, PricewaterhouseCoopers LLP,
New York.
Bryan Haft* Vice President Team Leader, Fund Administration, BISYS Fund
(DOB: 1/23/65) Services.
----------
* Address: BISYS Fund Services, 3435 Stelzer Road, Columbus, Ohio 43219-8001.
</TABLE>
5
<PAGE>
Trustee Compensation
Listed below is the Trustee compensation paid by the Trust individually for
the fiscal period ended June 30, 2000 and by the Trust and the ten other
trusts in the Evergreen Fund complex for twelve months ended December 31, 1999.
The Trustees do not receive pension or retirement benefits from the Evergreen
Funds.
<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------------------------
Total Compensation from
Aggregate Compensation the Evergreen Fund
from Trust for fiscal Complex for the calendar
year ended 6/30/2000** year ended 12/31/1999***
Trustee
-----------------------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
Laurence B. Ashkin $12,655 $75,000
-----------------------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------------------
Charles A. Austin, III $12,650 $75,000
-----------------------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------------------
Arnold H. Dreyfuss $5,954 $0
-----------------------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------------------
K. Dun Gifford $12,904 $75,000
-----------------------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------------------
James S. Howell* $11,662 $97,000
-----------------------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------------------
Leroy Keith, Jr. $12,655 $75,000
-----------------------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------------------
Gerald M. MCDonnell $12,784 $75,000
-----------------------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------------------
Thomas L. McVerry $14,406 $85,000
-----------------------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------------------
Louis W. Moelchert, Jr. $5,954 $0
-----------------------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------------------
William Walt Pettit $12,655 $75,000
-----------------------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------------------
David M. Richardson $12,784 $75,000
-----------------------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------------------
Russell A. Salton, III $13,985 $77,000
-----------------------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------------------
Michael S. Scofield $17,138 $102,000
-----------------------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------------------
Richard J. Shima $12,784 $75,000
-----------------------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------------------
Richard K. Wagoner $5,954 $0
-----------------------------------------------------------------------------------------------------------------------
</TABLE>
* As of January 1, 2000, James S. Howell retired and became Trustee Emeritus.
** The Fund's investment advisor has agreed to waive a portion of its advisory
fee in an amount equal to the Trustees' fees allocated to the SNAP(SM)Fund.
*** Certain Trustees have elected to defer all or part of their total
compensation for the twelve months ended December 31, 1999. The amounts listed
below will be payable in later years to the respective Trustees:
Austin $11,250
McVerry $85,000
Howell $77,600
Salton $77,000
Pettit $75,000
McDonnell $75,000
Scofield $61,200
The Agreement and Declaration of Trust of the Trust provides that the Trust
will indemnify its Trustees and officers against liabilities and expenses
incurred in connection with litigation in which they may be involved because of
their offices with the Trust, except if it is determined in the manner specified
in the Agreement and Declaration of Trust that they have not acted in good faith
in the reasonable belief that their actions were in the best interests of the
Trust or that such indemnification would relieve any officer or Trustee of any
liability to the Trust or its shareholders by reason of willful misfeasance, bad
faith, gross negligence, or reckless disregard of his or her duties. The Trust,
at its expense, provides liability insurance for the benefit of its Trustees and
officers.
PRINCIPAL HOLDERS OF SECURITIES
As of October 1, 2000, the officers and Trustees of the Trust owned as a
group less than one percent of the outstanding shares of the Fund. To the
knowledge of the Fund, no person owned beneficially more than 5% of the
outstanding shares of the Fund as of that date, except as follows:
6
<PAGE>
Arlington County Percentage of Ownership: 7.1%
Frank O'Leary
2100 Clarendon Blvd, Suite 201
Arlington, Virginia 22201
Commonwealth of Virginia Percentage of Ownership: 21%
Mary G. Morris
Treasurer
101 North 14th Street, Third Floor
Richmond, Virginia 23219
Henrico County Percentage of Ownership: 7.4%
Forrest Mathews
PO Box 27032
Richmond, Virginia 23273
City of Newport News Percentage of Ownership: 5.8%
Marty Eubank
2400 Washington Avenue
Newport News, Virginia 23607
INVESTMENT ADVISORY AND OTHER SERVICES
Evergreen Investment Management ("EIM") acts as investment advisor to the
Fund pursuant to a management contract (the "Management Contract") with the
Trust. Subject to the supervision and direction of the Trustees, EIM, as
investment advisor, manages the Fund's portfolio in accordance with the stated
policies of the Fund and of the Trust. EIM makes investment decisions for the
Fund and places the purchase and sale orders for portfolio transactions. EIM
bears all expenses in connection with the performance of its services. In
addition, EIM pays the salaries of all officers and employees who are employed
by it and the Trust.
