1933 Act File No. 2-64536
1940 Act File No. 811-2924
SECURITIES & EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X]
Pre-Effective Amendment No. [ ]
Post-Effective Amendment No. 27 [X]
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT [X]
OF 1940
Amendment No. 26 [X]
LORD ABBETT U.S. GOVERNMENT SECURITIES MONEY MARKET FUND
Exact Name of Registrant as Specified in Charter
90 HUDSON STREET, JERSEY CITY, NEW JERSEY 07302-3973
Address of Principal Executive Office
Registrant's Telephone Number (201) 395-2000
Christina T. Simmons, Vice President & Assistant Secretary
90 HUDSON STREET, JERSEY CITY, NEW JERSEY 07302-3973
(Name and Address of Agent for Service)
It is proposed that this filing will become effective (check appropriate box)
_____ immediately on filing pursuant to paragraph (b)
__X__ on November 1, 2000 pursuant to paragraph (b)
_____ 60 days after filing pursuant to paragraph (a) (1)
_____ on (date) pursuant to paragraph (a) (1)
_____ 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
<PAGE>
LORD
ABBETT U.S. GOVERNMENT SECURITIES
MONEY MARKET FUND, INC.
PROSPECTUS
November 1, 2000
[LOGO] LORD, ABBETT & CO.
INVESTMENT MANAGEMENT
A Tradition of Performance Through Disciplined Investing
As with all mutual funds, the Securities and Exchange Commission
has not approved or disapproved these securities or passed upon
the adequacy of this prospectus. Any representation to the
contrary is a criminal offense.
<PAGE>
Table of Contents
The Fund
What you should know Goal 2
about the Fund Principal Strategy 2
Main Risks 2
Performance 3
Fees and Expenses 4
Your Investment
Information for managing Purchases 5
your Fund account Sales Compensation 6
Opening Your Account 7
Redemptions 8
Distributions and Taxes 8
Services For Fund Investors 9
Management 10
For More Information
How to learn more Glossary of Shaded Terms 11
about the Fund
Financial Information
Financial Highlights 12
How to learn more about the Back Cover
Fund and other Lord Abbett Funds
<PAGE>
The Fund
GOAL
The investment objective of the Fund is to seek high current income and
preservation of capital through investments in high quality, short-term,
liquid securities. These securities are commonly known as money market
instruments.
PRINCIPAL STRATEGY
The Fund is a money market fund that attempts to manage its portfolio to
maintain a stable share price of $1.00 in accordance with strict rules of
the Securities and Exchange Commission ("SEC"). The Fund normally invests
all of its assets in:
o Securities issued or guaranteed by the U.S. government, including
Treasury bills, notes, bonds and certificates of indebtedness,
o Securities issued or guaranteed by agencies or instrumentalities of
the U.S. government, such as the Government National Mortgage
Association, Federal National Mortgage Association, Student Loan
Marketing Association, Federal Home Loan Mortgage Corporation and
Federal Home Loan Banks, and
o Repurchase agreements involving these securities.
In selecting investments for the Fund, we focus on securities that appear
to offer the best relative value.
Although the Fund does not currently intend to do so, the Fund may invest
up to 35% of its assets in other money market instruments such as
certificates of deposit, bankers' acceptances, commercial paper and other
short-term corporate debt securities.
MAIN RISKS
The Fund's yield and the value of its investments may vary in response to
changes in interest rates and other market factors. As interest rates rise,
the Fund's investments typically will lose value.
Although the Fund's U.S. Treasury obligations and some U.S. government
agency obligations are backed by the full faith and credit of the U.S.
government, other investments of the Fund do not have this guarantee. In
addition, U.S. government guarantees relate only to the interest and
principal of the security.
An investment in the Fund is not a bank deposit and is not insured or
guaranteed by the Federal Deposit Insurance Corporation 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.
WE OR THE FUND refers to Lord Abbett U.S. Government Securities Money Market
Fund, Inc.
ABOUT THE FUND. The Fund is a professionally managed portfolio primarily holding
securities purchased with the pooled money of investors. It strives to reach its
stated goal, although as with all mutual funds, it cannot guarantee results.
You should read this entire prospectus, including "Other Investment Techniques,"
which concisely describes the other investment strategies used by the Fund and
their risks.
2 | The Fund
<PAGE>
U.S. Govt Securities Money Market Fund Symbols: Class A - LACXX
PERFORMANCE
The bar chart and table below provide some indication of the risks of
investing in the Fund by illustrating the variability of the Fund's
returns. Each assumes reinvestment of dividends and distributions. The
Fund's past performance is not necessarily an indication of how the Fund
will perform in the future.
The bar chart shows changes in the performance of the Fund's Class A shares
from calendar year to calendar year.
================================================================================
Bar Chart (per calendar year) - Class A Shares
================================================================================
[GRAPHIC OMITTED]
1990 7.5%
1991 5.2%
1992 2.8%
1993 2.3%
1994 3.5%
1995 5.2%
1996 4.7%
1997 4.7%
1998 4.6%
1999 4.4%
Best Quarter 2nd Q `90 1.9% Worst Quarter 3rd Q `93 0.5%
The Class A shares' year-to-date return for the six months ending June 30, 2000
was 2.60%.
================================================================================
For the Fund's current yield, call toll-free 1-800-426-1130. The table
below shows the Fund's Class A, B and C performance over time.
================================================================================
Average Annual Total Returns Through December 31, 1999
================================================================================
Share Class 1 Year 5 Years 10 Years Since Inception(1)
Class A shares 4.40% 4.72% 4.47% -
--------------------------------------------------------------------------------
Class B shares 3.81% - - 3.53%
--------------------------------------------------------------------------------
Class C shares 4.39% - - 4.60%
--------------------------------------------------------------------------------
(1) The dates of inception of each class are: A - 6/27/79; B - 8/1/96 and C -
7/15/96.
The Fund | 3
<PAGE>
FEES AND EXPENSES
This table describes the fees and expenses that you may pay if you buy and
hold shares of the Fund.
<TABLE>
<CAPTION>
==============================================================================================
FEE TABLE
==============================================================================================
<S> <C> <C> <C>
Class A Class B Class C
Shareholder Fees (Fees paid directly
from your investment)
----------------------------------------------------------------------------------------------
Maximum Sales Charge on Purchases
----------------------------------------------------------------------------------------------
(as a % of offering price) none none none
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Maximum Deferred Sales Charge
(see "Purchases")
----------------------------------------------------------------------------------------------
(as a % of the lesser of original purchase
price or sale proceeds) none(1) 5.00%(2) 1.00%(1)
--------------------------------------------------------------------------------------------------
ANNUAL FUND OPERATING EXPENSES (Expenses deducted from Fund assets) (as a % of average net assets)
--------------------------------------------------------------------------------------------------
Management Fees (See "Management") 0.50% 0.50% 0.50%
--------------------------------------------------------------------------------------------------
Distribution and Service Fees (12b-1)(3) none 0.75% none
--------------------------------------------------------------------------------------------------
Other Expenses 0.34% 0.34% 0.34%
--------------------------------------------------------------------------------------------------
Total Operating Expenses 0.84% 1.59% 0.84%
--------------------------------------------------------------------------------------------------
</TABLE>
(1) A contingent deferred sales charge of 1.00% may be assessed on certain
redemptions (a) of Class A shares made within 24 months following any
purchases made without a sales charge, and (b) Class C shares if they are
redeemed before the first anniversary of their purchase.
(2) Class B shares will convert to Class A shares on the eighth anniversary of
your original purchase of Class B shares.
(3) Because 12b-1 fees are paid out on an ongoing basis, over time they will
increase the cost of your investment and may cost you more than paying
other types of sales charges.
================================================================================
Example
================================================================================
This Example is intended to help you compare the cost of investing in the Fund
with the cost of investing in other mutual funds. This Example, like that in
other funds' prospectuses, assumes that you invest $10,000 in the Fund at
maximum sales charge, if any, for the time periods indicated and then redeem all
of your shares at the end of those periods. The Example also assumes that your
investment has a 5% return each year and that the Fund's operating expenses
remain the same. Although your actual costs may be higher or lower, based on
these assumptions your costs (including any applicable contingent deferred sales
charges) would have been:
Share Class 1 Year 3 Years 5 Years 10 Years
Class A shares $ 86 $268 $ 466 $1,037
================================================================================
Class B shares $662 $802 $1,066 $1,688
================================================================================
Class C shares $186 $268 $ 466 $1,037
================================================================================
You would have paid the following expenses if you did not redeem your shares:
Class A shares $ 86 $268 $466 $1,037
================================================================================
Class B shares $162 $502 $866 $1,688
================================================================================
Class C shares $ 86 $268 $466 $1,037
================================================================================
MANAGEMENT FEES are payable to Lord, Abbett & Co. ("Lord Abbett") for the Fund's
investment management.
12B-1 FEES refer to fees incurred for activities that are primarily intended to
result in the sale of Fund shares and service fees for shareholder account
service and maintenance.
OTHER EXPENSES include fees paid for miscellaneous items such as shareholder
service fees and professional fees.
4 | The Fund
<PAGE>
YOUR INVESTMENT
PURCHASES
The Fund offers in this prospectus three classes of shares: Classes A, B,
and C, each with different expenses, dividends and yields. You may purchase
shares at the net asset value ("NAV") per share determined after we receive
your purchase order submitted in proper form. Although the Fund has no
front-end sales charge on purchases of its shares, the Fund does have a
contingent deferred sales charge ("CDSC") in certain cases, as described
below.
You should read this section carefully to determine which class of shares
represents the best investment option for your particular situation.
We reserve the right to withdraw all or any part of the offering made by
this prospectus or to reject any purchase order. We also reserve the right
to waive or change minimum investment requirements. All purchase orders are
subject to our acceptance and are not binding until confirmed or accepted
in writing.
================================================================================
Share Classes
================================================================================
Class A - Purchased directly or acquired by exchange.
o offered without a front-end sales charge
Class B* - Normally acquired by exchange only.
o no front-end sales charge, however, a CDSC is applied to shares sold
prior to the sixth anniversary of purchase
o higher annual expenses than Class A or C shares
o automatically converts to Class A shares after eight years
o asset-based sales charge 0.75 of 1% - See "Sales Compensation"
Class C -Acquired by exchange only.
o no front-end sales charge
o a CDSC is applied to shares sold prior to the first anniversary of
purchase
* Class B shares of the Fund may be purchased (i) directly by investors opening
dollar cost averaging accounts pursuant to which all of the amount invested
will be reinvested in an Eligible Fund within 24 months of the initial purchase
and (ii) by exchange for shares of the same class of any Eligible Fund.
Contingent Deferred Sales Charge ("CDSC"). If you acquire Fund shares
through an exchange from another Lord Abbett-sponsored fund which were
originally purchased subject to a CDSC and you redeem before the applicable
CDSC period has expired, you will be charged the CDSC. The CDSC will be
remitted to the appropriate party as described below.
Class A Share CDSC. If you acquire Class A shares in exchange for Class A
shares of another Lord Abbett-sponsored fund subject to a CDSC and you
redeem any of the Class A shares within 24 months after the month in which
you initially purchased those shares, the Fund will collect a CDSC of 1%
and remit it to the fund in which you originally purchased the shares.
NAV per share for each class of Fund shares is calculated at 12 noon and 2:00
p.m. Eastern time each business day that the New York Stock Exchange ("NYSE") is
open for trading. Purchases and sales of Fund shares are executed at the NAV
next determined after the Fund receives your order in proper form. In
calculating NAV, securities are valued at cost plus (minus) amortized discount
(premium), if any, pursuant to the requirements for money market funds.
CDSC, regardless of class, is not charged on shares acquired through
reinvestment of dividends or capital gains distributions and is charged on the
original purchase cost or the current market value of the shares at the time
they are being sold, which-ever is lower. In addition, repayment of loans under
Retirement Plans and 403(b) Plans will constitute new sales for purposes of
assessing the CDSC. To minimize the amount of any CDSC, the Fund redeems shares
in the following order:
1. shares acquired by reinvestment of dividends and capital gains (always free
of a CDSC)
2. shares held for six years or more (Class B) or one year or more (Class C)
3. shares held the longest before the sixth anniversary of their purchase
(Class B) or before the first anniversary of their purchase (Class C).
Your Investment | 5
<PAGE>
Class B Share CDSC. The CDSC for Class B shares normally applies if you
redeem your shares before the sixth anniversary of their initial purchase.
The CDSC will be remitted to Lord Abbett Distributor, LLC ("Lord Abbett
Distributor"). The CDSC declines the longer you own your shares, according
to the following schedule:
================================================================================
Contingent Deferred Sales Charges - Class B Shares
================================================================================
Anniversary(1) of the day on Contingent Deferred Sales Charge
which the purchase order on redemption (as % of amount
was accepted subject to charge)
On Before
================================================================================
1st 5.0%
================================================================================
1st 2nd 4.0%
================================================================================
2nd 3rd 3.0%
================================================================================
3rd 4th 3.0%
================================================================================
4th 5th 2.0%
================================================================================
5th 6th 1.0%
================================================================================
on or after the 6th(2) None
================================================================================
(1) The anniversary is the same calendar day in each respective year after the
date of purchase. For example, the anniversary for shares purchased on May
1 will be May 1 of each succeeding year.
(2) Class B shares will automatically convert to Class A shares on the eighth
anniversary of the purchase of Class B shares.
The Class B share CDSC generally will be waived under the following
circumstances:
o benefit payments under Retirement Plans in connection with loans,
hardship withdrawals, death, disability, retirement, separation from
service or any excess contribution or distribution under Retirement
Plans
o Eligible Mandatory Distributions under 403(b) Plans and individual
retirement accounts
o death of the shareholder
o redemptions of shares in connection with Systematic Withdrawal Plans
(up to 12% per year).
See "Systematic Withdrawal Plan" under "Services For Fund Investors" below
for more information on CDSCs with respect to Class B shares.
