SUPPLEMENT DATED JUNE 8, 2000
TO THE BABSON FUNDS PROSPECTUS
DATED OCTOBER 31, 1999
Relating to
D.L. BABSON TAX-FREE INCOME FUND, INC.
Portfolio L, Portfolio S & Portfolio MM
and
BABSON MONEY MARKET FUND, INC.
Prime Portfolio & Federal Portfolio
The combined Babson Funds prospectus dated October 31, 1999,
which includes D.L. Babson Tax-Free Income Fund, Inc. and Babson
Money Market Fund, Inc. is supplemented as follows:
The Board of Directors of D.L. Babson Tax-Free Income
Fund, Inc. has approved the reorganization of Portfolio S
into Portfolio L subject to the approval of the
shareholders of Portfolio S.
The Board of Directors of Babson Money Market Fund, Inc.
has approved the reorganization of Federal Portfolio into
Prime Portfolio subject to the approval of the
shareholders of Federal Portfolio.
Special meetings of shareholders of Portfolio S and
Federal Portfolio are tentatively scheduled for September
1, 2000. Proxy materials explaining the proposed
reorganizations are expected to be sent to shareholders
of Portfolio S and Federal Portfolio during the third
quarter of the year 2000.
Effective July 3, 2000, Portfolio S of D.L. Babson Tax-
Free Income Fund, Inc., Portfolio MM of D.L. Babson Tax-
Free Income Fund, Inc. and Federal Portfolio of Babson
Money Market Fund, Inc. will be closed to new investors.
If you are a shareholder of one of the above portfolios
as of June 30, 2000 you may continue to add to your
account or buy additional shares through the reinvestment
of dividend or capital gain distributions. The Funds
reserve the right to modify this policy at any time.