Until November 1, 2000, Mentor Investment Advisors, LLC ("Mentor Advisors")
served as investment advisor to the Fund. On that date, EIM, an affiliate of
Mentor Advisors, became the investment advisor to the Fund.
EIM has over $30.1 billion in assets under management and is a division of
First Union National Bank ("FUNB"). FUNB is an affiliate of First Union
Corporation ("First Union"), the sixth largest bank holding company in the
United States, with over $248.8 billion in consolidated assets as of 9/30/2000.
First Union is located at 301 South College Street, Charlotte, North Carolina
28288-0013.
As compensation for EIM's services, the Fund pays a fee, accrued daily and
paid monthly, at an annual rate as follows: for the first $1 billion of assets
under management, 0.08% of the average daily net assets in the Fund; for the
next $1 billion under management, 0.06% of the average daily net assets in the
Fund; and for any amounts over $2 billion under management, 0.04% of the average
daily net assets in the Fund.
For the fiscal years ended June 30, 2000, June 30, 1999, and June 30, 1998,
the Fund paid its investment advisor $884,885, $869,437, and $837,768,
respectively, pursuant to the Management Contract.
EIM provides the Trust on behalf of the Fund with investment officers who
are authorized to execute purchases and sales of securities. Investment
decisions for the Fund and for the other investment advisory clients of EIM and
its affiliates are made with a view to achieving their respective investment
objectives. Investment decisions are the product of many factors in addition to
basic suitability for the particular client involved. Thus, a particular
security may be bought or sold for certain clients even though it could have
been bought or sold for other clients at the same time. Likewise, a particular
security may be bought for one or more clients when one or more other clients
are selling the security. In some instances, one client may sell a particular
security to another client. It also sometimes happens that two or more clients
simultaneously purchase or sell the same security, in which event each day's
transactions in such
7
<PAGE>
security are, insofar as possible, averaged as to price and allocated between
such clients in a manner which in EIM's opinion is equitable to each and in
accordance with the amount being purchased or sold by each. There may be
circumstances when purchases or sales of portfolio securities for one or more
clients will have an adverse effect on other clients. EIM employs a
professional staff of portfolio managers who draw upon a variety of resources
for research information for the Fund.
The proceeds received by the Fund for each issue or sale of its shares, and
all income, earnings, profits, and proceeds thereof, subject only to the rights
of creditors, will be specifically allocated to the Fund, and constitute the
underlying assets of the Fund. The underlying assets of the Fund will be
segregated on the Trust's books of account, and will be charged with the
liabilities in respect of the Fund and with a share of the general liabilities
of the Trust. Expenses with respect to any two or more series of the Trust,
including the Fund, may be allocated in proportion to the net asset values of
the respective series except where allocations of direct expenses can otherwise
be fairly made.
Expenses incurred in the operation of the Fund or otherwise allocated to
the Fund, including but not limited to taxes, interest, brokerage fees and
commissions, fees to Trustees who are not officers, directors, stockholders, or
employees of First Union Securities, Inc. and subsidiaries, Securities and
Exchange Commission ("SEC") fees and related expenses, state Blue Sky
notification and filing fees, charges of the custodian and transfer and dividend
disbursing agents, outside auditing, accounting, and legal services, investor
servicing fees and expenses, charges for the printing of prospectuses and SAIs
for regulatory purposes or for distribution to shareholders, certain shareholder
report charges, and charges relating to corporate matters, are borne by the
Fund.
The Management Contract entered into by the Trust in respect of the Fund is
subject to annual approval by (i) the Trustees or (ii) vote of a majority (as
defined in the 1940 Act) of the outstanding voting securities of the Fund,
provided that in either event the continuance is also approved by a majority of
the Trustees who are not "interested persons" (as defined in the 1940 Act) of
the Trust or EIM, by vote cast in person at a meeting called for the purpose of
voting on such approval. The Management Contract is terminable without penalty,
on not more than sixty days' notice and not less than thirty days' notice, by
the Trustees, by vote of the holders of a majority of the Fund's shares, or by
EIM, as applicable.
Evergreen Distributor, Inc. ("EDI"), an affiliate of BISYS Fund Services,
located at 90 Park Avenue, New York, New York 10016, serves as the principal
underwriter to the Fund.
Evergreen Investment Services, Inc. ("EIS"), 200 Berkeley Street, Boston,
Massachusetts 02116, serves as administrator to the Fund pursuant to an
agreement dated June 9, 1999. Under the terms of the agreement, EIS provides
administrative services to the funds within the Evergreen Family of Funds, but
does not receive a fee from the SNAP(SM) Fund.