Class C Share CDSC. The 1% CDSC for Class C shares normally applies if you
redeem your shares before the first anniversary of the purchase of such
shares. The CDSC will be remitted to either Lord Abbett Distributor or the
fund involved in the original purchase depending on which entity originally
paid the sales compensation to your dealer.
SALES COMPENSATION
Compensation payments originate from two sources: CDSCs and 12b-1 fees paid
out of the Fund's assets. The Fund is currently not making 12b-1 fee
payments under the Class A and Class C share Rule 12b-1 plans. However,
Lord Abbett Distributor pays an up-front payment to authorized institutions
totaling 4%, consisting of 0.25% for services provided to shareholders and
3.75% for a sales commission in connection with purchases of Class B shares
for dollar cost averaging accounts as described above.
Class B Rule 12b-1 Plan. The Fund has adopted a Class B share Rule 12b-1
Plan under which we periodically pay Lord Abbett Distributor an annual
distribution fee of 0.75 of 1% of the average daily net asset value of the
Class B shares.
RETIREMENT PLANS include employer-sponsored retirement plans under the Internal
Revenue Code, excluding Individual Retirement Accounts.
Lord Abbett offers a variety of Retirement Plans. Call 800-253-7299 for
information about:
o Traditional, Rollover, Roth and Education IRAs
o Simple IRAs, SEP-IRAs, 401(k) and 403(b) accounts
o Defined Contribution Plans
LORD ABBETT DISTRIBUTOR LLC ("Lord Abbett Distributor") acts as agent for the
Fund to work with investment professionals who buy and/or sell shares of the
Fund on behalf of their clients. Generally, Lord Abbett Distributor does not
sell Fund shares directly to investors.
6 | Your Investment
<PAGE>
The distribution fee is paid to Lord Abbett Distributor to compensate it
for its services rendered in connection with the distribution of Class B
shares, including the payment and financing of sales commissions on Class B
shares at the time of their original purchase. Because 12b-1 fees are paid
out of the Fund's assets on an on-going basis, over time these fees will
increase the cost of your investment and may cost you more than paying
other types of sales charges.
OPENING YOUR ACCOUNT
<TABLE>
<CAPTION>
MINIMUM INITIAL INVESTMENT
<S> <C>
o Regular Account (Class A) $1,000
(Class B) $5,000
--------------------------------------------------------------------------------------------
o Individual Retirement Accounts and (Class A) $250
403(b) Plans under the Internal Revenue Code (Class B) $2,000
--------------------------------------------------------------------------------------------
o Uniform Gift to Minor Account $250
--------------------------------------------------------------------------------------------
o Invest-A-Matic $250
--------------------------------------------------------------------------------------------
For Retirement Plans no minimum investment is required, regardless of share
class.
You may purchase shares through any independent securities dealer who has a
sales agreement with Lord Abbett Distributor or you can fill out the
attached application and send it to the Fund at the address stated below.
You should carefully read the paragraph below entitled "Proper Form" before
placing your order to ensure that your order will be accepted.
LORD ABBETT
U.S. GOVERNMENT SECURITIES MONEY MARKET FUND, INC.
P.O. Box 219100
Kansas City, MO 64121
BY WIRE. Telephone the Fund to obtain an account number. You can then
instruct your bank to wire the amount of your investment to:
UNITED MISSOURI BANK OF KANSAS CITY, N.A.
Tenth and Grand o Kansas City, MO 64121
Account # 980103352-2
ABA # 1010-0069-5
Specify the name of the Fund, your account number and the name(s) in which
the account is registered. Your bank may charge you a fee to wire funds.
Wires received prior to 12 noon Eastern time will receive the dividends for
that day. Otherwise, dividends will begin accruing on the next business
day.
BY EXCHANGE. Telephone the Fund at 800-821-5129 to request an exchange from
any Lord Abbett-sponsored fund.
MINIMUM INITIAL INVESTMENT BY EXCHANGE
o Regular account (Class A, B and C) $1,000
-------------------------------------------------------------------------------------------------------------------
o Individual Retirement Accounts (Traditional,
Education and Roth),403(b)and employer-
sponsored retirement plans under the
Internal Revenue Code (Class A, B and C) $250
-------------------------------------------------------------------------------------------------------------------
</TABLE>
EXCHANGE LIMITATIONS. Exchanges should not be used to try to take advantage of
short-term swings in the market. Frequent exchanges and similar trading
practices can disrupt management of the Fund and raise its expenses.
Accordingly, the Fund reserves the right to limit or terminate this privilege
for any shareholder making frequent exchanges or abusing the privilege. The Fund
also may revoke the privilege for all shareholders upon 60 days written notice.
In addition, as stated under "Purchases," the Fund reserves the right to reject
any purchase order, including purchase orders from shareholders whose trading
has been or may be disruptive to the Fund.
Your Investment | 7
<PAGE>
Proper Form. An order submitted directly to the Fund must contain: (1) a
completed application, and (2) payment by check. When purchases are made by
check, redemption proceeds will not be paid until the Fund or transfer
agent is advised that the check has cleared, which may take up to 15
calendar days. For more information call the Fund at 800-821-5129.
REDEMPTIONS
BY BROKER. Call your investment professional for instructions on how to
redeem your shares.
BY TELEPHONE. To obtain the proceeds of a redemption of $50,000 or less
from your account, you or your representative should call the Fund at
800-821-5129.
BY MAIL. Submit a written redemption request indicating the name(s) in
which the account is registered, the Fund's name, the class of shares, your
account number, and the dollar value or number of shares you wish to sell.
Include all necessary signatures. If the signer has any Legal Capacity, the
signature and capacity must be guaranteed by an Eligible Guarantor. Certain
other legal documentation may be required. For more information regarding
proper documentation call 800-821-5129.
Normally a check will be mailed to the name(s) and address in which the
account is registered (or otherwise according to your instruction) within
three business days after receipt of your redemption request. Your account
balance must be sufficient to cover the amount being redeemed or your
redemption order will not be processed. Under unusual circumstances, the
Fund may suspend redemptions, or postpone payment for more than seven days,
as permitted by federal securities laws.
CHECKWRITING. You may write checks against your account for a minimum of
$500 up to a maximum of $5,000,000. A check drawn on an account will be
honored based only on those shares in the account on which the check is
drawn. This method of redeeming shares is only available, however, if you
have completed section 9B of the account application.
DISTRIBUTIONS AND TAXES
The Fund normally pays its shareholders dividends from its net investment
income on a monthly basis. These distributions will be taxable to
shareholders at the federal ordinary income tax rate. The Fund does not
expect to make any capital gain distributions to shareholders.
Distributions will be reinvested in Fund shares unless you instruct the
Fund to pay them to you in cash. Effective February 1, 2001 with respect to
distributions payable on or after November 1, 2000, if you instruct the
Fund to pay distributions in cash, and the Post Office is unable to deliver
one or more of your checks or one or more of your checks remains uncashed
for a certain period, the Fund reserves the right to reinvest your checks
in your account at the NAV on the day of the reinvestment following such
period. In addition, the Fund reserves the right to then reinvest all
subsequent distributions in additional Fund shares in your account.
Similarly, any checks representing distributions payable prior to November
1, 2000 and remaining outstanding as of February 1, 2001 will be reinvested
in shares of the Fund after February 1, 2001. No interest will accrue on
checks while they remain uncashed before they are reinvested or on amounts
represented by uncashed redemption checks.
The tax status of distributions is the same for all shareholders regardless
of how long they have owned Fund shares and whether distributions are
reinvested or paid in cash.
SMALL ACCOUNTS. Our Board may authorize closing any account in which there are
fewer than 25 shares if it is in the Fund's best interest to do so.
ELIGIBLE GUARANTOR is any broker or bank that is a member of the medallion stamp
program. Most major securities firms and banks are members of this program. A
NOTARY PUBLIC IS NOT AN ELIGIBLE GUARANTOR.
8 | Your Investment
<PAGE>
Information concerning the tax treatment of distributions will be mailed to
shareholders each year. Because everyone's tax situation is unique, you
should consult your tax adviser regarding the treatment of distributions
under the federal, state and local tax rules that apply to you.
SERVICES FOR FUND INVESTORS
AUTOMATIC SERVICES
Buying or selling shares automatically is easy with the services described
below. With each service, you select a schedule and amount, subject to
certain restrictions. You may set up most of these services when filling
out your application or by calling 800-821-5129.
--------------------------------------------------------------------------------
For investing
INVEST-A-MATIC
(Dollar-cost
averaging)
You may make fixed, periodic investments ($250 initial and $50 subsequent
minimum) into your Fund account by means of automatic money transfers from
your bank checking account. See the attached application for instructions.
DIV-MOVE
You may automatically reinvest the dividends and distributions from your
account into another account in any Eligible Fund ($50 minimum).
For selling shares
SYSTEMATIC
WITHDRAWAL
PLAN ("SWP")
You can make regular withdrawals from most Lord Abbett Funds. Automatic
cash withdrawals will be paid to you from your account in fixed or variable
amounts. To establish a plan, the value of your shares must be at least
$10,000, except for Retirement Plans for which there is no minimum. Your
shares must be in non-certificate form.
CLASS B SHARES
The CDSC will be waived on redemptions of up to 12% of the current net
asset value of your account at the time of your SWP request. For Class B
share redemptions over 12% per year, the CDSC will apply to the entire
redemption. Please contact the Fund for assistance in minimizing the CDSC
in this situation.
CLASS B AND C SHARES
Redemption proceeds due to a SWP for Class B and Class C shares will be
redeemed in the order described under "CDSC" under "Purchases."
--------------------------------------------------------------------------------
OTHER SERVICES
TELEPHONE INVESTING. After we have received the attached application
(selecting "yes" under Section 9C and completing Section 8), you may
instruct us by phone to have money transferred from your bank account to
purchase shares of the Fund for an existing account. The Fund will purchase
the requested shares when it receives the money from your bank.
EXCHANGES. You or your investment professional may instruct the Fund to
exchange shares of any class for shares of the same class of any Eligible
Fund. Instruction may be provided in writing or by telephone, with proper
identification, by calling 800-821-5129. The Fund must receive instructions
for the exchange before the close of the NYSE on the day of your call, in
which case you will get the NAV per share of the Eligible Fund determined
on that day. Exchanges will be treated as a sale for federal tax purposes.
Be sure to read the current prospectus for any Fund into which you are
exchanging.
ACCOUNT STATEMENTS. Every Lord Abbett investor automatically receives
quarterly account statements.
HOUSEHOLDING. Shareholders with the same last name and address will receive
a single copy of a prospectus and an annual and semi-annual report, unless
additional reports are specifically requested in writing to the Fund.
TELEPHONE TRANSACTIONS. You have this privilege unless you refuse
it in writing. For your security, telephone transaction requests
are recorded. We will take measures to verify the identity of the
caller, such as asking for your name, account number, social
security or taxpayer identification number and other relevant
information. The Fund will not be liable for following
instructions communicated by telephone that it reasonably
believes to be genuine.
Transactions by telephone may be difficult to implement in times
of drastic economic or market change.
Your Investment | 9
<PAGE>
ACCOUNT CHANGES. For any changes you need to make to your account, consult
your investment professional or call the Fund at 800-821-5129.
SYSTEMATIC EXCHANGE. You or your investment professional can establish a
schedule of exchanges between the same classes of any Eligible Fund.
MANAGEMENT
The Fund operates under the supervision of its Board with the advice of
Lord, Abbett & Co., its investment adviser, which is located at 90 Hudson
Street, Jersey City, NJ 07302-3973. Founded in 1929, Lord Abbett manages
one of the nation's oldest mutual fund complexes, with over $32 billion in
more than 40 mutual fund portfolios and other advisory accounts. For more
information about the services Lord Abbett provides to the Fund, see the
Statement of Additional Information.
The Fund pays Lord Abbett a monthly fee based on average daily net assets
for each month as shown below:
.50% on the first $250 million in assets
.45% on the next $250 million
.40% on assets over $500 million
For the fiscal year ended June 30, 2000, the fee paid to Lord Abbett was at
an annual rate of .50 of 1% of average daily net assets. In addition, the
Fund pays all expenses not expressly assumed by Lord Abbett.
10 | Your Investment
<PAGE>
FOR MORE INFORMATION
GLOSSARY OF SHADED TERMS
ELIGIBLE FUND. An Eligible Fund is any Lord Abbett-sponsored fund except
for (1) certain tax-free, single-state funds where the exchanging
shareholder is a resident of a state in which such a fund is not offered
for sale; (2) Lord Abbett Series Fund; (3) the Fund and (4) any other fund
the shares of which are not available to the investor at the time of the
transaction due to a limitation on the offering of the fund's shares. An
Eligible Fund also is any Authorized Institution's affiliated money market
fund satisfying Lord Abbett Distributor as to certain omnibus account and
other criteria.
ELIGIBLE MANDATORY DISTRIBUTIONS. If Class B shares represent a part of an
individual's total IRA or 403(b) investment, the CDSC will be waived only
for that part of a mandatory distribution which bears the same relation to
the entire mandatory distribution as the B share investment bears to the
total investment.
LEGAL CAPACITY. This term refers to the authority of an individual to act
on behalf of an entity or other person(s). For example, if a redemption
request, were made on behalf of the estate of a deceased shareholder, John
W. Doe, by a person (Robert A. Doe) who has the legal capacity to act for
the estate of the deceased shareholder because he is the executor of the
estate, then the request must be executed as follows: Robert A.Doe,
Executor of the Estate of John W. Doe. That signature using that capacity
must be guaranteed by an Eligible Guarantor.
To give another example; if a redemption request were to be made on behalf
of the ABC Corporation by a person (Mary B. Doe) who has the legal capacity
to act on behalf of the Corporation, because she is the president of the
Corporation, the request must be executed as follows: ABC Corporation by
Mary B.Doe, President. That signature using that capacity must be
guaranteed by an Eligible Guarantor (see example in right column).
