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STATE FARM MUTUAL FUND TRUST
on behalf of
State Farm Equity Fund
State Farm Small Cap Equity Fund
State Farm International Equity Fund
State Farm S&P 500 Index Fund
State Farm Small Cap Index Fund
State Farm International Index Fund
State Farm Equity and Bond Fund
State Farm Bond Fund
State Farm Tax Advantaged Bond Fund
State Farm Money Market Fund
Multiple Class Plan Pursuant to Rule 18f-3
October 30, 2000
This Multiple Class Plan (the "Plan") was adopted by the Board of Trustees of
State Farm Mutual Fund Trust (the "Trust") pursuant to Rule 18f-3 under the
Investment Company Act of 1940 (the "Act"). Each class of shares of the State
Farm Equity Fund, State Farm Small Cap Equity Fund, State Farm International
Equity Fund, State Farm S&P 500 Index Fund, State Farm Small Cap Index Fund,
State Farm International Index Fund, State Farm Equity and Bond Fund, State Farm
Bond Fund, State Farm Tax Advantaged Bond Fund, State Farm Money Market Fund
(each, a "Fund" and collectively, the "Funds"), each a series of the Trust, will
have the same relative rights and privileges and be subject to the same sales
charges, fees and expenses, except as set forth below. The Board of Trustees of
the Trust may determine in the future that other distribution arrangements,
allocations of expenses (whether ordinary or extraordinary) or services to be
provided to a class of shares are appropriate and amend this Plan accordingly
without the approval of shareholders of any class. Except as set forth in the
Trust's prospectus, shares may be exchanged only for shares of the same class of
another Fund.
Article I. Class A Shares
Class A Shares are sold at net asset value and subject to the initial sales
charge schedule or contingent deferred sales charge and minimum purchase
requirements as set forth in the Trust's prospectus, unless a waiver or
reduction described in the prospectus is applicable. Class A Shares are subject
to distribution fees calculated as a stated percentage of the net assets
attributable to Class A shares under the Trust's Distribution Plan for Class A
Shares as set forth in such Distribution Plan. Class A Shares also are subject
to service fees calculated as a stated percentage of the net assets attributable
to Class A shares under the Trust's Shareholder Servicing Agreement as set forth
in such Shareholder Servicing Agreement. The Class A Shareholders of a Fund have
exclusive voting rights, if any, with respect to the Trust's Class A Rule 12b-1
Distribution Plan as it applies to each Fund, or to any matter that separately
affects that class or as required by applicable law. Transfer agency fees,
expenses related to transfer agency activities and state and federal
registration fees applicable to Class A Shares are allocated
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to Class A Shares. Class A Shares shall be entitled to the shareholder
services set forth from time to time in the prospectus and/or Statement of
Additional Information for such class.
Article II. Class B Shares
Class B Shares are sold at net asset value per share without the
imposition of an initial sales charge. However, Class B Shares redeemed within a
specified number of years of purchase will be subject to a contingent deferred
sales charge as set forth in the Trust's prospectus, unless a waiver or
reduction described in the prospectus is applicable. Class B Shares are sold
subject to distribution fees calculated as a stated percentage of the net assets
attributable to the Trust's Class B Shares under the Trust's Distribution Plan
for Class B Shares as set forth in such Distribution Plan. Class B Shares also
are subject to service fees calculated as a stated percentage of the net assets
attributable to Class B shares under the Trust's Shareholder Servicing Agreement
as set forth in such Shareholder Servicing Agreement. The Class B Shareholders
of a Fund have exclusive voting rights, if any, with respect to the Trust's
Class B Rule 12b-1 Distribution Plan as it applies to each Fund, or to any
matter that separately affects that class or as required by applicable law.
Transfer agency fees, expenses related to transfer agency activities and state
and federal registration fees applicable to Class B Shares are allocated to
Class B Shares. Class B Shares shall be entitled to the shareholder services set
forth from time to time in the prospectus and/or Statement of Additional
Information for such class.
Redemption requests placed by shareholders who own both Class A and
Class B Shares of the Fund will be satisfied first by redeeming the
shareholder's Class A Shares, unless the shareholder has made a specific
election to redeem Class B Shares.
Class B Shares automatically will convert to Class A Shares of the
respective Fund at the end of a specified number of years after the initial
purchase date of Class B shares, except as provided in the Trust's prospectus.
Such conversion will occur at the relative net asset value per share of each
class without the imposition of any sales charge, fee or other charge.
For purposes of converting Class B shares to Class A shares, the
initial purchase date for Class B Shares acquired through (i) reinvestment of
dividends on Class B Shares or (ii) exchange from another Fund in the Trust will
be deemed to be the date on which the original Class B Shares were purchased.
Article III. Institutional Class Shares
Institutional Class Shares are sold by each Fund, at net asset value
per share without the imposition of an initial sales charge. The Institutional
Class Shareholders of a Fund have exclusive voting rights, if any, with respect
to any matter that separately affects that class or as required by applicable
law. Any expenses related to transfer agency activities, and state and federal
registration fees applicable to Institutional Class Shares are allocated to
Institutional Class Shares. Institutional Class Shares shall be entitled to the
shareholder services set forth from time to time in the Institutional Class
Shares prospectus and/or Statement of Additional Information.
Institutional Class Shares of each Fund will be sold directly by each
Fund only to institutional investors such as insurance companies, either
affiliated or unaffiliated with the State
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Farm Investment Management Corp., defined contribution plans, defined benefit
plans and endowment funds. Sales will generally be subject to minimum initial
and subsequent purchase amounts at a significantly higher level than Class A
and Class B Shares. The minimum initial and subsequent minimum investments
will be specified from time to time in the Institutional Class Shares'
prospectus.
Article IV. Redemption in Kind
Shares of any class may be redeemed in kind subject to the
requirements of Rule 18f-1 under the Act and subject to any further restriction
or prohibition under any state blue sky law.
Article V. Dividends and Other Distributions
Dividends and other distributions paid by each Fund to the holders of
a class of shares, to the extent paid, will be paid on the same day and at the
same time, and will be determined in the same manner and will be in the same
amount, except that the amount of the dividends and other distributions declared
may be different from those paid to the holders of another class because of a
specific class expense and expense waivers or reimbursements.
Article VI. Allocation of Expenses; Waivers or Reimbursement of Expense
Expenses described in Articles I through III of this Plan shall be
allocated as provided in those Articles. Other expenses shall be allocated among
classes in a manner that is fair and equitable. Expenses relating to a Fund
generally will be allocated among each class based upon the relative net assets
of each class. Expenses relating only to a particular class shall be allocated
to that class.
Expenses of a specific class or specific classes of shares may be
waived or reimbursed by State Farm Investment Management Corp., the investment
adviser to certain Funds, or any other provider of services to the Trust.
Article VII. Approval by Board of Trustees
This Plan shall not take effect until it has been approved by the vote
of majority (or whatever greater or lesser percentage may, from time to time, be
required under Rule 18f-3 under the Act) of (a) all of the Trustees of the
Trust, on behalf of the Fund, and (b) those of the Trustees who are not
"interested persons" of the Trust, as such term may be from time to time defined
under the Act.
Article VIII. Severability
This Plan is severable as to each Fund. The Board of Trustees may
amend this Plan on behalf of one or more Funds, in which case a new Plan would
be adopted in respect of any such Fund. In such event, this Plan would remain in
full force and effect as to all other Funds.
Article IX. Amendments
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No material amendment to the Plan shall be effective unless it is
approved by the Board of Trustees in the same manner as is provided for approval
of this Plan in Article VII.
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