BROKERAGE
Transactions on U.S. stock exchanges, commodities markets, and futures
markets and other agency transactions involve the payment by the Fund of
negotiated brokerage commissions. Such commissions vary among different brokers.
A particular broker may charge different commissions according to such factors
as the difficulty and size of the transaction. Transactions in foreign
investments often involve the payment of fixed brokerage commissions, which may
be higher than those in the United States. There is generally no stated
commission in the case of securities traded in the over-the-counter markets, but
the price paid by the Fund usually includes an undisclosed dealer commission or
mark-up. In underwritten offerings, the price paid by the Fund includes a
disclosed, fixed commission or discount retained by the underwriter or dealer.
It is anticipated that most purchases and sales of securities by the Fund will
be with the issuer or with underwriters of or dealers in those securities,
acting as principal. Accordingly, the Fund would not ordinarily pay significant
brokerage commissions with respect to securities transactions.
EIM places all orders for the purchase and sale of portfolio investments
for the Fund and buys and sells investments for the Fund through a substantial
number of brokers and dealers. EIM seeks the best overall terms available for
the Fund, except to the extent EIM may be permitted to pay higher brokerage
commissions as described below. In doing so, EIM, having in mind the Fund's best
interests, considers all factors it deems relevant, including, by way of
illustration, price, the size of the transaction, the nature of the market for
the security or other investment, the amount
8
<PAGE>
of the commission, the timing of the transaction taking into account market
prices and trends, the reputation, experience, and financial stability of
the broker-dealer involved, and the quality of service rendered by the
broker-dealer in other transactions.
It has for many years been a common practice in the investment advisory
business for advisors of investment companies and other institutional investors
to receive brokerage and research services (as defined in the Securities
Exchange Act of 1934, as amended (the "1934 Act")), from broker-dealers that
execute portfolio transactions for the clients of such advisors and from third
parties with which such broker-dealers have arrangements. Consistent with this
practice, EIM receives brokerage and research services and other similar
services from many broker-dealers with which it places the Fund's portfolio
transactions and from third parties with which these broker-dealers have
arrangements. These services include such matters as general economic and market
reviews, industry and company reviews, evaluations of investments,
recommendations as to the purchase and sale of investments, newspapers,
magazines, pricing services, quotation services, news services, and personal
computers utilized by EIM's managers and analysts. Where the services referred
to above are not used exclusively by EIM for research purposes, EIM, based upon
its own allocations of expected use, bears that portion of the cost of these
services which directly relates to its non-research use. Some of these services
are of value to EIM and its affiliates in advising various of its clients
(including the Fund), although not all of these services are necessarily useful
and of value in managing the Fund.
As permitted by Section 28(e) of the 1934 Act, and by the Management
Contract, EIM may cause the Fund to pay a broker-dealer which provides
"brokerage and research services" (as defined in the 1934 Act) to EIM an amount
of disclosed commission for effecting securities transactions on stock exchanges
and other transactions for the Fund on an agency basis in excess of the
commission which another broker-dealer would have charged for effecting that
transaction. EIM's authority to cause the Fund to pay any such greater
commissions is also subject to such policies as the Trustees may adopt from time
to time. EIM does not currently intend to cause the Fund to make such payments.
It is the position of the staff of the SEC that Section 28(e) does not apply to
the payment of such greater commissions in "principal" transactions.
Accordingly, EIM will use its best efforts to obtain the best overall terms
available with respect to such transactions, as described above.
Consistent with the Rules of Fair Practice of the National Association of
Securities Dealers, Inc. and subject to such other policies as the Trustees may
determine, EIM may consider sales of shares of the Fund (and, if permitted by
law, of other Evergreen funds) as a factor in the selection of broker-dealers to
execute portfolio transactions for the Fund.
DETERMINATION OF NET ASSET VALUE
The Trust determines net asset value per share of the Fund twice each day
the New York Stock Exchange (the "Exchange") is open, once at 12:00 noon and
again at the close of regular trading on the Exchange. Currently, the Exchange
is closed Saturdays, Sundays, and the following holidays: New Year's Day, Dr.
Martin Luther King, Jr. Day, Presidents' Day, Good Friday, Memorial Day, the
Fourth of July, Labor Day, Thanksgiving Day, and Christmas Day.
The valuation of the Fund's portfolio securities is based upon amortized
cost, which does not take into account unrealized securities gains or losses.