GUARANTEED SIGNATURE. An acceptable form of guarantee would be as follows:
In the case of the estate --
Robert A. Doe
Executor of the Estate of
John W. Doe
[Date]
SIGNATURE GUARANTEED
MEDALLION GUARANTEED
NAME OF GUARANTOR
[SIGNATURE ILLEGIBLE]
--------------------------------------------------
AUTHORIZED SIGNATURE
(960) X 9 6 0 3 4 7 0
SECURITIES TRANSFER AGENTS MEDALLION PROGRAM'sm'
SR
In the case of the corporation --
ABC Corporation
Mary B. Doe
By Mary B. Doe, President
[Date]
SIGNATURE GUARANTEED
MEDALLION GUARANTEED
NAME OF GUARANTOR
[SIGNATURE ILLEGIBLE]
--------------------------------------------------
AUTHORIZED SIGNATURE
(960) X 9 6 0 3 4 7 0
SECURITIES TRANSFER AGENTS MEDALLION PROGRAM'sm'
SR
For More Information | 11
<PAGE>
FINANCIAL INFORMATION
FINANCIAL HIGHLIGHTS
This table describes the Fund's performance for the fiscal periods
indicated. "Total return" shows how much your investment in the Fund would
have increased (or decreased) during each period, assuming you had
reinvested all dividends and distributions. These Financial Highlights have
been audited by Deloitte & Touche LLP, the Fund's independent auditors, in
conjunction with their annual audit of the Fund's financial statements.
Financial statements for the fiscal year ended June 30, 2000 and the
Independent Auditors' Report thereon appear in the Annual Report to
Shareholders for the fiscal year ended June 30, 2000, and are incorporated
by reference into the Statement of Additional Information, which is
available upon request. Certain information reflects financial results for
a single fund share.
<TABLE>
<CAPTION>
====================================================================================================================================
Class A Shares
------------------------------------------------------------------------------------------------------------------------------------
Year Ended June 30,
<S> <C> <C> <C> <C> <C>
Per Share Operating Performance: 2000 1999 1998 1997 1996
Net asset value, beginning of year $1.00 $1.00 $1.00 $1.00 $1.00
------------------------------------------------------------------------------------------------------------------------------------
Income from investment operations
------------------------------------------------------------------------------------------------------------------------------------
Net investment income .049 .043 .047 .046 .048
------------------------------------------------------------------------------------------------------------------------------------
Distributions
============================================================================================================================
Dividends from net investment income (.049) (.043) (.047) (.046) (.048)
============================================================================================================================
Net asset value, end of year $1.00 $1.00 $1.00 $1.00 $1.00
============================================================================================================================
Total Return(c) 4.93% 4.36% 4.79% 4.66% 4.85%
============================================================================================================================
Ratios to Average Net Assets:
============================================================================================================================
Expenses(d) 0.84% 0.76% 0.83% 0.84% 0.81%
============================================================================================================================
Net investment income 4.79% 4.31% 4.68% 4.57% 4.75%
============================================================================================================================
Class B Shares Class C Shares
Period Ended June 30, Period Ended June 30,
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Per Share Operating Performance: 2000 1999 1998 1997(a) 2000 1999 1998 1997(a)
Net asset value, beginning of period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
====================================================================================================================================
Income from investment operations
====================================================================================================================================
Net investment income .041 .036 .039 .024 .049 .043 .047 .044
====================================================================================================================================
Distributions
====================================================================================================================================
Dividends from net investment income (.041) (.036) (.039) (.024) (.049) (.043) (.047) (.044)
====================================================================================================================================
Net asset value, end of period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
====================================================================================================================================
Total Return(c) 4.13% 3.76% 4.01% 2.39%(b) 4.93% 4.36% 4.79% 4.47%(b)
====================================================================================================================================
Ratios to Average Net Assets:
====================================================================================================================================
Expenses(d) 1.59% 1.52% 1.59% 0.99%(b) 0.84% 0.76% 0.84% 0.81%(b)
====================================================================================================================================
Net investment income 4.01% 3.52% 3.96% 2.38%(b) 4.78% 4.27% 4.73% 4.39%(b)
====================================================================================================================================
Year Ended June 30,
------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Supplemental Data For All Classes: 2000 1999 1998 1997 1996
Net assets, end of year (000) $201,733 $200,981 $165,128 $144,232 $152,531
====================================================================================================================================
</TABLE>
(a) Commencement of offering respective class of shares: B - August 1, 1996,
C - July 15, 1996.
(b) Not annualized.
(c) Total return assumes reinvestment of all distributions.
(d) The ratios for 2000 include expenses paid through an expense offset
arrangement.
12 | Financial Information
<PAGE>
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<PAGE>
[THIS PAGE INTENTIONALLY LEFT BLANK]
<PAGE>
More information on the Fund is available free upon request, including the
following:
ANNUAL/SEMI-ANNUAL REPORT
Describes the Fund, lists portfolio holdings.
STATEMENT OF ADDITIONAL INFORMATION ("SAI")
Provides more details about the Fund and its policies. A current SAI is on
file with the Securities and Exchange Commission ("SEC") and is
incorporated by reference (is legally considered part of this prospectus).
To obtain information:
By telephone. Call the Fund at:
800-201-6984
By mail. Write to the Fund at:
The Lord Abbett Family of Funds
90 Hudson Street
Jersey City, NJ 07302-3973
Via the Internet.
LORD, ABBETT & CO.
www.lordabbett.com
Text only versions of Fund
documents can be viewed
online or downloaded from:
SEC
www.sec.gov
You can also obtain copies by
visiting the SEC's Public Reference
Room in Washington, DC (phone
202-942-8090) or by sending your
request and a duplicating fee to
the SEC's Public Reference Section,
Washington, DC 20549-6009 or by
sending your request electronically
to [email protected].
Lord Abbett U.S Government Securities
Money Market Fund, Inc.
90 Hudson Street LAMM-1-1100
Jersey City, NJ 07302-3973 (11/00)
--------------------------------------------------------------------------------
<PAGE>
Account Application Mail completed application to:
Lord Abbett Family of Funds
P.O. Box 219100, Kansas City, Missouri 64121
Call Lord Abbett Distributor LLC
for assistance: 800-821-5129
Important Note: Do not complete for IRA, KEOGH or 403(b) Plans - Special forms
required. Direct purchases of Class C shares are not permitted.
--------------------------------------------------------------------------------
1 Registration
Please complete one registration type. (Choose A, B, or C.)
--------------------------------------------------------------------------------
A [ ] Individual or [ ] Joint*
--------------------------------------------------------------------------------
Owner's Name (first, middle, last)
[ ][ ][ ] - [ ][ ] - [ ][ ][ ][ ] / /
--------------------------------------------------------------------------------
Social Security Number (required) Owner's Date of Birth
--------------------------------------------------------------------------------
Joint Owner's Name (first, middle, last)
/ /
--------------------------------------------------------------------------------
Joint Owner's Date of Birth
* In the case of joint registration, this account will be registered Joint
Tenants With Rights of Survivorship and not as Tenants-in-Common unless
otherwise stated by tenants.
B [ ] Custodial Account for Minor (ugma/utma)
--------------------------------------------------------------------------------
Minor's Name (first, middle, last)
--------------------------------------------------------------------------------
Custodian's Name (first, middle, last)
[ ][ ][ ] - [ ][ ] - [ ][ ][ ][ ] / /
--------------------------------------------------------------------------------
Minor's Social Security Number (required)Minor's Date of Birth
C [ ] Trust [ ] Qualified Plan
[ ] Corporate, Partnership or Other Entity
If a qualified plan, indicate if this is a:
[ ] 401(k) [ ] Profit-Sharing Plan* [ ] Money Purchase Pension Plan*
[ ] Defined Benefit Plan [ ] Other (specify)
*Many plans require additional forms. Check with your investment professional to
ensure that you have completed all the necessary forms. Specifically, a separate
form, available through Lord Abbett Distributor LLC at 800-874-3733, is required
if you wish to designate Investor Fiduciary Trust as your Plan's Trustee.
--------------------------------------------------------------------------------
Trust, Corporation, Partnership or Plan Name
--------------------------------------------------------------------------------
Trust Date
--------------------------------------------------------------------------------
Trustee, Authorized Signee or Plan Administrator Name(first, middle, last)
[ ][ ][ ] - [ ][ ] - [ ][ ][ ][ ]
[ ] Tax Identification Number ("TIN") or [ ] Social Security No. (check one)
--------------------------------------------------------------------------------
Co-Trustee, Authorized Signee or Plan Administrator Name (first, middle, last)
2 Mailing Address
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Street or Box Number
--------------------------------------------------------------------------------
City, State, Zip Code
--------------------------------------------------------------------------------
Telephone Number
Are you a: [ ] U.S. Citizen [ ] Resident Alien
[ ] Non-Resident Alien; country of tax residency is_______________________
--------------------------------------------------------------------------------
3 Class A Share Investments
--------------------------------------------------------------------------------
A check(s) for $ (Minimum $1,000) made payable to Lord Abbett U.S. Government
Securities Money Market Fund - Class A is (are) enclosed.
(To open an account by federal funds wire, please see "Opening An Account By
Wire.")
<PAGE>
Please Print All Information
4 Class B Share Investments
--------------------------------------------------------------------------------
Direct purchases of Class B shares are permitted only if opening a
dollar-cost-averaging account pursuant to which all of the amount invested will
be reinvested in an Eligible Fund within 24 months of the initial purchase. Fund
Selections. Please invest the attached check for $ made payable to Lord Abbett
U.S. Government Securities Money Market Fund Class B (558) shares and
systematically exchange my investment into the Class B shares of the following
Lord Abbett fund(s). The minimum initial investment for this account is $5,000
($2,000 for IRAs). (You may invest in a maximum of five Lord Abbett funds, with
a minimum periodic investment of $50 per fund).
<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------------------------------------
Aggressive Growth Fund
Series(2)
<S> <C>
% (551) Lord Abbett Developing Growth Fund(1) % (552) Lord Abbett Large-Cap Series(4)
Growth Funds Balanced Fund
% (564) Lord Abbett Alpha Series(2) % (565) Lord Abbett Balanced Series(5)
% (553) Lord Abbett Global Equity Series(3) Income Funds
% (562) Lord Abbett International Series(2) % (557) Lord Abbett Bond-Debenture Fund
% (560) Lord Abbett Mid-Cap Value Fund % (554) Lord Abbett Global Income Series (3)
% (566) Lord Abbett Growth Opportunities Fund % (555) Lord Abbett U.S. Government Securities Series(5)
% (569) Lord Abbett Large-Cap Growth Fund % (563) Lord Abbett World Bond-Debenture Series(2)
% (559) Lord Abbett Small-Cap Value Series(4) % (567) Lord Abbett High Yield Fund(5)
Growth & Income Funds Tax-Free Income Fund
% (550) Lord Abbett Affiliated Fund % (556) Lord Abbett National Tax-Free
% (561) Lord Abbett Growth & Income Series(2) Income Fund(6)
-------------------------------------------------------------------------------------------------------------------
</TABLE>
For more information on any of these Lord Abbett funds, including charges and
expenses, talk to your investment professional or call Lord Abbett Distributor
LLC at 800-874-3733 for a prospectus. Be sure to read the prospectus carefully
before you invest or send money. The funds offer additional classes of shares
with distinct pricing options. For a full discussion of the differences in
pricing alternatives, please see the current prospectus for the appropriate Lord
Abbett fund.
I would like to complete this exchange over a -month period, not to exceed 24
months. I would like these exchanges to occur: [ ] Monthly [ ] Quarterly, on the
of the month. (Investments can be made on the day of choice).
5 Distributions
--------------------------------------------------------------------------------
Check one box. If you do not check a box, dividends will be reinvested in
additional shares.
Effective February 1, 2001 with respect to distributions payable on or after
November 1, 2000, if you instruct the Lord Abbett U.S. Government Securities
Money Market Fund to pay distributions in cash, and the Post Office is unable to
deliver one or more of your checks or one or more of your checks remains
uncashed for a certain period, the Fund reserves the right to reinvest your
checks in your account at the NAV on the day of the reinvestment following such
period. In addition, the Fund reserves the right to then reinvest all subsequent
distributions in additional Fund shares in your account. Similarly, any checks
representing distributions payable prior to November 1, 2000 and remaining
outstanding as of February 1, 2001 will be reinvested in shares of the Fund
after February 1, 2001. No interest will accrue on checks while they remain
uncashed before they are reinvested or on amounts represented by uncashed
redemption checks.
--------------------------------------------------------------------------------
Dividend Distributions
[ ] Reinvest dividends in my account.
[ ] Pay all dividends to me by check at the
address I have indicated in Section 2.
[ ] Electronically transmit all dividends directly to my bank.
(You must complete Section 8, "Your Bank Information," below.)
[ ] Pay all dividends to me by check at the address I have indicated
in Section 2 ("Mailing Address").
[ ] "Dividend-Move" to another Lord Abbett fund.
(See "Services for Fund Investors" in prospectus.)
Reinvest dividends in: ___________________________ ______________
Lord Abbett fund+ Account Number
--------------------------------------------------------------------------------
6 Investor Signature (Sign at "X")
--------------------------------------------------------------------------------
Telephone Exchange Privilege. Call 800-821-5129 to exchange shares of the same
class from one Lord Abbett fund to another. However, Class A shares purchased
directly from the fund may be exchanged for Class A, B or C shares of an
Eligible Fund as defined in the Prospectus.
All shareholders have the telephone exchange privilege among shares of the same
class, Unless refused by checking box here [ ]. Neither the shareholder
servicing agent, Lord Abbett, Lord Abbett Distributor LLC, nor the fund will be
liable for following instructions communicated by telephone after employing
reasonable procedures to confirm instructions received are genuine.