This method involves initially valuing an instrument at its cost and thereafter
assuming a constant amortization to maturity of any discount or premium,
regardless of the impact of fluctuating interest rates on the market value of
the instrument. By using amortized cost valuation, the Fund seeks to maintain a
constant net asset value of $1.00 per share, despite minor shifts in the market
value of its portfolio securities. While this method provides certainty in
valuation, it may result in periods during which value, as determined by
amortized cost, is higher or lower than the price the Fund would receive if it
sold the instrument. During periods of declining interest rates, the quoted
yield on shares of the Fund may tend to be higher than a like computation made
by a fund with identical investments utilizing a method of valuation based on
market prices and estimates of market prices for all of its portfolio
instruments. Thus, if the use of amortized cost by the Fund resulted in a lower
aggregate portfolio value on a particular day, a prospective investor in the
Fund would be able to obtain a somewhat higher yield if he purchased shares of
the Fund on that day, than would result from investment in a fund utilizing
solely market values, and existing investors in the Fund would receive less
investment income. The converse would apply on a day when the use of amortized
cost by the Fund resulted in a higher aggregate portfolio value. However, as a
result of certain procedures adopted by the Trust, the Trust believes any
difference will normally be minimal.
9
<PAGE>
The valuation of the Fund's portfolio instruments at amortized cost is
permitted in accordance with SEC Rule 2a-7 and certain procedures adopted by the
Trustees. Under these procedures, the Fund must maintain a dollar-weighted
average portfolio maturity of 90 days or less, purchase only instruments having
remaining maturities of 397 days or less, and invest in securities determined by
the Trustees to be of high quality with minimal credit risks. The Trustees have
also established procedures designed to stabilize, to the extent reasonably
possible, the Fund's price per share as computed for the purpose of
distribution, redemption and repurchase at $1.00. These procedures include
review of the Fund's portfolio holdings by the Trustees, at such intervals as
they may deem appropriate, to determine whether the Fund's net asset value
calculated by using readily available market quotations deviates from $1.00 per
share, and, if so, whether such deviation may result in material dilution or is
otherwise unfair to existing shareholders. In the event the Trustees determine
that such a deviation may result in material dilution or is otherwise unfair to
existing shareholders, they will take such corrective action as they regard as
necessary and appropriate, including the sale of portfolio instruments prior to
maturity to realize capital gains or losses or to shorten the average portfolio
maturity; withholding dividends; redemption of shares in kind; or establishing a
net asset value per share by using readily available market quotations.
Since the net income of the Fund is declared as a dividend each time it is
determined, the net asset value per share of the Fund remains at $1.00 per share
immediately after such determination and dividend declaration. Any increase in
the value of a shareholder's investment in the Fund representing the
reinvestment of dividend income is reflected by an increase in the number of
shares of the Fund in the shareholder's account on the last day of each month
(or, if that day is not a business day, on the preceding business day). It is
expected that the Fund's net income will be positive each time it is determined.
However, if because of realized losses on sales of portfolio investments, a
sudden rise in interest rates, or for any other reason the net income of the
Fund determined at any time is a negative amount, the Fund will offset such
amount allocable to each then shareholder's account from dividends accrued
during the month with respect to such account. If at the time of payment of a
dividend by the Fund (either at the regular monthly dividend payment date, or,
in the case of a shareholder who is withdrawing all or substantially all of the
shares in an account, at the time of withdrawal), such negative amount exceeds a
shareholder's accrued dividends, the Fund will reduce the number of outstanding
shares by treating the shareholder as having contributed to the capital of the
Fund that number of full and fractional shares which represent the amount of the
excess. Each shareholder is deemed to have agreed to such contribution in these
circumstances by his or her investment in the Fund.
Should the Fund incur or anticipate any unusual or unexpected significant
expense or loss which would affect disproportionately the Fund's income for a
particular period, the Trustees would at that time consider whether to adhere to
the dividend policy described above or to revise it in light of the then
prevailing circumstances in order to ameliorate to the extent possible the
disproportionate effect of such expense or loss on then existing shareholders.
Such expenses or losses may nevertheless result in a shareholder's receiving no
dividends for the period during which the shares are held and receiving upon
redemption a price per share lower than that which was paid.
TAX STATUS
The Fund intends to qualify each year and elect to be taxed as a regulated
investment company under Subchapter M of the United States Internal Revenue Code
of 1986, as amended (the "Code").
As a regulated investment company qualifying to have its tax liability
determined under Subchapter M, the Fund will not be subject to federal income
tax on any of its net investment income or net capital gains that are
distributed to shareholders. As a series of a Delaware business trust, the Fund
will not under present law be subject to any excise or income taxes in Delaware.
In order to qualify as a "regulated investment company," the Fund must,
among other things, (a) derive at least 90% of its gross income from dividends,
interest, payments with respect to securities loans, gains from the sale or
other dispositions of stock, securities, or foreign currencies, and other income
(including but not limited to gains from options, futures, or forward contracts)
derived with respect to its business of investing in such stock, securities, or
currencies; and (b) diversify its holdings so that, at the close of each quarter
of its taxable year, (i) at least 50% of the value of its total assets consists
of cash, cash items, U.S. government securities, securities of other regulated
investment companies, and other securities limited generally with respect to any
one issuer to not more than 5% of the value of the total assets of the Fund and
not more than 10% of the outstanding voting securities of such issuer, and (ii)
10
<PAGE>
not more than 25% of the value of its total assets is invested in the securities
of any issuer (other than U.S. government securities). In order to receive the
favorable tax treatment accorded regulated investment companies and their
shareholders, moreover, the Fund must in general distribute annually at least
90% of the sum of its taxable net investment income, its net tax-exempt income,
and the excess, if any, of net short-term capital gains over net long-term
capital losses for such year. To satisfy these requirements, the Fund may engage
in investment techniques that affect the amount, timing, and character of its
income and distributions.
An excise tax at the rate of 4% will be imposed on the excess, if any, of
the Fund's "required distribution" over its actual distributions in any calendar
year. Generally, the "required distribution" is 98% of the Fund's ordinary
income for the calendar year plus 98% of its capital gain net income recognized
during the one-year period ending on October 31 plus undistributed amounts from
prior years. The Fund intends to make distributions sufficient to avoid
imposition of the excise tax. Distributions declared by the Fund during October,
November, or December to shareholders of record on a date in any such month and
paid by the Fund during the following January will be treated for federal tax
purposes as paid by the Fund and received by shareholders on December 31 of the
year in which declared.
The Fund is required to withhold 31% of all income dividends and capital
gain distributions, and 31% of the gross proceeds of all redemptions of Fund
shares, in the case of any shareholder who does not provide a correct taxpayer
identification number, about whom the Fund is notified that the shareholder has
under reported income in the past, or who fails to certify to the Fund that the
shareholder is not subject to such withholding. Tax-exempt shareholders are not
subject to these back-up withholding rules so long as they furnish the Fund with
a proper certification.
The foregoing is a general and abbreviated summary of the applicable
provisions of the Code and related regulations currently in effect. For the
complete provisions, reference should be made to the pertinent Code sections and
regulations. The Code and regulations are subject to change by legislative or
administrative actions. Dividends and distributions also may be subject to
state, local, foreign, and other taxes. Shareholders are urged to consult their
tax advisers regarding specific questions as to federal, state, local, or
foreign taxes. The foregoing discussion relates solely to U.S. federal income
tax law.
INDEPENDENT ACCOUNTANTS
KPMG LLP, located at 99 High Street, Boston, Massachusetts 02110, are the
Trust's independent auditors, providing audit services, tax return review, and
other tax consulting services. The audited financial statements incorporated by
reference into the SAI have been so incorporated in reliance upon the report of
KPMG LLP, the independent auditors, given on the authority of said firm as
experts in auditing and accounting.
CUSTODIAN
The custodian of the Fund, State Street Bank and Trust Company, is located
at 225 Franklin Street, Boston, Massachusetts 02110. Its responsibilities
include generally safeguarding and controlling the Fund's cash and securities,
handling the receipt and delivery of securities, and collecting interest and
dividends on the Fund's investments.
FUND ACCOUNTING AGENT
State Street Bank and Trust Company, 225 Franklin Street, Boston,
Massachusetts 02110, maintains the books and records of the Fund.
PERFORMANCE INFORMATION
The yield of the Fund is computed by determining the percentage net change,
excluding capital changes, in the value of an investment in one share of the
Fund over the base period, and multiplying the net change by 365/7 (or
approximately 52 weeks). The Fund's effective yield represents a compounding of
the yield by adding 1 to the number representing the percentage change in value
of the investment during the base period, raising that sum to a power equal to
11
<PAGE>
365/7, and subtracting 1 from the result. Based on the seven-day period ended
June 30, 2000, the Fund's yield was 6.51% and its effective yield was 6.73%.
All data for the Fund is based on past performance and does not predict
future results. Investment performance, which will vary, is based on many
factors, including market conditions, the composition of the Fund's portfolio,
and the Fund's operating expenses. Investment performance also often reflects
the risks associated with the Fund's investment objective and policies. These
factors should be considered when comparing the Fund's investment results to
those of other mutual funds and other investment vehicles. The Fund's yield does
not reflect any expenses incurred by the Commonwealth of Virginia State
Non-Arbitrage Program, through which shares of the Fund are currently being
offered (the "SNAP(SM) Program"), or by participants in the SNAP(SM) program.