Under penalties of perjury, I certify that the Social Security or Tax
Identification Number ("TIN") shown on this application is my correct TIN and
that I am not subject to backup withholding because: (a) I have not been
notified that I am subject to backup withholding as a result of a failure to
report all interest or dividends, or (b) the IRS has notified me that I am no
longer subject to backup withholding++. The Internal Revenue Service does not
require your consent to any provision of this document other than the
certifications required to avoid backup withholding.
continued on the next page
(1) Currently closed to new investors
(2) A series of Lord Abbett Securities Trust
(3) A series of Lord Abbett Global Fund, Inc.
(4) A series of Lord Abbett Research Fund, Inc.
(5) A series of Lord Abbett Investment Trust
(6) A series of Lord Abbett Tax-Free Income Fund, Inc.
(7) A series of Lord Abbett Tax-Free Income Trust
+ Must be of the same class of shares and meet fund minimum.
<PAGE>
Please Print All Information
--------------------------------------------------------------------------------
I/We acknowledge that I/we have received and read the prospectus(es) of the
fund(s) selected and agree to the terms within. (Signatures for all registered
owners must be included.)
I/We understand that if I am making a Class B share investment, I must exchange
the total value from this account over the next 24 months.
<TABLE>
<CAPTION>
<S> <C>
X / /
------------------------------------------------------------------------------------------------------------
Authorized Signature (Legal Capacity, if needed. For example, Trustee, Plan Administrator, etc.) Date
X / /
------------------------------------------------------------------------------------------------------------
Authorized Signature (Joint Tenant(s).) Date
</TABLE>
++ [ ] I understand that if I do not provide a TIN to the fund within 30 days,
the fund may be required to withhold from my account 31% of all reportable
payments until I provide a certified number, and that I may be subject to a $50
penalty under the Internal Revenue Code.
--------------------------------------------------------------------------------
7 Your Investment Professional's Information
--------------------------------------------------------------------------------
____________________________________ _______________________________________
Investment Professional's Name Investment Professional's Phone Number
____________________________________ _______________________________________
Investment Dealer Firm Investment Firm's Phone Number (if
different than above)
____________________________________ _______________________________________
Branch/Agency Branch Number
____________________________________ ______________________________________
Branch Address
____________________________________ ________________________________________
Investment Professional's Investment Professional's Signature
Identification Number
This is all you need to do to open your Lord Abbett fund account. If you qualify
for reduced sales charges and/or would like some or all of the optional
shareholder services, please complete the appropriate sections that follow.
--------------------------------------------------------------------------------
8 YourBank Information
You must enclose a "Void" check with this application.
--------------------------------------------------------------------------------
A copy of this Section will be kept in our files as authority to conduct
transactions with your bank.
____________________________________ _______________________________________
Name of Bank Bank Account Number
____________________________________ _______________________________________
Bank Account Owner Bank Account Co-Owner
____________________________________ _______________________________________
Bank's Address City, State, Zip Code
_________________________________________________________________________
Name(s) and/or Address if different from information provided in Account
________________________________________
Registration ABA Routing Number
If name and/or address on this bank account is different from that appearing in
the account registration, a Signature Guarantee is required:
[ ]
[ ]
[ ]
[ ]
Authorized Stamp/Signature
Signature Guarantee (If Applicable)
Signature(s) and any legal capacity of the signer(s) guaranteed by an eligible
guarantor.
As a convenience to me, for Systematic Investments, I authorize you to debit my
bank account and invest the proceeds into the Lord Abbett funds. I agree that
your rights with respect to each such check shall be the same as if I had signed
the check personally and drawn it on my Lord Abbett fund. This authority is to
remain in effect until I revoke it; and until you actually receive such notice,
I agree that you shall be fully protected in honoring any such check. I further
agree that if any such check be dishonored whether with or without cause and
whether intentionally or inadvertently, you shall be under no liability
whatsoever.
<PAGE>
--------------------------------------------------------------------------------
9 Account Privileges
--------------------------------------------------------------------------------
A - Systematic Withdrawal Plans
I have at least $10,000 in shares (without certificates) in my fund account and
I would like to receive payments: [ ] Monthly [ ] Quarterly [ ] Twice a year [ ]
Once a year [ ] Startup month and date . [ ] By Check [ ] Electronically
transmit payments to my bank. (Complete "Your Bank Information" (Section 8).)
Payments should be based on: [ ] Fixed Dollar. Each payment should be $ . [ ]
Total Payout. Each payment should be calculated so the principal is exhausted at
the end of years. (Via check only.) [ ] Variable Dollar. Each payment should be
%. (insert desired annual percentage) of the net asset value of the account at
the time of each withdrawal. (Via check only.)
B - Checkwriting (Signature Guarantee Required)
[ ] Check here if you want to be able to write checks for $500 or more against
your account. Complete the Investor Signatures and Signature Guarantee portions
of this Application.
Institutions (corporations, trusts, etc.) must also complete portions applicable
to institutional accounts on the following pages.
[ ] Check here if only one signature is required on checks for a joint account.
If box is not checked, all joint tenants must sign redemption checks. The
undersigned agree that neither the fund nor the shareholders servicing agent
will be held liable for honoring checks signed by only one joint tenant. We
agree that this authorization will continue in effect until revoked in writing
by one joint tenant and such revocation is received and acknowledged by the
fund.
Subject to the following conditions, when a check drawn on the account is
presented to the fund for payment, a sufficient number of full and fractional
shares of the same class will be redeemed to cover the amount of the check.
Shares (full and fractional) in an account of a different class than those in
the account on which the check is drawn will not be redeemed to cover such
check. The undersigned represent(s) and warrant(s) that he/she is (are) duly
authorized to execute this form. It is agreed that the fund and/or its agents
will not be liable for any loss, expenses or cost arising from redemptions by
check or any unpaid checks. Checks may not be drawn on the account for less than
$500 or more than $5 million. Only checks drawn on the printed form supplied by
the fund will be honored. The fund will not honor a check for an amount
exceeding the value of shares in the account held in non-certificate form at the
time the check is presented for payment. Shares purchased by check and held in
the account for fifteen days or less cannot be redeemed by check and any
redemption checks presented for payment with respect to such shares will be
returned. The checkwriting privilege is subject to all applicable rules and
regulations (including those adopted by government or quasi-government bodies)
governing such accounts. The fund reserves the right to modify or end this
privilege at any time. Any amendment or modification of the information
contained herein or (with respect to institutional accounts) any modification,
or termination of, the resolutions adopted or agreements executed in connection
with this checkwriting privilege will require a new authorization form to be
completed and submitted to the fund. The certifications, authorizations and
appointments in this document will continue until the fund receives written
notice of any change. The checkwriting privilege is not available for Investors
Fiduciary Trust Company retirement accounts.
Important: Class B and Class C shareholders should carefully review the
Prospectus, in particular under "Purchases," the following sections
entitled:"Share classes," "Class A share CDSC," and "Class B share CDSC" or
"Class C share CDSC," respectively.
C - Expedited Telephone Redemption (Signature Guarantee Required)
[ ] Check here if you would like to be able to obtain proceeds of a withdrawal
by telephone of amounts greater than $50,000. Complete the Investor Signatures
and Signature Guarantee portions of this Application. This will authorize our
shareholder servicing agent to honor written, telephoned or telegraphic requests
from you or your authorized representative with proper identification for the
transmission of funds by wire or check, but only to your designated account in a
commercial bank, savings bank or trust company. (Note: if proceeds are wired to
a bank/trust company which is not a member firm of the Federal Reserve System,
there could be a delay in crediting the funds to your account). I (We) hereby
authorize the fund to accept and act upon written, telephoned or telegraphic
instructions from me (us), or my (our) representative with proper
identification, for the redemption of shares of Lord Abbett U.S. Government
Securities Money Market Fund or any new account(s) in the fund with the same
registration which is subsequently established as a result of an exchange from
an existing account(s). I (We) agree to protect my (our) account number(s) from
those persons whom I (we) do not want to use such number(s) in connection with
the Expedited Telephone Redemption privilege. I (We) agree that neither the
fund, nor its affiliated persons, will be responsible for determining the
genuineness of any signature or oral instructions or the legal capacity or
authority of the person giving such instructions. I(We) understand and agree (i)
that neither the fund, Lord Abbett Distributor LLC ("Lord Abbett Distributor")
nor their affiliated persons will be liable for any loss, expense or cost
arising out of any request effected hereunder and (ii) to indemnify such persons
against any such loss, expense or cost. I (We) understand that this privilege
may be modified or terminated at any time, but only in writing to the fund. I
(We) also understand that this privilege is subject to the provisions of the
current Prospectus and Statement of Additional Information of the fund as
amended time to time. In the case of a shareholder other than an individual, I
(we) further certify that the person(s) signing has (have) been duly elected and
is (are), now legally holding the title(s) opposite his/her name(s) and that the
organization is duly organized and existing and has the power to authorize the
telephone redemption, and the organization will notify the fund in writing of
any change in such authority. If the account is an Investors Fiduciary Trust
Company retirement account, this privilege is only available to shareholders
over age 591/2, provided the appropriate form is on file advising us of your
withholding election. I (We) hereby designate my (our) bank account identified
in this Application to receive amounts redeemed from my (our) account in Lord
Abbett U.S. Government Securities Money Market Fund by federal funds wire.
--------------------------------------------------------------------------------
10 Opening An Account By Wire
--------------------------------------------------------------------------------
To Open An Account By Federal Funds Wire see Prospectus for wire instructions.
Call us in advance at 800-821-5129 to obtain your account number and
instructions. Wire federal funds to:
United Missouri Bank of Kansas City, Tenth and Grand, Kansas City, MO 64121 re:
Lord Abbett U.S. Government Securities Money Market Fund Account
<PAGE>
--------------------------------------------------------------------------------
11 Authorized Signatures
--------------------------------------------------------------------------------
Authorized Signatures Required For Checkwriting For Institutional Accounts
All institutional accounts must enter name, title and signature for each person
authorized to make withdrawals from the account. Please print or type this
information.
____________________________________ ______________________________________
Name and Title (if any) Signature or Facsimile
____________________________________ ______________________________________
Name and Title (if any) Signature or Facsimile
Partnership Agreement regarding Lord Abbett U.S. Government Securities Money
Market Fund (the "Fund")
We, the undersigned, being all the general partners of ______________________
hereby authorize the Fund, the shareholder servicing agent, Lord Abbett
Distributor and/or their affiliated persons to honor, as genuine and authorized
instruments of this partnership, any and all redemption drafts (in the form
provided by the Fund) drawn on the partnership's account with the Fund and
signed with any of the authorized signatures appearing on this form. Each of us
further, personally and individually, agrees to assume full responsibility and
liability for any and all payments made in reliance upon the signature of any of
the aforenamed persons, and agrees to indemnify and hold the Fund, the
shareholder servicing agent, Lord Abbett Distributor LLC and/or their affiliated
persons, harmless against any loss, cost, damage or expense suffered or incurred
by them arising out of unauthorized use by any of the aforenamed persons of said
accounts.
These presents shall continue in full force and effect until you receive notice
in writing to the contrary.
X / /
--------------------------------------------------------------------------------
Partner's Signature Date
X / /
--------------------------------------------------------------------------------
Partner's Signature Date
X / /
--------------------------------------------------------------------------------
Partner's Signature Date
Corporate Resolution regarding Lord Abbett U.S. Government Securities Money
Market Fund (the "Fund")
I, ____________________, Secretary of ___________________, a corporation
organized and existing under the laws of ____________________, do hereby certify
that at a meeting of the Board of Directors of said corporation duly held on the
____ day of _______________, 19__, at which a quorum was present and acting
throughout, the following resolutions were adopted and are now in full force and
effect; RESOLVED that the Fund, the shareholder servicing agent, Lord Abbett
Distributor and/or their affiliated persons be, and hereby are, authorized and
directed to honor, as genuine and authorized instruments of this corporation,
any and all redemption drafts (in the form provided by the Fund) for the payment
of money drawn in the name of the corporation and signed with the actual or
facsimile signature(s) appearing above. FURTHER RESOLVED that this corporation
assumes entire responsibility for, and agrees to indemnify and hold harmless the
Fund, the shareholder servicing agent, Lord Abbett Distributor and/or their
affiliated persons against, any and all damage or expense suffered or incurred
arising from the use of actual or purported facsimile signature(s) of any person
referred to in the foregoing resolution appearing on said drafts purportedly
drawn by this corporation, and for payments made in reliance thereon, which
payments may be charged to this corporation, regardless of by whom or by what
means the actual or purported signature(s) are affixed, if they resemble the
facsimile specimen(s) filed with the Fund, the shareholder servicing agent, Lord
Abbett Distributor LLC and/or their affiliated persons by an officer of this
corporation. FURTHER RESOLVED that the _____________of this corporation be, and
hereby is, authorized and directed to deliver to the Fund, the shareholder
servicing agent, Lord Abbett Distributor LLC and/or their affiliated persons,
specimens of the facsimile signatures of the persons named above.
IN WITNESS WHEREOF, I hereunto set my hand and the seal of this corporation this
_______day of _________, 19__,
Secretary__________________________.
Trust Agreement regarding Lord Abbett U.S. Government Securities Money Market
Fund (the "Fund")
Gentlemen:
In consideration of the Fund, the shareholder servicing agent, Lord Abbett
Distributor and/or their affiliated persons accepting an account in the name of
____________________________ consisting of the funds of the ____________________
Trust, and hereafter paying out said funds on checks signed only by one of the
trustees whose signatures appear on this form, we, being all of said trustees
hereby as individuals and not as such trustees jointly and severally - agree to
indemnify and hold harmless the Fund, the shareholder servicing agent, Lord
Abbett Distributor and their affiliated persons against any costs, charges,
expenses or losses of any nature arising from any payment of funds from said
account on any of the signatures appearing above. This writing is intended to
take effect as a sealed instrument.
X / /
-------------------------------------------------------------------------------
Trustee's Signature Date
X / /
-------------------------------------------------------------------------------
Trustee's Signature Date
X / /
-------------------------------------------------------------------------------
Trustee's Signature Date
For more information about our funds: Please Visit Our Web Site:
www.lordabbett.com
<PAGE>
[THIS PAGE INTENTIONALLY LEFT BLANK]
<PAGE>
LORD ABBETT
Statement of Additional Information November 1, 2000
Lord Abbett U.S. Government Securities Money Market Fund, Inc.