SHAREHOLDER LIABILITY
Under Delaware law, shareholders of a Delaware business trust are entitled
to the same limitation of personal liability extended to stockholders of
Delaware corporations. As a result, to the extent that the Trust or a
shareholder is subject to the jurisdiction of courts in other states, the courts
may not apply Delaware law, and may thereby subject shareholders of a Delaware
trust to liability. To guard against this risk, the Declaration of Trust:(a)
provides that any written obligation of the Trust may contain a statement that
such obligation may only be enforced against the assets of the Trust; however,
the omission of such a disclaimer will not operate to create personal liability
for any shareholder; and (b) provides for indemnification out of trust property
of any shareholder held personally liable for the obligations of the Trust.
Accordingly, the risk of a shareholder of the Trust incurring financial loss
beyond that shareholder's investment because of shareholder liability is limited
to circumstances in which: (i) a court refuses to apply Delaware law; (ii) no
contractual limitation of liability was in effect; and (iii) the Trust itself
would be unable to meet its obligations. In view of Delaware law, the nature of
the Trust's business, and the nature of its assets, the risk of personal
liability to a shareholder of the Trust is remote.
12
<PAGE>
RATINGS
A-1 And Prime-1 Commercial Paper Ratings
The rating A-1 (including A-1+) is the highest commercial paper rating
assigned by Standard & Poor's Ratings Services ("S&P"). Commercial paper rated
A-1 by S&P has the following characteristics:
liquidity ratios are adequate to meet cash requirements;
long-term senior debt is rated "A" or better;
the issuer has access to at least two additional channels of borrowing;
basic earnings and cash flow have an upward trend with allowance made
for unusual circumstances;
typically, the issuer's industry is well established and the
issuer has a strong position within the industry; and
the reliability and quality of management are unquestioned.
Relative strength or weakness of the above factors determines whether the
issuer's commercial paper is rated A-1, A-2 or A-3. Issues rated A-1 that are
determined by S&P to have overwhelming safety characteristics are designated
A-1+.
The rating Prime-1 is the highest commercial paper rating assigned by Moody's
Investors Service, Inc. ("Moody's"). Among the factors considered by Moody's in
assigning ratings are the following:
evaluation of the management of the issuer;
economic evaluation of the issuer's industry or industries and an
appraisal of speculative-type risks which may be inherent in certain
areas;
evaluation of the issuer's products in relation to competition and
customer acceptance;
liquidity;
amount and quality of long-term debt;
trend of earnings over a period of ten years;
financial strength of parent company and the relationships which exist
with the issuer; and
recognition by the management of obligations which may be present or may
arise as a result of public interest questions and preparations to meet
such obligations.
FINANCIAL STATEMENTS
The Independent Auditors' Report, financial highlights, and financial
statements with respect to the Fund are incorporated by reference to the Fund's
Annual Report for the fiscal year ended June 30, 2000, a copy of which may be
obtained without charge by calling 1-800-570-SNAP.
(SEC File No: 811-08405)
13
<PAGE>
EVERGREEN SELECT MONEY MARKET TRUST
PART C
OTHER INFORMATION
Item 23. Exhibits
<TABLE>
<CAPTION>
Exhibit
Number Description Location
------- ----------- -----------
<S> <C> <C>
(a) Declaration of Trust Incorporated by reference to
Registrant's Pre-Effective Amendment No. 1
Filed on October 8, 1997
(b) By-laws Incorporated by reference to
Registrant's Pre-Effective Amendment No. 1
Filed on October 8, 1997
(c) Provisions of instruments defining the rights Incorporated by reference to Exhibits 1 and 2 of
of holders of the securities being registered Registrant's Pre-Effective Amendment No. 1
are contained in the Declaration of Trust filed on October 8, 1997
Articles II, III.(6)(c), VI.(3), IV.(8), V, VI,
VII, VIII and By-laws Articles II, III and VIII
included as part of Exhibits 1 and 2, above
(d) Investment Advisory and Management Contained herein
Agreement between the Registrant and First
Union National Bank
(e) Form of Principal Underwriting Agreements between Form of to be filed on or about
the Registrant and Evergreen Distributor, Inc. November 15, 2000
(Institutional Shares, Administrative Shares
Investor Shares, Institutional Service Shares,
Preferred Shares, and Plus Shares)
(f) Deferred Compensation Plan Incorporated by reference to
Registrant's Pre-Effective Amendment No. 1
Filed on November 20, 1997
(g)(1) Custodian Agreement between the Registrant Incorporated by reference to
and State Street Bank and Trust Company Registrant's Post-Effective Amendment No. 2
Filed on May 29, 1998
(g)(2) Letter Amendment to Custodian Agreement between Incorporated by reference to Registrant's
Registrant and State Street Bank and Trust Post-Effective Amendment No. 8
Company (Select U.S. Government Fund) Filed on September 29, 1999
(g)(3) Letter Amendment to Custodian Agreement between Form of to be filed on or about
Registrant and State Street Bank and Trust November 15, 2000
Company (Cash Management Money Market Fund,
Cash Management Municipal Money Market Fund,
Cash Management U.S. Government Money Market Fund)
(g)(4) Letter Amendment to Custodian Agreement between Contained herein
Registrant and State Street Bank and Trust
Company (SNAP Fund)
(h)(1) Administrative Services Agreement between Contained herein
the Registrant and Evergreen Investment
Services, Inc.