This Statement of Additional Information is not a Prospectus. A Prospectus may
be obtained from your securities dealer or from Lord Abbett Distributor LLC
("Lord Abbett Distributor") at 90 Hudson Street, Jersey City, New Jersey
07302-3973. This Statement relates to, and should be read in conjunction with,
the Prospectus dated November 1, 2000.
Shareholder inquiries should be made by directly contacting the Fund or by
calling 800-821-5129. The Annual Report to Shareholders is available without
charge, upon request by calling that number. In addition, you can make inquiries
through your dealer.
TABLE OF CONTENTS PAGE
1. Fund History 2
2. Investment Policies 2
3. Management of the Fund 4
4. Control Persons and Principal Holders of Securities 7
5. Investment Advisory and Other Services 7
6. Brokerage Allocations and Other Practices 8
7. Capital Stock & Other Securities 8
8. Purchase, Redemption & Pricing 10
9. Taxation of the Fund 12
10. Underwriter 12
11. Yield Calculation 12
12. Financial Statements 13
Appendix - Commercial Paper and Bond Ratings 14
<PAGE>
1.
Fund History
Lord Abbett U.S. Government Securities Money Market Fund, Inc. (the "Fund") is a
diversified open-end management investment company registered under the
Investment Company Act of 1940, as amended (the "Act"). The Fund has
1,000,000,000 shares of authorized capital stock consisting of three classes (A,
B and C), $.001 par value. The Board of Directors will allocate these authorized
shares of capital stock among the classes from time to time. Class A and Class B
shares may be purchased directly and may be acquired in exchange for shares of
the same class of another Lord Abbett-sponsored fund. Class C shares may be
acquired only in exchange for shares of the same class of another Lord
Abbett-sponsored fund. See "Telephone Exchange Privilege" under "Purchases,
Redemptions & Pricing" for more information.
2.
Investment Policies
Fundamental Investment Restrictions. The Fund is subject to the following
investment restrictions which cannot be changed without approval of a majority
of our outstanding shares.
The Fund may not:
(1) borrow money, except that (i) the Fund may borrow from banks (as
defined in the Act) in amounts up to 331/3% of its total assets
(including the amount borrowed), (ii) the Fund may borrow up to an
additional 5% of its total assets for temporary purposes, (iii) the
Fund may obtain such short-term credit as may be necessary for the
clearance of purchases and sales of portfolio securities and (iv) the
Fund may purchase securities on margin to the extent permitted by
applicable law;
(2) pledge its assets (other than to secure borrowings, or to the extent
permitted by the Fund's investment policies as permitted by applicable
law);
(3) engage in the underwriting of securities, except pursuant to a merger
or acquisition or to the extent that, in connection with the
disposition of its portfolio securities, it may be deemed to be an
underwriter under federal securities laws;
(4) make loans to other persons, except that the acquisition of bonds,
debentures or other corporate debt securities and investment in
government obligations, commercial paper, pass-through instruments,
certificates of deposit, bankers acceptances, repurchase agreements or
any similar instruments shall not be subject to this limitation, and
except further that the Fund may lend its portfolio securities,
provided that the lending of portfolio securities may be made only in
accordance with applicable law;
(5) buy or sell real estate, although the Fund may buy short-term
securities secured by real estate or interests therein, or issued by
companies which invest in real estate or interests therein, nor may
the Fund buy or sell commodities or commodity contracts, interests in
oil, gas or other mineral exploration or development programs;
(6) with respect to 75% of the gross assets of the Fund, buy securities of
one issuer representing more than 5% of the Fund's gross assets,
except securities issued or guaranteed by the U.S. Government, its
agencies or instrumentalities;
(7) invest more than 25% of its assets, taken at market value, in the
securities of issuers in any particular industry (excluding U.S.
Government securities as described in the Fund's prospectus);
(8) issue senior securities to the extent such issuance would violate
applicable law; or
(9) buy common stocks or other voting securities.
Compliance with the investment restrictions in this section will be determined
at the time of the purchase or sale of the portfolio investments.
2
<PAGE>
Non-Fundamental Investment Restrictions. In addition to the policies in the
Prospectus and the investment restrictions above which cannot be changed without
shareholder approval, the Fund is also subject to the following non-fundamental
investment policies which may be changed by the Board of Directors without
shareholder approval.
The Fund may not:
(1) borrow in excess of 33 1/3% of its total assets (including the amount
borrowed), and then only as a temporary measure for extraordinary or
emergency purposes;
(2) make short sales of securities or maintain a short position except to
the extent permitted by applicable law;
(3) invest knowingly more than 15% of its net assets (at the time of
investment) in illiquid securities, except for securities qualifying
for resale under Rule 144A of the Securities Act of 1933, deemed to be
liquid by the Board of Directors (in accordance with currently
applicable SEC requirements, the Fund will not invest knowingly more
than 10% of its net assets (at the time of investment in such illiquid
securities);
(4) invest in the securities of other investment companies except as
permitted by applicable law;
(5) invest in securities of issuers which, with their predecessors, have a
record of less than three years' continuous operations, if more than
5% of the Fund's total assets would be invested in such securities
(this restriction shall not apply to mortgaged-backed securities,
asset-backed securities or obligations issued or guaranteed by the U.
S. Government, its agencies or instrumentalities);
(6) hold securities of any issuer if more than 1/2 of 1% of the securities
of such issuer are owned beneficially by one or more officers or
directors of the Fund or by one or more partners or members of the
Fund's underwriter or investment adviser if these owners in the
aggregate own beneficially more than 5% of the securities of such
issuer;
(7) invest in warrants if, at the time of the acquisition, its investment
in warrants, valued at the lower of cost or market, would exceed 5% of
the Fund's total assets (included within such limitation, but not to
exceed 2% of the Fund's total assets, are warrants which are not
listed on the New York or American Stock Exchange or a major foreign
exchange);
(8) write, purchase or sell puts, calls, straddles, spreads or
combinations thereof, except to the extent permitted in the Fund's
prospectus and statement of additional information, as they may be
amended from time to time; or
(9) buy from or sell to any of its officers, directors, employees, or its
investment adviser or any of its officers, directors, partners or
employees, any securities other than shares of the Fund's common
stock.
INVESTMENT TECHNIQUES
The Fund intends to use, from time to time, one or more investment techniques,
including lending portfolio securities and repurchase agreements. While some of
these techniques involve risk when used independently, the Fund intends to use
them to reduce risk and volatility in its portfolio.
Repurchase Agreements. Repurchase agreements are instruments under which the
purchaser (i.e., the Fund) acquires the obligation (debt security) and the
seller agrees, at the time of the sale, to repurchase the obligation at a
mutually agreed upon time and repurchase price, thereby determining the yield
during the purchaser's holding period. These result in fixed rates of return
insulated from market fluctuation during such period. The underlying securities
will consist only of securities in which the Fund may otherwise invest and their
value will be marked to market daily to ensure that such value is at least equal
to the repurchase price (including accrued interest). Repurchase agreements
usually are for short periods. In the event of bankruptcy or other default by
the seller, the Fund would be subject to possible risks such as delays and
expenses in liquidating the underlying securities, decline in value of the
underlying securities and loss of interest. To minimize any such risk, the
creditworthiness of entities with which we enter into repurchase agreements is
carefully evaluated by our investment manager, Lord Abbett.
3
<PAGE>
3.
Management of the Fund
The Fund's Board of Directors is responsible for the management of the business
and affairs of the Fund.
The following Director is the managing partner of Lord, Abbett & Co. ("Lord
Abbett"), 90 Hudson Street, Jersey City, New Jersey 07302-3973. He has been
associated with Lord Abbett for over five years and is also an officer,
director, or trustee of the twelve other Lord Abbett-sponsored funds.
*Robert S. Dow, age 55, Chairman and President
* Mr. Dow is an "interested person" as defined in the Act.
The following outside Directors are also directors or trustees of the twelve
other Lord Abbett-sponsored funds referred to above.
E. Thayer Bigelow, Director
245 Park Avenue, Suite 2414
New York, New York
Senior Adviser, Time Warner Inc. (since 1998); Acting Chief Executive Officer of
Courtroom Television Network (1997 - 1998); President and Chief Executive
Officer of Time Warner Cable Programming, Inc. (1991 - 1997). Currently serves
as director of Crane Co. and Huttig Building Products Inc. Age 59.
William H.T. Bush, Director
Bush-O'Donnell & Co., Inc.
101 South Hanley Road, Suite 1025
St. Louis, Missouri
Co-founder and Chairman of the Board of the financial advisory firm of
Bush-O'Donnell & Company (since 1986). Currently serves as director of
Rightchoice Managed Care, Inc., Mississippi Valley Bancorp, DT Industries Inc.,
and Engineered Support Systems, Inc. Age 62.
Robert B. Calhoun, Jr., Director
Monitor Clipper Partners
650 Madison Avenue, 9th Floor
New York, New York
Managing Director of Monitor Clipper Partners (since 1997) and President of The
Clipper Group L.P., both private equity investment funds (since 1990). Currently
serves as director of Avondale, Inc., Interstate Bakeries Corp., and
TravelCenters of America, Inc. Age 58.
Stewart S. Dixon, Director
Wildman, Harrold, Allen & Dixon
225 W. Wacker Drive, Suite 2800
Chicago, Illinois
Partner in the law firm of Wildman, Harrold, Allen & Dixon (since 1990). Age 69.
John C. Jansing, Director
162 S. Beach Road
Hobe Sound, Florida
Retired. Former Chairman of Independent Election Corporation of America, a proxy
tabulating firm. Currently serves as director of Vetaur Securities and Alpine
Group, Inc. Age 74.
4
<PAGE>
C. Alan MacDonald, Director
415 Round Hill Road
Greenwich, Connecticut
President of Club Management Co., LLC, consultants on golf development
management (since 1999); Managing Director of The Directorship Group Inc., a
consultancy in board management and corporate governance (1997-1999); General
Partner of The Marketing Partnership, Inc., a full service marketing consulting
firm (1995-1997). Currently serves as director of Fountainhead Water Company,
Careside, Inc., Lincoln Snacks, Samco Funds, Inc., and J.B. Williams Co., Inc.
Age 67.
Hansel B. Millican, Jr., Director
The Rochester Button Co.
1350 Broadway (Suite 1906)
New York, New York
President and Chief Executive Officer of Rochester Button Company (since 1991).
Currently serves as director of Polyvision Corporation. Age 72.
Thomas J. Neff, Director
Spencer Stuart, U.S.
277 Park Avenue
New York, New York
Chairman of Spencer Stuart U.S., an executive search consulting firm (since
1976). Currently serves as director of Ace, Ltd. and Exult, Inc. Age 63.
Compensation Disclosure
The following table summarizes the compensation for each of the
Directors/Trustees for the Fund and for all Lord Abbett-sponsored funds.
The second column of the following table sets forth the compensation accrued by
the Fund for outside directors. The third column sets forth information with
respect to the benefits accrued by all Lord Abbett-sponsored funds for outside
directors/trustees under the funds' retirement plans, which will terminate
effective October 31, 2000. The fourth column sets forth the total compensation
paid by all Lord Abbett-sponsored funds to the outside directors/trustees, and
amounts payable but deferred at the option of the director/trustee, but does not
include amounts accrued under the third column. No director/trustee of the funds
associated with Lord Abbett and no officer of the funds received any
compensation from the funds for acting as a director/trustee or officer.
For the Fiscal Year Ended June 30, 2000
<TABLE>
<CAPTION>
(1) (2) (3) (4)
Equity-Based For Year Ended
Retirement Benefits December 31, 1999
Accrued by the Total Compensation
Aggregate Fund and Twelve Paid by the Fund and
Compensation Other Lord Twelve Other Lord
Accrued by Abbett-sponsored Abbett-sponsored
Name of Trustee the Fund(1) Funds(2) Funds(3)
--------------- ---------------- --------------------- -------------------------------
<S> <C> <C> <C>
E. Thayer Bigelow ..... 462 $17,622 $57,720
William H.T. Bush ..... 464 $15,846 $58,000
Robert B. Calhoun, Jr . 456 $12,276 $57,000
Stewart S. Dixon ...... 468 $32,420 $58,500
John C. Jansing ....... 458 $41,108(4) $57,250
C. Alan MacDonald ..... 460 $26,763 $57,500
Hansel B. Millican, Jr 460 $37,822 $57,500
Thomas J. Neff ........ 477 $20,313 $59,660
</TABLE>
5
<PAGE>
1. Outside directors'/trustees' fees, including attendance fees for board and
committee meetings, are allocated among all Lord Abbett-sponsored funds
based on the net assets of each fund. A portion of the fees payable by the
Fund to its outside directors/trustees may be deferred at the option of a
director/trustee under an equity-based plan (the "equity-based plan") that
deems the deferred amounts to be invested in shares of the Fund for later
distribution to the directors/trustees. Effective November 1, 2000, each
director/trustee will receive an additional annual $25,000 retainer, the
full amount of which must be deferred under the equity-based plan. The
amounts ultimately received by the directors/trustees under the
equity-based plan will be directly linked to the investment performance of
the funds.
The amounts of the aggregate compensation payable by the Fund as of June
30, 2000 deemed invested in Fund shares, including dividends reinvested and
changes in net asset value applicable to such deemed investments, were: Mr.
Bigelow, $4,295; Mr. Bush, $190; Mr. Calhoun, $1,462; Mr. Dixon, $14,440;
Mr. Jansing, $28,815; Mr. MacDonald, $13,034; Mr. Millican, $32,367 and Mr.
Neff, $31,063.
2. The amounts in Column 3 were accrued by the Lord Abbett-sponsored funds for
the 12 months ended October 31, 1999.