(h)(2) Transfer Agent Agreement between the Incorporated by reference to
Registrant and Evergreen Service Company Registrant's Post-Effective Amendment No. 2
Filed on May 29, 1998
(h)(3) Letter Amendment to Transfer Agent Agreement Incorporated by reference to Registrant's
between the Registrant and Evergreen Service Post-Effective Amendment No. 8
Company (Select U.S. Government Fund) Filed on September 29, 1999
(h)(4) Transfer Agent Agreement between the Contained herein
Registrant and State Street Bank and Trust
Company (SNAP Fund)
(i)(1) Opinion and Consent of Sullivan & Worcester LLP Incorporated by reference to
Registrant's Post-Effective Amendment No. 1
Filed on December 12, 1997
(i)(2) Opinion and Consent of Sullivan & Worcester LLP Incorporated by reference to Registrant's
(re: SNAP Fund) Post-Effective Amendment No. 7
Filed on August 17, 1999
(j)(1) Consent of KPMG LLP Incorporated by reference to Registrant's
Post-Effective Amendment No. 10 filed on
June 26, 2000
(j)(2) Consent of PricewaterhouseCoopers LLP Incorporated by reference to Registrant's
Post-Effective Amendment No. 10 filed on
June 26, 2000
(j)(3) Consent of KPMG LLP (SNAP Fund only) Contained herein
(k) Not applicable
(l) Not applicable
(m) Form of 12b-1 Distribution Plans To be filed on or about November 15, 2000
(Administrative Shares, Investor Shares,
Institutional Service Shares, Preferred
Shares and Plus Shares)
(n) Not applicable
(o) Form of Multiple Class Plan Incorporated by reference to Registrant's
Post-Effective Amendment No. 11
Filed on September 1, 2000
(p) Code of Ethics Incorporated by reference to Registrant's
Post-Effective Amendment No. 11
Filed on September 1, 2000
</TABLE>
Item 24. Persons Controlled by or Under Common Control with Registrant.
None
Item 25. Indemnification.
Registrant has obtained from a major insurance carrier a trustees and
officers liability policy covering certain types of errors and ommissions.
Provisions for the indemnification of the Registrant's Trustees and
officers are also contained in the Registrant's Declaration of Trust.
Provisions for the indemnification of the Registrant's Investment
Advisors are contained in their respective Investment Advisory and Management
Agreements.
Provisions for the indemnification of Evergreen Distributor, Inc., the
Registrant's principal underwriter, are contained in the Principal Underwriting
Agreement between Evergreen Distributor, Inc. and the Registrant.
Provisions for the indemnification of Evergreen Service Company, the
Registrant's transfer agent, are contained in the Master Transfer and
Recordkeeping Agreement between Evergreen Service Company and the Registrant.
Provisions for the indemnification of State Street Bank and Trust Co., the
Registrant's custodian, are contained in the Custodian Agreement between State
Street Bank and Trust Company, and the Registrant.
Item 26. Business or Other Connections of Investment Advisors.
The Directors and principal executive officers of First Union National
Bank are:
Edward E. Crutchfield, Jr. Chairman, First Union Corporation and First
Union National Bank
G. Kennedy Thompson Chief Executive Officer, President and
Director, First Union Corporation and First
Union National Bank
Mark C. Treanor Executive Vice President, Secretary &
General Counsel, First Union Corporation;
Secretary and Executive Vice President,
First Union National Bank
Robert T. Atwood Executive Vice President and Chief Financial
Officer, First Union Corporation; Chief
Financial Officer and Executive Vice
President, First Union National Bank
All of the above persons are located at the following address: First
Union National Bank, One First Union Center, Charlotte, NC 28288.