3. The fourth column shows aggregate compensation, including
directors'/trustees' fees and attendance fees for board and committee
meetings, of a nature referred to in footnote one, accrued by the Lord
Abbett-sponsored funds during the year ended December 31, 1999, including
fees directors/trustees have chosen to defer, but does not include amounts
accrued under the equity-based plans and shown in Column 3.
4. The equity-based plans superseded a previously approved retirement plan for
all directors/trustees. Directors had the option to convert their accrued
benefits under the retirement plan. All of the then current outside
directors/trustees except one made such election. Mr. Jansing chose to
continue to receive benefits under the retirement plan which provides that
outside directors (trustees) may receive annual retirement benefits for
life equal to their final annual retainer following retirement at or after
age 72 with at least ten years of service. Thus, if Mr. Jansing were to
retire and the annual retainer payable by the funds were the same as it is
today, he would receive annual retirement benefits of $50,000.
---------------------------
Except where indicated, the following executive officers of the Fund have been
associated with Lord Abbett for over five years. Of the following, Messrs.
Carper, Gerber, Hilstad, and Morris and Ms. Binstock are partners of Lord
Abbett; the others are employees. None have received compensation from the Fund.
Executive Vice President:
Robert I. Gerber, age 46, Executive Vice President (with Lord Abbett since July
1997, formerly Senior Portfolio Manager of Sanford C. Bernstein & Co., Inc.)
Vice Presidents:
Joan A. Binstock, age 46, (with Lord Abbett since 1999, formerly Chief Operating
Officer of Morgan Grenfell from 1996 to 1999, prior thereto Principal of Ernst &
Young LLP)
Daniel E. Carper, age 48
Paul A. Hilstad, age 57, Vice President and Secretary
Lawrence H. Kaplan, age 43, (with Lord Abbett since 1997 - formerly Vice
President and Chief Counsel of Salomon Brothers Asset Management Inc. from 1995
to 1997)
Robert A. Lee, age 31, (with Lord Abbett since 1997, formerly Fixed Income
Portfolio Manager and Vice President of ARM Capital Advisors from 1995 to 1997)
Robert G. Morris, age 55
6
<PAGE>
Tracie E. Richter, age 32, (with Lord Abbett since 1999, formerly Vice President
- Head of Fund Administration of Morgan Grenfell from 1998 to 1999, Vice
President of Bankers Trust from 1996 to 1998, prior thereto Tax Associate of
Goldman Sachs)
Christina T. Simmons, age 42 (with Lord Abbett since 1999, formerly Assistant
General Counsel of Prudential Investments from 1998 to 1999, prior thereto
Counsel of Drinker, Biddle & Reath LLP, a law firm, from 1985 to 1998)
Treasurer:
Francie W. Tai, age 35, (with Lord Abbett since 2000, formerly Manager of
Goldman Sachs from 1997 to 2000; prior thereto Assistant Vice President of
Bankers Trust from 1994 to 1997).
Code of Ethics
The directors, trustees and officers of Lord Abbett-sponsored funds, together
with the partners and employees of Lord Abbett, are permitted to purchase and
sell securities for their personal investment accounts. In engaging in personal
securities transactions, however, such persons are subject to requirements and
restrictions contained in the Fund's Code of Ethics which complies, in
substance, with each of the recommendations of the Investment Company
Institute's Advisory Group on Personal Investing. Among other things, the Code
requires that Lord Abbett partners and employees obtain advance approval before
buying or selling securities, submit confirmations and quarterly transaction
reports, and obtain approval before becoming a director of any company; and it
prohibits such persons from investing in a security 7 days before or after any
Lord Abbett-sponsored fund or Lord Abbett-managed account considers a trade or
trades in such security, from profiting on trades of the same security within 60
days and from trading on material and non-public information. The Code imposes
certain similar requirements and restrictions on the independent directors and
trustees of each Lord Abbett-sponsored fund to the extent contemplated by the
recommendations of the Advisory Group.
4.
Control Persons and Principal Holders of Securities
As of October 25, 2000, our directors and officers, as a group, owned less than
1% of our outstanding shares. As of October 2, 2000, the record holders of 5% or
more of each class of the Fund's outstanding shares are as follows:
Class A: No record holders of 5% or more.
Class B: Edward Jones & Co., for the benefit of their clients 17.55%
201 Progress Pkwy, Maryland Hts, MO 63043
Class C: Edward Jones & Co., for the benefit of their clients 17.11%
201 Progress Pkwy, Maryland Hts, MO 63043
Wexford Clearing Services Corp.. FBO 21.36%
Nation Asset Managment LTD.
Washington Mall West, Reid St.
Hamilton, Bermuda
Albert Huff 9.9%
30733 Bristol Lane, Bingham Farms, MI
5.
Investment Advisory and Other Services
Investment Manager
As described under "Management" in the Prospectus, Lord Abbett is the Fund's
investment manager. Of the general partners of Lord Abbett, the following are
officers and/or directors of the Fund: Joan A. Binstock, Daniel E. Carper,
Robert S. Dow, Robert I. Gerber, Paul A. Hilstad, and Robert G. Morris. The
other general partners are: Stephen I. Allen, Zane E. Brown, John E. Erard,
Robert P. Fetch, Daria L. Foster, W. Thomas Hudson, Stephen J. McGruder, Michael
B. McLaughlin, Robert J. Noelke, R. Mark Pennington, Eli Salzmann and
Christopher J. Towle. The address of each partner is 90 Hudson Street, Jersey
City, New Jersey 07302-3973.
The services performed by Lord Abbett are described under "Management" in the
Prospectus. Under the Management Agreement we pay Lord Abbett a monthly fee,
based on average daily net assets for each month, at the annual rate of .50 of
1% of the portion of our net assets not in excess of $250,000,000, .45 of 1% of
such assets in excess of $250,000,000 but not in excess of $500,000,000 and .40
of 1% of such assets over $500,000,000. This fee is allocated among Classes A, B
and C based on each class' proportionate share of such average daily net assets.
For the fiscal years ended June 30, 2000, 1999, and 1998, the management fees
paid to Lord Abbett amounted to $1,139,097, $930,679, and $740,978,
respectively.
7
<PAGE>
The Fund pays all expenses not expressly assumed by Lord Abbett, including,
without limitation, 12b-1 expenses, outside directors' fees and expenses,
association membership dues, legal and auditing fees, taxes, transfer and
dividend disbursing agent fees, shareholder servicing costs, fees and expenses
of registering our shares under federal and state securities laws, expenses
relating to shareholder meetings, expenses of preparing, printing and mailing
shareholder reports and prospectuses to existing shareholders, insurance
premiums, brokerage and other expenses connected with executing portfolio
transactions.
Principal Underwriter
Lord Abbett Distributor LLC, ("Lord Abbett Distributor") a New York limited
liability company and a subsidiary of Lord Abbett, 90 Hudson Street, Jersey
City, NJ 07302, serves as the principal underwriter for the Fund.
Custodian
The Bank of New York ("BNY"), 48 Wall Street, New York, New York, is the Fund's
custodian. The custodian pays for and collects proceeds of securities bought and
sold by the Fund and attends to the collection of principal and income.
Transfer Agent
United Missouri Bank of Kansas City, N.A., Tenth and Grand, Kansas City,
Missouri, acts as the transfer agent and dividend disbursing agent for the Fund.
Independent Auditors
Deloitte & Touche LLP, Two World Financial Center, New York, New York 10281, are
the independent auditors of the Fund and must be approved at least annually by
our Board of Directors to continue in such capacity. They perform audit services
for the Fund including the examination of financial statements included in our
annual report to shareholders.
6.
Brokerage Allocation and Other Practices
The Fund expects that purchases and sales of portfolio securities usually will
be principal transactions. Portfolio securities normally will be purchased
directly from the issuer or from an underwriter or market maker for the
securities. The Fund usually will not pay brokerage commissions for such
purchases and no brokerage commissions have been paid over the last three fiscal
years. Purchases from underwriters of portfolio securities will include a
commission or concession paid by the issuer to the underwriter and purchases
from dealers serving as market makers will include a dealer's markup. Decisions
as to the purchase and sale of portfolio securities are made by Lord Abbett.
Normally, the selection is made by traders, who may be officers of the Fund and
are also employees of Lord Abbett. They do the trading as well for other
accounts--investment companies and other clients--managed by Lord Abbett. They
are responsible for obtaining best execution. When, in the opinion of Fund
Management, two or more brokers (either directly or through their correspondent
clearing agents) are in a position to obtain the best price and execution,
preference may be given to brokers who have sold shares of the Fund or who have
provided investment research, statistical, or other related services to the
Fund.
The Fund's policy is to have purchases and sales of portfolio securities
executed at the most favorable prices, considering all costs of the transaction,
including brokerage commissions and dealer markups and markdowns, consistent
with obtaining best execution. This policy governs the selection of dealers. No
commitments are made regarding the allocation of brokerage business to or among
broker-dealers.
7.
Capital Stock and Other Securities
Classes of Shares. The Fund offers investors three different classes of shares
in this Statement of Additional Information. The different classes of shares
represent investments in the same portfolio of securities but are subject to
different expenses.
All shares have equal noncumulative voting rights and equal rights with respect
to dividends, assets and liquidation, except for certain class-specific
expenses. They are fully paid and nonassessable when issued and have no
preemptive or conversion rights, except as described below. Additional classes
or funds may be added in the future. The Act requires that where more than one
class or fund exists, each class or fund must be preferred over all other
classes or funds in respect of assets specifically allocated to such class or
fund.
8
<PAGE>
Rule 18f-2 under the Act provides that any matter required to be submitted, by
the provisions of the Act or applicable state law or otherwise, to the holders
of the outstanding voting securities of an investment company such as the Fund
shall not be deemed to have been effectively acted upon unless approved by the
holders of a majority of the outstanding shares of each class affected by such
matter. Rule 18f-2 further provides that a class shall be deemed to be affected
by a matter unless the interests of each class in the matter are substantially
identical or the matter does not affect any interest of such class. However, the
Rule exempts the selection of independent auditors, the approval of a contract
with a principal underwriter and the election of directors from its separate
voting requirements.
The Fund's By-Laws provide that the Fund shall not hold an annual meeting of its
stockholders in any year unless one or more matters are required to be acted on
by stockholders under the Act, or unless called by a majority of the Board of
Directors or by stockholders holding at least one quarter of the stock of the
Fund outstanding and entitled to vote at the meeting. When any such annual
meeting is held, the stockholders will elect directors and vote on the approval
of the independent auditors of the Fund.
Class B Share Conversion Feature. The conversion of Class B shares on the eighth
anniversary of their purchase is subject to the continuing availability of a
private letter ruling from the Internal Revenue Service, or an opinion of
counsel or tax advisor, to the effect that the conversion of Class B shares does
not constitute a taxable event for the holder under Federal income tax law. If
such revenue ruling or opinion is no longer available, the automatic conversion
feature may be suspended, in which event no further conversions of Class B
shares would occur while such suspension remained in effect. Although Class B
shares could then be exchanged for Class A shares on the basis of relative net
asset value of the two classes, without the imposition of a sales charge or fee,
such exchange could constitute a taxable event for the holder.
Rule 12b-1 Plans. The Fund is not making payments of Rule 12b-1 fees for its
Class A share Rule 12b-1 Plan ("A Plan") and its Class C share Rule 12b-1 Plan
("C Plan"). The Fund is making annual distribution fee payments (0.75 of 1% of
the average daily net asset value of the Class B shares that are outstanding for
less than 8 years) pursuant to its Class B share Rule 12b-1 Plan ("B Plan"). As
described in the Fund's current Prospectus, the Fund has adopted a Distribution
Plan and Agreement pursuant to Rule 12b-1 under the Act for each Class. In
adopting each Plan and in approving its continuance, the Board of Directors has
concluded that based on information requested by the Board and provided by Lord
Abbett, there is a reasonable likelihood that each Plan will benefit the Class
and its shareholders. The expected benefits include (in the case of the Class B
Plan) greater sales and lower redemptions of Class B shares and (in the case of
the Class A and C Plan) a higher quality of service to shareholders by dealers
than otherwise would be the case. Lord Abbett is to use all amounts received
under each Plan for payments to dealers for (i) providing continuous services to
each Class' shareholders (in the case of the A and C Plans), such as answering
shareholder inquiries, maintaining records, and assisting shareholders in making
redemptions, transfers, additional purchases and exchanges and (ii) their
assistance in distributing Class B shares (in the case of the B Plan).
Each Plan requires the Board of Directors to review, on a quarterly basis,
written reports of all amounts expended pursuant to the Plan and the purposes
for which such expenditures were made. Each Plan shall continue in effect only
if its continuance is specifically approved at least annually by vote of the
Board of Directors and of the Fund's directors who are not interested persons of
the Fund and who have no direct or indirect financial interest in the operation
of the Plan or in any agreements related to the Plan ("outside directors"), cast
in person at a meeting called for the purpose of voting on such Plan. Each Plan
may not be amended to increase materially the amount spent for distribution
expenses without approval by a majority of the Fund's directors, including a
majority of the outside directors. Each Plan may be terminated at any time by
vote of a majority of the Fund's outside directors or by vote of the holders of
a majority of the appropriate Class' outstanding voting securities.
Contingent Deferred Sales Charge ("CDSC"). As stated in the Prospectus, a CDSC
is imposed with respect to those shares of the Fund bought in exchange for
shares of another Lord Abbett-sponsored fund or series on which the other fund
has paid a 12b-1 fee if such shares are redeemed out of the Fund (a) within a
period of 24 months from the end of the month in which the original sale
occurred in the case of Class A shares acquired in exchange for shares in the
same class of a fund in the Lord Abbett Family of Funds or (b) within 6 years of
their original purchase in the case of Class B shares, or (c) within a period of
12 months from the end of the month in which the original sale occurred in the
case of Class C shares.
9
<PAGE>
As described in the Prospectus, in no event will the amount of the CDSC exceed
1% in the case of Class A and C shares or 5% scaled down to 1%, in the case of
Class B shares, of the lesser of (i) the net asset value of the shares redeemed
or (ii) the original cost of the shares for which such shares were exchanged
("Exchanged Shares"). No CDSC will be imposed when the investor redeems (i)
amounts derived from increases in the value of the account above the total cost
of shares being redeemed due to increases in net asset value, regardless of
whether this increase is reflected in reinvested dividends or distributions, in
the case of Class A shares, and due to such an increase because of reinvested
dividends and capital gains, in the case of Class B and C shares, (ii) shares
with respect to which no Lord Abbett fund paid a 12b-1 fee or (iii) shares
which, together with Exchanged Shares, have been held continuously (a) for 24
months from the end of the month in which the original sale occurred in the case
of Class A shares, (b) until the 6th anniversary of their original purchase in
the case of Class B shares and (c) until the 1st anniversary of their original
purchase in the case of Class C shares. In determining whether a CDSC is
payable, (a) shares not subject to the CDSC will be redeemed before shares
subject to the CDSC and (b) of shares subject to a CDSC, those held the longest
will be the first to be redeemed.
8.
Purchases, Redemption & Pricing
Information concerning how we value Fund shares for the purchase and redemption
is contained in the Prospectus.
As disclosed in the Prospectus, we calculate our net asset value, declare
dividends and otherwise are open for business on each day that the New York
Stock Exchange (the "NYSE") is open for trading. The NYSE is closed on Saturdays
and Sundays and the following holidays: New Year's Day, Martin Luther King, Jr.
Day, Presidents' Day, Good Friday, Memorial Day, Independence Day, Labor Day,
Thanksgiving and Christmas.
We attempt to maintain a net asset value of $1.00 per share for all classes for
purposes of sales and redemptions but there is no assurance that we shall be
able to do so. Although we have received an exemptive order from the Securities
and Exchange Commission which permits us to round our net asset value per share
to the nearest cent for such purpose, our Board of Directors has determined that
it is in the best interests of the Fund and its shareholders to value our
portfolio securities under the amortized cost method of securities valuation
pursuant to Rule 2a-7 under the Act so long as that method fairly reflects the
Fund's market-based net asset value. Rule 2a-7, as amended, contains certain
maturity, diversification and quality requirements that apply to any fund
employing the amortized cost method in reliance on the Rule and to any
registered investment company which, like the Fund, holds itself out as a money
market fund.
Dividends. As described in the Prospectus, our net income will be declared as a
dividend daily. Net income consists of (1) all interest income and discount
earned (including original issue discount and market discount) less (2) a
provision for all expenses, including class-specific expenses, plus or minus (3)
all short-term realized gains and losses on portfolio assets.
Telephone Exchange Privilege. Shares of any class of the Fund may be exchanged
for those in the same class of (a) any other Lord Abbett-sponsored fund
available to investors at the time of the transaction, except for (i) Lord
Abbett Series Fund ("LASF") and (ii) certain single-state tax-free series and
funds where the exchanging shareholder is a resident of a state in which such
series or fund is not offered for sale, and (b) any authorized institution's
affiliated money market fund satisfying Lord Abbett Distributor as to certain
omnibus account and other criteria, hereinafter referred to as an "authorized
money market fund" or "AMMF." Class C shares of the Fund may be acquired only by
exchange for shares in the same class of any eligible Lord Abbett-sponsored fund
or AMMF. Class A and Class B shares of the Fund may be acquired either by such
an exchange or by direct purchase.
You or your investment professional, with proper identification, can instruct
the Fund to exchange by telephone. All shareholders have this privilege unless
they refuse it in writing. Exchanges for shares of any eligible Lord
Abbett-sponsored fund or AMMF will be based on the relative net asset values of
the shares exchanged, without a sales charge in most cases. Class A shares
purchased directly from the Fund may be exchanged for Class A, B or C shares of
an eligible Lord Abbett-sponsored fund. Therefore, a sales charge will be
payable on exchanges for shares of any eligible fund in the Lord Abbett Family
of Funds in accordance with the prospectus of that fund if the Class A shares
being exchanged were purchased directly from the Fund (not including shares
described under "Div-Move" below). Instructions for the exchange must be
received by the Fund in Kansas City prior to the close of the NYSE to obtain the
other fund's net asset value per share calculated on that day. Securities
dealers may charge for their services in expediting exchange transactions.
Before making an exchange you should read the prospectus of the other fund which
10
<PAGE>
is available from your securities dealer or Lord Abbett Distributor. An
"exchange" is effected through the redemption of Fund shares and the purchase of
shares of such other Lord Abbett-sponsored fund or AMMF. Exercise of the
exchange privilege will be treated as a sale for federal income tax purposes,
and, depending on the circumstances, a capital gain or loss may be recognized.
This privilege may be modified or terminated at any time.
You should not view the exchange privilege as a means for taking advantage of
short-term swings in the market and the Fund reserves the right to terminate or
limit the privilege of any shareholder who makes frequent exchanges.
Redemptions. A redemption order is in proper form when it contains all of the
information and documentation required by the order form or supplementally by
Lord Abbett Distributor or the Fund to carry out the order. The signature(s) and
any legal capacity of the signer(s) must be guaranteed by an eligible guarantor.
See the Prospectus for expedited redemption procedures.
The right to redeem and receive payment, as described in the Prospectus, may be
suspended if the NYSE is closed (except for weekends or customary holidays),
trading on the NYSE is restricted or the Securities and Exchange Commission
deems an emergency to exist.
Our Board of Directors may authorize redemption of all of the shares in any
account in which there are fewer than 500 shares. Before authorizing such
redemption, the Board must determine that it is in our economic best interest or
necessary to reduce disproportionately burdensome expenses in servicing
shareholder accounts. At least 60 days' prior written notice will be given
before any such redemption, during which time shareholders may avoid redemption
by bringing their accounts up to the minimum set by the Board.
Shareholder Programs and Retirement Plans
We have several programs available. These include automatic subsequent
investments of $50 or more from your checking account, a systematic withdrawal
plan, cash payments of monthly dividends to a designated third party and
expedited exchanges among the Lord Abbett-sponsored funds. Forms are available
from the Fund or Lord Abbett.
Div-Move. Under the Div-Move service described in the Prospectus, you can invest
the dividends paid on your account into an existing account in any other
Eligible Fund. The account must be either your account, a joint account for you
and your spouse, a single account for your spouse, or a custodial account for
your minor child under the age of 21. You should read the prospectus of the
other fund before investing.
Invest-A-Matic. The Invest-A-Matic method of investing in the Fund and/or any
other Eligible Fund is described in the Prospectus. To avail yourself of this
method you must complete the application form, selecting the time and amount of
your bank checking account withdrawals and the funds for investment, include a
voided, unsigned check and complete the bank authorization.
Systematic Withdrawal Plan. The Systematic Withdrawal Plan (the "SWP") also is
described in the Prospectus. You may establish a SWP if you own or purchase
uncertificated shares having a current offering price value of at least $10,000.
Lord Abbett prototype retirement plans have no such minimum. The SWP involves
the planned redemption of shares on a periodic basis by receiving either fixed
or variable amounts at periodic intervals. With respect to Class B shares, the
CDSC will be waived on redemptions of up to 12% per year of the current net
asset value of your account at the time your SWP is established. Since the value
of shares redeemed may be more or less than their cost, gain or loss may be
recognized for income tax purposes on each periodic payment. The SWP may be
terminated by you or by us at any time by written notice.
Retirement Plans. The Prospectus indicates the types of retirement plans for
which Lord Abbett provides forms and explanations. Lord Abbett makes available
the retirement plan forms and custodial agreements for IRAs (Individual
Retirement Accounts, including Traditional, Education, Roth, Simplified Employee
Pension Plans and Simple IRA's), 403(b) plans and qualified pension and
profit-sharing plans, including 401(k) plans. The forms contain specific
information about the plans. Explanations of the eligibility requirements,
annual custodial fees and allowable tax advantages and penalties are set forth
in the relevant plan documents. Adoption of any of these plans should be on the
advice of your legal counsel or qualified tax adviser.
11
<PAGE>
9.
Taxation of the Fund
The Fund will be subject to a 4% nondeductible excise tax on certain amounts not
distributed (and not treated as having been distributed) on a timely basis in
accordance with a calendar year distribution requirement. The Fund intends to
distribute to shareholders each year an amount adequate to avoid the imposition
of such excise tax.
Dividends paid by the Fund will not qualify for the dividends-received deduction
for corporations.
The foregoing discussion relates solely to U.S. federal income tax law as
applicable to United States persons (United States citizens or residents and
United States domestic corporations, partnerships, trusts and estates). Each
shareholder who is not a United States person should consult his tax adviser
regarding the U.S. and foreign tax consequences of the ownership of shares of
the Fund, including a 30% (or lower treaty rate) United States withholding tax
on dividends representing ordinary income and net short-term capital gains, and
the applicability of United States gift and estate taxes to non-United States
persons who own Fund shares.
10.
Underwriter
Lord Abbett Distributor LLC, a New York limited liability company and subsidiary
of Lord Abbett, 90 Hudson Street, Jersey City, New Jersey 07302-3973, serves as
the principal underwriter for the Fund. The Fund has entered into a distribution
agreement with Lord Abbett Distributor, under which Lord Abbett Distributor is
obligated to use its best efforts to find purchasers for the shares of the Fund,
and to make reasonable efforts to sell Fund shares as long as, in Lord Abbett
Distributor's judgment, a substantial distribution can be obtained by reasonable
efforts.
11.
Yield Calculation
Each Class calculates its "yield" and "effective yield" based on the number of
days in the period for which the calculation is made ("base period"). Each
Class' "yield" is computed by determining the net change for the base period
(exclusive of capital changes) in the value of a hypothetical preexisting
account having a balance of one share at the start of the base period and
subtracting this value from the value of the account at the end of the base
period and dividing the result by the account's beginning value to come up with
a "base period return" which is then multiplied by 365 over the number of days
in the base period. "Effective yield" is determined by compounding the "base
period return" by adding one, raising the sum to a power equal to 365 divided by
the number of days in the base period and subtracting one from the result. An
example follows for the seven-day period ended June 30, 2000 of the calculation
of both "yield" and "effective yield" for one Class A share:
Value of hypothetical account with
exactly one share at beginning of base period $ 1.000000000
Value of same account at end of base period $ 1.000880274
Net change in account value $ .000880274
Base period return (net change in account value
divided by the beginning account value) .0880274%
"Yield" [base period return times (365 divided by 7)] 4.59%
"Effective yield" [(base period return + 1) 365/7] - 1 4.70%
On June 30, 2000, our portfolio had a dollar-weighted life to maturity of 33
days.
Publishing of the annualized yield for a given period provides investors with a
basis for comparing our yield with that of other investment vehicles. However,
yields of other investment vehicles may not always be comparable because of
different methods of calculating yield. In addition, the safety and yield of the
Fund and other money market funds are a function of portfolio quality, portfolio
maturity and operating expenses, while the yields on competing bank accounts are
established by the bank and their principal is generally insured.
12
<PAGE>
Each Class' yield is not fixed. It fluctuates and the annualization of a yield
rate is not a representation by the Class as to what an investment in the Class
will actually yield for any given period. Actual yields will depend not only on
changes in interest rates on money market instruments during the course of the
period in which the investment in the Class is held, but also on such matters as
any realized and unrealized gains and losses, changes in the expenses of the
Class during the period and on the relative amount of new money coming into the
Class which has to be invested at a different yield than that represented by
existing assets.
12.
Financial Statements
The financial statements for the fiscal year ended June 30, 2000 and the report
of Deloitte & Touche LLP, independent auditors, on such financial statements
contained in the 2000 Annual Report to Shareholders of Lord Abbett U.S.
Government Securities Money Market Fund, Inc. are incorporated herein by
reference to such financial statements and report in reliance upon the authority
of Deloitte & Touche LLP as experts in auditing and accounting.
13
<PAGE>
APPENDIX
Commercial Paper and Bond Ratings
Commercial Paper Ratings
The rating A-1+ is the highest commercial paper rating assigned by Standard &
Poor's Corporation ("S&P"). Paper rated A-1 has the following characteristics:
Liquidity ratio is adequate to meet cash requirements; long-term senior debt is
rated A or better; the issuer has access to diverse channels of borrowing; core
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; the reliability and quality of
management are sound. Those issues determined to possess overwhelming safety
characteristics will be denoted with a plus (+) sign designation.
The rating P-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: (1) evaluation of the management of the
issuer; (2) economic evaluation of the issuer's industry or industries and an
appraisal of speculative-type risks which may be inherent in certain areas; (3)
evaluation of the issuer's products in relation to competition and customer
acceptance; (4) liquidity; (5) amount and quality of long-term debt; (6) trend
of earnings over a period of ten years; (7) financial strength of parent company
and the relationships which exist with the issuer; and (8) 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.
Bond Ratings
MOODY'S INVESTORS SERVICE, INC.'S CORPORATE BOND RATINGS
Aaa - Bonds rated Aaa are judged to be of the best quality. They carry the
smallest degree of investment risk and are generally referred to as "gilt
edged." Interest payments are protected by a large or by an exceptionally stable
margin and principal is secure. While the various protective elements are likely
to change, such changes as can be visualized are most unlikely to impair the
fundamentally strong position of such issues.
Aa - Bonds rated Aa are judged to be of high-quality by all standards. Together
with the Aaa group they comprise what are generally known as high grade bonds.
They are rated lower than the best bonds because margins of protection may not
be as large as in Aaa securities or fluctuation of protective elements may be of
greater amplitude or there may be other elements present which make the
long-term risks appear somewhat larger than in Aaa securities.
A - Bonds rated A possess many favorable investment attributes and are to be
considered as upper medium-grade obligations. Factors giving security to
principal and interest are considered adequate, but elements may be present
which suggest a susceptibility to impairment sometime in the future.