Item 27. Principal Underwriters.
Evergreen Distributor, Inc., acts as principal underwriter for each
registered investment company or series thereof that is a part of the Evergreen
"fund complex" as such term is defined in Item 22(a) of Schedule 14A under the
Securities Exchange Act of 1934.
The Directors and principal executive officers of Evergreen
Distributor, Inc. are:
Lynn C. Mangum Director, Chairman and Chief Executive
Officer
Dennis Sheehan Director, Chief Financial Officer
Maryann Bruce President
Kevin J. Dell Vice President, General Counsel and Secretary
Messrs. Mangum, Sheehan and Dell are located at the following address:
Evergreen Distributor, Inc., 90 Park Avenue, New York, New York 10019.
Ms. Bruce is located at 201 South College Street, Charlotte, NC 28288.
Item 28. Location of Accounts and Records.
All accounts and records required to be maintained by Section 31(a) of
the Investment Company Act of 1940 and the Rules 31a-1 through 31a-3 promulgated
thereunder are maintained at one of the following locations:
Evergreen Investment Services, Inc. and Evergreen Service Company
are located at 200 Berkeley Street, Boston, Massachusetts 02110
First Union National Bank, One First Union Center, 301 S. College
Street, Charlotte, North Carolina 28288
Iron Mountain, 3431 Sharp Slot Road, Swansea, Massachusetts 02777
State Street Bank and Trust Company, 2 Heritage Drive, North Quincy,
Massachusetts 02171
Item 29. Management Services.
Not Applicable
Item 30. Undertakings.
The Registrant hereby undertakes to furnish each person to whom a
prospectus is delivered with a copy of the Registrant's latest annual
report to shareholders, upon request and without charge.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940 the Registrant has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereto duly
authorized, in the City of Boston, and Commonwealth of Massachusetts, on the
26th day of October, 2000.
EVERGREEN SELECT MONEY MARKET TRUST
By: /s/ Michael H. Koonce
-----------------------------
Name: Michael H. Koonce
Title: Secretary
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities indicated on the 26th day of October, 2000.
<TABLE>
<CAPTION>
<S> <C> <C>
/s/ William M. Ennis /s/ Laurence B. Ashkin /s/ Charles A. Austin, III
---------------------- --------------------- -------------------------
William M. Ennis* Laurence B. Ashkin* Charles A. Austin III *
President Trustee Trustee
(Chief Operating Officer)
/s/ K. Dun Gifford /s/ Arnold H. Dreyfuss /s/ William Walt Pettit
------------------ ---------------------- ------------------------
K. Dun Gifford* Arnold H. Dreyfuss* William Walt Pettit*
Trustee Trustee Trustee
/s/ Gerald M. McDonnell /s/ Thomas L. McVerry /s/ Michael S. Scofield
---------------------- --------------------- ----------------------
Gerald M. McDonnell* Thomas L. McVerry* Michael S. Scofield*
Trustee Trustee Chairman of the Board
and Trustee
/s/ David M. Richardson /s/ Russell A. Salton, III MD /s/ Leroy Keith, Jr.
---------------------- ----------------------------- ----------------------
David M. Richardson* Russell A. Salton, III MD* Leroy Keith, Jr.*
Trustee Trustee Trustee
/s/ Richard J. Shima /s/ Louis W. Moelchert, Jr. /s/ Richard K. Wagoner
-------------------- ---------------------------- ----------------------
Richard J. Shima* Louis W. Moelchert, Jr.* Richard K. Wagoner*
Trustee Trustee Trustee
/s/ Carol Kosel /s/ Michael H. Koonce
---------------------- ----------------------------
Carol Kosel* Michael H. Koonce*
Treasurer Secretary
(Principal Financial and
Accounting Officer)
</TABLE>
*By: /s/ Catherine E. Foley
-------------------------------
Catherine E. Foley
Attorney-in-Fact
*Catherine E. Foley, by signing her name hereto, does hereby sign this document
on behalf of each of the above-named individuals pursuant to powers of attorney
duly executed by such persons.
<PAGE>
INDEX TO EXHIBITS
Exhibit
Number Exhibit
------- -------
(d) Investment Advisory and Management Agreement between the
Registrant and First Union National Bank
(g)(4) Letter Amendment to Custodian Agreement between Registrant
and State Street Bank and Trust Company (SNAP Fund)
(h)(1) Administrative Services Agreement between the Registrant
and Evergreen Investment Services, Inc.
(h)(4) Transfer Agent Agreement between the Registrant and
State Street Bank and Trust Company (SNAP Fund)
(j)(3) Consent of KPMG LLP (SNAP Fund only)