Baa - Bonds rated Baa are considered as medium-grade obligations, i.e., they are
neither highly protected nor poorly secured. Interest payments and principal
security appear adequate for the present but certain protective elements may be
lacking or may be characteristically unreliable over any great length of time.
Such bonds lack outstanding investment characteristics and in fact have
speculative characteristics as well.
Ba - Bonds rated Ba are judged to have speculative elements; their future cannot
be considered as well assured. Often the protection of interest and principal
payments may be very moderate and thereby not well safeguarded during both good
and bad times over the future. Uncertainty of position characterizes bonds in
this class.
B - Bonds rated B generally lack characteristics of a desirable investment.
Assurance of interest and principal payments or of maintenance of other terms of
the contract over any long period of time may be small.
Caa - Bonds rated Caa are of poor standing. Such issues may be in default or
there may be present elements of danger with respect to principal or interest.
14
<PAGE>
Ca - Bonds rated Ca represent obligations which are speculative in a high
degree. Such issues are often in default or have other marked shortcomings.
C - Bonds rated C are the lowest rated class of bonds, and issues so rated can
be regarded as having extremely poor prospects of ever attaining any real
investment standing.
STANDARD & POOR'S CORPORATION'S CORPORATE BOND RATINGS
AAA - This is the highest rating assigned by Standard & Poor's. The obligor's
capacity to meet its financial commitment on the obligation is extremely strong.
AA - Bonds rated AA differ form the highest rated obligations only to a small
degree. The obligor's capacity to meet its financial commitment on the
obligation is very strong.
A - Bonds rated A are somewhat more susceptible to the adverse effects of
changes in circumstances and economic conditions than obligations in higher
rated categories. However, the obligor's capacity to meet its financial
commitment on the obligation is still strong.
BBB - Bonds rated BBB exhibit adequate protection parameters. However, adverse
economic conditions or changing circumstances are more likely to lead to a
weakened capacity of the obligor to meet its financial commitment on the
obligation.
BB-B-CCC-CC-C - Obligations rated BB, B, CCC, CC and C are regarded as having
significant speculative characteristics. 'BB' indicates the least degree of
speculation and 'C' the highest. While such obligations will likely have some
quality and protective characteristics, these may be outweighed by large
uncertainties or major exposures to adverse conditions.
D - Obligations rated 'D' is in payment default. The 'D' rating category is
used when interest payments on an obligation are not made on the date due
even if the applicable grace period has not expired, unless Standard & Poor's
believes that such payments will be made during such grace period. The 'D'
rating also will be used upon the filing of a bankruptcy petition or the
taking of a similar action if payments on an obligation are jeopardized.
15
<PAGE>
LORD ABBETT U.S. GOVERNMENT SECURITIES MONEY MARKET FUND, INC.
PART C
OTHER INFORMATION
Item 23. Exhibits
(a) Articles of Incorporation incorporated by reference to Post-Effective
Amendment No. 1 to the Registration Statement on Form N-1A filed on May 21,
1979. Articles of Restatement incorporated by reference to Post-Effective
Amendment No. 24 to the Registration Statement on Form N-1A filed on
October 28, 1998.
(b) By-Laws, as amended on March 9, 2000. Filed herein
(c) Instruments Defining Rights of Security Holders. Not applicable.
(d) Investment Advisory Contracts, Management Agreement incorporated by
reference to Post-Effective Amendment No. 23 to the Registration Statement
on Form N-1A filed on October 31,1997.
(e) Underwriting Contracts. Distribution Agreement dated July 12, 1996 filed
herein.
(f) Bonus or Profit Sharing Contracts incorporated by reference to
Post-Effective Amendment No. 7 to the Registration Statement on Form N-1A
of Lord Abbett Equity Fund (File No. 811-6033).
(g) Custodian Agreements. Second Amendment to Custodian Agreement dated June
29, 1979 incorporated by reference to Post-Effective Amendment No. 16 to
the Registration Statement on Form N-1A filed on October 21, 1992.
(h) Other Material Contracts. Not applicable.
(i) Legal Opinion. Filed herein.
(j) Other Opinion. Consent of Deloitte & Touche, LLP filed herein.
(k) Omitted Financial Statements incorporated by reference.
(l) Initial Capital Agreements incorporated by reference.
(m) Rule 12b-1 Plan.
(i) Rule 12b-1 Class A Plan filed herein.
(ii) Rule 12b-1 Class B Plan filed herein.
(iii) Rule 12b-1 Class C Plan filed herein.
(n) Financial Data Schedule incorporated by reference to Registrant's Annual
Report of Form N-SAR filed on August 23, 2000 (Accession No.
0000311635-00-000004).
(o) Rule 18f-3 Plan incorporated by reference to Post-Effective Amendment No.
23 to the Registration Statement on Form N-1A filed on October 31, 1997.
(p) Code of Ethics. Filed herein.
<PAGE>
Item 24. Persons Controlled by or Under Common Control with Registrant
None.
Item 25. Indemnification
Registrant is incorporated under the laws of the State of Maryland and
is subject to Section 2-418 of the Corporations and Associations
Article of the Annotated Code of the State of Maryland controlling the
indemnification of directors and officers.
The general effect of the statute is to protect officers, directors and
employees of Registrant against legal liability and expenses incurred
by reason of their positions with the Registrant. The statute provide
for indemnification for liability for proceedings not brought on behalf
of the corporation and for those brought on behalf of the corporation,
and in each case place conditions under which indemnification will be
permitted, including requirements that the officer, director or
employee acted in good faith. Under certain conditions, payment of
expenses in advance of final disposition may be permitted. The By-Laws
of Registrant, without limiting the authority of Registrant to
indemnify any of its officers, employees or agents to the extent
consistent with applicable law, makes the indemnification of its
directors mandatory subject only to the conditions and limitations
imposed by the above-mentioned Section 2-418 of Maryland Law and by the
provisions of Section 17(h) of the Investment Company Act of 1940, as
amended (the "1940 Act) as interpreted and required to be implemented
by SEC Release No. IC-11330 of September 4, 1980.
In referring in its By-Laws to, and making indemnification of directors
subject to the conditions and limitations of, both Section 2-418 of the
Maryland Law and Section 17(h) of the 1940 Act, Registrant intends that
conditions and limitations on the extent of the indemnification of
directors imposed by the provisions of either Section 2-418 or Section
17(h) shall apply and that any inconsistency between the two will be
resolved by applying the provisions of said Section 17(h) if the
condition or limitation imposed by Section 17(h) is the more stringent.
In referring in its By-Laws to SEC Release No. IC-11330 as the source
for interpretation and implementation of said Section 17(h), Registrant
understands that it would be required under its By-Laws to use
reasonable and fair means in determining whether indemnification of a
director should be made and undertakes to use either (1) a final
decision on the merits by a court or other body before whom the
proceeding was brought that the person to be indemnified ("indemnitee")
was not liable to Registrant or to its security holders by reason of
willful malfeasance, bad faith, gross negligence, or reckless disregard
of the duties involved in the conduct of his office ("disabling
conduct") or (2) in the absence of such a decision, a reasonable
determination, based upon a review of the facts, that the indemnitee
was not liable by reason of such disabling conduct, by (a) the vote of
a majority of a quorum of directors who are neither "interested
persons" (as defined in the 1940 Act) of Registrant nor parties to the
proceeding, or (b) an independent legal counsel in a written opinion.
Also, Registrant will make advances of attorneys' fees or other
expenses incurred by a director in his defense only if (in addition to
his undertaking to repay the advance if he is not ultimately entitled
to indemnification) (1) the indemnitee provides a security for his
undertaking, (2) Registrant shall be insured against losses arising by
reason of any lawful advances, or (3) a majority of a quorum of the
non-interested, non-party directors of Registrant, or an independent
legal counsel in a written opinion, shall determine, based on a review
of readily available facts, that there is reason to believe that the
indemnitee ultimately will be found entitled to indemnification.
Insofar as indemnification for liability arising under the Securities
Act of 1933 (the "1933 Act") may be permitted to directors, officers
and controlling persons of the registrant pursuant to the foregoing
provisions, or otherwise, the registrant has been advised that in the
opinion of the Securities and Exchange Commission such indemnification
is against public policy as expressed in the 1933 Act and is,
therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the registrant of
expense incurred or paid by a director, officer or controlling person
of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person
in connection with the securities being registered, the registrant
will, unless in the opinion of its counsel the matter has been settled
by controlling precedent, submit to a court of appropriate jurisdiction
the question whether such indemnification by it is against public
policy as expressed in the 1933 Act and will be governed by the final
adjudication of such issue. In addition, Registrant maintains a
directors' and officers' errors and omissions liability insurance
policy protecting directors and officers against liability for breach
of duty, negligent act, error or omission committed in their capacity
as directors or officers. The policy contains certain exclusions, among
<PAGE>
which is exclusion from coverage for active or deliberate dishonest or
fraudulent acts and exclusion for fines or penalties imposed by law or
other matters deemed uninsurable.
Item 26. Business and Other Connections of Investment Adviser
Lord, Abbett & Co. acts as investment adviser for the Lord Abbett
registered investment companies and provides investment management
services to various pension plans, institutions and individuals. Lord
Abbett Distributor, a limited liability corporation, serves as their
distributor and principal underwriter. Other than acting as trustees,
directors and/or officers of open-end investment companies managed by
Lord, Abbett & Co., none of Lord, Abbett & Co.'s partners has, in the
past two fiscal years, engaged in any other business, profession,
vocation or employment of a substantial nature for his or her own
account or in the capacity of director, trustee, officer, employee,
or partner of any entity.
Item 27. Principal Underwriter
(a) Lord Abbett Affiliated Fund, Inc.
Lord Abbett Bond-Debenture Fund, Inc.
Lord Abbett Large-Cap Growth Fund
Lord Abbett Mid-Cap Value Fund, Inc.
Lord Abbett Developing Growth Fund, Inc.
Lord Abbett Tax-Free Income Fund, Inc.
Lord Abbett Global Fund, Inc.
Lord Abbett Series Fund, Inc.
Lord Abbett Tax-Free Income Trust
Lord Abbett Securities Trust
Lord Abbett Investment Trust
Lord Abbett Research Fund, Inc.
(b) The partners of Lord, Abbett & Co. who are also officers of
the Fund are:
Name and Principal Positions and Offices
Business Address * with Registrant
Robert S. Dow Chairman and President
Robert Gerber Executive Vice President
Paul A. Hilstad Vice President & Secretary
Joan A. Binstock Vice President
Daniel E. Carper Vice President
Robert G. Morris Vice President
The other partners who are neither officers nor directors of
the Fund are Stephen Allen, Zane E. Brown, John E. Erard,
Robert P. Fetch, Daria L. Foster, W. Thomas Hudson, Stephen
J. McGruder, Michael B. McLaughlin, Robert J. Noelke, R.
Mark Pennington, Eli Salzmann and Christopher J. Towle.
* Each of the above has a principal business address 90 Hudson
Street, Jersey City, New Jersey 07302-3973
(c) Not applicable
<PAGE>
Item 28. Location of Accounts and Records
Registrant maintains the records, required by Rules 31a - 1(a) and
(b), and 31a - 2(a) at its main office.
Lord, Abbett & Co. maintains the records required by Rules 31a - 1(f)
and 31a - 2(e) at its main office.
Certain records such as canceled stock certificates and correspondence
may be physically maintained at the main office of the Registrant's
Transfer Agent, Custodian, or Shareholder Servicing Agent within the
requirements of Rule 31a-3.
Item 29. Management Services
None
Item 30. Undertakings
The Registrant 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.
The registrant undertakes, if requested to do so by the holders of at
least 10% of the registrant's outstanding shares, to call a meeting
of shareholders for the purpose of voting upon the question of
removal of a director or directors and to assist in communications
with other shareholders as required by Section 16(c) of the
Investment Company Act of 1940, as amended.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act, the Fund certifies that it meets all of the requirements
for effectiveness of this registration statement under rule 485(b) under the
Securities Act and has duly caused this registration statement to be signed on
its behalf by the undersigned, duly authorized, in the City of Jersey City, and
the State of New Jersey on the day of October 30, 2000.
BY: /s/ CHRISTINA T. SIMMONS
Christina T. Simmons
Vice President & Assistant Secretary
BY: /s/ FRANCIE W. TAI
Francie W. Tai
Treasurer
LORD ABBETT U.S. GOVERNMENT SECURITIES MONEY MARKET FUND, INC.
Pursuant to the requirements of the Securities Act, this registration statement
has been signed below by the following persons in the capacities and on the date
indicated.
<TABLE>
<CAPTION>
<S>
Signatures Title Date
<C> <C> <C>
Chairman, President
/s/ Robert S. Dow * and Director/Trustee October 30, 2000
--------------------------- -------------------- -----------------
Robert S. Dow
/s/ E. Thayer Bigelow* Director/Trustee October 30, 2000
--------------------------- ----------------------- -----------------
E. Thayer Bigelow
/s/ William H. T. Bush* Director/Trustee October 30, 2000
--------------------------- ------------------------ -----------------
William H. T. Bush
/s/ Robert B. Calhoun, Jr.* Director/Trustee October 30, 2000
--------------------------- ------------------------ -----------------
Robert B. Calhoun, Jr.
/s/ Stewart S. Dixon* Director/Trustee October 30, 2000
--------------------------- ------------------------ -----------------
Stewart S. Dixon
/s/ John C. Jansing* Director/Trustee October 30, 2000
--------------------------- ------------------------ -----------------
John C. Jansing
/s/ C. Alan MacDonald* Director/Trustee October 30, 2000
--------------------------- ------------------------ -----------------
C. Alan MacDonald
/s/ Hansel B. Millican, Jr.* Director/Trustee October 30, 2000
----------------------------- ------------------------ -----------------
Hansel B. Millican, Jr.
/s/ Thomas J. Neff* Director/Trustee October 30, 2000
--------------------------- ------------------------ -----------------
Thomas J. Neff
/s/ LAWRENCE H. KAPLAN
* Attorney-in-Fact
</TABLE>
